easyjet Annual Report 2011

Plain-text annual report

www.easyJet.com Hangar 89 London Luton Airport Luton Bedfordshire LU2 9PF A n n u a l r e p o r t a n d a c c o u n t s 2 0 1 1 Annual report and accounts 2011 easyJet plc Annual report and accounts 2011 Europe by easyJet THANK YOU We’d like to thank everyone who has helped to produce this report: Paul Ablin, Charlotte Allin, Angela Bennett, Alita Benson, Warwick Brady, Mike Campbell, Trevor Didcock, Peter Duffy, Joanne Flynn, Chris Gadsden, Paul Gibson, Lewis Girdwood, Val Goldine, Adam Hughes, Bruce James, Chris Kennedy, Rachel Kentleton, Ken Lawrie, Thomas Loizeau, Cath Lynn, Carolyn McCall OBE, Nicola McGarry, Shuhall Miah, Paul Moore, Reg Otten, Chris Paull, Giles Pemberton, Sir Michael Rake, Tom Smethers, Andrew Tempest, Helen Whittle and all of our employees across the network. 1 Overview 4 Corporate responsibility Highlights Chairman’s introduction Turning Europe Orange Our cause 2 Business review Our long-term strategy Chief Executive’s introduction Strategic position Strategy implementation Market review Looking forward to 2012 Key performance indicators 3 Performance and risk Financial review Introduction Financial performance Earnings per share Cash ﬂows and ﬁnancial position Going concern Signiﬁcant contracts and creditor policy Principal risks and uncertainties 02 03 04 06 08 09 10 13 13 14 16 19 19 22 24 24 25 25 27 Directors’ report easyJet plc is incorporated as a public limited company and is registered in England with the registered number 3959649. easyJet plc’s registered ofﬁce is Hangar 89, London Luton Airport, Bedfordshire LU2 9PF. The Directors present the Annual report and accounts for the year ended 30 September 2011. References to ‘easyJet’, the ‘Group’, the ‘Company’, ‘we’, or ‘our’ are to easyJet plc or to easyJet plc and its subsidiary companies where appropriate. Pages 01 to 62, inclusive, of this Annual report comprise the Directors’ report that has been drawn up and presented in accordance with English company law and the liabilities of the Directors in connection with that report shall be subject to the limitations and restrictions provided by such law. Introduction Safety People Environment 5 Governance Chairman’s introduction Board of directors Executive management team Corporate governance Shareholder information Report on Directors’ remuneration Statement of Directors’ responsibilities 32 32 33 36 41 42 44 46 51 52 62 6 Accounts & other information Independent auditors’ report Consolidated income statement Consolidated statement of comprehensive income Consolidated statement of ﬁnancial position Consolidated statement of changes in equity Consolidated statement of cash ﬂows Notes to the accounts Company statement of ﬁnancial position Company statement of changes in equity Company statement of cash ﬂows Notes to the Company accounts Five year summary Glossary 64 65 66 67 68 69 70 98 99 100 101 103 104 This annual report is printed on Amadeus 100 Silk paper and board, produced using 100% deinked, recycled ﬁbre. Both the paper mill and the printer involved in this production hold ISO 14001 accreditation, which speciﬁes a process for continuous environmental improvement, and both are FSC® certiﬁed. If after reading, you no longer wish to retain this report, please pass it on to other interested readers or dispose of it in your recycled paper waste. This report is available at: http://corporate.easyjet.com/investors/reports-and-accounts.aspx Designed and produced by Radley Yeldar www.ry.com OVERVIEW OVERVIEW 01 O v e r v i e w i B u s n e s s r e v e w i Highlights Chairman’s introduction Turning Europe Orange Our cause 302 03 04 06 3 3 3 P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y 1 G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 02 easyJet plc Annual report and accounts 2011 Highlights Our results £3,452m £248m £248m Total revenue (2010: £2,973m) + 16.1% Proﬁt before tax – reported (2010: £154m) +60.8% Proﬁt before tax – underlying1 (2010: £188m) +31.5% 7.2% 12.7% 52.5p Pre-tax margin – underlying1 (2010: 6.3%) +0.9ppt Return on Capital Employed (2010: 8.8%) +3.9ppt Basic earnings per share (pence) (2010: 28.4p) +84.9% 10.5p 34.9p Proposed dividend – ordinary (pence per share) (2010: nil) Proposed dividend – special (pence per share) (2010: nil) Operational highlights – easyJet has made excellent progress over the past year and has delivered a strong set of results with underlying proﬁt before tax up by £60 million to £248 million despite a £100 million increase in unit fuel costs. This strong performance is due to ﬁrm control of costs, effective yield management, the strength of easyJet's network and focus on customers – Return on Capital Employed (ROCE) improved by 3.9 percentage points to 12.7% – On time performance improved by 13 percentage points to 79% with the strong performance across the network leading to a six percentage point improvement in customer satisfaction – Total revenue per seat up 4.1% (3.4% at constant currency) to £55.27, as capacity investments made in FY’10 and the ﬁrst half of FY’11 matured combined with a strong performance from ancillary revenue, up 12.9% to £11.52 per seat following decisive management action in the second quarter – Passenger numbers rose 11.8% to 54.5 million and load factor improved by 0.3 percentage points to 87.3%. Passengers originating outside of the UK now account for 56%, an increase of 3 percentage points compared to the prior year. Passengers travelling with easyJet on business increased by almost one million to 9.5 million – Underlying cost1 per seat (excluding fuel and currency movement) fell by 1.3% for the full year and was ﬂat on a reported basis with strong performances in ground handling, maintenance and disruption related costs – The year saw strong operating cash generation of £424 million, resulting in net cash of £100 million as at 30 September 2011 – The Board has recommended a one-off return to shareholders, structured as a special dividend, of £150 million. Taken together with the ordinary dividend of 10.5 pence per share, this provides an estimated total cash return to shareholders for the year of £195 million or 45.4 pence per share to be paid on 23 March 2012 to those shareholders on the register at the close of business on 2 March 2012 with an ex dividend date of 29 February 2012 – Earnings per share improved by 24.1 pence to 52.5 pence per share, of which around nine pence resulted from changes in the UK corporation tax rate and the resolution of various tax enquiries – Forward bookings are in line with the prior year. With around 45% of winter seats now booked, ﬁrst half total revenue per seat at constant currency is expected to be up by mid single digits Note 1: Underlying measures exclude £27 million of cost relating to the volcanic ash cloud and £7 million loss on disposal of A321 