Ryanair 2015 Annual Report Download

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1
CONTENTS
2
Financial Highlights
4
Chairman’s Report
6
Chief Executive’s Report
9
Summary Operating and Financial Overview
11
Directors’ Report
15
Corporate Governance Report
30
Environmental and Social Report
33
Report of the Remuneration Committee on Directors’ Remuneration
34
Statement of Directors’ Responsibilities
36
Independent Auditor’s Report
41
Presentation of Financial and Certain Other Information
43
Detailed Index*
46
Key Information
51
Principle Risks and Uncertainties
68
Information on the Company
94
Operating and Financial Review
99
Critical Accounting Policies
114
Directors, Senior Management and Employees
122
Major Shareholders and Related Party Transactions
123
Financial Information
135
Additional Information
146
Quantitative and Qualitative Disclosures About Market Risk
151
Controls and Procedures
156
Consolidated Financial Statements
214
Company Financial Statements
220
Directors and Other Information
221
Appendix
*See Index on page 43 and 44 for detailed table of contents.
Information on the Company is available online via the Internet at our website, www.ryanair.com.
Information on our website does not constitute part of this Annual Report. This Annual Report and our 20-F
are available on our website.

Table of contents

  • Page 1
    ... Review Critical Accounting Policies Directors, Senior Management and Employees Major Shareholders and Related Party Transactions Financial Information Additional Information Quantitative and Qualitative Disclosures About Market Risk Controls and Procedures Consolidated Financial Statements Company...

  • Page 2
    2015 â,¬M Financial Highlights Operating revenue Net profit after tax Basic EPS (in euro cent) 5,654.0 866.7 62.59 2014 â,¬M Change 5,036.7 522.8 36.96 +12% +66% +69% Adjusted profit above for year ended March 31, 2012 excludes a one off release of ticket sales revenue of â,¬ 57.8 million and ...

  • Page 3
    Key Statistics Scheduled passengers 2015 90.6m 308 9,586 9,451 2014 81.7m 297 9,501 8,599 Change +11% +4% +1% +10% Year-end Fleet Average staff Passengers per staff member (avg.) 3

  • Page 4
    ... increased from 83% to 88% Year 1 of Ryanair's "Always Getting Better" (AGB) customer experience program delivered We opened 8 new bases and 143 new routes 200 Boeing 737-Max-200's ordered for delivery from 2019 to 2023 2 eurobonds issued with a cumulative value of â,¬1.7bn â,¬520m special dividend...

  • Page 5
    ... 9,500 aviation professionals at Ryanair who continue to work hard on behalf of our shareholders to deliver a strong financial performance while at the same time delivering the lowest fares, the best on time performance, a leading customer service and above all a 30 year safety programme for our...

  • Page 6
    ...lower our aircraft financing costs. "Always Getting Better" (AGB) In September 2013, Ryanair announced our AGB customer experience program. This strategy committed the entire business from our board, management team and 9,500 aviation professionals to listen to our customers, fix the things they don...

  • Page 7
    ... services and manage their bookings. The pace and scale of Ryanair Labs development continues. In May 2015 we released a 5 th upgrade of our mobile app which includes new ancillary products, flight info, check in, mobile boarding passes and optional services such as reserved seats, checked bags...

  • Page 8
    ... standing and loyal shareholder base will continue to enjoy superior returns on their investment over the coming year, as we continue to grow our low fare model safely and in the best interests of our customers, our people and our shareholders. Yours sincerely, Michael O'Leary Chief Executive 8

  • Page 9
    ... and Financial Overview Consolidated Income Statement Data IFRS Year Ended Mar 31, 2015 â,¬M Operating revenues Scheduled revenues ...Ancillary revenues ...Total operating revenues- continuing operations Operating expenses Fuel and oil ...Airport and handling charges ...Route charges ...Staff costs...

  • Page 10
    ...in the year ended March 31, 2014, primarily due to a 1% increase in average fares, an 11% increase in traffic, a stronger load factor (up 5 points to 88%) and 11% fuel savings per passenger. Total operating revenues increased by 12% to â,¬5,654.0 million, primarily due to a 12% increase in scheduled...

  • Page 11
    Directors' Report N REPORT & F NANCIAL STATE MENTS 2007 Introduction The directors present their Annual Report and audited consolidated and company financial statements of Ryanair Holdings plc ("the Company") a public limited company incorporated in the Repub lic of Ireland, and its subsidiary ...

  • Page 12
    ... management (defined as the executive team reporting to the Board of Directors) and the directors is set out in Note 27 on page 213 of the consolidated financial statements. Executive director's service contract In October 2014, Michael O'Leary (Chief Executive Officer) signed a new 5 year contract...

  • Page 13
    ... the financial years ended March 31, 2015, 2014 and 2013 the Company made no political contributions which require disclosure under the Electoral Act, 1997. Corporate Governance Statement The Corporate Governance Statement on pages 15 to 29 forms part of the Directors' Report. Post balance sheet...

  • Page 14
    ...(2) of the Companies Act 2014, the auditor KPMG, Chartered Accountants, will continue in office. Annual General Meeting The Annual General Meeting will be held on September 24, 2015 at 9a.m. in Ryanair, Dublin Office, Airside Business Park, Swords, Co. Dublin, Ireland. On behalf of the Board David...

  • Page 15
    ... management's plans for the Group; and that directors receive accurate, timely, clear and relevant information. The Chairman is the link between the Board and the Company. He is specifically responsible for establishing and maintaining an effective working relationship with the Chief Executive...

  • Page 16
    ...an extensive background in this industry, and significant public company experience. Historically, the Company has always separated the roles of Chairman and Chief Executive for the running of the business and implementation of the Board's strategy and policy. Committees Name David Bonderman Michael...

  • Page 17
    ... at the AGM on September 24, 2015. Howard Millar, who was Ryanair's Deputy Chief Executive up to December 31, 2014, and Chief Financial Officer up to September 30, 2014, will also offer himself for appointment to the Board of Directors at the next Annual General Meeting. In accordance with the...

  • Page 18
    ... of their duties. New non-executive directors are encouraged to meet the executive director and senior management for briefing on the Company's developments and plans. Meetings The Board meets at least on a quarterly basis and in the year to March 31, 2015 the Board convened meetings on fifteen...

  • Page 19
    ... from the Chairman or Chief Executive before dealing in Ryanair shares, whilst relevant Company employees must obtain clearance from designated senior management and are prohibited from dealing in the shares during prohibited periods as defined by the Listing Rules and at any time at which the...

  • Page 20
    ... the annual report and Form 20F is fair balanced and understandable and provides the information necessary for shareholders to assess the company's performance, business model and strategy; reviewing the effectiveness of the Group's internal financial controls and risk management systems; reviewing...

  • Page 21
    ... with the United States Securities and Exchange Commission and with the Irish Companies Office; The Committee regularly reviews Turnbull Risk management reports completed by management; The Committee conducts an annual assessment of the operation of the Group's system of internal control based on...

  • Page 22
    ... board its conclusion that the annual report, taken as a whole is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's performance, business model and strategy. Significant issues considered by the Committee in relation to the financial...

  • Page 23
    ... the financial year ending 31 March 2015. On the basis of the review performed, and the discussions held with management the Committee is satisfied that the financial statements should be prepared on the basis that Ryanair's internal control over financial reporting as of March 31, 2015, is based on...

  • Page 24
    ... required by Ryanair to advance the company and shareholder value. Ryanair recognises the benefits of gender diversity. Safety Committee The Board of Directors established the Air Safety Committee in March 1997 to review and discuss air safety and related issues. The Safety Committee reports...

  • Page 25
    ..., investor days and/or by conference calls. The Chief Executive, senior financial, operational, and commercial management participate in these events. During the year ended March 31, 2015 the Company held discussions with a substantial number of institutional investors. The Board is kept informed of...

