Abertis Infraestructuras S.A.
Annual Report 2011

Plain-text annual report

SUMMARY OF THE INTERVIEW WITH FRANCISCO REYNÉS, CEO What factors would you highlight as having been crucial for abertis in 2011? The company ended the year with the best net income in its history at 720 million euros, 9% higher than 2010. It has also maintained its level of revenue compared to the previous year and has improved its EBITDA by 2% up to 2,454 million euros. It has managed to cut its operating costs by 3.2%, which is a major management and containment effort by the entire company. It has also been an important year on account of the changes that have taken place in our assets portfolio, with the hiving off of the car parks and logistics parks businesses and the sale of our stake in Atlantia. 2011 has served to lay the foundations for a new abertis, one that is more focused on its toll roads, telecom- munications and airports businesses, that is more efficient with a significant reduction in its operating costs and CAPEX, more international with the addition of new toll road businesses in Puerto Rico, more financially robust with a debt reduction of more than 5.2% compared to 2010, and ultimately more profitable for its sha- reholders, who last year saw not only an increase in their regular remuneration, but also received extraordinary remuneration. sation? abertis has reorganised its businesses in 2011. What does the Group hope to gain from this reorgani- The goal we set ourselves when we first addressed the plan for hiving off the car parks and logistics parks bu- sinesses was growth. The idea was to create the necessary conditions that would provide each business with access to resources in a situation in which any growth project calls for greater capitalisation and less recourse to borrowing. We believe that the structuring of the businesses around two independently managed companies will provide each one of them with a focus and specialisation in terms of their priority areas. abertis has continued its internationalisation policy in 2011 with landing the award of a new toll road concession in Puerto Rico. What does this project mean for the Group? The concession for the PR-22 and PR-5 toll roads has marked a turning point in abertis’s commitment to the United States market as a strategic objective for the future. In this respect, the size and features of the opera- tion carried out in Puerto Rico make it into a benchmark for the company in terms of the plans that it hopes to accomplish in the coming years in the United States. America is an important market for infrastructures. The company’s goal is to work directly on the ground and in close partnership with the Federal administration at a time when infrastructure privatisations are being com- pleted in a market that is young enough to generate numerous business opportunities. Another important aspect has been the work done to increase efficiency. What results have been achie- ved so far? We are reorganising the company’s management structure so as to achieve a substantial improvement in ope- rating efficiency and tailor this management structure in order to meet new challenges. In 2011 all these efforts led to a 3.2% reduction in operating costs and a 11% cut in OpEX. It is, a commitment on the part of the company’s management team to generate sustained and growing sha- reholder value from a long-term standpoint. Do you foresee any changes in the Group’s business portfolio in 2012? We are reorganising our asset portfolio in order to reduce its management complexity and step up our indus- trial role in the projects in which we take part on a joint basis. We are very interested in financially consolidating the holdings we have in particular projects and studying in greater depth those which have prospects of brin- ging value and synergies within the Group. Furthermore, we are also examining divestiture alternatives for some of our holdings as a way of financing the Group’s new expansion opportunities and as a means of reducing our level of borrowing, always based on the requirement for expected returns and selectivity in the assets in which we invest. What are your expectations for 2012? The outlook is good on the whole. However, we do need to follow developments in the macroeconomic scena- rio closely. The situation in Europe is very complex and there is every indication that it will continue to be so in the coming months. All of these factors are likely to affect how we come out of the crisis and also in tandem the forecasts we have been working with, especially in terms of the change in traffic on our toll roads. The company will continue looking for inorganic growth projects that enable it to expand its portfolio with assets that increase shareholder value. & 1 1 t r o p e r l a u n n a abertis.com Salvador Alemany, President Work needs to be done on supply-side policies which will involve structural reforms to improve productivity, recover competitiveness and restore the public’s confidence. Together with adjustment, austerity and struc- tural reform measures, we also need to put in place policies that encourage growth. toll roads telecommunications airports Av. Parc Logístic 12-20 08040 Barcelona +34 93 230 50 00 annual report 11 infrastructures that work SUMMARY OF THE LETTER TO SHAREHOLDERS IN THE ANNUAL REPORT Dear Shareholders, When I meet business people, the media, investors and people in general, I am repeatedly asked about when this downward stage of the cycle will end. On many occasions I have described this crisis as asymmetric, inasmuch as while the entire world economy plunged into crisis four years ago, not all countries did so under the same conditions. The outcome of this is that there are visibly different scenarios and expectations for emerging from the crisis depending on the conditions obtaining when it began and the policies implemented since then to tackle it. The evolution of traffic on our toll roads accurately reflects this asymmetry. Between December 2007 and December 2011 traffic in the Americas rose by 16%, while on our French network it remained stable and indeed even grew slightly by 0.9%. By contrast, in Spain the trend was clearly negative with a fall of 22%. Overall there was a decrease of 8% on the toll roads that we operate. Globalisation, and with it the geographical diversification of our businesses, is a factor that helps to mitigate both the impact of the crisis, as can be seen from the change in traffic on our toll roads, and also the quite minimal impact that the crisis has had on the Group’s earnings since it began. 2011 ended with a great deal of concern on all sides, due to a new year marked by enormous uncertainty and the lack of confidence of the various players in the progress of the economy, combined with forecasts for 2012 that have still yet to predict recovery. What we should hope for in 2012 is to bring together those of us who play a role in shaping the conditions for growth so as to act decisively in those areas that may drive alternatives for coming out of the crisis and continuing onwards to recovery. European leadership capable of providing stability and a future for the Euro zone is a priority. 2011 has been a year marked by the reorganisation of the Group’s businesses which has led to the hiving off of car park and logistics park operations into the new firm Saba Infraestructuras. abertis has focused on the toll roads, telecommunications and airports sectors. In toll roads, a significant milestone has been the achie- vement of a new concession for 40 years in Puerto Rico. The internationalisation of our activities, with more than 50% of our revenue generated abroad, offsets the negative evolution of traffic in Spain. Also noteworthy has been the positive performance and contribution of the telecommunications business. Meanwhile the airport business has also begun its recovery. 2011 has been a year in which abertis’s shares bucked the downward trend of the IBEX 35 to rise by 3.9%. Our priority is still to create the conditions that ensure the sustainability and predictability of our combi- nation of dividends and bonus shares, a policy that continues to achieve a minimum annual growth of 5% in dividends. In 2012 the complex situation faced by government and the need to combine austerity and stimulus packa- ges may well provide new opportunities arising from the choice of concession models that combine public ownership of infrastructure with private management and financing. One of the most significant and relevant schemes may be the extension of the pay-per-use model across the whole of the road network. We will also keep a close watch on the airport management model to be put forward by the government of Spain and we will seek to further strengthen our position in the telecommuni- cations sector. In lockstep, one of the Group’s priorities is to monitor new opportunities abroad and to retain our strong focus on efficiency. There is no doubt that there are still investments in infrastructure with a high socio-economic return that need to be addressed and which have the capacity to support economic growth. At abertis we work with government and with the various social and economic stakeholders to bring to fruition more efficient management of infrastructure and thereby contribute to the productivity, competiti- veness and social and economic cohesion of communities. CARPETA_ENG.indd 1 16/03/12 20:21 annual report 11 infrastructures that work ContentsContents Letter from the President Interview with the CEO Corporate governance and management bodies 1.1 Corporate administration 1.2 Administrative bodies abertis group business activities 2.1 Tollroads 2.2 Telecommunications Infrastructures 2.3 Airports Corporate social responsibility 3.1 Corporate social responsibility in abertis 3.2 Indicators 2011 Economic and financial information 4.1 Consolidated figures 4.2 Financial management 4.3 Shareholders and the stock market 6 10 16 18 26 40 44 52 55 58 66 70 ContentsANNUAL REPORT 2011 SHARE OF OPERATING REVENUES BY SECTOR Airports 7% Telecommunications 13% Tollroads 79% 2011 SHARE OF OPERATING REVENUES BY GEOGRAPHIC AREA United Kingdom 4% 5% Chile 5% Rest of the world Spain 48% France 38% 2011 4 ANNUAL REPORT 2011 THE GROUPS’ FINANCIAL FIGURES (IN MILLIONS OF EUROS) NET PROFITS 720 OPERATING REVENUES 3,915 EbITDA 2,454 INVESTMENTS 676 DIVIDENDS 1,300 BUSINESS FIGURES 3,772 KILOMETRES OF TOLL ROADS MANAGED IN EUROPE AND THE AMERICAS 3,340 TELECOmmUNICATIONS SITES IN SPAIN 90% OF THE WORLD’S POPULATION RECEIVING THE SIGNAL FROM THE SATELLITES 62 MILLION PASSENGERS IN THE AIRPORTS MANAGED IN 7 COUNTRIES 95% TURNOVER WITH ENVIRONmENTAL mANAGEmENT SySTEM IN PLACE 5 ANNUAL REPORT 2011 Letter from the President Salvador Alemany, President Dear Shareholders, When I meet business people, the media, large and small investors slightly by 0.9%. by contrast, in Spain during the same period the and people in general, I am repeatedly asked about when this trend was clearly negative with a fall of 22%. Overall there was a downward stage of the cycle will end. decrease of 8% on the tollroads that we operate. My answer is also repeated. This is a crisis that on many occasions I Hence it is not possible to forecast when we will have left the crisis have described as asymmetric, inasmuch as while the entire world behind across the board. Global companies like ours must in some economy plunged into crisis four years ago, not all countries did so way be prepared to live with almost permanent crisis scenarios as under the same conditions. The outcome of this, which is also the these will affect one or another economic region or country in a result of the greater or lesser degree of boldness with which the sequential and recurring way. necessary structural reforms have been undertaken, is that there are visibly different scenarios and expectations for emerging from Globalisation, and with it the geographical diversification of our the crisis depending on the conditions obtaining when it began businesses, is a factor that helps to mitigate both the impact and the policies implemented since then to tackle it. of the crisis, as can be seen from the change in traffic on our tollroads, and also the quite minimal impact that the crisis has To take an obvious example, an activity indicator such as the had on the Group’s earnings since it began. but equally we do evolution of traffic on our tollroads accurately reflects this need to constantly keep an eye on economic developments in asymmetry. between December 2007 and December 2011 traffic the countries where we operate in order to put in place the most on our tollroads in the Americas rose by 16%, while on our French appropriate response strategies in each case. network operated by sanef it remained stable and indeed even grew 6 ANNUAL REPORT 2011 The need to combine austerity and growth policies can bring new opportunities for concessional models Key factors in 2011 and outlook for 2012 We also need to look at countries and the various levels of governments (federal or regional). Here work needs to be done It is a fact that 2011 ended with a great deal of concern on all on supply-side policies which will involve structural reforms in a sides, due to a new year marked by enormous uncertainty and number of areas to improve productivity, recover competitiveness the lack of confidence of the various players in the progress of and restore the public’s confidence. These are without a doubt key the economy, combined with forecasts for 2012 that have still factors for reasonable recovery in consumer spending and with it yet to predict recovery. expectations for growth and investment. What we should hope for, and if possible achieve, in 2012 is Together with adjustment, austerity and structural reform to bring together those of us who play a role in shaping the measures, we also need to put in place policies that encourage conditions for growth so as to act decisively in those areas that growth. It is difficult to visualise debt reduction options (both may drive alternatives for coming out of the crisis and continuing public and private) that are not accompanied by growth which onwards to recovery. I do not wish to dwell on this, but European makes them possible and above all sustainable. Otherwise some leadership capable of providing stability and a future for the Euro countries may become trapped in a crisis at risk of becoming zone is a priority. Europe needs to pass some institutionalisation chronic. tests. The agreements at the most recent summits and the reform of the Treaty are moving forward in this direction and this seems to be recognised by the ECb’s measures to provide liquidity to the financial sector. 7 ANNUAL REPORT 2011 abertis’s progress As for the evolution of our stock, 2011 has been a year in which abertis’s shares bucked the downward trend (-13%) of the IbEX In this Annual Report our CEO provides a more detailed view of 35 to rise by 3.9%. This performance has also been vastly superior what 2011 has meant to abertis. It has been a year marked by to that of other groups operating in our sector which have fallen the reorganisation of the Group’s businesses which has led to the by between -19% and -51%. Our priority is still to create the hiving off of car park and logistics park operations into the new conditions that ensure the sustainability and predictability firm Saba Infraestructuras. This project, under the leadership of of our familiar combination of dividends and bonus shares, a Caixaholding as majority shareholder, has been able to attract policy that continues to achieve a minimum annual growth of the interest and shareholder commitment of relevant investment 5% in dividends. It should be recalled here that from the start and venture capital funds. of trading of the merged abertis in 2003 through to the end of 2011, a Group shareholder has accumulated an annualised Hence abertis has focused on the toll road, telecommunications return – dividends, bonus issues and rise in portfolio value – of and airports sectors. In tollroads, a significant milestone in the 13%. year has been the achievement of a new concession for 40 years in Puerto Rico. Consequently the internationalisation of our In 2012 the complex situation faced by government and the need activities, with more than 50% of our revenue generated abroad, to combine austerity and stimulus packages may well provide offsets the negative evolution of traffic on Spanish tollroads. new opportunities arising from the choice of concession models Also noteworthy has been the positive performance and management and financing. These are models that generate contribution of the telecommunications business that has resources, cut public spending and maintain and strengthen that combine public ownership of infrastructure with private managed to absorb the impact of the “analogue switch off” in government assets. 2010 and non-recurring income in the same year as a result of the extension of DTT coverage in Spain. Meanwhile the airport One of the most significant and relevant schemes may be the business has also begun its recovery after a difficult 2010. extension of the pay-per-use model through the introduction of 8 ANNUAL REPORT 2011 ANNUAL REPORT 2011 One of the most significant and relevant schemes may be the extension of the pay-per-use model through the introduction of the Eurovignette across the whole of the basic road network the Eurovignette across the whole of the basic road network. We in Europe and the world that need to be addressed and which will also keep a close watch on the airport management model have the capacity to support economic growth. to be put forward by the new government in Spain and we will seek to further strengthen our position, including building I mentioned in my letter last year that this was and is our world. up greater management capacity, in the telecommunications It is our story, it is what gives meaning to what we do and why sector, as is evidenced by our increased stake in Hispasat, we do it. Through it we become aware of what we bring to pending approval by the Council of Ministers. In lockstep, one society and the values that identify us. of the Group’s priorities is to monitor new opportunities abroad, with the United States as a permanent point of reference, I read in a recent article that a company has, in a broad and and retain our strong focus on efficiency which enables us to radical sense, an educational function. At abertis we have tailor our processes and our organisation to the uncertain and consciously taken on this role and we work with government complex context in which we operate. and with the various social and economic stakeholders to bring Public-private partnerships will not by themselves sort out the thereby contribute to the productivity, competitiveness and current crisis. However, there is no doubt that there are still social and economic cohesion of communities. to fruition more efficient management of infrastructure and investments in infrastructure with a high socio-economic return 9 ANNUAL REPORT 2011 Interview with Francisco Reynés, CEO Q. What factors would you highlight as having been crucial CAPEX, more international with the addition of new toll road for abertis in 2011? businesses in Puerto Rico, more financially robust with a debt reduction of more than 5,2% compared to 2010, and ultimately A. I think the most important thing about 2011 is that abertis, more profitable for its shareholders, who last year saw not only despite operating in a challenging economic environment, and an increase in their regular remuneration, as is customary every especially so in the case of the businesses it runs in Spain, has year, but also received extraordinary remuneration. In total, continued to grow in its key figures and has met its objectives abertis allocated more than 1,300 million euros to paying of creating value for its shareholders, employees and society in dividends in 2011, with a dividend yield of around 14%. general. Q. abertis has reorganised its businesses in 2011 with the The company ended the year with the best net income in its splitting off of its portfolio of car parks and logistics parks. history at 720 million euros, 9% higher than the previous year. What does the Group hope to gain from this reorganisation? It has also maintained its level of revenue compared to the previous year and has improved its EbITDA by 2% up to 2,454 A. The goal we set ourselves when we first addressed the plan for million euros. Additionally, it has managed to cut its operating hiving off the car parks and logistics parks businesses was growth. costs by 3.2%, which is a major management and containment The idea was to create the necessary conditions that would effort by the entire company. So I would say that it has been a provide each business with access to resources in a situation good year for abertis and that in 2012 we will continue to work in which any growth project calls for greater capitalisation and along the same lines. less recourse to borrowing. We believe that the structuring of the businesses around two independently managed companies It has also been an important year on account of the changes will provide each one of them with a focus and specialisation in that have taken place in our assets portfolio, with the hiving off terms of their priority areas. of the car parks and logistics parks businesses and the sale of our stake in Atlantia. Another development in this respect has been Tollroads, telecommunications and airports in the case of the recent sale in 2012 of part of our holding in Eutelsat. abertis, and car parks and logistics parks in the case of Saba Hence 2011 has served to lay the foundations for a new Infraestructuras. abertis, one that is more focused on its three tollroads, This is like saying that it will give them greater growth potential telecommunications and airports businesses, that is more as there is a greater correlation between the projects to be efficient with a significant reduction in its operating costs and implemented and the resources available. 