aircraft in 2010. There were no underlying adjustments in 2011. Chairman’s introduction easyJet plc Annual report and accounts 2011 03 O v e r v i e w i B u s n e s s r e v e w i I am pleased to report that your Company has delivered a good ﬁnancial performance this year and the business has strengthened. Progress this year In its ﬁrst full year in charge the management team has made excellent progress in implementing the strategy laid out in last year’s annual report and driving improvement in processes and capability. As a result both unit revenues and costs have improved to drive a substantial improvement in proﬁtability and returns. We have refreshed the Board with the appointments of Charles Gurassa as Deputy Chairman and Senior Independent Director, Andy Martin and Adele Anderson and strengthened the Board’s capabilities in the areas of aviation, and risk and ﬁnancial management. Returns to shareholders The Board is committed to delivering returns in excess of the cost of capital and returning excess capital to shareholders. In the past year, earnings per share has increased by 24.1 pence to 52.5 pence and Return on Capital Employed improved by 3.9 percentage points to 12.7%. The weak consumer environment with rising fuel costs and taxation will continue to present challenges for the aviation industry. We have proactively put in place actions to ensure the business navigates a difﬁcult environment by maintaining a strong balance sheet and by curtailing growth over winter 2012 and 2013. This combined with our strong network and focus on improving revenues and cost control means that Sir Michael Rake Non Executive Chairman easyJet is well placed and the Board is conﬁdent in conﬁrming our ﬁrst ever dividend of £45 million for ﬁnancial year 2011 and a special dividend of £150 million. Industry regulation It is important that our industry ensures that we play our part in tackling climate change. However, if this is done through only constraining demand the economic and social beneﬁts of travel will be put at risk. In the UK alone aviation contributes £11 billion to GDP. Environmental measures must deliver real gains in environmental efﬁciency and cannot be used as a way to simply tax passengers. easyJet continues to support aviations’ entry to EU ETS, however we are disappointed by the UK Government’s proposal to increase the tax on short-haul travel and reduce it for long-haul travel. This proposal will reduce growth and jobs, as the majority of the UK’s tourists come from Europe, and it will increase emissions, as long-haul ﬂights are responsible for much greater emissions than short-haul ﬂights. We are also concerned about the apparent lack of Government commitment to expanding runway capacity in the South East. This will have negative consequences for the London and wider UK economy and easyJet supports projects, such as a second runway at Gatwick, the most congested runway in Europe. Finally, we call for the end of inconsistent application of consumer rules across Europe. We are proud of our commitment to ensuring our passengers receive the support they deserve if they are disrupted, and that our website provides clear and transparent information on fares. easyJet led the way in Europe in providing passengers with simple fares. However, we have seen regulators across Europe applying the rules in different ways, and making inconsistent demands on us and so we are campaigning to ensure there is a level playing ﬁeld across Europe. Conclusion Finally I would like to thank all of easyJet’s people for their efforts in the past year, their commitment and enthusiasm is core to easyJet’s success. Sir Michael Rake Non Executive Chairman P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 04 easyJet plc Annual report and accounts 2011 Turning Europe Orange We continue to grow our capacity and improve our load factor, increasing the number of people ﬂying with us by 11.8% in 2011. We have increased the number of routes offered to our passengers and focused this growth across continental Europe. In 2011 we started to implement our strategy to “Turn Europe Orange”, expanding our network and presence across Europe. easyJet continues to grow its seats and passengers Seats ﬂown million 62.5 Total number of passengers million 54.5 Load factor % 87.3 2011 2010 2009 2008 2007 87.3 87.0 85.5 84.1 83.7 2011 2010 2009 2008 2007 62.5 56.0 52.8 51.9 44.5 2011 2010 2009 2008 2007 Our network is truly pan-European Number of routes by country Capacity growth by country % UK 300 Italy Switzerland France Italy Germany Spain 72 67 59 30 19 France Spain Switzerland/Germany London UK regions 54.5 48.8 45.2 43.7 37.2 8.6 29.1 10.5 21.7 6.6 6.0 In 2011, 56% of our customers did not originate from the UK, up 3 percentage points from 2010. We attract customers from across Europe We grow talent across Europe Passengers by country 2011 % Total headcount 2011 In 2011, we have increased our employee numbers across our network, with larger increases across continental Europe. E D F C A B A F D C E B A UK B Italy C France D Spain E Switzerland/Germany F Other Europe 44 13 13 7 13 10 A UK B Italy C France D Spain E Switzerland/Germany F Other Europe 5,116 797 774 614 986 1 easyJet plc Annual report and accounts 2011 05 O v e r v i e w 19 bases 204* aircraft 547 routes i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y France 22 aircraft Number of routes Lyon Paris – Charles de Gaulle Paris – Orly Switzerland 18 aircraft Number of routes Basel Geneva Germany 8 aircraft Italy 21 aircraft Number of routes Berlin – Schöenefeld 24 Number of routes Milan – Malpensa Rome – Fiumicino 41 18 Spain 8 aircraft Number of routes Madrid 19 22 29 16 UK 120 aircraft Number of routes Belfast Bristol 31 41 15 40 Edinburgh Glasgow Liverpool London – Gatwick 17 12 32 90 London – Luton London – Stansted Manchester Newcastle 36 27 24 13 *7 of which are on standby cover G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 06 Our cause We are using this cause as a test in our day-to-day operations. It applies throughout the passengers’ journey with us – from end to end. If we get it right it will enable us to deliver our ambition of becoming Europe’s preferred short-haul airline making market leading returns. We’re passionate about connecting people by making travel easy and affordable. We’re on our customers’ side and our people make the difference. We have a big ambition, to be Europe’s preferred short-haul airline, delivering market-leading returns. BUSINESS REVIEW Our long-term strategy Chief Executive’s introduction Strategic position Strategy implementation Market review Looking forward to 2012 Key performance indicators 08 09 10 13 13 14 16 3 3 3 3 3 3 3 07 O v e r v e w i B u s i n e s s r e v i e w P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y 2 G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 