  • Page 26
    ...date of approval of the financial statements and that this process is regularly reviewed by the Board. In accordance with the provisions of the 2012 Code the directors review the effectiveness of the Company's system of internal control including Financial Operational Compliance Risk Management 26

  • Page 27
    ... Board which meets at least 4 times a year and has separate Chief Executive and Chairman roles; ï,· a clearly defined organisational structure along functional lines and a clear division of responsibility and authority in the Company; ï,· a comprehensive system of internal financial reporting...

  • Page 28
    .... The Group has not complied with the following provisions of the 2012 Code, but continues to review these situations on an ongoing basis: ï,· A number of non-executive directors participate in the Company's share option plans. The 2012 Code requires that, if exceptionally, share options are granted...

  • Page 29
    ... nine years on the Board without being offered for annual re-election. As described further above, given the other significant commercial and professional commitments of these non-executive directors, and taking into account that their independence is considered annually by the Board, the Board does...

  • Page 30
    ... on short term leases for the summer of 2015 to provide extra capacity. The principal fleet was composed of 316 Boeing 737-800 "next generation" aircraft, each having 189 seats. Ryanair's fleet totaled 308 Boeing 737-800s at March 31, 2015 with an average age of 6.3 years. The Company expects to...

  • Page 31
    ... now operates a single-aircraft-type fleet of Boeing 737-800 "next generation" aircraft with an average age of just 6 years. The design of the new aircraft is aimed at minimizing drag, thereby reducing the rate of fuel burn and noise levels. The engines are also quieter and more fuel-efficient...

  • Page 32
    ... 9. 10. New aircraft interiors & new cabin crew uniforms Lower airport check-in fees and missed departure fees. Real time airline fare comparisons on Ryanair.com. A new destination content service, featuring customer reviews. A new travel insurance product, replacing the current drop down insurance...

  • Page 33
    ... motivated to perform in the best interests of the shareholders. Details of the total remuneration paid to senior key management (defined as the executive team reporting to the Board of Directors) are set out in Note 27 of the consolidated Financial Statements. Non-Executive Directors Details of...

  • Page 34
    ... and fair view of the assets, liabilities and financial position of the Group and the Company and of the Group's profit or loss for that year. In preparing each of the consolidated and Company financial statements, the directors are required to: ï,· select suitable accounting policies and then apply...

  • Page 35
    ... and financial statements, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's performance, business model and strategy. On behalf of the Board David Bonderman Chairman July 24, 2015 Michael O'Leary Chief Executive...

  • Page 36
    ... (''financial statements'') of Ryanair Holdings plc for the year ended March 31, 2015, which comprise the consolidated and Company balance sheets, the consolidated income statement, the consolidated statement of comprehensive income, the consolidated and Company statements of changes in shareholders...

  • Page 37
    ... and charged to profit and loss over the lease term for the individual contractual obligation, based on the present value of the major airframe overhaul, engine maintenance checks and restitution of life limited parts by reference to the number of hours flown or cycles operated during the year. This...

  • Page 38
    ... grounds. Ryanair is headquartered, managed and controlled from Ireland, and the majority of the audit work covering all of the Group's revenues, profit for the year and all of its assets and liabilities is undertaken and performed by an audit team based in Dublin. 5 We have nothing to report in...

  • Page 39
    ... accounting records have been kept by the Company. In our opinion the information given in the Directors' Report is consistent with the financial statements and the description in the Corporate Governance Statement of the main features of the internal control and risk management systems in relation...

  • Page 40
    ...to members of Ryanair Holdings plc (continued) Our report is made solely to the Company's members, as a body, in accordance with section 391 of the Companies Act 2014. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in...

  • Page 41
    ... the IASB and also International Financial Reporting Standards as adopted by the EU, in each case as in effect for the year ended and as of March 31, 2015 (collectively referred to as "IFRS" throughout). The Company publishes its consolidated financial statements in euro. Solely for the convenience...

  • Page 42
    ... attacks, actions of the Irish, U.K., EU and other governments and their respective regulatory agencies, fluctuations in currency exchange rates and interest rates, changes to the structure of the euro, airport handling and access charges, litigation, labor relations, the economic environment of...

  • Page 43
    ... ...46 Exchange Rates ...48 Selected Operating and Other Data ...50 Risk Factors...51 Information on the Company ...68 Introduction ...68 Strategy ...69 Route System, Scheduling and Fares ...73 Marketing and Advertising...74 Reservations on Ryanair.Com ...75 Aircraft ...75 Ancillary Services ...77...

  • Page 44
    ...8. Financial Information ...123 Consolidated Financial Statements ...123 Other Financial Information ...123 Significant Changes ...131 The Offer and Listing ...132 Trading Markets and Share Prices...132 Additional Information ...135 Description of Capital Stock ...135 Options to Purchase Securities...

  • Page 45
    ...System, Scheduling and Fares." Ryanair pioneered the low-fares air travel model in Europe in the early 1990s. As of June 30, 2015, the Company offered over 1,600 short-haul flights per day serving approximately 190 airports largely across Europe, with a fleet of more than 315 Boeing 737-800 aircraft...

  • Page 46
    ... audited consolidated financial statements of the Company and related notes thereto included in Item 18 and (ii) "Item 5. Operating and Financial Review and Prospects." Income Statement Data: Fiscal year ended March 31, 2015 2014 2013 2012 2011 (in millions, except per-Ordinary Share data) â,¬5,654...

  • Page 47
    Cash Flow Statement Data: Fiscal year ended March 31, 2014 2013 2012 (in millions) â,¬1,689.4 â,¬1,044.6 â,¬1,023.5 â,¬1,020.3 2015 2015(a) 2011 Net cash inflow from operating activities ...$1,814.6 â,¬786.3 Net cash (outflow)/inflow from investing activities ...$(3,102.2) â,¬(2,888.2) â,¬300.7 ...

  • Page 48
    ... 1.378 1.210 Average (b) 1.326 1.392 1.291 1.328 1.330 Low - - - - High - - - - 2010 ...2011 ...2012 ...2013 ...2014 ... Month ended January 31, 2015 ...February 28, 2015 ...March 31, 2015 ...April 30, 2015 ...May 31, 2015 ...June 30, 2015 ...Period ended July 24, 2015 ...U.K. pounds sterling per...

  • Page 49
    ... 0.658 Period ended July 24, 2015 ...- - 0.640 0.651 _____ (a) Based on the Federal Reserve Rate for euro. (b) The average of the relevant exchange rates on the last business day of each month during the relevant period. (c) Based on the composite exchange rate as quoted at 5 p.m., New York time, by...

  • Page 50
    ... Flown ...545,034 Number of Airports Served at Period End ...189 Average Daily Flight Hour Utilization (hours) ...9.03 Staff at Period End ...9,394 Staff per Aircraft at Period End ...31 Booked Passengers per Staff at Period End ...9,640 _____ Fiscal Year ended March 31, 2014 2013 2012 81,668,285...

  • Page 51
    ... years 2012, 2013 and 2014, they reduced significantly in the second half of fiscal 2015 and currently remain at these lower levels. As international prices for jet fuel are denominated in U.S. dollars, Ryanair's fuel costs are also subject to certain exchange rate risks. Substantial price increases...

  • Page 52
    ...a new easier-to-navigate website with a fare finder facility, a mobile app, reduced penalty fees, more customer-friendly baggage allowances, 24 hour grace periods to correct minor booking errors, the introduction of allocated seating for all passengers and family, business traveler and group booking...

  • Page 53
    ... its growth strategy in relation to public or state-owned airports across Europe. This could in turn lead to a scaling-back of Ryanair's overall growth strategy due to the smaller number of privately owned airports available for development. On July 25, 2012, the European Commission decided that...

  • Page 54
    ... the Boeing Company (the "2013 Boeing Contract" and "2014 Boeing Contract"). Ryanair expects to have approximately 520 operating aircraft in its fleet by March 31, 2024, depending on the level of lease returns/disposals. For additional information on the Company's aircraft fleet and expansion plans...