10 ANNUAL REPORT 2011 The company has ended 2011 with the best net income in its history at 720 million euros, 9% higher than the previous year, and has achieved this in a very challenging economic environment Indeed, after four years of economic crisis in which we This is an important market – as, indeed, is the whole of North consolidated the stage of strong expansion that we implemented America – for infrastructures and as a result since late 2011 between 2004 and 2008, here at the Group we have now got abertis has had an office in Washington with the mission of ourselves ready for a new stage. The world has changed and this exploring any business opportunities that may come up in the change is not temporary. country. The company’s goal is to work directly on the ground and in close partnership with the Federal administration at a Q. abertis has continued its internationalisation policy in time when infrastructure privatisations are being completed in 2011 with landing the award of a new toll road concession a market that is young enough to generate numerous business in Puerto Rico. What does this project mean for the Group? opportunities. A. That’s right; on 21 June the consortium led by abertis and It is also an emerging market which we are in for the long-haul investment fund Goldman Sachs Infrastructure Partners II was and therefore one in which abertis will move forward without selected by the Government of Puerto Rico as preferred bidder haste. Any operation that may arise will be assessed by abertis in the tender for the operation of the PR-22 and PR-5 tollroads. based on performance standards with acceptable risks that In September, the consortium took over management of both make it possible to put in place an industrial and social project tollroads for a period of 40 years. This is a transaction in which with a long-term vision, founded on achievable estimates and the consortium paid a concession fee of 1,136 million dollars goals as well as the ability to ensure sufficient financial capacity (830 million euros). to address investments in a sustainable way. The concession for the PR-22 and PR-5 tollroads has marked This is an aspect that I would like to stress, because when we talk a turning point in abertis’s commitment to the United States about growth, I want to make it clear that we are not going to market as a strategic objective for the future. In this respect, the grow at any cost. Firstly, we will do so with returns which meet size and features of the operation carried out in Puerto Rico (with the targets that we have set for ourselves as a company. Then a defined legal and regulatory framework, a world-class financial secondly we will also do so while safeguarding the structure of partner and quality assets) make it into a benchmark for the our balance sheet, which means we will continue to grow but company in terms of the plans that it hopes to accomplish in always keeping a close watch on our rating, which is currently the coming years in the United States. among the best in the industry. 11 ANNUAL REPORT 2011 It is also important to note that abertis is not planning to grow It is, in short, a commitment on the part of the company’s outside the three business activity areas in which we currently management team to generate sustained and growing operate. shareholder value from a long-term standpoint. At any event, we are looking to incorporate assets that improve Q. Do you foresee any changes in the Group’s business the average life of our concessions, which is a strategic imperative portfolio in 2012? for creating value in the medium and long term, and to do that we need to step up the Group’s internationalisation even further. A. At the moment we are reorganising our asset portfolio in order Q. Another aspect of 2011 has been the work done to role in the projects in which we take part on a joint basis. That increase efficiency. What results have been achieved so far means we are very interested in financially consolidating the to reduce its management complexity and step up our industrial and what are the objectives? holdings we have in particular projects and studying in greater depth those which have prospects of bringing value and synergies A. One aspect that has been the focus of the attention and within the Group. efforts of the management team in recent months is containing operating costs and operational investments in all the sectors Furthermore, as was the case with Atlantia in early 2011, we are and countries in which we operate. This is a basic factor in the also examining divestiture alternatives for some of our holdings current environment of uncertainty which is also marked by the as a way of financing the Group’s new expansion opportunities increasing cost of borrowing. Consequently, we are reorganising and as a means of reducing our level of borrowing, always based the company’s management structure so as to achieve a on the requirement for expected returns and selectivity in the substantial improvement in operating efficiency and tailor this assets in which we invest. management structure in order to meet new challenges. In 2011 all these efforts led to a 3.2% reduction in operating involving the placement of 16% of our stake in Eutelsat, which costs and a 11% cut in CAPEX. These actions are part of the has generated a net income of 981 million euros for abertis Group’s medium-term efficiency programme. and consolidated net capital gains of 396 million euros. This This is the case with the operation carried out last January 12 ANNUAL REPORT 2011 It is time to continue to grow overseas, especially in toll road projects in the Americas transaction means that abertis has recovered the investment On the other hand, we hope that passenger traffic at airports made when it bought 32% of Eutelsat while it also continues will continue to pick up this year and we are also optimistic to have a significant holding of more than 15% in the company. about the development of the telecommunications business, which will face some major challenges in 2012, especially in In addition, and along the lines I’ve already mentioned about terms of addressing the “digital dividend”. To all of this you can consolidating our holdings, in February this year we acquired add a focus on cost control and CAPEX as a factor in improving 13.23% of Hispasat from Telefónica for 123 million euros, our margins which mainly depends on ourselves and not so which means we now own 46.6% of its stock in a transaction much on outside circumstances, and which we will continue to pending approval by the Council of Ministers. work on in 2012. Q. What are your expectations for 2012? In short, the company will continue looking for inorganic growth projects that enable it to expand its portfolio with assets that A. The outlook is good on the whole. However, we do need to further facilitate the generation of shareholder value. follow developments in the macroeconomic scenario closely. The situation in Europe is very complex and there is every indication that it will continue to be so in the coming months. All of these factors are likely to affect how we come out of the crisis and also in tandem the forecasts we have been working with, especially in terms of the change in traffic on our tollroads. We are working to maintain the strong cash flow generation of our businesses. As for organic activity, and save for the uncertainties which I have already mentioned, we anticipate that traffic we can expect traffic on Spanish tollroads to stabilise, something which has already been achieved in France. In the Americas we are confident we can maintain levels of growth. 13 corporate administrationLetter from the President Interview with the CEO Corporate governance and management bodies 1.1 Corporate administration 1.2 Administrative bodies abertis group business activities 2.1 Tollroads 2.2 Telecommunications Infrastructures 2.3 Airports Corporate social responsibility 3.1 Corporate social responsibility in abertis 3.2 Indicators 2011 Economic and financial information 4.1 Consolidated figures 4.2 Financial management 4.3 Shareholders and the stock market corporate administrationANNUAL REPORT 2011 Corporate administration Greater transparency and new Code of Ethics abertis operates through a solid and organised governance In order to improve its corporate governance practices, in structure which consists of its board of Directors and various 2011 abertis introduced a new Code of Ethics that sets out committees (Executive, Audit and Control, and Appointment and the guidelines for action and conduct that are to govern the Remuneration) and has made transparency and ethical conduct workplace behaviour of the Group’s employees and of all into its top priorities. stakeholders who interact with abertis. This code is supported by the work of the Code of Ethics Committee, the body responsible In 2011 its governing bodies have continued to work to achieve for compliance with the Code. the best corporate governance practices introduced in Spain by the Unified Code of Good Governance. and which have been Moreover, as part of its commitment to reach out to shareholders strengthened by the Capital Companies Act of 2 July 2010 and and on the occasion of the Annual General Meeting, abertis has amendments set out in subsequent regulations as Royal Decree sponsored the creation of the Electronic Forum of Shareholders Law 13/2010, the Sustainable Economy Act 2/2011 and Act so as to enhance communication between the Group and 25/2011 which seek greater transparency in companies and its shareholders and to encourage their participation and greater shareholder participation. intercommunication. In compliance with these new precepts, this year abertis has abertis will continue to work on its mission to ensure that amended its internal regulations contained in its bylaws, the transparency and good governance in its operations remain the Regulations of the Annual General Meeting and the Regulations foundation that inspires corporate culture across its organisation. of the board of Directors. These amendments are designed to ensure that decision-making in the Group pursues the corporate interest of the company, enables shareholders to exercise their rights and also provides the capacity to continue delivering value. 16 ANNUAL REPORT 2011 In order to improve its corporate governance practices, in 2011 abertis introduced a new Code of Ethics that sets out the guidelines for action and conduct that are to govern the workplace behaviour of the Group’s employees and of all stakeholders who interact with abertis 17 ANNUAL REPORT 2011 Administrative bodies Board of Directors (as of 31 December 2011) Salvador Alemany mas President Isidro Fainé Casas 1st Deputy Chairman Florentino Pérez Rodríguez 2nd Deputy Chairman G3T, S.L., represented by Carmen Godia Bull 3rd Deputy Chairman marcelino Armenter Vidal Ricardo Fornesa Ribó Pablo Vallbona Vadell Antonio Tuñón Álvarez Théâtre Directorship Services Gama, represented by José Antonio Torre de Silva López de Letona Théâtre Directorship Services Beta, S.à.r.l., represented by Santiago Ramírez Larrauri Leopoldo Rodés Castañé manuel Raventós Negra miquel Roca Junyent Secretary, non-board member l Executive Committee l Audit and Control Committee l Appointment and Remuneration Committee Théâtre Directorship Services Alpha, S.à.r.l., represented by Javier de Jaime Guijarro 4th Deputy Chairman Francisco Reynés massanet CEO Ángel García Altozano Emilio García Gallego Ernesto mata López Gonzalo Gortázar Rotaeche miguel Ángel Gutiérrez méndez Ramón Pascual Fontana Josep maria Coronas Guinart Vice-secretary, non-board member In the course of 2011 Gonzalo Gortázar Rotaeche and Antonio Tuñón Álvarez have joined the board and Enric Mata Tarragó has left it. 18 ANNUAL REPORT 2011 Executive Committee From left to right: Carmen Godia Bull, Florentino Pérez Rodríguez, Isidro Fainé Casas, Salvador Alemany Mas, Francisco Reynés Massanet, Javier de Jaime Guijarro, Miquel Roca Junyent, José Antonio Torre de Silva López de Letona, Josep Maria Coronas Guinart, Marcelino Armenter Vidal. Ángel García Altozano Emilio García Gallego Ernesto mata López Delegated monitoring bodies Executive Committee Salvador Alemany Mas (president) Isidro Fainé Casas Florentino Pérez Rodríguez Appointment and Remuneration Committee Manuel Raventós Negra (president) Ricardo Fornesa Ribó Théâtre Directorship Services Alpha, S.à.r.l., represented by Javier G3T, S.L., represented by Carmen Godia bull de Jaime Guijarro Théâtre Directorship Services Alpha, S.à.r.l., represented by Javier Ángel García Altozano Miguel Ángel Gutiérrez Méndez Josep Maria Coronas Guinart (Secretary, non-board member) de Jaime Guijarro Marcelino Armenter Vidal Francisco Reynés Massanet Théâtre Directorship Services Gama, S.à.r.l., represented by José Antonio Torre de Silva López de Letona Miquel Roca Junyent (Secretary, non-board member) Josep Maria Coronas Guinart (Vice-secretary, non-board member) Audit and Control Committee Ernesto Mata López (president) Marcelino Armenter Vidal Emilio García Gallego Marta Casas Caba (Secretary, non-board member) 19 Senior management (as of 31 December 2011) ANNUAL REPORT 2011 President Salvador Alemany Mas Chief Executive Officer Francisco Reynés Massanet Corporate Director of Studies and Chairman’s Office Antoni Brunet Mauri Managing Director of Finance and Corporate Development José Aljaro Navarro Managing Director of Internal Resources and Efficiency Lluís Deulofeu Fuguet Corporate Director of Institutional Relations Sergi Loughney Castells Corporate Director of Risk Management and Internal Audits Jordi Lagares Puig Managing Director of abertis autopistas Josep Lluis Giménez Sevilla Managing Director of sanef François Gauthey Director of Strategic Planning and Corporate Development José Manuel Aisa Mancho Director of Corporate Management Control Martí Carbonell Mascaró Director of Investor Relations Steven Fernández Fernández Corporate Director of Organisation Jordi Fernández Montolí Director of Purchasing and General Services Josep Maria Gómez Hospital Director of Information Systems José Carlos Moreno Montero 20 ANNUAL REPORT 2011 Company Secretary Josep Maria Coronas Guinart Corporate Director of Communication Juan maría Hernández Puértolas Director of Corporate Legal Services Marta Casas Caba Managing Director of Toll- roads in the Americas David Díaz Almazán Managing Director of abertis telecom Tobías Martínez Gimeno Managing Director of abertis airports Carlos del Río Carcaño Director of Corporate Fiscal Planning Montserrat Tomás Gil Corporate Director of Finance José Luis Viejo Belón Director of Corporate Security Luis Jiménez Arrébola Corporate Director of People Joan Rafel Herrero Director of Special Projects Juan Rodríguez de la Rubia López Director of Administration Francesc Sánchez Farré 21 activitiesLetter from the President Interview with the CEO Corporate governance and management bodies 1.1 Corporate administration 1.2 Administrative bodies abertis group business activities 2.1 Tollroads 2.2 Telecommunications Infrastructures 2.3 Airports Corporate social responsibility 3.1 Corporate social responsibility in abertis 3.2 Indicators 2011 Economic and financial information 4.1 Consolidated figures 4.2 Financial management 4.3 Shareholders and the stock market activitiesANNUAL REPORT 2011 abertis has consolidated its position as a world leader in the private management of public infrastructures and has a presence in a total of 14 countries through three business areas: Tollroads Telecommunications Infrastructures Airports SHARE OF OPERATING REVENUES BY SECTOR AND GEOGRAPHIC AREA United States Puerto Rico Mexico Jamaica Colombia bolivia Chile Argentina United Kingdom Ireland Spain Portugal Sweden France 24 ANNUAL REPORT 2011 SHARE OF OPERATING REVENUES BY SECTOR AND GEOGRAPHIC AREA AVERAGE WORKFORCE BY SECTOR AND GEOGRAPHIC AREA Airports 7% Telecommunications 13% Tollroads 79% Corporation 3% Airports 17% Tollroads 66% 2011 Telecommunications 14% 2011 Airports 7% Telecommunications 14% Tollroads 74% Corporation 3% Airports 17% Tollroads 66% 2010(*) Telecommunications 14% 2010(*) United Kingdom 4% 5% Chile 5% Rest of the world Rest of the world 19% Spain 48% Spain 40% France 38% 2011 United Kingdom 5% 5% Chile 5% Rest of the world 2010(*) France 37% Chile United Kingdom 7% 7% France 28% 2011 Rest of the world 19% Spain 49% Spain 41% Chile United Kingdom 7% 6% 2010(*) France 27% (*) For comparative purposes, the P&L account 2010 is shown considering the impact of the classification in 2011 of the car parks and logistics parks operating seg- ments as discontinued operations 25 ANNUAL REPORT 2011 Tollroads Increased internationalisation with new concessions in the Americas In 2011 abertis autopistas has continued to drive the consolidation of its business model and improvements to its infrastructures with the aim of providing its tollroads with abertis’s tollroads business unit has taken a further step greater capacity and enhanced service quality. forward in 2011 in its ongoing process of internationalisation. The reorganisation of the division with a new management unit Work on adding a third lane to the AP-7 toll road, the main for tollroads in the Americas, the strengthening of its office in corridor along the Iberian Peninsula’s Mediterranean coastline, Washington DC in the United States and the successful closing has been practically completed and will come to an end in the of the bid process for the management of two tollroads in first half of 2012. Meanwhile, the refurbishment and addition Puerto Rico are the proof that abertis has set its sights firmly of a third lane to the AP-6 toll road, the basic communications on the Americas. More specifically it is focusing on the United corridor between Madrid and north-western Spain, are States, a market which due to its maturity, legal certainty and continuing according to schedule. the need to improve its infrastructure is one of the Group’s strategic objectives for the future. It has also been a year of further modernisation and technological advances for abertis autopistas in order to Internationalisation continues to bear fruit. In an economic provide improved service to its customers and greater comfort environment which in Spain is marked by a decline in economic for them when travelling by toll road. In addition, it has furthered activity, international business has partially offset the still poor its commitment to R&D and environmental protection projects, traffic figures in the Peninsula. In this respect special mention which has consolidated its position as a pioneer in delivering should be made of the figures for activity in Chile and Argentina, customised solutions. where economic growth is more evident than in other countries. As a result abertis’s toll road business, the Group’s core activity road infrastructure management market. It directly operates in terms of turnover and income, has maintained its key figures 3,772 kilometres of tollroads in five countries and has a share in over the course of the year while also contributing to the the operation of another 2,224 kilometres through its presence mission of seeking out maximum rationalisation, efficiency and in concessions in Europe and America. abertis has continued to consolidate its leadership in the world modernisation in its operations. In this respect, a single organisation has been established for its tollroads in Spain in order to streamline processes and achieve full operational integration between its various operations centres. The functioning of the boards of Directors of the concessionaire companies in Spain has also been simplified. 