08 easyJet plc Annual report and accounts 2011 Our long-term strategy Safe and sustainable We will never compromise our commitment to safety, which is always the ﬁrst priority for all our people, and we continually strive to improve our sustainability. Focus on customer Focused on network development We are focusing on improving our routes, slots and bases to build on our leading presence across Europe. Improving our customer's experience We are focused on improving the experience of travelling with us for all our passengers. Operational excellence We focus on maintaining a strong operation that delivers for our customers. Where people make the difference We are committed to ensuring high employee engagement levels across the business. Financial discipline We are committed to improving shareholder returns whilst remaining prudently ﬁnanced with a strong, liquid balance sheet. Chief Executive’s introduction easyJet plc Annual report and accounts 2011 Returns to shareholders In light of the strong performance of the business over the past 12 months, management’s current medium– term expectations for easyJet’s ﬁnancial performance and a prudent approach to maintaining balance sheet strength, the Board has recommended a one-off return to shareholders, structured as a special dividend, of £150 million or 34.9 per share. Taken together with the ordinary dividend of 10.5 pence per share this provides an estimated total cash return to shareholders for the year of £195 million or 45.4 pence per share to be paid on 23 March 2012 to those shareholders on the register at the close of business on 2 March 2012 with an ex dividend date of 29 February 2012. The special dividend will be accompanied by an associated share consolidation. The consolidation factor will be announced in due course. Operational performance Investment in operational robustness has delivered a strong improvement in easyJet’s On Time Performance (OTP) with a 13 percentage point improvement across the network across the year with an increase of 25% in the fourth quarter and our performance is now in line or ahead of our key competitors. OTP % arrivals within 15 minutes 2010 2011 Q1 75% 65% Q2 66% 81% Q3 64% 84% Q4 60% 85% Full year 66% 79% The focus of the operations team in the coming ﬁnancial year will be on maintaining the current performance whilst at the same time reducing cost through standardisation and simpliﬁcation. Carolyn McCall OBE Chief Executive Introduction easyJet has made strong progress this year in the execution of its strategy. Our strong operational and ﬁnancial performance is a result of the hard work and commitment of easyJet’s people to make travel easy and affordable for customers. The business has strengthened despite the headwinds of fuel costs, rising aviation taxes and a weak economy. The management team has introduced an enhanced focus on ﬁnancial discipline, ﬁnancial return and operational performance and constantly takes a rigorous look at the Company’s network and proﬁtability. Financial performance easyJet delivered record proﬁt before tax of £248 million up by £60 million from an underlying proﬁt of £188 million in 2010 despite a £100 million increase in unit fuel costs. Underlying proﬁt per seat (including fuel, adjusting for last year’s volcano effect and loss on disposal of A321 aircraft) rose by 61 pence to £3.97. This strong performance was driven by: – Passenger numbers rose 11.8% to 54.5 million and load factor improved by 0.3 percentage points to 87.3%. Passengers originating outside of the UK now account for 56%, an increase of 3 percentage points compared to the prior year. Passengers travelling with easyJet on business increased by almost one million to 9.5 million – Total revenue per seat up 4.1% (3.4% on a constant currency basis) to £55.27 as capacity investments made in 2010 and the ﬁrst half of 2011 matured, combined with a strong performance from ancillary revenue up 12.9% to £11.52 per seat following decisive management action in the second quarter – Underlying cost per seat (excluding fuel and currency movement) fell by 1.3% for the full year and was ﬂat on a reported basis with strong performances in ground handling, maintenance and disruption related costs easyJet delivered ROCE of 12.7% in the year and generated cash from operations of £424 million resulting in net cash as at 30 September 2011 of £100 million. 09 O v e r v e w i B u s i n e s s r e v i e w P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 10 easyJet plc Annual report and accounts 2011 Chief Executive’s introduction Continued Customer satisfaction The improvement in operational performance has been reﬂected in increased customer satisfaction. Overall satisfaction was up by six percentage points to 79% compared with the same period last year. easyJet continues to develop its end-to-end customer proposition and announced on 15 November 2011 that it will start trialing allocated seating on selected routes from spring 2012. Engagement At easyJet people are at the heart of delivering for our customers and executing the strategy to create value for shareholders. Consequently improving communication and engagement have been given a high priority this year as the whole of the Executive Management Team have travelled extensively across the network. europe by easyJet easyJet has made good progress implementing its new European structure. Country managers are now in place in each of our key European markets and are focused on improving the end to end customer proposition driving better route decisions and better engagement and lobbying with key regulatory and governmental agencies. In September easyJet launched its new advertising campaign "europe by easyJet". We have seen promising initial results from the campaign with a 250% increase2 in customers describing themselves as “much more likely to buy from easyJet” Note 2: source – Gfk Brand tracking. Strategic position easyJet business strengths easyJet is the fourth largest short-haul carrier in Europe with a market share of 7.6%3. easyJet derives its competitive advantage from the following attributes: – leading short-haul network in Europe with the highest number of market pairs within Europe’s top 100 market pairs3 and strong market shares in valuable markets such as London Gatwick, Paris, Milan Malpensa, Amsterdam and Geneva – low cost and efﬁcient business model derived from scale and cost advantage, high asset utilisation, a young efﬁcient ﬂeet with low cost of ownership and industry leading load factors – ﬁnancial and balance sheet strength Note 3: Market share data from OAG. Competitive and regulatory environment In the past year capacity in European short-haul grew by 2.8%, and by 3.1% on easyJet’s routes3. It is expected that due to higher fuel costs, rising airport costs, taxation on air travel and a weak economic environment that