  • Page 55
    ... since it pioneered the low-fares operating model in Europe in the early 1990s. Ryanair intends to continue to expand its fleet and add new destinations and additional flights, with the goal of increasing Ryanair's booked passenger volumes to approximately 160.0 million passengers per annum by March...

  • Page 56
    ...2006 offer was, however, prohibited by the European Commission on competition grounds. In October 2007, the European Commission reached a formal decision that it would not force Ryanair to sell its shares in Aer Lingus. This decision has been affirmed on appeal. However, EU legislation may change in...

  • Page 57
    ... employees. While this change to social insurance contributions relates primarily to new employees, its effect in the long term may materially increase Company or employee social insurance contributions and could affect Ryanair's decision to operate from those high cost locations, resulting...

  • Page 58
    ... efforts and abilities of its senior management team, including Michael O 'Leary, the Chief Executive Officer, and key financial, commercial, operating and maintenance personnel. In October 2014, Mr. O'Leary signed a new five year contract with the Company. This contract can be terminated by either...

  • Page 59
    ...reservations in the event of a major breakdown of its booking engine or other related systems, which, in turn, could have a material adverse effect on Ryanair's operating results or financial condition. Since October 1, 2009, all passengers have been required to use Internet check-in. Internet check...

  • Page 60
    ... impact on our cash flows, financial position and results of operations. Change in EU Regulations in Relation to Employers and Employee Social Insurance Could Increase Costs. The European Parliament passed legislation governing the payment of employee and employer social insurance costs in May...

  • Page 61
    ...to the assets and liabilities on Ryanair's balance sheet, the Company has a number of cross currency risks as a result of the jurisdictions of the operating business including non-euro revenues, fuel costs, certain maintenance costs and insurance costs. A weakening in the value of the euro primarily...

  • Page 62
    ... while passing through these airport security checks. As a result, Ryanair cancelled 279 flights in the days following the incident and refunded a total of â,¬2.7 million in fares to approximately 40,000 passengers. In the days following the arrests, Ryanair also suffered reductions in bookings...

  • Page 63
    ... from current or new sources) or similar atmospheric disturbances and resulting cancellations due to the closure of airports could also have a material adverse effect on the C ompany's financial performance indirectly, as a consequence of changes in the public's willingness to travel within Europe...

  • Page 64
    ... Although fuel accounted for approximately 43% of total operating expenses in the 2015 fiscal year, management anticipates that this percentage may vary significantly in future years. See "-Changes in Fuel Costs and Availability Affect the Company's Results" above. The operating costs of each flight...

  • Page 65
    ... Could Affect the Company's Results. Aviation authorities in Europe and the United States periodically require or suggest that airlines implement certain safety-related procedures on their aircraft. In recent years, the U.S. Federal Aviation Administration (the "FAA") has required a number of such...

  • Page 66
    ... Ryanair Holdings intended to pay a special dividend of â,¬0.34 per ordinary share (approx. â,¬492 million) and following shareholder approval at the annual general meeting on September 21, 2012 this special dividend was paid on November 30, 2012. In June 2013, the Company detailed plans to return...

  • Page 67
    ... of fiscal year 2015, and following shareholder approval at its annual general meeting on September 25, 2014, this special dividend was paid on February 27, 2015. In February 2015, Ryanair commenced a â,¬400 million ordinary share buy -back program (to be completed by August 2015). The Company has...

  • Page 68
    ... leased aircraft acquired on short term leases for the summer of 2015 provide extra capacity. Ryanair Limited offered over 1,600 scheduled short-haul flights per day serving approximately 190 airports largely throughout Europe. See "ï,¾Route System, Scheduling and Faresï,¾Route System and Scheduling...

  • Page 69
    ...ticket, airport fast track and priority boarding. Ryanair Groups is designed for groups travelling together. Furthermore, these customer-service related initiatives include scheduling more flights to primary airports, selling flights via travel agents on GDS, increasing marketing spending to support...

  • Page 70
    ... rates for such services by negotiating fixed-price, multi-year contracts. The development of its own Internet booking facility has allowed Ryanair to eliminate travel agent commissions. As part of its strategic initiatives, and the "Always Getting Better" customer experience program, the Company...

  • Page 71
    ... find the lowest fares. The new "My Ryanair" registration services, which allows customers to securely store their personal and payment details, has also significantly quickened the booking process and made it easier for customers to book a flight. The Company also launched a new mobile app on July...

  • Page 72
    ... Availability Affect the Company's Results" and "-The Company May Not Be Successful in Increasing Fares and Revenues to Cover Rising Business Costs." In recent years, in response to an operating environment characterized by high fuel prices, typically lower seasonal yields and higher airport charges...

  • Page 73
    ...consolidated financial statements included in Item 18 for more information regarding the geographical sou rces of the Company's revenue. Management's objective is to schedule a sufficient number of flights per day on each of Ryanair's routes to satisfy demand for Ryanair's low-fares service. Ryanair...

  • Page 74
    ... booking, seat availability and demand. Ryanair sells seats on a one-way basis, thus removing minimum stay requirements from all travel on Ryanair scheduled services. All tickets can be changed, subject to certain conditions, including fee payment and applicable upgrade charges. However, tickets...

  • Page 75
    ...-up booking engine to support operations in the event of a breakdown in the main system. Over the last several years, Ryanair has introduced a number of Internet-based customer service enhancements such as Internet check-in, priority boarding service and limited reserved seating since January 2012...

  • Page 76
    ... the Boeing contracts, scheduled aircraft deliveries and related expenditures and their financing, as well as the terms of the arrangements under which Ryanair currently leases 51 of the aircraft in its operating fleet, see "Item 5. Operating and Financial Review and Prospects-Liquidity and Capital...

  • Page 77
    ... non-flight scheduled services, Internet-related services, and the in-flight sale of beverages, food, and merchandise. See "Item 5. Operating and Financial Review and Prospects-Results of Operations-Fiscal Year 2015 Compared with Fiscal Year 2014 -Ancillary Revenues" for additional information...

  • Page 78
    ... management sales reporting. The EPOS device also issues bus and rail tickets and tickets for tourist attractions. A new version of the EPOS device is being rolled out in summer of 2015. In fiscal year 2011, Ryanair began offering reserved seating in twenty-one extra legroom seats on each aircraft...

  • Page 79
    ... at Glasgow (Prestwick) airport in winter 2010 to accommodate the additional maintenance requirements arising from its expanding and aging fleet and opened a new C-check facility in Kaunas in January 2013 to carry out light C-checks. Ryanair contracts out engine overhaul service for its Boeing 737...

  • Page 80
    ...-200, scheduled for delivery in 2019, will include flight deck enhancements derived from Ryanair's experience with the Boeing 737-200 and Boeing 737-800 fleets. Ryanair has a comprehensive and documented Safety Management System. Management encourages flight crews to report any safety-related issues...

  • Page 81
    ... affect the Company's operations. As a result of rising airport charges and the introductio n of an Air Travel Tax of â,¬10 on passengers departing from Irish airports on routes longer than 300 kilometers from Dublin Airport (â,¬2 on shorter routes), Ryanair reduced its fleet at Dublin airport to 13...

  • Page 82
    ...Charges for Airport Access are Subject to Increase." See also "Item 8. Financial Informationï,¾Other Financial Informationï,¾Legal Proceedingsï,¾EU State Aid-Related Proceedings" for information regarding legal proceedings in which Ryanair's economic arrangements with several publicly owned airports...

  • Page 83
    ...certainty, and Ryanair's low -fares policy limits its ability to pass on increased fuel costs to passengers through increased fares. Jet fuel prices are dependent on crude oil prices, which are quoted in U.S. dollars. If the value of the U.S. dollar strengthens against the euro, Ryanair's fuel costs...

  • Page 84
    ...surcharge based on hull values. Ryanair's insurers have indicated that the scope of the Company's current war-related insurance coverage may exclude certain types of catastrophic incidents, which may result in the Company seeking alternative coverage. During the 2006 fiscal year, Ryanair established...