26 ANNUAL REPORT 2011 In 2011 the toll road business contributed 79% of the Group’s revenue and 88% of its EbITDA. The business has stepped up its international presence with the addition of new concession contracts in Puerto Rico DIRECT OR SHARED CONTROL CONCESSIONAIRE COmPANIES France and the rest of Europe America sanef sapn elqui rutas del pacífico sanef aquitaine1 sea141 apr gco Autopista Central gesa1 opsa1 Spain acesa invicat aumar iberpistas castellana aucat aulesa avasa Trados 45 TELEmATIC COmPANIES Spain France and the rest of Europe America eurotoll slovtoll bet’eire flow OTHER HOLDINGS Spain France and the rest of Europe America Accesos de Madrid A’Lienor Ciralsa Autema Henarsa Alis Routalis1 brisa RMG 1. Companies that only provide toll road operation services. Coninvial1 Ausol Coviandes metropistas 27 Revenues from direct-managed toll road concessions 3,098 79% millions of euros of abertis’s total ANNUAL REPORT 2011 France and the rest of Europe abertis is present in the toll road business in France through the Paris and Strasbourg, and improving the objects removal system, concessionaire group sanef, in which it holds a 52.55% stake. sanef a procedure which will make it possible to enhance safety in all is to manage up to 2029 a total of 1,757 kilometres of tollroads activities carried out on the roadway. in north-west France, in Normandy (in this region through its subsidiary sapn) and in Aquitaine (through its subsidiary sanef During the course of the year sanef has continued its commitment aquitaine). This accounts for 22% of the French network and 47% to environmental stewardship with investments under the “Paquet of abertis’s toll road network. Vert” programme, an agreement signed in 2010 with the French Government for the investment of 250 million euros over three years sanef’s network has an excellent position in the centre of economic in projects to improve the environmental integration of infrastructure. Europe, connecting Paris with five great European cities (London, brussels, Luxemburg, Frankfurt and Strasbourg) and managing five In addition, work has continued on the overhaul plan for service of the seven toll road access routes to the Îlle de France (Paris) areas and petrol stations. These new contracts have sought to region. improve the quality of facilities and services offered to customers while at the same time enhancing environmental sustainability After several years of increases in its routes, this year sanef has and protection. The goal of the operation is to tailor the service focused on consolidating its new tollroads (the A-65, linking the areas to the great diversity of their customers and achieve better towns of Langon and Pau, and the 14-kilometre long Reims south management of peak and trough traffic times. by-pass) and improving their facilities. In 2011 a new “Five-year Contract” with the French Government become the leading European company in vehicle flow control units has been agreed, which sets out an investment plan worth 166 for trucks. eurotoll is present in several countries in northern and 2011 has also been the year of promoting eurotoll, which has million euros over the next five years in exchange for an increase eastern Europe. in prices. This investment will fund various items including a no- stop electronic toll, improving service areas with increased parking At the institutional level, Alain Minc has been appointed Chairman capacity for heavy vehicles and better access for customers with of sanef, replacing Pierre Chassigneux who has retired after having disabilities, installing new traffic management devices around served in the post since 2004. DIRECT OR SHARED CONTROL OTHER HOLDINGS Company Holding Km. Concession end France A’Lienor Alis Routalis1 Rest of Europe brisa RMG 35.00% 19.67% 30.00% 150 125 275 14.60% 1,378 33.30% 74 1,727 1. Company that operates the A28 toll road (Alis). 2061 2067 2035 2026 Concessionaire companies Holding Km. Concession end sanef sapn sea142 sanef aquitaine3 52.55%1 1,388 99.97% 368 2029 2029 99.97% 100.00% 1,757 1. abertis has a 52.55% stake in sanef, which has holdings in the other companies. 2. Company that operates the A14 toll road (sapn). 3. Company that operates the A65 toll road (A’Liénor). Telematic companies Holding France eurotoll Rest of Europe slovtoll bet’eire flow 100% 100% 100% 28 ANNUAL REPORT 2011 Philippe Duthoit General Director of eurotolll “The principles governing the Green Levy may seem complex, but we are here to advise our clients and help them” What is the Green Levy and what role will eurotoll play in it? In 2013 a kilometre tax will be levied in France on HGVs on departmental and national roads: the Green Levy. This new tax will apply to all vehicles weighing over 3.5 tonnes on a network of 15,000 km of roads, including national and departmental tollroads. Société Habilitée de Télépéage, eurotoll, will be central to the implementation of the new system. The fact that historically it has had a traditional role as an advisor on toll and interoperability issues means it can legitimately dialogue with carriers who need to start getting ready now so they can pass on the additional cost of the Green Levy to their customers. According to our estimates, carriers’ outlay on tolls will rise by 50% to 100% and transport costs by from 7% to 10%. The principles and decrees that will govern this legal charge may seem complex, but we are here to advise our clients and help them assess the increases involved, so they can build them into their contracts of carriage as soon as possible. The Green Levy will be based on a GPS system. Will you be able to manage this new technology? Several years ago we anticipated satellite tolls: as a pioneer, eurotoll developed Tribox, the first electronic toll/GPS convergence system giving access to extremely efficient management tools. eurotoll’s value-added services include a cost breakdown, balanced scorecards, help with choosing a route, help with passing on taxes to good customers, etc. To make that possible, eurotoll is stepping up its role as adviser to transport industry decision makers. What are your goals in the European market? We want to be a major player in interoperability in Europe. In 2011, after the start-up of interoperability of tolls between France and Spain, eurotoll began Germany-Austria interoperability using a single onboard device which is a further step towards the unification of Europe’s road networks. Moreover, eurotoll’s services in 2011 have been increased by roads in Germany, Poland and belgium (the Liefkenshoek tunnel in Antwerp). Finally, in addition to its location in budapest, eurotoll is continuing its international development and has been delivering services in Poland since June 2011, where we have also opened a sales office in Poznan to further enhance our accessibility for Polish carriers. 1. Company that operates the A28 toll road (Alis). 29 EUROPE United Kingdom RmG Peterborough Gloucester Sawtry Alconbury Cirencester Swindon ANNUAL REPORT 2011 London Reims Strasbourg France sanef Caen Alençon Paris A’liénor Langon Pau Portugal Brisa Oporto Lisbon 30 ANNUAL REPORT 2011 In the rest of Europe, abertis maintains its presence in the by the end of 2011 electronic toll transactions had reached Portuguese firm brisa with a stake close to 15% and has a seat on 37.8% of total vehicles (an annual increase of 1.6 points) with its board of Directors. heavy vehicles standing at 76.9%. In the United Kingdom it has a stake in concession operator RMG, In France, 69 million euros has been invested in renewing and holder of the concessions for the A1-M and A419/417 roads. improving the existing network (upgrading toll booths and by contrast, in 2011 abertis has left the Italian market after selling on Paquet Vert investments, the RN13-A13 link road and on its stake in Atlantia (6.68%) through a private placement process. completing work on the Reims south by-pass. network maintenance) and 88 million euros has been spent The sale provided the company with revenue coming to 626 million euros and capital gains of 151 million euros. Financial and business results Revenue generated by direct-managed toll road concessions in France and the rest of Europe and other telematic companies has come to 1,505 million euros and EbITDA totalled 962 million euros, representing 38% and 39% of the abertis group’s total respectively. The figures are for hit/sanef consolidated. Toll revenue as of December 2011 came to 1,383 million euros, a 3.8% increase over December 2010 due to a 2.2% rise in prices and the positive evolution of business with AADT up by 1.2% (a comparable +1.9% without the impact of the new stretch of the Reims south by-pass). Other revenue (123 million euros) comes from services provided by concession companies (engineering and telecoms services, service area charges and other toll road operation services) and the revenue of subsidiaries, primarily for telematic activities. 2011 23,051 28,673 23,575 2011 1,505 962 587 AADT sanef sapn Total AADT CONS. RESULTS IFRS (millions of euros) (Contributions to abertis consolidated) Operating revenues EbITDA EbIT INVESTmENTS (millions of euros) Operational investment Expansion investment Var. 0.9% 2.2% 1.2% Var. 2.7% 4.8% 4.7% 2011 69 88 In 2011, 69 million euros has been invested in renewing and improving the toll road network in France 31 ANNUAL REPORT 2011 Spain In Spain, abertis autopistas is the largest toll road operator in In 2011 the priority has remained the upgrading of facilities and terms of kilometres managed with a total of 1,526 kilometres, the pursuit of better service to customers. which accounts for 52% of the total of tollroads in the country. It also has a stake in 204 kilometres through other concessions. The milestones in the year include the launch of www.autopistas.com, a abertis autopistas has been hit by the economic crisis in Spain. services for different types of customers whether individuals or The year ended with negative traffic figures in the country (down carriers. This enables abertis autopistas to offer peerless service by 6.5%), although revenues remain the same due to increased to its customers and cater for their needs to achieve utmost safety prices and from compensations for the agreements of the AP-7 and control when travelling on its toll road network. web portal that provides information in real time and differentiated and C-32 tollroads in the Maresme.. With respect to the scope of consolidation, mention should be made of the sale of its stake in This initiative has been combined with the introduction in the Túnel del Cadí company (37.2%) in December. various corridors of interactive panels in service areas featuring This year abertis autopistas has focused its efforts on addition, the «journey time» system has been extended to more consolidating the new organisation of the unit to drive toll road sections to inform customers of the travel time they standardisation and simplification of the business’s structure have left to their final destination or to a nearby locality. useful information for customers who are already en route. In and processes as well as on increasing its efficiency. At the organisational level, the tollroads business division has The diversity of its customers has prompted abertis autopistas consolidated its network management model to achieve greater to promote specialised products that meet the needs of each operational efficiency and business unit vision. There has also type of user. They include the setting up of the Truck Parks, or been progress in the unification of toll systems in the various service areas for carriers, with a supervised parking area and concessions. exclusive service buildings featuring toilets and showers, a laundry service, rest rooms, a cafe and Wi-Fi. On the other hand, have been abolished boards of Directors in acesa, aumar and iberpistas, as aucat, castellana and aulesa For its part avasa has renewed its contract with Áreas, which had done previously. The work of these boards has been taken on will involve the comprehensive remodelling of the service areas by a sole director and three regional advisory bodies (in Madrid, on the AP-68 with a focus on personalised care and customer barcelona and Valencia) for corporate functions. retention. DIRECT OR SHARED mANAGEmENT Company Holding acesa invicat aumar iberpistas castellana aucat aulesa avasa Trados 45 100% 100% 100% 100% 100% 100% 100% 100% 50% Km. 478 66 468 70 51 47 38 294 14 1,526 Concession end Company Holding Km. Concession end OTHER HOLDINGS Accesos de Madrid Henarsa Ciralsa Autema 35.1% 30.0% 25.0% 23.7% 61 62 33 48 204 2049 2039 2040 2037 2021 2021 2019 20311 20311 2039 2055 2026 2029 1. The concession term may be extended up to 2036 based on actual traffic over the period from 2015 to 2019. 32 ANNUAL REPORT 2011 miquel Camacho AP-7/AP-2 Network Director “abertis autopistas offers its business customers a pioneering service that combines safety and rest without leaving the tollroad” What is the Truck Park service that abertis autopistas has brought in? It is a new concept in service areas for hauliers. It is the first project of its kind on Spanish tollroads offering professional drivers supervised parking areas, strict security and safety systems in all facilities and exclusive rest areas. The Truck Parks are located on the AP-7 in the existing service areas of Porta barcelona (northbound) and Montseny (southbound). The budget for this project has been around 7 million euros. abertis autopistas has always been known for being a pioneer in offering quality and convenient solutions for road travel. To do this, we offer our business customers a broad range of customised products that combine accommodation and eatery options right next to the toll road. The Truck Parks have supervised parking areas together with a service building equipped with Wi-Fi, TV lounges, amusement machines, sleeping facilities, vending machines, toilets with showers and a laundry service. These new services add to those currently offered to the public in these two areas: food services and refuelling. For greater customer convenience, the Vía T electronic toll collection system has also been enabled as a way of paying for the service used. Additionally, Vía T customers can opt for an “e-invoice” and receive a receipt for their stay in the complex at their email address. Another major innovation in the Truck Park service is the access control system using licence plate recognition, CCTV surveillance and control of occupancy levels to ensure customer safety during their stay. What has been the response from customers during the first months of the service? The Montseny and Porta barcelona Truck Parks have recorded more than 5,000 stays since they opened in July 2011. The average occupancy level in recent months has continued to grow and is approaching 30%. This goes to show that this service is essential for hauliers to take a break with complete security and safety for themselves and also for their load and that it is becoming the solution of choice for increasing numbers of domestic and European customers as well. Truck Park stops may be brief, for a few hours or for longer periods. So far, overnight stays have been the service most in demand. Is the company planning to expand the Truck Park scheme outside the two areas where it is currently in operation? abertis’s goal is to create a specific network for carriers with everything needed to help them take a break and for this in turn to become part of the international network of supervised parking facilities for professional drivers. In addition to these two areas, at present we are looking at the possibility of building two more at La Jonquera (Alt Empordà) and Sagunt (Valencia), and then later on at Lleida and Zaragoza. 