over the coming year capacity growth will be at lower rate as carriers seeks to rebuild margins. A signiﬁcant proportion of easyJet’s cost base is determined by governments and regulators and easyJet continues to constructively engage with them on a number of issues that will impact easyJet’s cost base in the future Example only. Not a current offer. Example only. Not a current offer. easyJet remains concerned that monopoly infrastructure providers across Europe, of both airports and airspace, continue to impose higher charges, despite the uncertain economic climate. Consequently there is now an increased focus on regulated airport charges, and easyJet has actively participated in the regulatory dialogue for Spanish; French; UK; Dutch; German; and Italian airports in 2011. Monopoly airports need to become more efﬁcient, with infrastructure and associated charges built around the needs of passengers on point-to-point carriers such as easyJet. This will bring wider economic beneﬁts by promoting tourism and trade. The UK Government has reversed its election promise to turn Air Passenger Duty into a per plane tax. Instead it is proposing to lower the tax on long-haul ﬂights and increase it on short-haul ﬂights. Evidence shows this is both economically and environmentally damaging. Aviation’s entry into the European Union Emissions Trading System means that there is no longer any environmental case for taxes on aviation. Pleasingly the European Commission is planning in 2012 to propose reforms to the consumer rules that govern aviation. easyJet welcomes this announcement and will be working to ensure the proposals give passengers the rights they deserve, but do not expose airlines to unmanageable risks of the type we saw arising from the ash clouds of 2010. The Commission will also be working on a reform of the slot regulation. We hope this will give a renewed opportunity to ensure that slots are allocated to airlines such as easyJet which will use them efﬁciently. Capacity planning and capital allocation The Board is focused on driving returns for shareholders and consistent with this focus has outlined a clear set of ﬁnancial objectives and metrics. The Board’s objective is to achieve returns in excess of the cost of capital and this will be measured by the ROCE achieved within a ﬁnancial year. The Board has set a target of 12% ROCE through the ﬁve years planning cycle and for the ﬁnancial year ended 30 September 2011 easyJet achieved a ROCE of 12.7%. After providing appropriate returns for shareholders, capital is allocated to support the network. Capital expenditure will be principally allocated to the following activities: – maintaining ﬂeet size through the replacement of leased aircraft as they exit the ﬂeet and the maintenance, repair and overhaul of engines (an overhaul being required when an aircraft has operated for between eight and nine years in easyJet service in accordance with the manufacturer’s maintenance programme) – new network opportunities where the Board is satisﬁed that they can deliver on-target returns within a tight and deﬁned timescale In the past year, easyJet has implemented a new and more rigorous approach to assessing network returns. Routes are measured on the returns they are delivering against the Company's 12% ROCE target. Capacity on underperforming routes is reallocated, or performance managed and proﬁtability improved, to deliver an appropriate return. In a dynamic market place, proﬁtability of routes can change over time and by ensuring that route returns are continually monitored the Company is most effectively able to drive ROCE. Capacity is also principally deployed on routes which operate on a year-round basis, with less than 5% of easyJet’s capacity allocated to summer-only routes, all of which are intended to deliver upper quartile ROCE (on average delivering ROCE above 12%). Fleet plan and growth easyJet has built ﬂexibility into its ﬂeet planning arrangements such that it can increase or decrease capacity deployed, subject to the opportunities available and prevailing economic conditions. The Company also has ﬂexibility to move aircraft between routes and markets to improve ROCE. easyJet plc Annual report and accounts 2011 12.7% ROCE achieved in year 79% 13 ppt improvement in OTP 11 O v e r v e w i B u s i n e s s r e v i e w P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 12 easyJet plc Annual report and accounts 2011 Chief Executive’s introduction Continued During the past ﬁnancial year, the Company took advantage of the agreement signed with Airbus in 2002 and converted 15 A320-family aircraft that had been under option to the Company since June 2007 into ﬁrm orders for 15 A320 aircraft, primarily to replace existing aircraft that will be retiring from the ﬂeet in 2013. In the year, easyJet took delivery of 13 A319 aircraft and 12 A320 aircraft under the terms of the Airbus easyJet agreement. The two remaining Boeing 737-700s have been withdrawn from service and will be returned to their lessors in the ﬁrst half of 2012. The current contracted ﬂeet plan over the period to 30 September 2013 as set out below: easyJet A320 family Boeing 737-700 GB Airways A320 family4 Total contracted aircraft 202 213 216 2 – – – – 2 204 213 218 At 30 September 2011 At 30 September 2012 At 30 September 2013 Note 4: To be delivered as part of a GB Airways commitment. The total ﬂeet at 30 September 2011 comprised 204 aircraft. Fleet as at 30 September 2011: easyJet A319 easyJet A320 Boeing 737-700 GB Airways A320 family Owned 105 24 – – 129 Operating leases 56 6 2 – 64 Finance leases 6 5 – – 11 Total 167 35 2 – 204 Changes in year 8 12 -6 -6 8 Future committed deliveries5 – 35 – Unexercised purchase rights and options6 – 73 – 2 37 – 73 Note 5: The 35 future easyJet deliveries and 2 ex-GB Airways deliveries are anticipated to be delivered over the next three ﬁnancial years; 20 in 2012, 12 in 2013 and 5 in 2014. Note 6: Purchase options and rights may be taken on any A320 family aircraft and are valid until 2015. A further 35 easyJet speciﬁcation aircraft deliveries are currently planned for arrival over the next three years, which will be offset by 24 planned exits from the ﬂeet. The high cost of jet fuel and uncertain consumer demand across Europe means that easyJet is taking a cautious approach to capacity, utilising the ﬂexibility in its ﬂeet planning arrangements to ensure the ﬂeet is held constant for the next two winters at 204 aircraft, as announced on 10 May 2011. Thereafter, the Company has sufﬁcient ﬂexibility in its ﬂeet planning arrangements to adapt to market and economic conditions, which the Board continues to keep under review. easyJet plc Annual report and accounts 2011 +18.6% Growth in mainland Europe capacity c£90m Savings identiﬁed for 2012 13 O v e r v e w i B u s i n e s s r e v i e w P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n