  • Page 85
    ... DAA, the Irish government authority charged with operating Dublin Airport, to lease bag-drop counters and other space at the passenger and cargo terminal facilities at Dublin Airport. The airport office facilities used by Ryanair at London (Stansted) are leased from the airport authority; similar...

  • Page 86
    ... or confusingly similar trademark in relation to identical, or similar services. Ryanair has not registered either its name or its logo as a trademark in Ireland, as CTM-registration provides all of the protection available from an Irish registration, and management believes there are therefore no...

  • Page 87
    ... times be effectively controlled by such EU member states or EU nationals. The CAR has broad authority to revoke an operating license. See "Item 10. Additional Information--Limitations on Share Ownership by Non-EU Nationals." See also "Item 3. Risk Factors--Risks Related to Ownership of the Company...

  • Page 88
    ... services throughout Europe. Ireland is a party to several international agreements concerning Eurocontrol. These agreements have been implemented in Irish law, which provides for the payment of charges to Eurocontrol in respect of air navigation services for aircraft in airspace under the control...

  • Page 89
    ...dominant positions by Europe's larger airports is very limited. See "Item 8. Financial Informationï,¾Other Financial Informationï,¾Legal Proceedingsï,¾EU State Aid-Related Proceedings." The European Union also passed legislation calling for increased transparency in airline fares, which requires the...

  • Page 90
    ...'s aircraft currently comply with these regulations. Certain airports in the U.K. (including London Stansted and London Gatwick) and continental Europe have established local noise restrictions, including limits on the number of hourly or daily operations or the time of such operations. Company...

  • Page 91
    ...and Ryanair now operates a single-aircraft-type fleet of Boeing 737-800 "next generation" aircraft with an average age of 6 years. The design of the new aircraft is aimed at minimizing drag, thereby reducing the rate of fuel burn and noise levels. The engines are also quieter and more fuel-efficient...

  • Page 92
    ... and continues to offer, the lowest fares in Europe, to make passenger air travel affordable and accessible to European consumers. Ryanair believes that the imposition of additional taxes on airlines will not only increase airfares, but will discourage new entrants into the market, resulting in less...

  • Page 93
    since 2014 and is currently stalled. Slot values depend on several factors, including the airport, time of day covered, the availability of slots and the class of aircraft. Ryanair's ability to gain access to and develop its operations at slot controlled airports will be affected by the availability...

  • Page 94
    ... period, in addition to Dublin, Ryanair established 72 airports as bases of operations. See "Item 4. Information on the Company-Route System, Scheduling and Fares" for a list of these bases. Ryanair has increased the number of booked passengers from approximately 4.9 million in the 1999 fiscal year...

  • Page 95
    ... was approved, Ryanair would eliminate Aer Lingus' fuel surcharges and reduce its fares, which would have resulted in Aer Lingus passengers saving approximately â,¬100 million per year. The Company was therefore disappointed by the European Commission's decision to prohibit this offer. This decision...

  • Page 96
    ... at some of Europe's major airports w here Aer Lingus currently operates and Ryanair does not. Ryanair also intended to increase Aer Lingus' transatlantic traffic from Ireland, which has fallen in recent years, by investing in operations. If the offer was accepted, the Irish government would have...

  • Page 97
    ... of the remaining share capital of Aer Lingus. Ryanair appealed this prohibition to the EU General Court on May 8, 2013. A judgment in this appeal is expected in 2016. The available-for-sale financial asset balance sheet value of â,¬371.0 million reflects the market value of the Company's stake in...

  • Page 98
    ... availability of new airports for expansion; fuel prices; the airline pricing environment in a period of increased competition; the ability of Ryanair to finance its planned acquisition of aircraft and to discharge the resulting debt service obligations; economic and political conditions in Ireland...

  • Page 99
    ... aging of aircraft, changes in new aircraft technology, changes in governmental and environmental taxes, changes in new aircraft fuel efficiency and changing market prices for new and used aircraft of the same or similar types. Ryanair evaluates its estimates and assumptions in each reporting period...

  • Page 100
    ..., based on the present value of the estimated future cost of the major airframe overhaul, engine maintenance checks and restitution of major life-limited parts, calculated by reference to the number of hours flown or cycles operated during the year. Ryanair's aircraft operating lease agreements...

  • Page 101
    .... Booked passenger load factors increased to 88.2% in fiscal 2015 compared with 83% in fiscal 2014. Passenger capacity during the 2015 fiscal year increased by 3.8% due to an increase in the average number of aircraft in the fleet. Scheduled passenger revenues accounted for 75.4% of Ryanair's total...

  • Page 102
    ... the 2015 fiscal year, while ancillary revenues per booked passenger increased to â,¬15.39 from â,¬15.27. Revenues from non-flight scheduled operations, including revenues from excess baggage charges, administration/credit card fees, sales of rail and bus tickets, priority boarding, reserved seating...

  • Page 103
    ...increase in the average number of owned aircraft in the fleet in the 2015 fiscal year (250) compared to the 2014 fiscal year (246) and spare engines purchased during the year. See "-Critical Accounting Policies-Long-lived Assets" above. Marketing, distribution and other expenses. Ryanair's marketing...

  • Page 104
    ...million reported in the 2014 fiscal year, reflecting short term leases over the summer, offset by the lower average number of leased aircraft in the 2015 fiscal year (51) compared to the 2014 fiscal year (55). Operating profit. As a result of the factors outlined above, operating profit increased 42...

  • Page 105
    ... the 2014 fiscal year, while ancillary revenues per booked passenger increased to â,¬15.27 from â,¬13.43. Revenues from non-flight scheduled operations, including revenues from excess baggage charges, administration/credit card fees, sales of rail and bus tickets, priority boarding, reserved seating...

  • Page 106
    ... and EU emissions trading costs. The average fuel price paid by Ryanair (calculated by dividing total fuel costs by the number of U.S. gallons of fuel consumed) increased 3.0% from â,¬2.38 per U.S. gallon in the 2013 fiscal year to â,¬2.45 per U.S. gallon in the 2014 fiscal year, in each case after...

  • Page 107
    ... of air travel. Ryanair typically records higher revenues and income in the first half of each fiscal year ended March 31 than the second half of such year. RECENTLY ISSUED ACCOUNTING STANDARDS Please see Note 1 to the consolidated financial statements included in Item 18 for information on recently...

  • Page 108
    ... due to an increase in cash receipts from advance bookings. During the last two fiscal years, Ryanair's primary cash requirements have been for operating expenses, additional aircraft, including advance payments in respect of new Boeing 737 aircraft and related flight equipment, payments on related...

  • Page 109
    ... operations to meet its non-aircraft acquisition-related working capital requirements. Management believes that the working capital available to the Company is sufficient for its present requirements and will be sufficient to meet its anticipated requirements for capital expenditures and other cash...

  • Page 110
    ... March 31, 2015. See also Note 11 to the consolidated financial statements included in Item 18 for further information on the maturity profile of the interest rate structure and other information on the Company's borrowings. At March 31, 2015, the majority of the aircraft in Ryanair's fleet had been...

  • Page 111
    ... own the aircraft for accounting purposes under IFRS. Ryanair does not use special purpose entities for off-balance sheet financing or any other purpose which results in assets or liabilities not being reflected in Ryanair's consolidated financial statements. In addition to its purchase option under...

  • Page 112
    ...March 2014 with 13-year euro-denominated JOLCOs. These structures are accounted for as finance leases and are initially recorded at fair value on the Company's balance sheet. Under each of these contracts, Ryanair has a call option to purchase the aircraft at a pre-determined price after a period of...

  • Page 113
    ... general meeting on June 18, 2013 and guarantees given in relation to the 2014 Boeing contract which total approximately $20.5 billion at list prices and which became effective following Ryanair Holdings shareholder approval at an extraordinary general meeting on November 28, 2014. TREND INFORMATION...