33 ANNUAL REPORT 2011 Total km. Spain 1,730 avasa bilbao Vitoria Logroño León Astorga Segovia Adanero Guadalajara Ávila Navalcarnero Madrid Arganda del Rey Seville Cádiz La Jonquera Girona Lleida Palafolls barcelona Zaragoza Tarragona acesa invicat Castellón Valencia Alicante Direct Or Shared Management Other Holdings 34 SpainANNUAL REPORT 2011 The continuing upgrading of systems has led to enhanced payment Financial and business results facilities for customers. Firstly there has been the semi-automation of the AP-2, which involves the installation of machines that can Revenues generated from directly managed toll road concessions accept all types of payment, and then secondly in the shape of in Spain reached 1,359 million euros and EbITDA came to 1,048 progress on the interoperability of toll systems with France. In million euros, representing 35% and 43% of the abertis group’s addition, in 2011 the implementation of a closed toll system on total respectively. the AP-7 has been completed which allows drivers to travel from barcelona to Valencia and Zaragoza without stopping. In spite of the negative development of activity in Spain, operating abertis autopistas has continued to work in 2011 to improve toll to the annual price review (with an average increase of +1.9%), road safety in Spain. In November, a simulation of a pileup involving compensation under the AP-7 and C-32 Maresme agreements and revenues have remained in line with the previous year thanks a truck carrying dangerous goods was successfully conducted in other extraordinary income. the Guadarrama tunnel on the AP-6 toll road. Likewise, on the AP-7 an «Operational Coordination Exercise» was run to improve In the course of the year investment in electronic toll payment coordination between the Operations Centre, the Civil Guard and devices has continued and at present the use of this system on toll road staff. tollroads in Spain as a whole comes to 36.9%, 1.8 percentage points more than last year. Especially significant is avasa, with 44% The latest breakthroughs in R&D include the Geoducto Project, of transactions by electronic toll, as all the concession operator’s which is developing a system of thermal insulation for the Sotillo discounts and free options are linked to compulsory use of this viaduct on the AP-6 toll road in order to design, measure, assess payment system. and verify the feasibility of a geothermal heat interchange facility to prevent ice forming on the road surface. Throughout 2011 payment systems have been upgraded on some acesa toll road sections with the installation of “all payments” abertis autopistas’ goals for 2012 include continued analysis machines (cash, card and Via-T). In the coming years these of cost rationalisation and optimisation as well as driving machines are set to be deployed across abertis’s tollroads network. improvements to its toll road network and customer service. In 2011 Spanish tollroads have carried out operational investment coming to 44 million euros, mainly in vehicle containment systems and improvements to toll, maintenance and rest areas, with the opening of new service areas for carriers and others. Another 196 million euros has been invested in expansion, of which 185 million euros has gone basically for the lane addition and section extension work set out above. CONS. RESULTS IFRS (millions of euros) (Contributions to abertis consolidated) Operating revenues EbITDA EbIT INVESTmENTS (millions of euros) Operational investment Expansion investment 2011 1,359 1,048 746 2011 44 196 Var. -0.4% -1.7% -2’9% AADT acesa invicat aumar iberpistas castellana aucat aulesa avasa Total AADT 2011 26,714 54,063 17,305 25,158 6,923 25,200 4,280 12,724 20,938 Var. -5.8% -4.9% -9.1% -7.2% -4.4% -5.7% -12.8% -5.4% -6.5% 35 ANNUAL REPORT 2011 America The creation of the new General Management Department for Teodoro Moscoso bridge for 16 years, but it also strengthens the Tollroads Americas and the award of a new concessions contract Group’s positioning as an ally of choice for the implementation in Puerto Rico are a clear example of the strategic importance of public-private partnership projects in the rest of the United for the abertis group of the internationalisation of its tollroads States. The country’s mature and consolidated yet dynamic business unit. economy makes it into one of the markets with highest growth potential in infrastructures and crucial for abertis’s expansion This includes the reorganisation of the Group with the setting plans for the coming years. up of the General Management Department for Tollroads Americas, which brings the operations previously run by the The direct and indirect management of a total of 691 kilometres General Management Department for Tollroads South America of tollroads in Chile, Argentina and Colombia round off abertis’s in Argentina, Chile and Colombia together with assets in Puerto presence in the Americas and specifically in South America (486 Rico, and abertis’s office in Washington DC in the United States. kilometres under direct management and 205 kilometres under As a whole, road infrastructure managed by the Group in the indirect management). Americas comes to a total of 781 kilometres. In Chile, abertis it is one of the country’s largest road In September, the consortium led by abertis and investment infrastructure operators. It has a presence in the Autopista fund Goldman Sachs Infrastructure Partners II closed the award Central, the urban and interurban toll road carrying most traffic of the concession for the operation of the PR-22 and PR-5 in Santiago de Chile and equipped with free-flow technology. It tollroads with the Government of Puerto Rico. The PR-22, also also has a majority position in rutas del pacífico, the toll road known as the José de Diego toll road, is the nation’s busiest toll linking Santiago-Valparaíso/Viña de Mar in the central region, road with daily traffic coming to 84,000 vehicles. It runs over and in the concession operator for elqui, which connects Los 83 kilometres and connects the capital, San Juan, with the city Vilos and La Serena in the north of the country. Taken together, of Arecibo in the north of Puerto Rico, which means it serves these concession operators manage approximately 430 an area where large multinational industrial and pharmaceutical kilometres of tollroads. companies are located. The transaction marks a turning point in abertis’s commitment has generated major increases in traffic and revenue in 2011. to the United States market as a strategic objective for the New investments are planned for 2012 in order to enhance future. Not only does it consolidate abertis’s presence as a toll service quality (implementation of the dynamic toll system on road operator in Puerto Rico, where it has also been running the rutas del pacífico) and safety. Chile will remain a priority market for abertis after the country DIRECT OR SHARED mANAGEmENT Company Holding Km. elqui apr rutas del pacífico gco Autopista Central gesa3 opsa4 100.0% 100.0% 78.9% 48.6%1 28.9%2 100.0% 78.9% 229 2 141 56 60 488 OTHER HOLDINGS Concession end Country Company Holding Km. Concession end Country 2022 2044 2024 2018 2031 Chile Puerto Rico Chile Argentina Chile Coviandes Coninvial2 Ausol metropistas 40.0% 40.0% 31.6% 45.0% 86 20231 Colombia 2020 2051 Argentina Puerto Rico 119 88 293 1. Concession end subject to meeting estimated revenue targets and forecast for 2023. 2. Company that is building Coviandes. 1. 57.6% of voting rights. 2. abertis controls 57.7% of Grupo Invin, which in turn has a 50% stake in Autopista Central. 3. Company that operates elqui and tollroads of other companies. 4. Company that operates rutas del pacífico. 36 ANNUAL REPORT 2011 Gonzalo Alcalde Autopistas de Puerto Rico Director “abertis’s presence in Puerto Rico gives it excellent positioning for future operations in the US” What does the award of the PR-22 and PR-5 tollroads mean to abertis? Firstly, it means the consolidation of our presence in Puerto Rico, which we began more than fifteen years at the Teodoro Moscoso bridge, with a new project for the management of some of the busiest tollroads (PR-22 and PR-5) on the island that is on a major financial scale (transaction worth 1,136 million dollars) and for the long term (40 years). This award is part of abertis’s geographic growth and expansion process, maintaining its position as a leader in transport infrastructure management and putting in place projects that generate growth, return and increased shareholder value. Furthermore, it also reinforces our growth model as a strategic industrial partner. We are accompanied in the consortium by a prestigious American financial partner in the shape of Goldman Sachs, but it is abertis executives who hold the key positions in the new company. Finally, it marks our definitive entry into the U.S. market with an approach that may well be a model for other such operations in the United States, using public-private partnerships as an example of the switchover of an asset from public management to a private company in a very short period of time. Its recent awards have made abertis into an ally of choice for the implementation of public-private partnership projects in the rest of the United States. That’s right. The successful PPP model in the award of these tollroads, conducted jointly with the Government of Puerto Rico and recognised as Project of the year 2011 by the American Road and Transportation builders Association, has undoubtedly become a yardstick for the United States market. In an economic climate like the present, state governments in the U.S. are looking at potential operations using this kind of public-private partnership, following the example of the award of the PR-22 and PR-5 tollroads which was exemplary in its development and prior legal support. In this respect abertis’s presence in the United States, with these concessions in Puerto Rico and its permanent office in Washington, provides the company with a very good position for future operations in the country. What other future challenges is the company looking at in Puerto Rico? Obviously enough we are not going to rule out continuing to grow on the island with projects of this kind, as this would strengthen our presence in Puerto Rico and as a result in the United States as well. However, our priority in the short to medium term should now be meeting expectations about the management and improvement of infrastructures in the concession in line with our contractual commitments, as we have been doing at the Teodoro Moscoso bridge which is also a fine example of efficient management and service quality. Only if we focus on this goal on the PR-22 and PR-5 tollroads and the results are seen as satisfactory will we be able to think about other future plans in Puerto Rico. 37 ANNUAL REPORT 2011 AmERICA Arecibo San Juan San Juan metropistas bogotá bogotá Colombia Coviandes Chile elqui La Serena Villavicencio Argentina autopistas del oeste (gco) Ausol San Fernando San Isidro buenos Aires Luján buenos Aires Ovalle Los Vilos Chile rutas del pacífico Valparaíso buenos Aires Santiago Santiago San Antonio Chile Autopista Central Santiago Direct or shared management Other holdings 38 ANNUAL REPORT 2011 In Argentina, abertis directly and indirectly manages two of the economic growth in the economies of the Americas has partially most important tollroads leading into buenos Aires in terms of offset the still slow recovery of European economies and, both the number of vehicles they carry and also their relevance specifically, of the Spanish economy. and impact on the city’s inhabitants. On the western route into the city Grupo Concesionario del Oeste, S. A. (gco) is the holder Financial and business results of the concession for 56 km of the Autopista del Oeste, which links buenos Aires with the town of Luján, while Autopistas del Revenues from concessions for the direct management of tollroads Sol, S. A., is the holder of the concession for 119 kilometres of the in the Americas amount to 234 million euros, while EbITDA comes city’s northern access route, popularly known as the Autopista to 146 million euros, in both cases accounting for 6% of the Panamericana, and for maintenance of the Autopista General Paz, abertis group total. a major beltway in the city. In 2011, traffic in Argentina has increased by around 5%. Chile, Argentina and Puerto Rico, with an even greater improvement business activity has been positive in all concession operators in In Colombia, abertis has a stake in Coviandes, the company which in heavy vehicles. holds the concession contract for the 86-km of the toll road that In spite of this positive evolution of activity and an average annual links Santa Fe bogotá and Villavicencio. Work is continuing apace price increase on review of 7.3%, operating income has fallen on this road to add an extra lane to its central section and upgrade due to the extraordinary income in 2010 on rutas del pacífico facilities as part of an extremely large and complex project that arising from the impact of safety work required by regulations includes significant improvements up until 2017. This infrastructure and payment of the insurance claim for damage caused by the is a strategic road as it connects the plains of the Amazon forest earthquake in February 2010. and their major oil and agricultural production with the capital and the whole of the north of the country. In 2011, operating investment has amounted to 7 million euros which has mostly been spent on facilities, safety work, expansion The results of this commitment to the continuing and growing and improvements. Expansion investment coming to 144 million internationalisation of its businesses in recent years have euros has gone on the purchase of 45% of metropistas, the demonstrated the success of abertis’s strategy. The position of concession operator for two tollroads in Puerto Rico. AADT elqui rutas del pacífico gco apr Autopista Central Total AADT 2011 5,179 24,177 76,916 16,972 68,773 24,033 Var. 8.0% 5.7% 4.8% 2.6% 4.4% 5.3% CONS. RESULTS IFRS (millions of euros) (Contributions to abertis consolidated) Operating revenues EbITDA EbIT INVESTmENTS (millions of euros) Operational investment Expansion investment 2011 234 146 55 2011 7 144 Var. -5.9% -5.7% -13.5% 39 ANNUAL REPORT 2011 Telecommunications infrastructures New services for a new era that allows domestic reception on a connected TV of content created by broadcasters for the Internet environment, with In 2011 abertis’s telecommunications infrastructure operator, other added features such as reception on demand, choice of has consolidated digital terrestrial television (DTT) with the timetable and programming and video on demand, without deployment of three new multiplexes at the same time as it has disturbing normal DTT reception. For broadcasters and consumer also fostered greater diversification to go with a new era with electronics manufacturers, this product allows the development a focus on other services such as Smart Cities and broadband of innovative business models in the new linear and nonlinear TV networks. scenario. In recent months, cooperation agreements have been signed in the field with the European broadcasting Union (EbU), In the broadcasting business, abertis began operating three Antena 3 TV, Televisió de Catalunya (TV3), La Sexta, Telemadrid, new multiplexes which enable most broadcasters to reach their Canal Sur, Televisión de Canarias, Televisión de Galicia, Gol TV audiences in High Definition (HD) and thereby bringing to an and balearic Islands TV station Ib3. end one of the most complex technology changeover projects in the telecommunications sector in Spain: the switchover to However, abertis is also looking beyond audiovisual services. digital terrestrial television. In 2011 it has maintained its commitment to other businesses such as telecommunications infrastructure for emergency and The advent of DTT has opened the door to new business security services, services to end telecom operators and driving opportunities. At a time when demand is calling for new content technological solutions for what will be one of the challenges across multiple platforms and with maximum convergence of global society in the coming decades: the creation of smart between them, abertis is the outstanding industry partner for cities. As a result 60% of abertis’s revenue in 2011 already the development of these new services. As part of this, abertis comes from services other than DTT. telecom has continued to provide its service for audiovisual content over the Internet in which extensive infrastructure makes In the field of mobile radio communications for security and for excellent audio and video quality. This service made possible emergency services, abertis is continuing to develop its AIRS the first live broadcast of a music event in 3D in partnership with (Abertis Intelligence Response System), a technology platform the Aragon Radio and Television Corporation. for the global management of incidents and emergencies in communications networks that uses a real-time multi-fleet Developments in the sector include the Connected TV model, operational management model. Its security and emergency which enables the convergence of the audiovisual industry and network customers include RESCAT (Catalonia), COMDES internet in an environment where audiovisual content specific (Valencia), RADIERCAM (Murcia), the TETRA network in the to DTT and web content coexist. With a technology platform Region of Navarre, municipal networks such as those in Jerez based on the open HbbTV standard, and with the evolution of and Seville and the communications network for the Directorate the DTT Premium seal, abertis offers its customers a service General of the Merchant Navy and Sea Rescue. 