Example only. Not a current offer. Strategy implementation easyJet has continued to make excellent progress in executing the strategy as outlined in November 2010 to drive sustainable planning cycle. An update against the pillars of the programme is set out below. Network optimisation easyJet’s goal is to improve the underlying ROCE of the network through optimisation of the schedule and route portfolio. Progress in 2011 – Strong growth in mainland Europe with seats ﬂown up 18.6% – Valuable peak times slots obtained at London Gatwick, Paris Charles de Gaulle, Amsterdam – Clinical approach to reviewing route performance e.g. dropping Gothenburg from the network – New capital allocation framework introduced focusing on return on capital metrics by route – Supporting business traveller strategy Passengers travelling on business easyJet’s goal is to drive additional contribution of £100 million from passengers travelling on business through delivering improvements in product and distribution Progress in 2011 – Frequency increased on key business routes such as Gatwick to Milan Malpensa up from four to ﬁve times a day – Rollout of ﬂexifare on easyJet.com – Sales force starting to deliver, signiﬁcant enterprise contracts signed – Agreements reached with travel management companies – Key business to business deals negotiated with pipeline of corporate growth deals – New commercial freedom in Global Distribution System (GDS) contracts easyJet lean easyJet’s lean projects are set up under the sponsorship of the Chief Financial Ofﬁcer and the goal is to maintain its cost advantage by ensuring below inﬂation non-fuel cost per seat increases. This will be achieved by driving cost efﬁciencies through best in class procurement, leveraging our scale, tight control of overhead costs, greater crew ﬂexibility and improved operational performance. Progress in 2011 – Unit costs (excluding fuel) fell by 1.3% at constant currency with strong performances in ground handling, maintenance and disruption related costs – Process re-engineering to deliver cost optimisation e.g. de-icing in Malpensa; ground handling contracts – Implemented plans to increase proportion of lower unit cost A320 in the ﬂeet – Improvement in operational resilience. OTP improved by 13 percentage points to 79% – £92 million of savings identiﬁed in 2012 which will partially offset inﬂationary increases and investment in initiatives such as allocated seating Market review The UK macroeconomic environment remains difﬁcult, especially in the travel and tourism sector as the number of UK residents taking an overseas holiday over the three months to August 2011 fell by 4% compared to the same period in 2010. The competitive environment remained tough with capacity increases in 2011. Against this backdrop easyJet performed well with total revenue per seat growth of mid single digits. At London Gatwick easyJet signiﬁcantly increased frequency on many of the busiest business routes such as Madrid, Milan, Rome and Amsterdam. easyJet also increased its market share at bases such as Bristol as carriers such as Ryanair retreated, and in Glasgow after BMI withdrew services to Heathrow from the airport. Despite the Euro-crisis German consumer conﬁdence remained positive. However, the introduction of APD in Germany in January 2011 has damaged proﬁtability across all airlines operating in Germany. easyJet’s focus in 2011 has been on maintaining our market leadership on key city routes from Berlin with increased frequencies on routes to London Gatwick, Copenhagen, Basel and Barcelona. easyJet 14 easyJet plc Annual report and accounts 2011 Chief Executive’s introduction Continued Example only. Not a current offer. has gained share on routes to London, Milan and Madrid as competitors have retreated. Switzerland has also seen a stable economic environment and easyJet’s focus in 2011 has been on defending its leading position at Basel and Geneva whilst increasing its focus on passengers travelling on business. Spain continues to be one of the most competitive markets in Europe. In 2011 easyJet refocused capacity to enable the network to improve proﬁtability and attract more passengers travelling on business. In Spain more than 60% of air travel is purchased in ofﬂine channels and consequently easyJet is implementing measures to improve its presence in these areas. Despite a difﬁcult economic environment in Italy the short-haul intra-European market remains buoyant easyJet grew capacity by around 11% as it built its presence in selected key Italian markets of Milan, Rome, Naples and Venice. At Milan Malpensa easyJet further consolidated its leading share as Lufthansa announced the closure of its base. easyJet consolidated its position as the number two airline in France and increased its capacity by 29% as it continued with its strategy to build its position as the alternative airline to Air France in major French airports. easyJet’s share of the French short-haul market is now 12%. easyJet also announced that it intends to open bases in 2012 at Toulouse and Nice. easyJet already has a 20% market share at these airports. Looking forward to 2012 Hedging positions easyJet operates under a clear set of treasury policies agreed by the Board. The aim of easyJet’s hedging policy is to reduce short-term earnings volatility. Therefore easyJet hedges forward, on a rolling basis, between 65% and 85% of the next 12 months anticipated fuel and currency requirements and between 45% and 65% of the following 12 months anticipated requirements. Details of our current hedging arrangements are set out below: Percentage of anticipated requirement / surplus hedged Six months ending 31 March 2012 Rate/$ per MT Full year ending 30 September 2012 Rate/$ per MT Full year ending 30 September 2013 Rate/$ per MT Fuel requirement 80% $950 per MT 73% $956 per MT 49% $979 per MT US dollar requirement 80% $1.60 69% $1.59 46% $1.61 Euro surplus sale 76% €1.13 71% €1.13 50% €1.14 Sensitivities – A $10 movement per metric tonne impacts the 2012 fuel bill by $5 million in the ﬁrst half of the year is planned to be ﬂat (adjusting for disruption in the ﬁrst part of the prior year), with growth of around 4% for the full year. – A one cent movement in £/$ impacts the 2012 proﬁt before tax by £3 million Outlook The macroeconomic environment remains challenging for all airlines as weak consumer conﬁdence across Europe slows the rate at which higher fuel prices and increased taxation can be passed on to passengers. Against this backdrop easyJet is taking a cautious approach to capacity deployment. As a result, capacity With around 45% of winter seats now sold, in line with the prior year, ﬁrst half passenger revenue per seat is expected to grow by mid-single digits with planned improvement in yields, bag charges and other ancillary revenues. Cost per seat