  • Page 114
    ... as a director since August 2014. Mr. Cawley previously worked with Ryanair for 17 years and contributed enormously to Ryanair's growth and success until he retired in March 2014. He served as Ryanair's Deputy CEO and Chief Operating Officer. Mr. Cawley's other non-executive directorships include...

  • Page 115
    ... senior executives of the Company and to administer the stock option plans described below. Senior Management remuneration is comprised of a fixed basic pay and performance related bonuses which are awarded based on a combination of budget and non-budget performance criteria. The Board of Directors...

  • Page 116
    ..., Howard Millar, who was Ryanair's Deputy Chief Executive up to December 31, 2014, and Chief Financial Officer up to September 30, 2014, will also offer himself for appointment to the Board of Directors at the next Annual General Meeting, which is scheduled to be held on September 24, 2015. 116

  • Page 117
    ... of related-party transactions, as well as its requirement that shareholders approve certain stock or asset purchases when a director, officer or substantial shareholder has an interest. The Company is subject to extensive provisions under the Listing Rules of the Irish Stock Exchange (the "Irish...

  • Page 118
    ... Chief Executive Officer and Chief Operating Officer of Ryanair from 2003 to March 2014 and before that as Ryanair's Chief Financial Officer and Commercial Director from 1997. The Board has considered Michael's employment and has concluded that Michael Cawley is an independent non-executive director...

  • Page 119
    ... Officer). Kenny Jacobs was appointed Chief Marketing Officer in January 2014. He is responsible for sales, marketing and customer service at Ryanair. Previously Kenny was CMO for Moneysupermarket plc. which has a set of digital brands saving consumers money on insurance, finance, energy and travel...

  • Page 120
    ... Information-Options to Purchase Securities from Registrant or Subsidiaries," as well as Note 15 to the consolidated financial statements included herein. Employment and Bonus Agreement with Mr. O'Leary In October 2014, Michael O'Leary (Chief Executive Officer) signed a new five year contract...

  • Page 121
    ...pay of pilots and cabin crew in accordance with the terms of individual base collective agreements. Rya nair's pilots are currently subject to IAA-approved limits of 100 flight-hours per 28-day cycle and 900 flight-hours per fiscal year. For the 2015 fiscal year, the average flight-hours for Ryanair...

  • Page 122
    ...Non-EU Nationals." MAJOR SHAREHOLDERS Based on information available to Ryanair Holdings, the following table summarizes the holdings of those shareholders holding 3% or more of the Ordinary Shares as of June 30, 2015, June 30, 2014 and June 30, 2013, the latest practicable date prior to the Company...

  • Page 123
    Based on information available to Ryanair Holdings plc, the following table summarizes shareholdings in excess of 3% or more of the Ordinary Shares as of March 31, 2015, March 31 2014 and March 31, 2013. As of March 31, 2015 % of Class No. of Shares Capital Research and Management Company...HSBC ...

  • Page 124
    ... arrangements were in line with market terms. In July 2012, the European Commission similarly concluded that the financial arrangements between Tampere airport in Finland and Ryanair do not constitute state aid. In February 2014, the European Commission found that the financial arrangements between...

  • Page 125
    ... 2014). In July 2012 the European Commission found that Ryanair, Aer Lingus and Aer Arann had received state aid from the Irish government by way of a two-tier air travel tax levied on passengers departing from Irish airports. Ryanair appealed this decision and on February 5, 2015 the EU General...

  • Page 126
    ...Ryanair also proposed to double Aer Lingus' short-haul fleet from 33 to 66 aircraft and to create 1,000 associated new jobs over a five-year period. If the offer had been accepted, the Irish government would have received over â,¬180 million in cash. The employ ee share ownership trust and employees...

  • Page 127
    ... at some of Europe's major airports where Aer Lingus currently operat es and Ryanair does not. Ryanair also intended to increase Aer Lingus' transatlantic traffic from Ireland, which has fallen in recent years, by investing in operations. If the offer had been accepted, the Irish government would...

  • Page 128
    ...to the offer receiving merger clearance from the European Commission (which was subsequently granted on July 14, 2015). Legal Actions Against Monopoly Airports. Ryanair has been involved in a number of legal and regulatory actions against the Dublin and London (Stansted) airports in relation to what...

  • Page 129
    ... allowed the charges increase at Dublin Airport, with no differential pricing between Terminals 1 and 2. Ryanair has also been trying to prevent both the BAA in London and the DAA in Dublin from engaging in wasteful capital expenditure. In the case of London (Stansted) Airport, the BAA was planning...

  • Page 130
    ... special dividend was paid in October 2010. Similarly, following shareholder approval at the September 2012 annual general meeting of shareholders, a dividend of â,¬0.34 per Ordinary Share (approximately â,¬492 million) was paid in November 2012. On June 20, 2013 the Company detailed plans to return...

  • Page 131
    ...dividends, share buybacks or other shareholder distributions. See "Item 9. The Offer and Listing - Trading Markets and Share Prices" below for further information regarding share buy-backs. SIGNIFICANT CHANGES From April 1, 2015 to July 23, 2015 the Company bought back 21.3 million shares at a total...

  • Page 132
    Item 9. The Offer and Listing TRADING MARKETS AND SHARE PRICES The primary market for Ryanair Holdings' Ordinary Shares is the Irish Stock Exchange plc (the "Irish Stock Exchange"); Ordinary Shares are also traded on the London Stock Exchange. The Ordinary Shares were first listed for trading on the...

  • Page 133
    ... Shares (London Stock Exchange) (in euro) High Low 2009 ...2010 ...2011 ...2012 ...2013 First Quarter ...Second Quarter ...Third Quarter ...Fourth Quarter ...2014 First Quarter ...Second Quarter ...Third Quarter ...Fourth Quarter ...2015 January 31, 2015 ...February 28, 2015 ...March 31, 2015...

  • Page 134
    ...2011 ...2012 ...2013 ...2014 ...2015 ...Period through June 30,2015 ...Total ...All Ordinary Shares repurchased have been cancelled. The maximum price at which the Company may repurchase Ordinary Shares, in accordance with the listing rules of the Irish Stock Exchange and of the Financial Services...

  • Page 135
    ...17, 2015, but only for managers who continued to be employed by the Company through September 18, 2013. During fiscal year 2014, Ryanair Holdings' shareholders approved a stock option plan at the Company's annual general meeting on September 20, 2013 (referred to herein as "Option Plan 2013"), under...

  • Page 136
    ... targets in relation to net profit and/or share price are achieved and will only be available to managers/directors who continue to be employed by the Company in June 2019. Also under Option Plan 2013, 3.5 million share options were granted, in aggregate, to 7 of the existing executive officers at...

  • Page 137
    ... with Boeing to purchase 175 Boeing 737-800NG aircraft, over a five year period from fiscal 2015 to 2019 in accordance with the terms of the contract. The contract was approved by the shareholders of the Company at an extraordinary general meeting on June 18, 2013. In April 2014, the Company agreed...

  • Page 138
    ... law. The Company does not anticipate that Irish exchange controls or orders under the 1992 Act or United Nations sanctions implemented into Irish law will have a material effect on its business. LIMITATIONS ON SHARE OWNERSHIP BY NON-EU NATIONALS The Board of Directors of Ryanair Holdings is given...

  • Page 139
    ... addition to the above, if as a consequence of a change of law or a direction, notice or requirement of any state, authority or person it is necessary to reduce the total number of Affected Shares below 40% or reduce the number of Affected Shares held by any particular stockholder or stockholders in...

  • Page 140
    ... Shares and the name of the person or persons who will answer queries relating to Restricted Shares on behalf of Ryanair Holdings. The directors shall publish information as to the number of shares held by EU nationals annually. In an effort to increase the percentage of its share capital held by EU...

  • Page 141
    ... of PRSA assets; Qualifying employee share ownership trusts; Collective investment undertakings; Tax-exempt charities; Designated brokers receiving the distribution for special portfolio investment accounts; Any person who is entitled to exemption from income tax under Schedule F on dividends in...