40 ANNUAL REPORT 2011 Alex mestre marketing manager of Telecommunications “The role that abertis can play for local authorities as a neutral operator is key to the development of Smart Cities” What is a Smart City? The Smart City concept can be very broad. However, it always contains the idea of a transformation in the ways that people and businesses interact with the city and vice versa. A Smart City is not simply a product or technological service. Obviously, technology will play a key role in a Smart City but only as a tool in this transformation process. Urban technology infrastructure networks will be the foundation on which to manage public services and their relationship with the public in a different way. Actually this is the key objective: managing services between people, companies and the city in a different and more efficient way. In any case, people are already in a “connected” world and therefore want the services they get from their city and how they interact with it to evolve. The reality is that up until now, city development models have been based mainly on urban development, but management models have remained unchanged for centuries. What are the main solutions that abertis telecom has provided to the Smart City project? The concept of “smart infrastructure” is closely related to what we are already doing here at abertis telecom as key infrastructure operators for government. At present we are already managing mobile communications networks for emergency services and the sea rescue network which we operate for the Directorate General of the Merchant Navy. In urban areas we have already deployed municipal wireless networks and conducted several pilot studies to “sensorise” urban features. In addition, the European Commission’s iCity project has just given us significant funding for three years, together with the cities of barcelona, Genoa, bologna and the Greater London Authority among others, to create an open and standardisable environment that allows easy generation of Smart City applications. The role that abertis telecom can play for local authorities as a neutral operator with an integrated vision of their technology needs is key to the development of Smart Cities. Present-day organisational structures are arranged vertically to cater for needs in a specialised and independent way. How would you assess implementation of the project in cities such as Sant Cugat, Lleida and Barcelona? The work done with these cities has enabled us to grasp the specific needs of three segments of different cities, while discussions with municipal officials have also led us to conclude that the model could be based on the separation of vertical urban services from the infrastructure that supports them. This gives rise to the role of a “smart infrastructure” operator as a specialist that in addition to operating and maintaining this infrastructure to high quality standards also needs to have the right financial profile suitable for the investment required for the development of the Smart City. This should be accompanied by the mapping out of new relational models between local government, the public and businesses so as to be able to gradually deploy the infrastructure required at any particular time for the development of the Smart City. 41 ANNUAL REPORT 2011 Activity in the end telecommunications operators business of Carlos Espinós as its new CEO. The appointment is a sign of has been one of the fastest growing lines in 2011, expanding abertis’s strategic commitment to the company and its interest connectivity services offered to these customers (using Ethernet in stepping up the firm’s future development. Furthermore, connectivity services or international embassy connections using commercial service by the Hispasat 1E satellite, launched in late satellite solutions), and expanding operation and maintenance 2010, began in May. Meanwhile, preparations have continued for services. the launch of the Amazonas 3 satellite. One of the outstanding projects in the telecommunications Eutelsat has also undergone changes in its organisation with business during the course of the year has been Smart Cities, the appointment of Jean-Martin Folz as chairman of its board, which drive enhanced mobility, urban services, environment replacing Giuliano berretta. It has also stepped up the race to and public services through technological advances. As part of expand satellite coverage. In 2011 it successfully launched the this, abertis has won the contract to deploy wireless network Eutelsat W3C and Atlantic bird 7 satellites, while the marketing services for barcelona City Council and the installation and of Kasat broadband services has also begun. This year Eutelsat is maintenance of wireless coverage in a total of 32 towns. abertis set to continue to grow with the launch of two new satellites. telecom has also rolled out the first Smart Zone in Spain around its corporate headquarters in barcelona, which houses the In January 2012, abertis reduced its stake in Eutelsat down systems and infrastructure required to reproduce a smart city to 15.35%, becoming the second largest shareholder of the on a small scale. This year abertis telecom has also announced company after the successful placement of a package of 16% of its participation in the iCity European project, which is designed stock with institutional investors. to develop a European test environment for Smart Cities. For abertis telecom 2012 is set to be the year of developing abertis also continues to be an internationally recognised new audiovisual services and greater diversification. The main satellite broadcasting operator through its key holdings in challenge facing the division is to promote its internationalisation operators Eutelsat and Hispasat. abertis telecom’s satellite by exporting the knowledge and experience that have made business has closed 2011 with a very good performance the company into a leading group in the telecommunications resulting from the company’s more diversified portfolio and new infrastructure and services industry. launches by both Hispasat and Eutelsat. 2011 has been a year of change for Hispasat with the entry DIRECT OR SHARED CONTROL OTHER HOLDINGS Company Holding Centres abertis telecom 100.00% - retevisión tradia adesal overon Hispasat 100.00% 2,679 sites 100.00% 661 sites 51.00% 51.00% 42.06%1 - 5 satellites 1. Includes indirect stake held through Eutelsat Company Torre Collserola Eutelsat Cota Holding Centres 41.8% 31.4% 25.0% - 29 satellites - 42 ANNUAL REPORT 2011 Financial and business results The telecommunications infrastructures business sector brought in These figures do not include the contribution of Eutelsat the second highest amount of revenues (512 million euros) and of as it is consolidated by the equity method and in 2011 has EbITDA (228 million euros), which represent 13% and 9% of the contributed to the Group 89 million euros, up 6.8% in 2010. abertis total respectively. In 2011 abertis telecom has carried out operational The telecommunications sector has increased its recurring investment coming to 19 million euros, mainly in efficiency revenue through greater activity in digital television (three new improvements at centres, operational support and renewal and multiplexes), thus offsetting the analogue switch off in April 2010, upgrading of equipment at retevisión and tradia. and greater Hispasat satellite capacity resulting from the increased commercialisation of the satellites Amazonas 2 (launched in Additionally, it has also invested 93 million euros in expansion December 2009) and 1E (launched in December 2010). The fall in at Hispasat, in on-ground installations for the 1E satellite for operating income is attributable to lower non-recurring revenue ground tracking and in the construction of Amazonas 3 and resulting from less trading due to the end of a project because of Small Geo (AG-1). the extension of DTT. 60% of abertis’s revenue comes from services other than DTT, such as emergency and security services and end telecommunications operators No. sites No. service centres 2011 3,340 74,709 Var. 0.8% 18.4% CONS. RESULTS IFRS (millions of euros) (Contributions to abertis consolidated) Operating revenues EbITDA EbIT INVESTmENTS (millions of euros) Operational investment Expansion investment 2011 512 228 120 2011 19 83 Var. -7.1% 4.7% 13.7% 43 ANNUAL REPORT 2011 Airports A worldwide benchmark operator for growth airport in Sweden has been expanded while London Luton Airport in the UK has installed new surface radar and a new automated hand luggage scanning system that provides In the course of 2011, abertis airports has consolidated its greater security and speed in operations. Meanwhile, Cardiff position as one of the benchmark operators in the airport Airport in Wales has introduced new radar and has continued infrastructures sector in the world with operations at 29 airports with the implementation of its comprehensive Environmental in Europe, the US and Latin America. The business unit has Management Plan, with the aim of reducing energy and water continued to grow as its annual global traffic has increased to use and noise production in the airport area. 62 million passengers (+ 6% over 2010), particularly in the Americas and with a slight recovery in Europe. In 2011 tbi has maintained its commitment to improving The year has also seen a rise in the income of abertis’s airport and Stockholm Skavsta European airports have launched a management business, which makes it into the best performing unified redesign of their respective websites. The portals have division in terms of growth in EbITDA and net profit. This is been tailored to cater for the wide range of their customers’ mainly due to the success of its strategy for cost control and needs, providing enhanced usability and faster access to improved efficiency. information. customer care. Its London Luton, Cardiff, belfast International In the current economic climate, abertis airports has focused In the Americas, abertis also has an interest in a total of 15 on active management of its business through pursuing a policy airports in Mexico, Jamaica, Chile and Colombia through of cost control and moving into other activities outside its core desarrollo de concesiones aeroportuarias (dca). Particularly business such as driving commercial activity with its customers. significant is its presence in Grupo Aeroportuario del Pacífico (GAP), which is the largest private operator of airports in the tbi, the company which was the vehicle used by abertis to Americas. enter the airport sector, manages nine international airports that it owns or has the concession for in the UK and Sweden, dca’s airports have seen their revenue per passenger rise and the United States and bolivia. In addition it has total or partial have found that the bankruptcy of the airline Mexicana de management contracts for another five airports, mainly in the Aviación has had little effect on the accounts of the Mexican United States. airports at which abertis airports has a presence. This division has seen an increase in its number of passengers. This is the outcome of an investment strategy designed to improve its facilities. Thus the terminal at Stockholm Skavsta 44 ANNUAL REPORT 2011 Dot Gade Kulovuori managing Director of Stockholm Skavsta Airport “Tourism income has grown steadily during the last decade and the plan is that it shall keep on growing” What does the expansion of the Skavsta terminal consist of? The present terminal was built to take care of the expansion in 2003-2004 when Ryanair established a base at the airport. The airside departure hall of 1,600 m2 was extremely busy during summer 2011. Never had the airport seen more passengers and the route offer was bigger than ever. With such success often follows issues and challenges to be solved. In order not to stop further growth and to facilitate for the concessionaires in the departure hall, this area will now be increased by almost 50% as we are adding 670 m2. The new area will be used as gates with better space for queuing which improve flows in and around the airside shop and restaurant. Also new furniture will be added to create a fresh and welcoming departure hall. Stockholm Skavsta Airport is the third largest airport in Sweden with approx. 2.6 million passengers per year. What will this new extension mean for the airport and for the development of the region? Our partnership with the local Municipality (being a 9.9% owner of the airport) facilitated a joint effort to ensure future growth. both the Municipality and the region appreciate the importance of the airport and its passengers. Tourism income has grown steadily during the last decade and the plan is that it shall keep on growing. The Swedish government has issued a strategy whereby the turnover from tourism in Sweden should double by 2020. With such ambitious plan, it is important that not only regional and local tourism bodies work towards the goal, but also that infrastructure can take care of the additional visitors. After increasing the range of routes of the airport in 2011, do you plan to expand the range with new destinations in 2012? We always strive to increase destinations and have continuous contact and talks with a number of airlines. The latest announcement from our biggest customer, Ryanair, is that they will introduce three new destinations: Ancona in Italy, Chania in Crete and Paphos in Cyprus. What are the future challenges for the Stockholm Skavsta Airport? Whereas many industries are troubled by recession, the historical outcome for the low cost aviation market during such times is somewhat more positive as passengers still choose to travel, but opt for the more attractive ticket offer. The overall financial situation for the airport is one of constant challenge as commercial income becomes more and more important. The wish to include more airlines on the list of operators at the airport will remain at the top of the list. 45 ANNUAL REPORT 2011 2011 has seen an improvement in abertis’s airports division’s income, which makes it into the best performing unit in terms of growth in EbITDA and net profit. This is mainly due to the success of its strategy for cost control and improved efficiency dca’s investments have focused on GAP’s airports in Mexico, where addition, abertis airports manages and controls many of the it has invested in expanding some of their most prominent facilities. regular facilities at the airport and the flight information boards This is the case of Los Cabos International Airport (construction of and airstrips. the new terminal 4), Guadalajara International Airport (expansion work in a number of areas) and the Tijuana International Airport In 2012, abertis airports plans to continue with its policy of (upgrading of facilities and increasing capacity). In 2012 fresh consolidating its business to maintain its standing as a major investments will be made to improve Puerto Vallarta airport. airport infrastructure manager. In the current climate, in which In the United States, where abertis airports operates through partnerships and concessions, abertis airports will continue to tbi US, its management contract at Hartsfield-Jackson Atlanta explore and analyse new investment opportunities sponsored by International has been renewed for another renewable 5 years, with all levels of government. governments are increasingly interested in public-private the addition of a new terminal which will significantly increase the number of passengers the company handles. Hartsfield-Jackson Atlanta International airport handles more than 90 million passengers and nearly a million air traffic movements, making it the world’s busiest airport. abertis airports has to date run the international terminal, used by thirteen million passengers in 2011. When the new terminal that has been awarded is fully operational, this will add another seven million passengers. In Company Stake Owned Concession manage- dca tbi codad THROUGH dca Country Jamaica Colombia Chile Mexico 100% 90% 85% - 3 - 3 ment - 5 - 5 15 5 1 21 Stake Concession 74.5% 33.3% 14.8% 5.8% 1 1 1 12 15 THROUGH tbi* Location Stake Owned Conces- sion manage- ment United Kingdom (London Luton, belfast and Cardiff) Sweden Florida (USA) bolivia Georgia (USA) California (USA) North Carolina (USA) 100.0% 90.1% 100.0% 100.0% 100.0% 100.0% 100.0% 2 1 - - - - - 3 1 - 1 3 - - - 5 - - - - 3 1 1 5 *abertis has a 90% stake in tbi, which has holdings in the other companies. 46 ANNUAL REPORT 2011 USA burbank Mexicali Tijuana Raleigh (Durham) Atlanta Herbert Smart Downtown Middle Regional Georgia Orlando Sanford Hermosillo Los Mochis Manzanillo La Paz San José del Cabo mexico Guadalajara Puerto Vallarta Colombia Bolivia Chile Aguascalientes Sangster bajio Morelia Jamaica Eldorado Cali El Alto (La Paz) Jorge Wilstermann (Cochabamba) Viru Viru (Santa Cruz) Santiago DIRECT OR SHARED MANAGEMENT owned concession management contract OTHER HOLDINGS other holdings 47 AmericaANNUAL REPORT 2011 Sweden Stockholm Skavsta United Kingdom belfast International Cardiff Airport London Luton DIRECT OR SHARED CONTROL owned concession management contract OTHER HOLDINGS other holdings 48 ANNUAL REPORT 2011 Financial and business results The airports sector accounted for 7% of revenue and 4% of abertis group’s EbITDA in 2011. Despite the worldwide financial crisis, the number of passengers at tbi’s airports rose by 7.3%, reaching 23 million passengers. It is worth highlighting the good performance of London Luton (partly due to the negative impact of the eruption of the Icelandic Eyjafjallajökull volcano in 2010 and the snowstorms in the first half of the year), of Orlando Sanford and of the Sabsa airports in bolivia. Similarly, there was improved performance in the activity of dca and of codad, of 5.0% and 3.6%, respectively. The increased number of passengers in tbi and dca allowed operating revenues to grow to 5.4%, despite the slight decline in revenue per passenger for tbi and the unfavourable evolution of the exchange rates of the pound and the US dollar with the euro. There were investments of 23 million euros in the airport business in 2011, mainly in London Luton, on safety equipment and other improvements, and for starting the repaving works on the runways of belfast International and Montego bay (Jamaica). 2011 Var. CONS. RESULTS IFRS (mILLIONS OF EUROS) (Contributions to abertis consolidated) Operating revenues EbITDA EbIT 2011 293 86 34 Var. 5.4% 5.8% 27.8% INVESTmENTS (millions of euros) Operational investment Expansion investment 2011 22 1 No. of passengers (thousands) London Luton belfast International Cardiff Airport Orlando Sanford Stockholm Skavsta bolivia 9,527 4,121 1,212 1,556 2,557 4,116 No. of passengers tbi group 23,089 No. of passengers (thousands) Montego bay (Jamaica) Aerocali (Cali, Colombia) Santiago de Chile GAP (Mexico) Total no. of aggregate passengers dca 3,328 3,102 11,978 20,208 38,616 8.9% 1.8% -13.5% 36.7% 2.7% 11.5% 7.3% 1.4% -0.4% 17.9% -0.1% 5.0% No. of flights codad 155,221 3.6% 49 csrLetter from the President Interview with the CEO Corporate governance and management bodies 1.1 Corporate administration 1.2 Administrative bodies abertis group business activities 2.1 Tollroads 2.2 Telecommunications Infrastructures 2.3 Airports Corporate social responsibility 3.1 Corporate social responsibility in abertis 3.2 Indicators 2011 Economic and financial information 4.1 Consolidated figures 4.2 Financial management 4.3 Shareholders and the stock market csrANNUAL REPORT 2011 Corporate social responsibility in abertis l During 2011, abertis was granted recognition with the bronze l The actions taken on environmental management matters Class distinction for the industrial transport business sector are showing significant results, considerably improving the awarded by Sustainable Asset Management (SAM) with regards to its 2011-2012 sustainability history, together with renovation, for the eighth successive year of its presence in the efficiency of the organisation with regards to the consumption of resources, which has allowed for CO2 emissions to be cut by 15%. The environmental management systems as a common Dow Jones Sustainability World index. working framework (together with specific actions relating to l The CSR management databases and the related indicators management and the involvement of interest groups in the have been updated in accordance with GRI’s new requirements. “Aristos” communication campaign), have allowed abertis to Version G3.1 has been incorporated as well as the sectoral progress in the mitigation of impacts. significant impacts, such as noise, biodiversity or wastewater supplement for airports. l The new supplier approval protocol has been implemented l The development of new services and the consolidation of in Spain and has started to be implemented in the United actions taken towards improving traffic safety on motorways, Kingdom, with a total of 3,475 assessed suppliers, of which 618 the attaining of the EFQM 500+ level in telecommunications have been approved on the basis of social and environmental and the implementation of new webpages at airports, criteria. Of these, 55% have been approved according to CSR focused on fostering communication with the customer, have criteria and 32% have been given a score for CSR matters. contributed towards maintaining the degree of customer satisfaction. l The active participation in 140 local community organisations has allowed two-way communication and dialogue channels l Professional development and training, with an average of to be established, which together with the organisation’s 17 hours per working person, have new channels such as social actions, establishes a link with the environment in which Intrabertis 2.0 available or the future virtual hub for knowledge abertis operates. sharing, which allow for simultaneously responding to the objectives of efficiency and excellence. The maintaining of the social benefits and the investment in after-work activities which has reached 1.2 million euros, which together with long-term incentive plans and job performance assessments, contribute towards retaining talent. 