excluding fuel and currency7 impact is expected to grow by 2 to 3% for the full year and by 4% in the ﬁrst half, assuming normal levels of disruption, of the year driven by price increases at regulated airports and investments in new revenue streams. easyJet plc Annual report and accounts 2011 15 O v e r v e w i B u s i n e s s r e v i e w P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n At current fuel7 and exchange rates easyJet’s fuel bill is anticipated to increase by £220 million in 2012 compared to 2011. Despite the headwinds of higher fuel costs and a weak and uncertain economic outlook, our focus on customers, robust operational performance, the strength of easyJet's network combined with cost control and capital discipline means that easyJet is well placed to succeed. Note 7: Rates as at 14 November 2011: US$1.59/£, €1.17/£ and US$1,075 per metric tonne. Financial objectives and metrics Return targets Objectives – Earn returns in excess of cost of capital through the cycle – Invest in growth opportunities where returns are attractive Measures – After tax ROCE of 12% through the cycle – Improve proﬁt before tax per seat to £5 Capital structure and liquidity – Ensure robust capital structure – Maintain sufﬁcient liquidity to manage through the cycle and industry shocks – Return excess capital to shareholders – Maximum gearing of 50% (gearing meaning debt plus seven times annual lease payments less cash) divided by (shareholders’ equity plus debt plus seven times annual lease payments less cash) – Cap of £10 million adjusted net debt per aircraft Target £4 million cash per aircraft – Target consistent and continuous dividend – Five times cover, subject to meeting gearing payout and liquidity targets – Annual payment based on full year proﬁts after tax; introduced for year ended 30 September 2011, payable 2012 – Consider returns over ﬁve times cover to reduce excess capital – Maintain ﬂexibility around ﬂeet deployment – Target of 70% owned aircraft, 30% leased and size aircraft – Insulate short-term operating performance – 65%–85% of the next 12 months’ anticipated against adverse movements in fuel price and exchange rates requirements – 45%–65% of the following 12 months’ anticipated requirements Dividend policy Aircraft ownership Fuel hedging Carolyn McCall OBE Chief Executive 16 easyJet plc Annual report and accounts 2011 Key performance indicators We monitor the performance of the business and performance against our strategic objectives using the following key performance indicators. Cost per seat excluding fuel (underlying) £ Flat 2011 2010 2009 2008 2007 Return on capital employed ppt +3.9ppt 2011 2010 2009 2008 2007 Net cash £ million +£140m 2010 2009 2011 2008 2007 55.27 53.07 50.47 3.97 3.36 0.83 2.37 4.30 28 32 38 29 20 36.62 36.62 34.36 29.49 26.55 12.7 8.8 3.6 7.3 11.7 100 -40 -46 236 393 0.629 Financial discipline We are committed to improving shareholder returns whilst remaining prudently ﬁnanced with a strong, liquid balance sheet. Revenue per seat £ +4.1% 2011 2010 2009 Proﬁt before tax (underlying) / per seat £ +17.9% 2011 2010 2009 2008 2007 Gearing ppt -4ppt 2011 2010 2009 2008 2007 Composite risk value (CRV) index 1.2 1.0 0.8 0.6 0.4 0.2 0.0 Safe and sustainable No compromise on safety We will never compromise our commitment to safety, which is always the ﬁrst priority for all our people. Control carbon footprint We control our fuel usage on our ﬂights. Oct 08 Dec 08 Feb 09 Apr 09 Jun 09 Aug 09 Oct 09 Dec 09 Feb 10 Apr 10 Jun 10 Aug 10 Oct 10 Dec 10 Feb 11 Apr 11 Jun 11 Aug 11 Fuel burn (USG/BH) 715 2011 2010 2009 715 715 715 easyJet plc Annual report and accounts 2011 Focus on customer Focused on network development We are focused on improving our routes, slots and bases to build on our leading presence across Europe. Improving our customers’ experience We are focused on improving the experience of travelling with us for all our passengers. Operational excellence We have built a strong operation, that delivers for our customers. *2010 ﬁgure includes 7,314 ﬂights cancelled due to volcanic dust cloud Where people make the difference We are committed to ensuring high employee engagement across the business. Presence on top 100 routes Ranked by primary airport Airports where we are No.1 or No.2 airline easyJet BA/Iberia Lufthansa Group Air France-KLM Alitalia Air Berlin – NIKI SAS Vuelling Norwegian Ryanair Primary airports Non-primary airports Overall satisfaction on this occasion % 2011 2010 2009 On time performance % 2011 2010 2009 Flights cancelled on the day* 2011 2010 2009 Employee engagement (uSay) % 2011 2010 2009 Attendance % 2011 2010 2009 2011 2010 2009 Likely to recommend % 2011 2010 2009 Bags shortshipped per thousand passengers 2011 2010 2009 Staff turnover % 2011 2010 2009 19 19 18 82 80 89 0.9 1.0 1.0 9.7 7.6 6.9 49 41 40 23 19 15 14 13 15 42 79 73 85 79 66 80 4,703 15,976 1,102 40 35 66 96 95 95 17 O v e r v e w i B u s i n e s s r e v i e w P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 18 PERFORMANCE OVERVIEW AND RISK Financial review Introduction Financial performance Earnings per share Cash flows and financial position Going concern Significant contracts and creditor policy Principal risks and uncertainties 19 19 22 24 24 25 25 27 3 3 3 3 3 3 3 3 3 Financial review easyJet plc Annual report and accounts 2011 19 O v e r v e w i Introduction easyJet produces a strong financial performance despite continuing pressures from the macroeconomic environment. 2011 Pence per ASK £ million £ per seat 2010 Pence per ASK £ per seat £ million 3,452 55.27 4.98 2,973 53.07 4.72 248 3.97 0.36 188 3.36 0.30 248 3.97 0.36 154 2.75 0.24 225 3.60 0.32 121 2.17 0.19 Total revenue Proﬁt before tax (underlying) Proﬁt before tax (reported) Proﬁt after tax (reported) During 2011 easyJet continued to grow its network successfully with an increase in seats ﬂown of 11.5%, principally in London Gatwick, France and Switzerland. Load factor was marginally higher at 87.3% and passengers increased by 11.8% to 54.5 million. Total revenue grew by 16.1% to £3,452 million resulting in growth of 4.1% in revenue per seat, driven by increases in ancillary revenue and maturing of capacity investments made in previous years. This was achieved despite a signiﬁcant increase in passenger taxes, and continuing economic uncertainty across Europe. Excluding the impact of volcanic ash disruption and the loss on the sale of four A321 aircraft in 2010, proﬁt before tax increased by £60 million (£0.61 per seat) to £248 million. With the exception of external industrial action in the ﬁrst quarter and a period of severe winter weather around Christmas, the business beneﬁted from signiﬁcantly lower levels of operational disruption than last year, with on the day cancellations and overnight delays reducing by 46%. Return on capital employed increased by 3.9 percentage