  • Page 142
    ... more companies, in either case the principal classes of shares of which is or are substantially and regularly traded on a recognized stock exchange in a tax treaty country or an EU member state including Ireland or on an approved stock exchange. ï,· ï,· In the case of an individual non-resident...

  • Page 143
    ...Ireland Limited) wherever executed and whether on sale, in contemplation of a sale or by way of a gift, will be subject to duty at the rate of 1% of the consideration given or, in the case of a gift or if the purchase price is inadequate or unascertainable, on the market value of the Ordinary Shares...

  • Page 144
    ..., based on the Company's audited financial statements and its current expectations regarding the value and nature of its assets, the sources and nature of its income, and relevant market data, the Company does not anticipate becoming a PFIC for its fiscal 2016 taxable year. Under the U.S.-Ireland...

  • Page 145
    ... of a trade or business in the United States or (ii) in the case of gain realized by an individual Non-U.S. Holder, such Non-U.S. Holder is present in the United States for 183 days or more in the taxable year of the sale and certain other conditions are met. DOCUMENTS ON DISPLAY Copies of Ryanair...

  • Page 146
    ...Company enters into these arrangements with the goal of hedging its operational and balance sheet risk. However, Ryanair's exposure to commodity price, interest rate and currency exchange rate fluctuations cannot be neutralized completely. In executing its risk management strategy, Ryanair currently...

  • Page 147
    ...Company-Changes in Fuel Costs and Availability Affect the Company's Results." Under IFRS, the Company's fuel forward contracts are treated as cash -flow hedges of forecast fuel purchases for risks arising from the commodity price of fuel. The contracts are recorded at fair value in the balance sheet...

  • Page 148
    ...in respect of these contracts. Hedging associated with capital expenditures. During the 2015 and 2014 fiscal years, the Company also entered into a series of euro/U.S. dollar contracts to hedge against changes in the fair value of aircraft purchase commitments under the Boeing contracts, which arise...

  • Page 149
    ... 31, 2015, the Company had outstanding cumulative borrowings und er these facilities of â,¬4,431.6 million with a weighted average interest rate of 2.01%. See "Item 5. Operating and Financial Review and Prospects-Liquidity and Capital Resources-Capital Resources" for additional information on these...

  • Page 150
    ...pay on any ADSs or common shares underlying ADSs (for example, stock transfer taxes, stamp duty or withholding taxes). Any charges incurred by the depositary or its agents for servicing the deposited securities. Reimbursement of Fees As necessary. As necessary. From April 1, 2014 to June 30, 2015...

  • Page 151
    ... the Exchange Act is recorded, processed, summarized and reported as and when required, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to the Company's management, including the Chief Executive Officer and Chief Financial Officer, as...

  • Page 152
    ...the Company's assets that could have a material effect on the financial statements. ï,· The Company's management evaluated the effectiveness of the Company's internal control over financial reporting as of March 31, 2015, based on the criteria established in the 2013 Framework in "Internal Control...

  • Page 153
    ... to the Company's chief executive officer, chief financial officer, chief accounting officer, controller and persons performing similar functions, as well as to all of the Company's other officers, directors and employees. The Code of Business Conduct and Ethics is available on Ryanair's website at...

  • Page 154
    ... the issued share capital of the Company at July 23, 2015. (b) See "Item 8. Financial Information-Other Financial Information-Share Buy-Back Program" and "Item 9. The Offer and Listing-Trading Markets and Share Prices" for further information regarding the Company's Ordinary Share buy-back program...

  • Page 155
    ... 18. Financial Statements RYANAIR HOLDINGS PLC INDEX TO FINANCIAL STATEMENTS Page Consolidated Balance Sheets of Ryanair Holdings plc at March 31, 2015, March 31, 2014 and March 31, 2013...Consolidated Income Statements of Ryanair Holdings plc for the Years ended March 31, 2015, March 31, 2014 and...

  • Page 156
    ... Balance Sheet At March 31, 2015 â,¬M 5,471.1 46.8 371.0 554.5 6,443.4 At March 31, 2014 â,¬M 5,060.3 46.8 260.3 0.4 5,367.8 At March 31, 2013 â,¬M 4,906.3 46.8 221.2 5.1 5,179.4 Note Non-current assets Property, plant and equipment ...2 Intangible assets ...3 Available for sale financial assets...

  • Page 157
    ... (4,165.8) 718.2 Note Operating revenues Scheduled revenues...17 Ancillary revenues ...17 Total operating revenues - continuing operations ...17 Operating expenses Fuel and oil ...Airport and handling charges ...Route charges...Staff costs ...18 Depreciation ...2 Marketing, distribution and other...

  • Page 158
    ....0) Net change in fair value of cash-flow hedges transferred to profit or 68.3 loss ...Net movements in cash-flow hedge reserve ...391.7 Available for sale financial asset: Net increase in fair value of available-for-sale asset ...110.7 500.0 500.0 Total other comprehensive expense for the year, net...

  • Page 159
    ... of Changes in Shareholders' Equity Other Reserves Ordinary Shares M Balance at March 31, 2012 ...1,455.6 Profit for the year ...Other comprehensive income Net actuarial losses from retirement benefits plan ...Net movements in cash-flow reserve...Net change in fair value of availablefor-sale asset...

  • Page 160
    ...Account â,¬M Retained Earnings â,¬M 866.7 Other Undenom -inated Capital â,¬M Other Reserves â,¬M - Profit for the year...Other comprehensive income Net actuarial losses from retirement benefits plan...Net movements in cash-flow reserve...Net change in fair value of available-for -sale asset...Total...

  • Page 161
    ...cash provided by operating activities Depreciation...Retirement costs ...Tax expense on profit on ordinary activities ...Share-based payments charge ...Decrease in inventories ...(Increase) in trade receivables ...(Increase) in other current assets...Increase/(decrease) in trade payables ...Increase...

  • Page 162
    ... "us", "Ryanair" or the "Company") and currently operate a low-fares airline headquartered in Dublin, Ireland. All trading activity continues to be undertaken by the group of companies headed by Ryanair Limited. Statement of compliance In accordance with the International Accounting Standards ("IAS...

  • Page 163
    ...the euro being the functional currency of the parent entity and the majority of the group companies. They are prepared on the historical cost basis, except for derivative financial instruments and available-for-sale securities which are stated at fair value, and share-based payments, which are based...

  • Page 164
    ..., based on the present value of the estimated future cost of the major airframe overhaul, engine maintenance checks, and restitution of major life-limited parts, calculated by reference to the number of hours flown or cycles operated during the year. Ryanair's aircraft operating lease agreements...

  • Page 165
    ... are: Aircraft Type Boeing 737-800s Number of Owned Aircraft at March 31, 2015 257(a) Useful Life 23 years from date of manufacture Residual Value 15% of current market value of new aircraft, determined periodically (a) The Company operated 308 aircraft as of March 31, 2015, of which 51 were leased...

  • Page 166
    ..., based on the present value of the estimated future cost of the major airframe overhaul, engine maintenance checks, and restitution of major life-limited parts, calculated by reference to the number of hours flown or cycles operated during the year. Ryanair's aircraft operating lease agreements...

  • Page 167
    ... contracts and commodity contracts. These derivative financial instruments are generally held to maturity. The Company enters into these arrangements with the goal of hedging its operational and balance sheet risk. However, Ryanair's exposure to commodity price, interest rate and currency exchange...

  • Page 168
    ... are operating leases and the associated leased assets are not recognised on the Company's balance sheet. Expenditure arising under operating leases is charged to the income statement as incurred. The Company also enters into sale-and-leaseback transactions whereby it sells the rights to an aircraft...

  • Page 169
    .... The Company is managed as a single business unit that provides low fares airline-related services, including scheduled services, and ancillary services including hotel, travel insurance and internet and other related services to third parties, across a European route network. Income statement...