52 ANNUAL REPORT 2011 Alberto Jiménez Integrated management System manager of Tollroads in Spain “abertis has made improvements for boosting energy efficiency and making a more rational use of resources” What are the main cornerstones on which abertis autopistas’s Environmental management System is sustained? Environmental Management System is based on the ISO 14001 standard, which has the basic cornerstones of minimising the negative effects that the company’s business activities may have on the environment, compliance with applicable legislation and regulations, and the continuous improvement of its environmental performance. To do all this, proper planning in accordance with three main management elements is essential: identification and assessment of the environmental aspects, thorough control of the legislation and programming of targets and goals. What were the main measures that the company implemented in its motorways in 2011? One of the main challenges facing abertis autopistas during 2011 was to start a process of standardising the different Management Systems on its networks, ensuring its coherence with the environmental commitment and policy, with the aim of implementing a single Management System for all of abertis autopistas. The activities carried out, include a number of technological improvements that will allow for improved energy efficiency and more rational use of resources, thus cutting CO2 emissions, as well as campaigns aimed at increasing the use of the Vía-T payment system, that will allow our customers to reduce their CO2 emissions. The adaptation of clean waste points, through the introduction of a new signage system that facilitates the proper segregation of the waste, as well as the implementation of an environmental awareness “Aristos travels by abertis autopistas” campaign, is also important. Following the strategic line of abertis’ CSR, environmental advice and recommendations are offered for efficiency and sustainability, both inside and outside work. What future projects has abertis autopistas planned in order to mitigate the effects of climate change? abertis autopistas contributes towards the effects that occur from climate change by actively seeking and applying new technologies that allow for the reduction of energy consumption and by applying measures that allow emissions of greenhouse gases (GHG) to be limited and reduced. Among its next measures, the improvement of the destination of generated waste, which will give priority to recovery and recycling, should be highlighted. It will continue to implement lighting and signage systems using LED technology, as well as environmental initiatives for landscape restoration and control and monitoring campaigns of the consumption of natural resources aimed at improving the use of water as a scarce resource and a more rational use of fossil fuels, both for use in air conditioning as well as for driving. 53 ANNUAL REPORT 2011 The abertis foundation The abertis chairs The abertis foundation acts as a nerve centre for the abertis chair - UPC on Management of Transport Infrastructures, management and fostering of social actions within the Group which focuses on training and research in the infrastructures in the field of road safety and the environment, and for socio- management field, held its 8th event for the granting the abertis cultural matters. The Castellet castle, which is the foundation’s prize in 2011, in which two research papers received awards. headquarters, has hosted the annual meeting of Organisational Stakeholders of the Global Reporting Initiative (GRI), the meeting abertis chair - IESE in Regulation, Competition and Public of the Management board of the Foundation’s Spain-USA Council Policy. During 2011 it coordinated the “Economic Outlook for and the Prado Museum’s lecture cycles, among others. the Eurozone” conference, together with different seminars and From among the initiatives carried out in 2011, it is worth group discussions. highlighting the Autoroute Académie virtual driving school abertis chair - ESADE in Leadership and Democratic Governance. and the “Road Co-operator” project, which together with the It has continued its training, research and social outreach work for continuity of the “you have a life left on the road” campaign both organisations and also the actors who take on the challenge which was awarded the Rhombus Graphic Advertising prize by of governing a world that is global and local at the same time. La Vanguardia, which have boosted the actions in the road safety field. abertis chair - FEDEA in Infrastructure and Transport Economics. It has participated in three research projects on the integration of The renewal of the collaboration with the “Espai Terra” air and rail transport, the new intermodal transport possibilities programme and the completion of three research efforts, stand for and the financial assessment of transport projects, in addition out in the environmental field, as well as the holding of the third to creating the observatory for air transport, and holding different seminar of the corporate volunteering at international locations, conferences and seminars. the educational actions of the airports and the abertis’ long- term relationship with some local community organizations such abertis chair - ENPC - IFSTTAR, created jointly by the as Caritas, led the organisation’s actions at a socio-cultural level. abertis foundation and l’École des Ponts ParisTech-IFSTTAR (Institut Français des Sciences et Technologies des Transports, de l’Aménagement et des Rëseaux) which held the abertis international award event in a coordinated manner with the abertis chair - UPC. The abertis foundation acts as the nerve center of management and promotion of social action in the Group the fields of road safety, the environment and field of culture 54 ANNUAL REPORT 2011 CSR STRATEGY AND mONITORING Gathered indicators Turnover included in the scope of the CSR strategic plan (%) CUSTOmERS Turnover with quality system in place Customer satisfaction index Queries, complaints and suggestions dealt with ENVIRONmENT Turnover with environmental management system in place Tons of CO2 (per million euros of turnover) Use of ETC (percent of total transactions) Waste recovered (percent of total waste generated) Environmental investment (percent of consolidated net profit) HUmAN RESOURCES Women in workforce (percent of total workforce) Workers on permanent contracts (percent of total workforce) Spending on training Average training hours per employee Turnover with health and safety at work system in place Disabled workers hired (directly and indirectly) INVESTOR COmmUNITY Meetings with managers Opinions and queries from shareholders dealt with SUPPLIERS Number of suppliers assessed Average CSR score of the A approved supplier companies Percentage of tenders including social and environmental clauses Local procurement percentage COmmUNITY Contribution to the community (percent of consolidated net profit) Investment in social accessibility and economic development (percentage of total contribution to the community) Associations and groups actively partnered 55 >200 94% 91% 7.6 99% 95% 42.19 33% 70% 2.77% 33% 88% 3,711,112€ 17 92% 1.82% 350 8,602 3,475 A 94% 95% 0.9% 37% 140 financialinformationLetter from the President Interview with the CEO Corporate governance and management bodies 1.1 Corporate administration 1.2 Administrative bodies abertis group business activities 2.1 Tollroads 2.2 Telecommunications Infrastructures 2.3 Airports Corporate social responsibility 3.1 Corporate social responsibility in abertis 3.2 Indicators 2011 Economic and financial information 4.1 Consolidated figures 4.2 Financial management 4.3 Shareholders and the stock market financialinformationANNUAL REPORT 2011 Consolidated figures Results The results of the 2011 have been marked by the corporate abertis’ earnings in 2011 have come to 720 million euros, which is reorganisation relating to the sale of Atlantia and the divestiture an 8.8% increase over the previous year that, without the impact of the car parks and logistics business activities. Accordingly, of corporate reorganization which includes the divestment in car all economic impacts arising from both decisions have been parks and logistics activities as well as the capital gain on the sale eliminated from the figures for both 2011 and 2010, reclassifying of Atlantia, would be an increase of 11.7%. these into each of the captions of the profit and loss account and recording their net amount under the heading “result on corporate reorganisation” caption. Therefore, the results presented in the 2011 are entirely comparable with those of 2010, with the exception of those encompassed in the aforementioned line. (millions of euros) Operating revenues Operating expenses EbITDA Amortization and impairment losses Operating profit Financial result Equity method companies Pre-tax profit Corporate Tax Profit for the year Minority interest Profit attributable to shareholders Result on corporate reorganisation Profit attributable to shareholders Consolidated 2011 3,915 -1,461 2,454 -936 1,517 -617 125 1,025 -250 775 -74 702 18 720 2010 (*) 3,917 -1,510 2,407 -923 1,484 -668 117 933 -223 710 -81 628 33 662 Var. 0% -3% 2% 2% 10% 9% 11.7% 8.8% (*) Profit and loss account 2010 considering the impact of the classification in 2011 of the operational segments of the car parks and logistics businesses, as discontinued activities The attached profit and loss account discloses for their net value of 0, the income and expenditure relating to the construction or improvement services used on infrastructure during the financial year (265 million euros of income and expenses), which for presentation purposes in abertis’ consolidated annual financial statements are recorded separately, in accordance with the provisions set out in IFRIC 12. 58 ANNUAL REPORT 2011 abertis’s earnings in 2011 have come to 720 million euros, which is an 8.8% increase over the previous year The positive evolution of abertis’ motorway business activity in the lower revenues from the impact on 2010 of the trading France and America as well as that of the airports; the review of of abertis telecom, of the tollroad in France and Chile. All the rates of the tollroad concessionary companies; the positive this, together with the decrease financial losses, the improved impact of the compensation for the agreements of the AP-7 and contribution of the companies accounted for under the equity the C-32 Maresme tollroads and other extraordinary income, as method and other non-recurring positive tax impacts, have well as the reduction in operating expenses, offset the negative allowed for an increase in the profit on the ongoing business evolution of traffic volume abertis’ motorways in Spain and activities of 11.7%. 4,500 4,000 3,500 3,000 2,500 2,000 1,500 1,000 500 0 +0% +2% +2% +8.8% 3,917 3,915 2,407 2,454 1,484 1,517 662 720 Operating revenue EbITDA EbIT Profit shareholders 2011 2010 59 ANNUAL REPORT 2011 Revenues Operating income reached the 3,915 million euros, in line with the prior financial year and the percentage of income generated outside Spain, largely in France, the United Kingdom and Chile, increased to 52%. The maintaining of the income was due to the positive evolution of the geographical diversification initiative -especially in the case of abertis’ tollroads in France and America- and sectoral diversification -both in the airport business, with an increase in the number of passengers in tbi and dca, and also in telecommunications, with greater Earth-bound (digital) and satellite-based activity-; to the review of the rates of the motorway concessionary companies; to the positive impact of the compensation for the agreements on the AP-7 and the Maresme C-32 tollroads and to other extraordinary income. All of this offsets the negative evolution of traffic on abertis’ tollroads in Spain and the negative impact on income from trading in 2010 in abertis telecom from DTT extensions, in France from works on the A65 and from Chile for works due to safety regulations. In general there have been no significant changes in the relative weight of revenue generated outside Spain and the weight of the various business units. OPERATING REVENUES (millions of euros) Tollroads Telecommunications Airports Corporate and other services TOTAL OPERATING REVENUES (millions of euros) Spain France United Kingdom Chile Rest of the world TOTAL 2011 3,098 512 293 12 3,915 2011 1,885 1,481 183 162 203 3,915 % 2010 (*) 79% 13% 7% 0% 100% % 48% 38% 5% 4% 5% 100% 3,078 552 277 9 3,917 2010 (*) 1,928 1,440 177 180 192 3,917 % 79% 14% 7% 0% 100% % 49% 37% 5% 5% 5% 100% (*) For comparative purposes, the 2010 profit and loss account is presented considering the impact of the classification in 2011 of the operating segments of the car parks and logistics businesses as discontinued business activities. 60 ANNUAL REPORT 2011 Gross trading margin (EBITDA) The results of tests on goodwill in the abertis group have not led to the need to carry out any form of significant adjustment. The operating expenses basically relate to payroll costs and of infrastructure maintenance costs and were decreased by 3%, due Financial result to the containment effort within the framework of the Group’s efficiency policy. Similarly, there has been a decrease in costs from The improvement in the financial loss was basically due to the trading operations in 2010 (on tollroad works and on extensions lower average debt levels, which offset the increase in interest of DTT coverage). rates, allowing for a reduction in the interest expense on the debt of 1.3%. Similarly, the financial loss for 2011 includes a The measures for improving the efficiency and optimising non-recurring positive impact in castellana relating to the operating costs have allowed the EbITDA margin at the end of receiving of compensation payment for cost overruns, which the financial year to be 62.7%, compared to 61.5% for 2010. together with other non-recurring negative impacts in 2010, offset the larger negative exchange differences and other items. The average headcount for 2011 reached 10,995 employees, maintaining the relative weight of employees outside Spain, which remained at 60%. Amortisation and impairment of assets Equity method companies The profit of companies accounted for under the equity method increased to 125 million euros and reflected the favourable evolution of Eutelsat and Coviandes in the financial year, which There was a slight increase in depreciation due to investments led to its significant increase. made in 2010 and 2011, basically from the opening of a new stretch on the bypass road south of Reims. The operating revenues under IFRS were not amortised systematically, although they did depreciate, based on the result of the depreciation tests which had to be carried out on them. EBITDA (millions of euros) Tollroads Telecommunications Airports Corporate and other services TOTAL EBITDA (millions of euros) Spain France Great britain Chile Rest of the world TOTAL 2011 2,155 228 86 -15 2,454 2011 1,261 955 48 120 69 % 2010 (*) 88% 9% 4% -1% 100% % 51% 39% 2% 5% 3% 2,138 218 81 -30 2,407 2010 (*) 1,254 914 48 124 66 % 89% 9% 3% -1% 100% % 52% 38% 2% 5% 3% 2,454 100% 2,407 100% (*) For comparative purposes, the 2010 profit and loss account is presented considering the impact of the classification in 2011 of the operating segments of the car parks and logistics businesses as discontinued business activities. 61 ANNUAL REPORT 2011 Corporate Tax Balance sheet In 2011, the corporate income tax expense was affected by The most significant changes in assets and liabilities are largely the non-recurring positive impact, as a result of the decrease due to the impact of the sale of the car parks and logistics in deferred tax liabilities after the tax reform passed in United businesses in October 2011, which affects all the balance sheet Kingdom. This reduces the corporate income tax rate by an captions, as well as the sale of the 6.68% holding in Atlantia, additional 2% (from 27% to 26% already effective in 2011 and which as at December 2010 was classified as assets held for sale. from 26% to 25% effective as from 2012) and this affects both the profit and loss account and the deferred tax liability balances Total assets as at December 31, 2011 reached 22,749 million pending payment. Without this impact, the change in the effective euros, of which about 60% relates to tangible fixed assets and rate is not significant, as a result of the maintenance of pre-tax other intangible assets (excluding goodwill), basically concessions, profits subject to taxation (the results of companies consolidated in line with the nature of the Group’s business, relating to by the equity accounting method are taxed at source). infrastructure management. In turn, this percentage is in line with Cash flow that of the prior year. Likewise, it is worth mentioning the classification of the holding In 2011, abertis generated a gross cash flow (before investments of 14.61% in brisa as an associated company (it becoming and dividends) of 1,533 million euros. consolidated under the equity method) as circumstances occurred, which on closing 2011 have allowed it to be concluded on the assumption of significant influence on this company. Gross cash flow (Me) 2011 1,533 2010 1,539 Var. -0.30% BALANCE (mILLIONS OF EUROS) ASSETS Non-current assets Tangible fixed assets Goodwill Other intangible assets Holdings in associates Other non-current assets Consolidated LIABILITIES Consolidated 2011 2010 21,403 23,214 Net equity 1,742 4,263 2,325 4,398 11,217 12,550 1,899 2,282 1,461 2,480 Capital and premium Reserves Results 2011 4,416 1,928 416 720 2010 5,453 2,376 983 662 Minority interest 1,351 1,433 Non-current liabilities Debt Other non-current liabilities Current assets 1,346 1,466 Current liabilities Debt Assets held for sale 0 612 Other non-current liabilities 16,328 13,452 2,876 2,005 820 1,185 17,545 14,238 3,307 2,293 895 1,398 TOTAL ASSETS 22,749 25,292 TOTAL LIABILITIES 22,749 25,292 62 ANNUAL REPORT 2011 The net consolidated equity has reached 4,416 million euros. The to the cash generated from the divesture of the holding in Atlantia change with regards to 2010 is basically due to the impact of the and of the car park and logistics businesses, both from the cash distribution of dividends in 2011 of 1,246 million euros (which obtained on the sale as well as from the debts of the businesses included an extraordinary dividend on account of 2011 of 495 themselves. This debt ceases to be consolidated as the result of million euros and a refund of the shareholders’ contribution of its departure from the scope of the consolidation. The decrease in 296 million euros), greater than the profit for the financial year, the net debt is also due to the cash flow generated in the financial to the negative impact of the valuation of brisa (-234 million year, which compensates for the payment of the extraordinary euros), to the negative impact by conversion differences arising dividend and the refund of the contribution to the shareholders during the financial year and to the buying back of own shares, (688 million euros disbursed). offsetting the positive impact from the valuation of derivatives and others. Gross financial debt accounts for 63% of liabilities, in line with year-end 2010. In line with the policy of minimising exposure to Gross borrowing stands at 14,273 million euros in 2011 with net financial risk, at the end of the year a major part of debt (84%) debt of 13,882 million euros, which is a decrease compared to was at a