points to 12.7%, driven by the improved levels of proﬁt. Gearing remains low at 28% and the business had cash and money market deposits totalling £1.4 billion at 30 September 2011. After taking into consideration the level of liquidity in the business, and contracted commitments to acquire further aircraft, the Board is proposing to pay an ordinary dividend of £45 million (10.5 pence per share) and a special dividend of £150 million (34.9 pence per share) and resolutions to this effect will be tabled at the Annual General Meeting in February next year. Chris Kennedy Chief Financial Ofﬁcer Proﬁt before tax per seat % 5.5 5.0 4.5 4.0 3.5 3.0 1.80 1.59 0.88 3.97 3.36 0.07 0.41 Currency impact (exc fuel) 2010 PBT per seat Revenue Fuel (inc currency impact) Crew Disruption 0.00 Other costs 2011 PBT per seat i B u s n e s s r e v e w i £225m Proﬁt after tax for 2011 £195m Proposed dividend P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 20 easyJet plc Annual report and accounts 2011 Financial review Continued Operational measures Seats ﬂown (millions) Passengers (millions) Load factor Available Seat Kilometres (ASK) (millions) Revenue Passenger Kilometres (RPK) (millions) Average sector length (kilometres) Sectors Block hours Number of aircraft owned/leased at end of year Average number of aircraft owned/leased during year Number of aircraft operated at end of year Average number of aircraft operated during year Operated aircraft utilisation (hours per day) Number of routes operated at end of year Number of airports served at end of year Financial measures Return on equity Return on capital employed Underlying measures Proﬁt before tax per seat (£) Proﬁt before tax per ASK (pence) Revenue Revenue per seat (£) Revenue per seat at constant currency (£) Revenue per ASK (pence) Revenue per ASK at constant currency (pence) Costs Per seat measures Total cost per seat (£) Total cost per seat excluding fuel (£) Total cost per seat excluding fuel at constant currency (£) Operational cost per seat (£) Operational cost per seat excluding fuel (£) Operational cost per seat excluding fuel at constant currency (£) Ownership cost per seat (£) Per ASK measures Total cost per ASK (pence) Total cost per ASK excluding fuel (pence) Total cost per ASK excluding fuel at constant currency (pence) Operational cost per ASK (pence) Operational cost per ASK excluding fuel (pence) Operational cost per ASK excluding fuel at constant currency (pence) Ownership cost per ASK (pence) 2011 62.5 54.5 87.3% 69,318 61,347 1,110 393,147 761,708 204 198.8 197 185.4 11.3 547 123 2011 14.0% 12.7% 3.97 0.36 55.27 54.87 4.98 4.94 51.30 36.62 36.15 47.78 33.10 32.75 3.52 4.62 3.30 3.26 4.30 2.98 2.95 0.32 2010 56.0 48.8 87.0% 62,945 56,128 1,123 353,080 689,316 196 187.9 186 174.9 10.8 509 125 2010 8.6% 8.8% 3.36 0.30 53.07 53.07 4.72 4.72 49.71 36.62 36.62 46.13 33.04 33.04 3.58 4.43 3.26 3.26 4.11 2.94 2.94 0.32 Change 11.5% 11.8% +0.3ppt 10.1% 9.3% (1.2)% 11.3% 10.5% 4.1% 5.8% 5.9% 6.0% 4.2% 7.5% (1.6)% Change +5.4ppt +3.9ppt 17.9% 20.9% 4.1% 3.4% 5.4% 4.7% 3.2% Flat (1.3)% 3.6% 0.2% (0.9)% (1.6)% 4.2% 1.2% Flat 4.7% 1.3% 0.3% Flat Example only. Not a current offer. Total revenue 2011 currency split A euro B sterling C other (principally swiss franc) 44% 47% 9% Total costs 2011 currency split A euro B sterling C US dollar D other (principally swiss franc) 35% 24% 35% 6% A C B D A C B Exchange rates Capacity growth in the year of 6.5 million seats ﬂown, around two-thirds was deployed in bases outside the UK, resulting in the following exposures to foreign currency: Sterling Euro US dollar Other (principally Swiss franc) Average exchange rates Euro US dollar (sterling weaker) Swiss franc (sterling weaker) 2011 47% 44% – 9% Revenue 2010 48% 44% – 8% 2011 24% 35% 35% 6% Costs 2010 27% 34% 33% 6% 2011 €1.15 $1.61 CHF 1.45 2010 €1.15 Change nil $1.64 CHF 1.64 -1.8% -11.6% Although a substantial proportion of both revenue and costs is denominated in euros, there was no change year-on-year in the euro exchange rate, and hence no impact on the reported result. The impact of changes in the Swiss franc and US dollar were. Favourable / (adverse) Revenue Fuel Costs excluding fuel Total Swiss franc £ million 24 – (21) 3 US dollar £ million – (17) (8) (25) Total £ million 24 (17) (29) (22) easyJet plc Annual report and accounts 2011 21 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 22 easyJet plc Annual report and accounts 2011 Financial review Continued Financial performance Revenue 2011 Pence per ASK £ million £ per seat 2010 Pence per ASK £ per seat £ million Passenger revenue Ancillary revenue Total revenue 2,733 43.75 3.94 2,402 42.87 3.81 719 11.52 1.04 571 10.20 0.91 3,452 55.27 4.98 2,973 53.07 4.72 Revenue per seat improved by 4.1% compared with last year reﬂecting a strong summer performance from the UK and the steady maturing of signiﬁcant capacity investments made in mainland Europe during the last few years. Passenger revenue contributed 2% of this increase, held back by signiﬁcant increases in APD, VAT and similar taxes levied on passengers. Overall these taxes, driven by a further increase in UK APD and the introduction of APD in Germany, increased by 19.8% to £6.26 per seat. We remain convinced that taxes of this nature are a blunt instrument that does not achieve their stated objective and will continue to press our case for such taxes to be levied on aircraft and not passengers. Ancillary revenue grew strongly, up by 12.9% to £11.52 per seat. This improvement was driven by the introduction of higher charges for hold baggage on longer sectors, and revised speedy boarding and booking fees. Costs £ per seat £ million Underlying costs * Operating costs excluding fuel Fuel Ownership 3.52 costs Total costs 3,204 51.30 2,067 917 33.10 14.68 220 2011 Pence per ASK £ million 2010 Pence per ASK £ per seat 2.98 1.32 0.32 4.62 1,852 33.04 13.09 733 200 2,785 3.58 49.71 2.94 1.17 0.32 4.43 Total costs excluding fuel 2,287 36.62 3.30 2,052 36.62 3.26 * Underlying measures exclude (in 2010) costs of £27 million relating to the volcanic ash cloud and a loss of £7 million on disposal of four A321 aircraft. There are no underlying adjustments made in 2011. Total cost per seat increased by 3.2% to £51.30; however excluding fuel, cost per seat was ﬂat at £36.62, and down by 1.3% at constant currency. This result was driven by savings from renegotiation of key contracts with ground handlers and lower levels of operational disruption, offset by some signiﬁcant price increases at regulated airports and planned investment in crew standby levels. Operating costs excluding fuel Underlying costs * Ground operations Crew Navigation Maintenance Selling and marketing Other costs 2011 Pence per ASK £ million £ per seat 2010 Pence per ASK £ per seat £ million 923 407 285 179 14.79 6.51 4.56 2.86 102 171 1.64 2.74 2,067 33.10 