  • Page 170
    ...such as certain hedging derivative financial instruments, available-for-sale assets, retirement benefit obligations). Current tax payable on taxable profits is recognised as an expense in the period in which the profits arise using tax rates enacted or substantively enacted at the balance sheet date...

  • Page 171
    ...assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that a sufficient taxable profit will be available to allow all or part of the deferred tax asset to be realised. Social insurance, passenger taxes and sales taxes are recorded as a liability based...

  • Page 172
    ...ï,· IFRS 15, "Revenue from Contracts with Customers" ( expected to be effective for fiscal periods beginning on or after January 1, 2018).* Amendments to IAS 27: "Equity Method in Separate Financial Statements" (effective for fiscal periods beginning on or after January 1, 2016).* Amendments to IAS...

  • Page 173
    ... ended March 31, 2015 Cost At March 31, 2014 ...6,815.7 Additions in year ...777.0 (54.6) Disposals in year ...7,538.1 At March 31, 2015 ...Depreciation At March 31, 2014 ...1,814.6 Charge for year ...367.7 (54.6) Eliminated on disposal ...2,127.7 At March 31, 2015 ...Net book value 5,410.4 At March...

  • Page 174
    ... for 2014 and 7.0% for 2013. 4 Available-for-sale financial assets At March 31, 2014 â,¬M 260.3 2015 â,¬M Investment in Aer Lingus ...371.0 2013 â,¬M 221.2 As at March 31, 2015 Ryanair's total percentage shareholding in Aer Lingus was 29.8% (2014: 29.8%; 2013: 29.8%). The balance sheet value of...

  • Page 175
    ... Dublin ruled that Aer Lingus was not obliged to accede to Ryanair's request that two additional resolutions (on the payment of a dividend and on payments to pension schemes) be put to vote at Aer Lingus' annual general meeting; The European Commission has formally found that Ryanair's shareholding...

  • Page 176
    ..., 2015, Ryanair applied to the Competition and Markets Authority (formerly the Competition Commission) for a review of its August 28, 2013 decision on the basis that the proposed offer by the International Airlines Group (IAG) for Aer Lingus, announced in December 2014, amounted to a material change...

  • Page 177
    ... revenues are sometimes used to fund forward foreign exchange contracts to hedge U.S. dollar currency exposures that arise in relation to fuel, maintenance, aviation insurance, and capital expenditure costs and excess U.K. pounds sterling are converted into euro. Additionally, the Company swaps euro...

  • Page 178
    ... Balance Sheet are gross amounts as the Company does not qualify for netting. Additional information in relation to the above interest rate swaps and forward currency contracts (i.e. notional value and weighted average interest rates) can be found in Note 11 to the consolidated financial statements...

  • Page 179
    ...statement relating to these hedges in the current year. Foreign currency forward contracts may be utilised in a number of ways: forecast U.K. pounds sterling and euro revenue receipts are converted into U.S. dollars to hedge against forecasted U.S. dollar payments principally for jet fuel, insurance...

  • Page 180
    ...designated as cash-flow hedges were expected to occur, as of March 31, 2015, 2014 and 2013: Carrying Amount Expected Cash Flows 2016 2017 2018 2019 Thereafter â,¬M At March 31, 2015 Interest rate swaps ...U.S. dollar currency forward contracts ...U.K. pounds sterling currency forward contracts...

  • Page 181
    ... ...(4.5) Related financial instruments that are not offset 6.7 Restricted Cash ...2.2 Net amount 2013 â,¬M (11.0) 13.3 2.3 (21.6) 24.7 3.1 The following tables indicate the periods in which cash flows associated with derivatives designated as cash-flow hedges were expected to impact profit or...

  • Page 182
    ... March 31, 2014 â,¬M 2015 â,¬M Consumables ... 2013 â,¬M 2.1 2.5 2.7 In the view of the directors, there are no material differences between the net realisable value of inventories and the balance sheet amounts. 7 Other assets At March 31, 2014 â,¬M 121.6 2.6 124.2 2015 â,¬M Prepayments...133...

  • Page 183
    ... value that reflects price movements in an underlying asset. The Company uses derivative financial instruments, principally jet fuel derivatives, interest rate swaps, cross-currency interest rate swaps and forward foreign exchange contracts to manage commodity risks, interest rate risks and currency...

  • Page 184
    ... to the consolidated financial statements. Financial assets and financial liabilities - fair values The carrying value and fair value of the Company's financial assets by class and measurement category at March 31, 2015, 2014 and 2013 were as follows: (a) Available For Sale CashFlow Hedges Loans and...

  • Page 185
    ...-for- sale: The fair value of available-for-sale financial assets is their quoted market bid price at the balance sheet date. (Level 1) ï,· Derivatives - interest rate swaps: Discounted cash-flow analyses have been used to determine the fair value, taking into account current market inputs and rates...

  • Page 186
    ... term of the asset or liability. Level 3: Inputs for the asset or liability are not based on observable market data. Level 1 â,¬M At March 31, 2015 Assets measured at fair value Available-for-sale financial asset ...371.0 Cash-flow hedges - U.S. dollar currency forward contracts ...Cash-flow hedges...

  • Page 187
    ..., 2013 Assets measured at fair value Available-for-sale financial asset ...221.2 Cash-flow hedges - U.S. dollar currency forward contracts ...Cash-flow hedges - jet fuel derivative contracts ...Cash-flow hedges -carbon derivative contracts ...221.2 Liabilities measured at fair value Cash-flow hedges...

  • Page 188
    ... 2025. The maturity profile of the Company's financial liabilities (excluding derivative financial liabilities, aircraft provisions, trade payables and accrued expenses) at March 31, 2014 was as follows: Weighted average fixed rate (%) Fixed rate Secured long term-debt ...Debt swapped from floating...

  • Page 189
    The maturity profile of the Company's financial liabilities (excluding derivative financial liabilities, aircraft provisions, trade payables and accrued expenses) at March 31, 2013 was as follows: Weighted average fixed rate (%) Fixed rate Secured long term-debt ...Debt swapped from floating to ...

  • Page 190
    ... payments on debt) of the Company's financial liabilities are as follows: Total Carrying Value â,¬M Total Contractual Cash flows â,¬M At March 31, 2015 Long term debt and finance leases:-Fixed rate debt (excluding Swapped debt) ...-Swapped to fixed rate debt - Fixed rate debt ...- Floating rate...

  • Page 191
    ... and 12 years). The Company holds significant cash balances that are invested on a short-term basis. At March 31, 2015, all of the Company's cash and liquid resources attracted a weighted average interest rate of 0.39% (2014: 0.37%; 2013: 0.39%). Financial assets March 31, 2015 Within 1 year Total...

  • Page 192
    ... derivative assets falling due within one year (see Note 5 to the consolidated financial statements). The following table gives details of the notional amounts of the Company's currency forward contracts as at March 31, 2015, 2014 and 2013: Currency forward contracts March 31, 2015 euro equiv...

  • Page 193
    ... periods up to 3 years. The Board of Directors monitors the return on capital as well as the level of dividends to ordinary shareholders on an ongoing basis. The Company's revenues derive principally from airline travel on scheduled services, internet income and in-flight and related sales. Revenue...

  • Page 194
    ...; 2013: â,¬183.1 million positive or negative). (iii) Equity price risk: An increase/decrease of 10% in the Aer Lingus share price as of March 31, 2015 would result in an increase/decrease of â,¬37.1 million in the fair value of the available-for-sale financial assets (2014: â,¬26.0 million; 2013...

  • Page 195
    ... to items charged or credited to other comprehensive income were as follows: At March 31, 2014 â,¬M (0.2) (15.2) (15.4) 2015 â,¬M Defined benefit pension obligations ...(0.4) Derivative financial instruments ...68.5 Total tax charge in other comprehensive income ...68.1 2013 â,¬M (0.2) (19.0) (19...