fixed rate or fixed through hedging. net debt in 2010 of 769 million euros. This decrease is mainly due ASSETS Other assets 24% Goodwill 19% LIABILITIES Other liabilities 18% Net equity 19% 2006 2006 Debt 69% 57% Tangible and intangible fixed assets 63 ANNUAL REPORT 2011 Investments In 2011 the Group invested 676 million euros, of which 511 million the Amazonas III and AG-1, as well as investments related to or 76% have gone on expansion projects and the remaining 165 Hispasat 1E. million euros on operational investment. The most significant investments in expansion in the year have been as follows: l In airports, the investment in expansion for the financial year related to tbi, basically in the expansion of the air side The most significant investments in expansion in the year have of Stockholm Skavsta airport, funded entirely by the local been as follows: authority (project 2011-12). l For motorways, the investment largely related to acesa (149 The most significant operational investments were made in the million euros), mainly for the work of expanding the lanes motorway sector and were focused on containment systems, the on the AP-7 motorway and the construction of the Palafolls- renewal of tolls, safety barriers, toll areas and the modernisation Tordera stretch; to iberpistas, for the expansion of the lanes of the existing network. It is worth mentioning that the on the San Rafael-Villacastín stretch (35 million euros); and investment made by the telecommunications sector, basically, in to sanef, for investment mainly relating to the Paquet Vert improvements in efficiency of centres, operational support and (42 million euros), as well as on the RN13-A13 link and in the renewal, and also in retevisión and tradia equipment. completion of work on the bypass road at the south of Reims. Also to Autopistas America from the acquisition of 45% of In the airport sector operating investment has included safety metropistas for 144 million euros. and security equipment and other improvements at London Luton, and the starting of the repaving work of the runways at l In telecommunications infrastructure, the investment in the belfast International and Montego bay (Jamaica). expansion mainly relates to the investments of retevisión and tradia to make it possible to transport and transmit digital signals with the deployment of three new DTT multiplexes and to the investments of Hispasat in the construction of INVESTmENTS (millions of euros) Tollroads Spain France International Telecommunications Airports Holding/serviabertis TOTAL Operating 120 44 69 7 19 22 5 % 73% 26% 42% 4% 11% 13% 3% 165 100% Expansion % Total 428 196 88 144 83 1 0 511 84% 38% 17% 28% 16% 0% 0% 100% 548 239 157 151 101 22 5 676 64 ANNUAL REPORT 2011 65 ANNUAL REPORT 2011 Financial management In a year marked by the sovereign debt crisis in the euro zone a debt reduction of 517 million euros, and on the other hand, and the slowing of growth of the global economy, abertis has the sale of the stake that abertis had in Atlantia S.p.A. for 626 for another year maintained a high EbITDA generating capacity million euros allowed for the early repayment of a 515 million of 2,454 million euros at the end of 2011 (comparable to 2,407 euro syndicated loan maturing in 2012, as well as part of the million euros in 2010). 183 million euros drawn on lines of credit. The Group’s resilience has enabled the Financial Management The issuing of a 750 million euro bond by hit, with a 5.75% Department to go to the debt markets to finance the coupon and a maturity of seven years allowed for the partial reorganisation of the car parks and logistics parks businesses, refinancing of the existing syndicated debt up to that date, refinance the debt of Holding d’Infraestructures de Transport with maturity in 2013, and the consequent improvement in the S.A.S (hit) with the issue of a bond, as well as to obtain the debt’s mean life. financing required for the investment in the PR-22 and PR-5 motorways in Puerto Rico. Finally, it should be pointed out that the consortium formed by abertis and Goldman Sachs Infrastructure Partners II was abertis has reduced the Group’s net debt by 769 million euros awarded the bid for the privatisation of the PR-22 and PR-5 from 14,651million euros in 2010 to 13,882 million euros at the motorways in Puerto Rico. The project was valued at $ 1,136 end of 2011. On one hand, the reorganisation and subsequent million. segregation of the car park and logistics businesses involved Net debt Net debt / EBITDA Net debt / Equity FFO / Net interest (*) (*) Includes the impact of the capital gains obtained by abertis on the divesture of the stake it held in Atlantia S.p.A. 2011 2010 13,882 (*) 14,651 (*) 5.7 3.1 3.5 5.9 2.7 2.4 66 ANNUAL REPORT 2011 At year-end in 2011, long-term debt accounted for 94% of the total and the average maturity of debt stood at 6.33 years at year-end Financial structure / Financing policy To minimise exposure to the interest rate risk, abertis keeps a high percentage of its debt at a fixed rate of interest. At end of Following the policies defined by abertis’ board of Directors, the 2011 the proportion was of 84%, in line with that for 2010. Group’s financial structure seeks to limit the risks to which it is exposed due to the nature of the markets in which it operates. At the close of 2011, Abertis Infraestructuras, S.A. had lines of With regard to the distribution of the debt with third parties at million in 2010), of which 300 million euros relate to lines with year-end 2011, the long-term debt represented 94% of the total a one year maturity and 1,050 million to lines with maturity of compared with 96% in 2010. On the other hand, the average more than one year. The increase in the overall limit of the lines maturity of the debt at year-end stood at 6.33 years, compared allows for the liquidity position to be strengthened and cater for with 6.55 years in 2010. the upcoming short-term maturities with a low refinancing risk. credit with a limit amounting to 1,350 million euros (1,195 DEBT mATURITY TYPE OF DEBT Over 10 years 14% Less than 1 year 6% Floating 16.23% between 1 and 3 years 21% Fixed 83.77% between 5 and 10 years 42% between 3 and 5 years 17% 67 ANNUAL REPORT 2011 FINANCING INSTRUmENTS 2011 FINANCING INSTRUmENTS 2010 Loans 8% bonds Facilities 52% EIb loans 11% CNA 10% Loans 6.1% Commercial notes 2.3% EIb loans 9.3% CNA 12.5% bonds Facilities 44.4% Syndicated loans 19% Syndicated loans 25.4% Financial risk management Credit counterparty risk The abertis group operates internationally and its assets are abertis’ Financial Management actively and regularly monitors spread out geographically between Europe, the United States the credit counterparty risk. In order to avoid significant and Latin America. concentrations of risk which may affect the group’s solvency, abertis always seeks to diversify its sources of financing, both by the nature of the credit markets in which they operate and within the national environment within which the companies in which the abertis group companies are financed, abertis is operate, as well as in the international environment, so that the exposed to exchange rate risks, interest rate risks, credit risks and risk is also geographically spread out. liquidity risks. The management of the different financial risks is controlled by undertake financial transactions with entities that have a Financial Management, after the prior authorisation of abertis’ minimum “A-” rating awarded by internationally recognised CEO, within the framework of the related policy approved by rating agencies. The rating categories of each entity are regularly the board of Directors. updated in order to actively manage the counterparty risk. According to its risk management policy, the group may Risk of rate of exchange Liquidity Risk The activities of companies that comprise the abertis group and As it has done historically, the abertis group prudently manages which are located in countries whose operational currency is its liquidity risk. During 2011, it has paid special attention to the other than the euro, involve potential exposure to an exchange liquidity indicators of the rating agencies and the evolution of rate risk. Financial Management manages the exchange rate risk, the credit markets in the eurozone, to perform this management. mainly by contracting the financial debt denominated in the related foreign currencies, as well as through currency hedging The implementation of liquidity management consists in contracts. obtaining financing through compromised financing lines, as well as in the management of cash and liquid assets. Given the 68 ANNUAL REPORT 2011 To avoid significant concentrations of risk that may affect the solvency of the group, abertis always seeks to diversify its financing sources dynamic nature of the Group’s businesses, the objective of Credit rating Corporate Financial Management is to maintain flexibility in financing through the availability of committed facilities. abertis has a “bbb+” rating, awarded by international credit rating agency Standard & Poor’s for long-term debt. This rating was given Interest rate risks in April 2010 and confirmed in December 2011. The objective of the management of interest rate risks is to abertis also has an “A-” rating, awarded by Fitch Ratings for the reach a balance in the structure of the debt which allows long term and an “F2” rating for the short term. These ratings were minimising volatility in the results account in a multi-annual given in July 2009 and confirmed in November 2011. horizon. abertis uses global interest rate hedges to manage the risk of changes in financial burden. These derivatives are designed, in financial terminology, as instruments of cover. 69 ANNUAL REPORT 2011 Shareholders and the stock market Stock market performance 2011 It has been a difficult year for global stock markets that saw During 2011 the stock markets were characterised by the their expectations dashed, as the year progressed, of a return continuing uncertainty about the capacity of developed to pre-crisis levels. The stock indexes for Continental Europe economies to consolidate the recovery that began in 2010 and generally stayed well below the world average, with very relevant return to a sustainable growth path. The risk that the pace of penalties, such as the case of the Greek stock index (ASE: -52%), economic growth would slow as developed countries exhausted the Austrian index (ATX: -36%), the Italian index (FTSE MIb: their monetary and fiscal measures, materialised during the -26%), the Portuguese index (PSI: -28%), the belgian index (bel- second half of the year, at the same time as the fiscal crisis 20: -19%), the German index (DAX: -15%) or the French index got worse in many of these countries. The minimum growth (CAC 40: -17%). expectations have heightened doubts about the capacity to cope with the volumes of debt accumulated by the public and In the case of Spain, the Ibex 35 started yet another financial private sectors, and the situation of the banking sector in Europe year with losses (-13%), penalised as in 2010 due to the increase and the United States. of its country risk. The high volatility has been reflected in the sharp movements of the Spanish index. The Spanish stock index The main focus of global financial stress in 2011 was the has moved in a wide band over the course of 2011, ranging from eurozone. The single currency’s architecture displayed itself a maximum for the year on 17 February of 11,113.0 points to a to be insufficient to deal with moments of great instability minimum on 12 September of 7,640.7 points. such as those lived in the markets due to the sovereign debt of Portugal, Spain, Italy, belgium and even France at the end of the year. Following in the footsteps of Greece and Ireland in 2010, Portugal lost access to the public debt markets in May abertis on the stock market: share price evolution and its rescue was agreed on by the European Union and the In 2011 abertis shares have been affected by developments International Monetary Fund (IMF). Subsequently, in late July, in the Spanish stock market. The so-called “country risk” has the European Union and the IMF announced a second bailout weighed more than its financial solidity and the quality of its for Greece, the negotiating of which dragged on until the end of assets, factors that have allowed it to publish EbITDA growth of the year. On the other hand, Spain and Italy’s debt went through 1.9% and net profit growth of 11.7% for 2011. heavy stress, especially during the second half of the year, breaking record risk premium levels unseen since the creation of abertis’s stock ended 2011 up by 3.9% at a price of 12.34 euros the single currency. Already in December, in an attempt to curb per share. Its highest closing price in the year came on 31 May the risk of the eurozone’s disintegration, the vast majority of the (14.14 euros) and the lowest on 10 August (9.86 euros), in line countries in the zone reached an agreement to start a new stage with the general trend in the market over most of the year. based on very strict fiscal rules. However, the share price climbed strongly during the month of 70 ANNUAL REPORT 2011 Over the last ten years abertis shares have risen by 94%, taking into account dividend payments, which demonstrates the good performance of its stock March, in the wake of the announcement of the reorganisation of Over the past 10 years abertis’ shares have accumulated a abertis’ the businesses, which culminated with the segregation revaluation of 94%, taking into consideration the payment of of the logistics and the car park businesses and the payment of dividends, which demonstrates the good evolution of the share an extraordinary dividend to all such shareholders who accepted even in crisis times. this option. CLOSE (euros) 18 17 16 15 14 13 12 11 10 9 8 CHANGE IN ABERTIS SHARES 2011 14/01 Sale of Atlantia holding 23/02 abertis studies the reorganisation of its business 05/05 1Q 2011 results 21/06 Ordinary GSM 28/07 1Q 2011 results 21/09 Admission bonus shares 27/10 3Q 2011 results 31/10 Payment interim dividend 2011 21/06 abertis preferred bidder P. Rico tender 22/08 Start of bonus issue 24/02 Results 2010 13/04 Founding of Saba Infra 25/01 Unicaja sells 0.69% stake in abertis 28/06 Payment additional dividend 2010 26/10 Sale of 78% of Saba Infra. 27/07 Payment: Ext. Div. (0.67) Premium refund (0.40) 23/09 Close of P. Rico bidding process January February March April May June July August September October November December Adjusted price Unadjusted price Note on price adjustments due to bonus share issue: The allocation of new shares does not affect the equity of the company, even though it is divided into a larger number of shares. All shareholders who invested before the issue receive shares without any additional outlay. The investment in their portfolios therefore does not change even though they own a larger number of shares. Consequently, historic prices prior to the issue have to be adjusted in order to compare pre-issue and post-issue prices. Note on the adjustment of the quoted prices due to an extraordinary dividend payment: The payment of an interim dividend against 2011 earnings for a gross amount of 0.67 euros per share and the return of contributions under the share premium account for an amount of 0.40 euros per share are classified as extraordinary payments.. As these do not therefore involve events expected by the market, it is necessary to adjust the historical quoted prices prior to these payments in order to be able to compare the pre-extraordinary dividend and after-extraordinary dividend prices. 71 -10.1 -40.0 ANNUAL REPORT 2011 STOCK mARKET APPRECIATION (%) 2011 2010 2009 2008 2007 2006 2005 2004 2003 2002 3.9 31.0 2.9 11.1 37.8 41.9 16.6 1.3 Accumulated variation + 94% over last ten years (*) CAGR: +6.8% (*) CAGR: compound annual growth rate. abertis closed 2011 with a capitalization of 9,576 million euros, Even with a decrease in activity and traffic that remains occupying eighth position by weight on the Ibex 35 and in negative (basically in Spain), abertis continues to be a great eleventh position in the market capitalization ranking. cash generator, which allows the company to guarantee the maintenance of its shareholder remuneration policy. All company shares are admitted to official valorisation in the barcelona, bilbao, Madrid and Valencia stock exchanges, and are Dividend negotiated through the Spanish stock interconnection system. abertis shares have been part of the Ibex 35 index since 1992 In the month of June, abertis paid out an additional dividend of and are also on other major international indexes such as 0.30 euros per share from the year 2010, and in October 2011, Standard & Poor’s Europe 350, the FTSE Eurofirst 300 and on the company paid an interim dividend of 0.30 euros gross per the Dow Jones Sustainability index (DJSI World). share for 2011. Shareholder return Similarly, in the month of July, abertis paid an extraordinary dividend on account of financial year 2011 for a gross amount abertis’s goal is to offer its shareholders the best combination of 0.67 euros per share and refunded contributions with a of growth and return. The company’s business actions and charge to the share premium account for an amount of 0.40 strategic decisions are geared towards generating value for its euros per share. Extraordinary dividend was encompassed within shareholders. the abertis group’s reorganisation process and was articulated in accordance with the shareholders choice by means of the 2011 has been the fourth consecutive year of crisis, yet payment in cash of the said amount (0.54 euros net per share nonetheless the Group’s geographical diversification strategy, 0.13 euros per share for withholding tax) or by the awarding combined with a strict policy of cost containment has managed of shares of Saba Infraestructuras at a rate of one share of this to absorb the impact of the economic cycle. company for each abertis share. 78.06% of the shareholders opted either expressly of by default to receive the payment of this cash dividend. 72 Accumulated variation + 94% over last ten years (*) CAGR: +6.8% (*) CAGR: compound annual growth rate. ANNUAL REPORT 2011 DIVIDENDS PAID (millions of euros) +11% +10% +5% +18% +12% +5% +5% +15% 237.4 264.2 289.5 304.0 357.5 402.2 422.3 443.4 512.2 2003 2004 2005 2006 2007 2008 2009 2010 2011(*) Interim dividend Complementary dividend (*) Only includes payment of regular dividends. +11% +10% +5% +18% +12% +5% +5% +194% 237.4 264.2 289.5 304.0 357.5 402.2 422.3 443.4 1,302.9 500 400 300 200 100 0 1,300 1,200 1,100 1,000 900 800 700 600 500 400 300 200 100 0 2003 2004 2005 2006 2007 2008 2009 2010 2011 Interim dividend Complementary dividend Extraordinary dividend The board of Directors of abertis agreed to propose to the Capital increase Ordinary General Shareholders’ Meeting 2012, to be held on 27 March, in addition to a 1x20 bonus share issue, an additional At the 2011 General Shareholders’ Meeting held on 21 June it was dividend for 2011 of 0.36 euros gross per share. decided to carry out a new bonus issue at a ratio of one new share This amount, added to the interim dividend paid in October, entitlements were traded at a high of 0.563 euros and a low of 0.453 amounts to direct shareholder return in the form of regular euros. The fair value of the entitlement was 0.504 euros. for every 20 held. between 22 August and 5 September 2011 the dividends of 0.66 euros gross, paid from 2011 profits, which is a maximum amount to be paid as dividends of 512.2 million euros, 15% more than the sum paid for 2010. 73 ANNUAL REPORT 2011 The new shares were initially listed on the market on 22 September Market appreciation is considered as are bonus share issues, and and have the same political and economic rights as existing shares dividend yield. The possibility that the shareholder may have of the same class, granting their holders the right to a dividend on made additional outlays is not accounted for. profits obtained as of 1 January 2011. abertis’s reorganization Share capital and treasury share portfolio In February 2011 the company reported that it had begun a December, made up of 775,989,672 ordinary book entry shares process to reorganise the Group’s structure, with the aim of with a nominal value of three euros each, fully subscribed and creating the framework and the conditions required to enable paid up and all of the same class. All the shares are listed on the abertis’s share capital stood at 2,328 million euros at 31 new growth in five of the Group’s business units. The Group four Spanish stock markets. rearranged its business units around two companies: the current Abertis Infraestructuras (Tollroads, Telecommunications and In 2011, share capital increased by 36,951,889 shares, Airports) and the unlisted company Saba Infraestructuras (Car amounting to an increase of 110.9 million euros, corresponding Parks and Logistics Parks). The process was articulated on the to the bonus share issue. basis of the distribution of an extraordinary dividend by abertis which allowed for its payment either in cash or in shares of With respect to treasury stock, at the end of 2011 abertis the new saba infraestructuras company, to be decided by each was the direct holder of 29,885,288 shares which accounts for shareholder, and it ended on October 26 with the transfer of the 3.851% of share capital, compared to the 14,551,098 shares it 78.06% of saba infraestructuras’ shares owned by abertis as at held in 2010 (1.969% of share capital at the end of that year). that date to the consortium comprised of Torreal, Proa Capital and Criteria CaixaHolding, S.A. abertis shareholder structure Return over the decade The company does not have a nominal register of its shareholders and hence can only find out about the composition The graph below shows the stock profitability of the abertis share of its shareholder structure from information about significant over the last decade in different theoretical times the purchase holdings which is published pursuant to regulations (which and sale of the share. The profitability of the abertis share is makes reporting holdings of more than 3% of share capital compared with the Ibex 35 with dividends. The intersection mandatory), from information provided by Iberclear for the indicates the profitability obtained by abertis and the market, General Shareholders’ Meeting and from communications made respectively, for the selected period (year of entry and exit). The by the shareholders on the occasion of the publication of the Ibex 35 with dividends, which consists of the same securities Annual Report. that make up the Spanish index, is an indicator that includes the change in stock prices and the return from the distribution As mentioned in the 2011 Corporate Governance Report, of dividends and other payments to shareholders. This way the which forms an integral part of this annual report, the main index shows the impact of this type of remuneration on an Ibex shareholders (*) as at the end of the financial year were Caja de 35 replica portfolio. Ahorros y Pensiones de barcelona “la Caixa” (27.406%), Treasury stock Trebol Holding / ACS (25.832%). Thus, an investor who invested 11.19 euros buying one abertis share at the end of 2001 (an investor who signed up for the In August 2010 an agreement was announced between successive freed up capital increases, and taking into account Actividades de Construccion y Servicios SA (ACS) and the the dividends paid out) as at December 31, 2011 would have company managed by CVC, Trebol Holdings S.á.r.l. (Trebol), had a portfolio worth 20.10 euros and would have received 8.56 for the joint holding in two companies which would acquire euros in dividends (including extraordinary distributions), which abertis shares. Following the agreement, ACS and Trebol have represents a cumulative return of 156.1%. an indirect holding through two investees, Trebol International bV and Admirabilia SL, which respectively hold stakes of 15.55% and 10.28% in abertis. 74 ANNUAL REPORT 2011 Year of exit (1) 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 AbE 5.5% Ibex-35 with div. -26.5% AbE Ibex-35 with div. AbE Ibex-35 with div. AbE Ibex-35 with div. AbE Ibex-35 with div. AbE Ibex-35 with div. AbE Ibex-35 with div. AbE Ibex-35 with div. AbE Ibex-35 with div. AbE Ibex-35 with div. 26.6% -2.8% 20.9% 32.2% 80.6% 149.3% 180.5% 194.1% 95.7% 152.5% 139.6% 156.1% 17.6% 43.5% 95.2% 116.1% 37.2% 89.8% 65.2% 52.4% 74.2% 141.9% 172.8% 186.1% 89.0% 145.1% 132.4% 148.6% 60.1% 95.3% 165.6% 194.1% 86.7% 158.2% 124.8% 107.4% 45.7% 103.8% 130.3% 141.8% 58.5% 106.6% 95.7% 109.6% 21.1% 47.7% 101.0% 122.5% 41.3% 41.0% 22.0% 59.6% 66.0% 13.5% 36.0% 67.7% 83.7% 19.4% 50.6% 9.0% 16.7% -23.2% -4.4% 32.2% 95.3% 42.9% 61.3% 1.4% 70.1% 35.2% 40.5% -4.2% 15.1% 56.9% 45.0% 29.6% 2.9% 6.2% 5.3% -33.1% -10.9% -15.9% -9.5% 10.7% -29.7% -2.8% -15.4% -21.9% -37.3% -15.7% -20.6% -14.4% -36.5% -12.2% -23.5% -29.5% 35.9% 38.3% 27.7% 20.4% -6.2% 38.1% 11.1% 1.7% -12.9% -19.7% 8.8% -7.7% Year of entry (1) 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 Notes: (1) Entry and exit on the last day of the indicated year. Market appreciation is considered as are bonus share issues, and dividend yield. The possibility that the shareholder may have made additional outlays is not accounted for. DISTRIBUTION OF CAPITAL OWNERSHIP AT 31/12/2011 Free float 46.76% “la Caixa” (1) 27.41% 25.83% Treasury stock Trébol Holding / ACS (2) (1) Has holdings indirectly through its subsidiary company Criteria CaixaHolding S.A., coming to 19.65% and through other companies in its group coming to 7.75%. (2) Concerted action by Trebol Holdings / ACS through the companies Trebol International bV and Admirabilia, S.L., which respectively have 15.55% and 10.28% stakes in abertis. (*) Significant shareholdings for the purposes of Royal Decree 1362/2007 dated 19 October. 75 ANNUAL REPORT 2011 abertis and its shareholders and investors Investor Relations Directorate communication that includes meetings with institutional investors and financial analysts, conference calls, meetings with shareholders, a shareholders’ magazine, a call centre and a constantly updated website. The Investor Relations Directorate provides full information in a clear and timely manner concerning the company’s The functions of the directorate also include keeping the progress together with explanations of abertis’s main business, company’s senior management informed concerning market organizational and operational strategies. These are key elements opinion about the organisation or any other questions which that make it possible to set the appropriate price of shares and may affect the share price. other financial assets issued by abertis. Another of the objectives of this directorate is to deliver the institutional investors and financial analysts has been accessibility and direct contact with the company that makes it maintained involving meetings in the leading financial markets possible to give an effective response to the issues raised by the in Europe, the United States and Asia. This is necessary due to investment community. the Group’s worldwide and diverse shareholder structure. In 2011 a complete programme of activities involving To achieve these objectives and tailor information to the needs Throughout 2011 meetings were held with 349 investment of all groups, Investor Relations maps out and implements a institutions (managers), 17 cities were visited, some of these communication strategy for domestic and international financial on several occasions. markets. This involves a policy of active and wide-ranging 349 managers Copenhagen London Edinburgh Stockholm Munich Paris barcelona Zurich Geneva New york Toronto Chicago Singapore 21 road shows (USA, Europe, Asia, Australia) 76 17 cities visited Sidney Merlbourne ANNUAL REPORT 2011 Shareholders’ Office Companies Act. Thus shareholders are provided with all the information they require before each General Meeting is held The relationship with the company’s close to 80,000 non- and the Shareholders’ Office clears up any doubts or queries institutional shareholders is managed by the Shareholders’ Office, they may have. which is also responsible for keeping the personalised attention communication channels available to these shareholders. The most recent Ordinary General Shareholders’ Meeting, held These channels are: the Shareholder Helpline, which operates 24 6,184 shareholders with voting rights (71.14% of share capital), hours, 365 days; the corporate website with a section for the of which 688 attended in person (0.88% of share capital) and investment community to find continuously updated information 5,496 by proxy (70.27% of share capital). on 21 June 2011, was held with the attendance of a total of on developments in the campaign, its growth, its development and market remuneration policy, among other topics, as well as e-mail channel increasingly used for its immediacy, as traditional. On the occasion of the company’s Ordinary Shareholders’ board Meeting, the Shareholders’ Office also provides support on the matters relating to the event’s organisation and the covering of all information requests. Shareholders’ right to information is included in article 7 of the Regulations for General Shareholders’ Meetings, and in articles 212 and 144 of the Public Limited 77 Contents coordination: Direction of Corporate Direction Edition and production: Direction of Corporate Studies and Chairman’s Office Design: gosban consultora de comunicación Legal deposit: b- Printed on ecological paper SUMMARY OF THE INTERVIEW WITH FRANCISCO REYNÉS, CEO What factors would you highlight as having been crucial for abertis in 2011? The company ended the year with the best net income in its history at 720 million euros, 9% higher than 2010. It has also maintained its level of revenue compared to the previous year and has improved its EBITDA by 2% up to 2,454 million euros. It has managed to cut its operating costs by 3.2%, which is a major management and containment effort by the entire company. It has also been an important year on account of the changes that have taken place in our assets portfolio, with the hiving off of the car parks and logistics parks businesses and the sale of our stake in Atlantia. 2011 has served to lay the foundations for a new abertis, one that is more focused on its toll roads, telecom- munications and airports businesses, that is more efficient with a significant reduction in its operating costs and CAPEX, more international with the addition of new toll road businesses in Puerto Rico, more financially robust with a debt reduction of more than 5.2% compared to 2010, and ultimately more profitable for its sha- reholders, who last year saw not only an increase in their regular remuneration, but also received extraordinary remuneration. sation? abertis has reorganised its businesses in 2011. What does the Group hope to gain from this reorgani- The goal we set ourselves when we first addressed the plan for hiving off the car parks and logistics parks bu- sinesses was growth. The idea was to create the necessary conditions that would provide each business with access to resources in a situation in which any growth project calls for greater capitalisation and less recourse to borrowing. We believe that the structuring of the businesses around two independently managed companies will provide each one of them with a focus and specialisation in terms of their priority areas. abertis has continued its internationalisation policy in 2011 with landing the award of a new toll road concession in Puerto Rico. What does this project mean for the Group? The concession for the PR-22 and PR-5 toll roads has marked a turning point in abertis’s commitment to the United States market as a strategic objective for the future. In this respect, the size and features of the opera- tion carried out in Puerto Rico make it into a benchmark for the company in terms of the plans that it hopes to accomplish in the coming years in the United States. America is an important market for infrastructures. The company’s goal is to work directly on the ground and in close partnership with the Federal administration at a time when infrastructure privatisations are being com- pleted in a market that is young enough to generate numerous business opportunities. Another important aspect has been the work done to increase efficiency. What results have been achie- ved so far? We are reorganising the company’s management structure so as to achieve a substantial improvement in ope- rating efficiency and tailor this management structure in order to meet new challenges. In 2011 all these efforts led to a 3.2% reduction in operating costs and a 11% cut in OpEX. It is, a commitment on the part of the company’s management team to generate sustained and growing sha- reholder value from a long-term standpoint. Do you foresee any changes in the Group’s business portfolio in 2012? We are reorganising our asset portfolio in order to reduce its management complexity and step up our indus- trial role in the projects in which we take part on a joint basis. We are very interested in financially consolidating the holdings we have in particular projects and studying in greater depth those which have prospects of brin- ging value and synergies within the Group. Furthermore, we are also examining divestiture alternatives for some of our holdings as a way of financing the Group’s new expansion opportunities and as a means of reducing our level of borrowing, always based on the requirement for expected returns and selectivity in the assets in which we invest. What are your expectations for 2012? The outlook is good on the whole. However, we do need to follow developments in the macroeconomic scena- rio closely. The situation in Europe is very complex and there is every indication that it will continue to be so in the coming months. All of these factors are likely to affect how we come out of the crisis and also in tandem the forecasts we have been working with, especially in terms of the change in traffic on our toll roads. The company will continue looking for inorganic growth projects that enable it to expand its portfolio with assets that increase shareholder value. & 1 1 t r o p e r l a u n n a abertis.com toll roads telecommunications airports Av. Parc Logístic 12-20 08040 Barcelona +34 93 230 50 00 annual report 11 infrastructures that work CARPETA_ENG.indd 1 16/03/12 20:21 Salvador Alemany, President Work needs to be done on supply-side policies which will involve structural reforms to improve productivity, recover competitiveness and restore the public’s confidence. Together with adjustment, austerity and struc- tural reform measures, we also need to put in place policies that encourage growth. SUMMARY OF THE LETTER TO SHAREHOLDERS IN THE ANNUAL REPORT Dear Shareholders, When I meet business people, the media, investors and people in general, I am repeatedly asked about when this downward stage of the cycle will end. On many occasions I have described this crisis as asymmetric, inasmuch as while the entire world economy plunged into crisis four years ago, not all countries did so under the same conditions. The outcome of this is that there are visibly different scenarios and expectations for emerging from the crisis depending on the conditions obtaining when it began and the policies implemented since then to tackle it. The evolution of traffic on our toll roads accurately reflects this asymmetry. Between December 2007 and December 2011 traffic in the Americas rose by 16%, while on our French network it remained stable and indeed even grew slightly by 0.9%. By contrast, in Spain the trend was clearly negative with a fall of 22%. Overall there was a decrease of 8% on the toll roads that we operate. Globalisation, and with it the geographical diversification of our businesses, is a factor that helps to mitigate both the impact of the crisis, as can be seen from the change in traffic on our toll roads, and also the quite minimal impact that the crisis has had on the Group’s earnings since it began. 2011 ended with a great deal of concern on all sides, due to a new year marked by enormous uncertainty and the lack of confidence of the various players in the progress of the economy, combined with forecasts for 2012 that have still yet to predict recovery. What we should hope for in 2012 is to bring together those of us who play a role in shaping the conditions for growth so as to act decisively in those areas that may drive alternatives for coming out of the crisis and continuing onwards to recovery. European leadership capable of providing stability and a future for the Euro zone is a priority. 2011 has been a year marked by the reorganisation of the Group’s businesses which has led to the hiving off of car park and logistics park operations into the new firm Saba Infraestructuras. abertis has focused on the toll roads, telecommunications and airports sectors. In toll roads, a significant milestone has been the achie- vement of a new concession for 40 years in Puerto Rico. The internationalisation of our activities, with more than 50% of our revenue generated abroad, offsets the negative evolution of traffic in Spain. Also noteworthy has been the positive performance and contribution of the telecommunications business. Meanwhile the airport business has also begun its recovery. 2011 has been a year in which abertis’s shares bucked the downward trend of the IBEX 35 to rise by 3.9%. Our priority is still to create the conditions that ensure the sustainability and predictability of our combi- nation of dividends and bonus shares, a policy that continues to achieve a minimum annual growth of 5% in dividends. In 2012 the complex situation faced by government and the need to combine austerity and stimulus packa- ges may well provide new opportunities arising from the choice of concession models that combine public ownership of infrastructure with private management and financing. One of the most significant and relevant schemes may be the extension of the pay-per-use model across the whole of the road network. We will also keep a close watch on the airport management model to be put forward by the government of Spain and we will seek to further strengthen our position in the telecommuni- cations sector. In lockstep, one of the Group’s priorities is to monitor new opportunities abroad and to retain our strong focus on efficiency. There is no doubt that there are still investments in infrastructure with a high socio-economic return that need to be addressed and which have the capacity to support economic growth. At abertis we work with government and with the various social and economic stakeholders to bring to fruition more efficient management of infrastructure and thereby contribute to the productivity, competiti- veness and social and economic cohesion of communities. 

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