  • Page 196
    ... fiscal year, the Company did not return any aircraft held under operating lease to the lessors. The expected timing of the outflows of economic benefits associated with the provision at March 31, 2015, 2014 and 2013 are as follows: Carrying Value â,¬M At March 31, 2015 Provision for leased aircraft...

  • Page 197
    ... to share buy-backs (2014: 69.5 million; 2013:15.0 million). The share capital of Ryanair consists of one class of stock, the ordinary equity shares. The ordinary equity shares do not confer on the holders thereof the specific right to be paid a dividend out of profits. (b) Share premium account At...

  • Page 198
    ...25 â,¬6.86 The mid-market price of Ryanair Holdings plc's ordinary shares on the Irish Stock Exchange at March 31, 2015 was â,¬11.13 (2014: â,¬7.61; 2013: â,¬5.95). The highest and lowest prices at which the Company's shares traded on the Irish Stock Exchange in the 2015 fiscal year were â,¬11.13...

  • Page 199
    ... services, internet and other related services to third parties across a European route network. The Company operates a single fleet of aircraft that is deployed through a single route scheduling system. The Company determines and presents operating segments based on the information that internally...

  • Page 200
    ... Excludes the available-for-sale financial asset. Entity-wide disclosures: Geographical information for revenue by country of origin is as follows: Year ended March 31, 2015 â,¬M Ireland ...560.7 United Kingdom ...1,550.1 3,543.2 Other European countries ...5,654.0 Year ended March 31, 2014 â,¬M 532...

  • Page 201
    ...: credit of â,¬1.1 million; 2013: costs of â,¬0.8 million). (See Note 21 to the consolidated financial statements). (b) In the year ended March 31, 2015 the charge in the income statement of â,¬0.5 million for share based compensation comprises a charge for the fair value of various share options...

  • Page 202
    ... finance leases ...19.9 Operating lease charges, principally for aircraft ...109.4 (i) (ii) 0.5 0.3 0.8 0.5 0.3 0.8 0.2 0.2 333.9 17.9 101.5 0.2 0.2 311.2 18.4 98.2 Audit services comprise audit work performed on the consolidated financial statements. In 2015, â,¬1,000 (2014: â,¬1,000; 2013...

  • Page 203
    .... No non-executive directors are members of the Company defined-contribution plan. (d) Shares and share options (i) Shares Ryanair Holdings plc is listed on the Irish, London and NASDAQ stock exchanges. The beneficial interests as at March 31, 2015, 2014 and 2013 of the directors in office at March...

  • Page 204
    ...period amounts would not result in a material change in the previous recognised amounts. The Company operates defined-benefit and defined-contribution schemes. The Company funds the pension entitlements of certain employees through defined-benefit plans. At March 31, 2015 there was one plan operated...

  • Page 205
    ... age 65: Male ...21.9 Female ...24.4 2013 26.4 28.7 21.9 23.9 The amounts recognised in the consolidated balance sheet in respect of defined benefit plans are as follows: At March 31, 2014 â,¬M (11.5) 9.8 (1.7) 0.2 (1.5) 2015 â,¬M Present value of benefit obligations ...(16.7) Fair value of plan...

  • Page 206
    ... of amounts included in the Consolidated Statement of Comprehensive Income ("CSOCI"); Year ended March 31, 2015 â,¬M Return on scheme assets ...2.0 Experience gains/(loss) on scheme liabilities...(1.8) Changes in assumptions underlying the present value of scheme liabilities ...(3.0) Actuarial loss...

  • Page 207
    ... of year ...9.8 Expected return on plan assets ...Interest income...0.4 Actuarial gain/(loss) on plan assets ...0.6 Employer contribution ...0.2 Settlement on closure of Irish defined benefit plan ...Plan participants' contributions ...0.1 Benefits paid ...(0.5) Foreign exchange rate changes...

  • Page 208
    ...Company announced the purchase of an additional 3 Boeing 737-800 aircraft for delivery in early 2016 on the same terms as the 2013 Boeing Contract. This brings the total "firm" new deliveries to 183 aircraft. In September 2014, the Group agreed to purchase up to 200 (100 firm and 100 options) Boeing...

  • Page 209
    ... March 2014 under seven-year, sale-and-leaseback arrangements with a number of international leasing companies, pursuant to which each lessor purchased an aircraft and leased it to Ryanair under an operating lease. Between October 2010 and December 2012, 17 operating lease aircraft were returned to...

  • Page 210
    ... 2014 with 13-year euro-denominated Japanese Operating Leases with Call Options ("JOLCOs"). These structures are accounted for as finance leases and are initially recorded at fair value in the Co mpany's balance sheet. Under each of these contracts, Ryanair has a call option to purchase the aircraft...

  • Page 211
    ... EU rules, because these arrangements were in line with market terms. In July 2012 the European Commission similarly concluded that the financial arrangements between Tampere airport in Finland and Ryanair do not constitute state aid. In February 2014 the European Commission found that the financial...

  • Page 212
    ... shareholders. This is our third special dividend and the total of these dividends paid to shareholders amounts to â,¬1.5 billion. 26 Post-balance sheet events From April 01, 2015 to July 23, 2015 the Company bought back 21.3m shares at a total cost of â,¬246.5m under its â,¬400.0 million share buy...

  • Page 213
    ... has been consolidated in the financial statements of Ryanair Holdings plc for the years ended March 31, 2015, 2014 and 2013. The total amount of remuneration paid to senior key management (defined as the executive team reporting to the Board of Directors) and directors amounted to â,¬9.0 million...

  • Page 214
    ... subsidiaries ...Cash and cash equivalents ... 31 1,095.9 ...1,214.1 979.8 2.9 2.6 2.2 1,204.6 1,322.0 1,085.4 Total assets ...Current liabilities Amounts due to subsidiaries ...32 Shareholders' equity Issued share capital ...Share premium account ...Other undenominated capital reserve ...Retained...

  • Page 215
    ..., 2015 â,¬M Operating activities Profit for the year ...Net cash provided by operating activities Investing activities Decrease/(Increase) in loans to subsidiaries ...Net cash (used in)/from investing activities ...Financing activities Shares purchased under share buy-back programme ...Dividend paid...

  • Page 216
    Company Statement of Changes in Shareholders' Equity Issued Share Capital â,¬M 9.3 Share Premium Retained Account Earnings â,¬M â,¬M 666.4 888.0 Other Undenominated Capital â,¬M 0.7 - Ordinary Shares M Balance at March 31, 2012...1,455.6 Comprehensive income Profit for the year...Transactions with ...

  • Page 217
    ... for future financial years, as set forth in Note 1 to the consolidated financial statements, and have concluded their adoption will not have a significant impact on the parent entity financial statements. Share-based payments The Company accounts for the fair value of share options granted to...

  • Page 218
    ... ended March 31, 2015 â,¬M 105.3 Balance at start of year New investments in subsidiaries by way of share option grant to subsidiary employees ...0.5 Reversal of unvested cumulative share based expense ...105.8 Balance at end of year Year ended March 31, 2014 â,¬M 103.4 1.9 105.3 Year ended March 31...

  • Page 219
    ... not listed as principal subsidiaries at Note 27 to the consolidated financial statements, are Airport Marketing Services Limited, FRC Investments Limited, Coinside Limited and Mazine Limited. 35 Dividends Please refer to Note 25 of the Consolidated Financial Statements. 36 Post-balance sheet events...

  • Page 220
    ... Chief Executive Secretary Registered Office Auditors Principal Bankers Solicitors &Attorneys at Law A&L Goodbody - Solicitors International Financial Services Centre North Wall Quay Dublin 1 Ireland Cleary Gottlieb Steen & Hamilton LLP One Liberty Plaza New York, NY 10006, United States...

  • Page 221
    ... the average fare paid by a fare-paying passenger who has booked a ticket. Represents the average number of flight hours flown in service per day per aircraft for the total fleet of operated aircraft. Represents the average cost per U.S. gallon of jet fuel for the fleet (including fueling charges...