1.33 0.58 0.41 0.26 0.15 0.25 2.98 805 14.36 6.00 336 4.57 256 3.16 177 92 186 1.64 3.31 1,852 33.04 1.28 0.53 0.41 0.28 0.14 0.30 2.94 Operating costs per seat excluding fuel increased by 0.2% to £33.10. At constant currency, operating costs per seat excluding fuel fell by 0.9% to £32.75 per seat. Ground operations cost per seat increased by 3.0% of which around half was due to changes in exchange rates. Good progress was made in renegotiating contracts with ground handlers and reducing the use of optional services at airports, however this was more than offset by price increases at regulated airports, easyJet plc Annual report and accounts 2011 23 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n Fuel cost £ million 1,100 1,000 900 800 700 600 72 733 292 186 917 6 to $818 per tonne; in sterling terms an increase of £63 to £508. Of the total increase in fuel costs of £184 million, £100 million (£1.59 per seat) is due to this increase in fuel prices. For the coming ﬁnancial year we have hedged 73% of our anticipated fuel requirements at $956 per tonne. Ownership costs 2010 Volume Market price Jet hedging Foreign exchange hedging 2011 notably London Gatwick and the AENA airports in Spain. Successful delivery of easyJet’s strategy requires the use of more expensive, often regulated, primary airports, and we will continue to develop more efﬁcient ways of working to contain cost per seat in this area. Crew cost per seat increased by 8.6%, driven by continued growth of crew based in mainland Europe and an overall increase in crew numbers of 19%. This increase in headcount allowed us to increase the number of standby crews and made the operation more resilient during the summer, contributing to lower disruption costs and signiﬁcant improvements in on time performance and customer satisfaction. Navigation costs were ﬂat at £4.56 per seat despite regulated cost increases averaging 2%. Continuing the improvement shown last year, maintenance costs declined by 9.5% to £2.86 per seat, with further cost initiatives offsetting supplier price increases. However the beneﬁts seen in prior years from the reduction in the number of leased aircraft in the ﬂeet have now run their course, and it is likely that cost savings will now level off. Other costs were down 17.2% at £2.74 per seat, mainly due to signiﬁcantly reduced levels of operational disruption. Fuel Underlying costs * Fuel £ million 917 £ per seat 14.68 2011 Pence per ASK £ million 733 1.32 2010 Pence per ASK 1.17 £ per seat 13.09 The market price for jet fuel rose sharply over the year. Our hedging activities shielded us from the full impact of this rise and the average price paid increased by $86 Underlying costs * Aircraft dry leasing Depreciation Amortisation Interest receivable Interest payable and other ﬁnancing charges Net exchange losses £ million 109 83 7 £ per seat 1.75 1.33 0.12 2011 Pence per ASK £ million 2010 Pence per ASK £ per seat 0.16 0.12 0.01 102 72 6 1.82 1.29 0.11 0.16 0.12 0.01 (9) (0.15) (0.01) (7) (0.13) (0.01) 24 0.38 0.03 20 0.36 0.03 6 0.09 220 3.52 0.01 0.32 7 200 0.13 3.58 0.01 0.32 Ownership costs declined slightly to £3.52 per seat; continuing recent strong performance. This is particularly pleasing given that changes in average exchange rates increased total ownership cost per seat by £0.13. The beneﬁts seen in recent years from the move away from more expensive leased Boeing aircraft are now virtually all realised. The last two Boeing aircraft will be withdrawn from service and returned to their lessors during the ﬁrst half of the coming year. We have therefore now reached the objective of a standardised ﬂeet with two gauges of Airbus aircraft. Going forward we will increase the proportion of A320 aircraft in the ﬂeet which will deliver an overall reduction in depreciation and aircraft dry leasing cost per seat. Interest rates continue at historically low levels; while this adversely impacts interest income, we also beneﬁt from lower interest payable and, to an extent, lower lease payments as 20 aircraft are subject to ﬂoating rate lease arrangements. There is no immediate end in sight to this period of exceptionally low interest rates. Exchange losses arise from changes in the value of monetary assets and liabilities denominated in currencies other than sterling. 24 easyJet plc Annual report and accounts 2011 Financial review Continued Earnings per share Proﬁt after tax was £225 million (2010: £121 million) resulting in basic earnings per share of 52.5 pence (2010: 28.4 pence), an increase of 84.9%. The tax charge was £23 million resulting in an effective tax rate of 9% (2010: charge of £33 million and effective tax rate of 21%. The difference between the effective tax rate and standard UK rate is principally driven by the reduction in the UK deferred tax rate to 25% and the resolution and reassessment of various tax matters following discussions with the UK and European tax authorities. Cash flows and financial position Summary consolidated statement of cash ﬂows 2011 £ million 2010 £ million Change £ million Net cash generated from operating activities Net capital expenditure * Net loan and lease ﬁnance drawdown Net (increase) / decrease in money market deposits Other including the effect of exchange rates Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Money market deposits at end of year Cash and money market deposits at end of year 424 (478) 357 (38) (77) 188 912 1,100 300 1,400 363 (482) 61 4 177 180 31 34 123 789 912 260 (69) (111) 65 123 188 40 1,172 228 *stated net of disposal proceeds of £75 million in 2011. In line with prior years, easyJet generated strong operating cash ﬂow in the year principally driven by growth in forward bookings and revenue per seat. Net capital expenditure principally comprises the acquisition of 25 aircraft (13 A319 and 12 A320) and payments in connection with the new order for aircraft announced in January 2011; net of proceeds received for the disposal of the remaining four A321 aircraft acquired with GB Airways. Cash ﬂow £ million 2,000 357 481 1,800 1,600 1,400 1,200 1,000 1,172 1 * 0 0 2 84 91 90 269 1,400 45 150 t ﬁ o r p g n i t a r e p O t r o m a & n p e D l a t i p a c i g n k r o W r e h t O i g n c n a n F i * 1 1 0 2 x e p a C d e s o p o r P i i d n e d v d y r a n d r o i d e s o p o r P d n e d v e d i l i a c e p s 1,205 a m r o f o r p 1 1 0 2 Net loan and lease drawdown comprised proceeds received from the sale and leaseback of 18 aircraft (three on ﬁnance leases), and the mortgage of nine aircraft, net of repayments on mortgages and ﬁnance leases. At 30 September 2011 easyJet had £1.4 billion of cash and money market deposits. Board policy is to hold a cash reserve of £4 million per aircraft, so £584 million is available to ﬁnance committed aircraft orders and pay the proposed ordinary and special dividends. Summary consolidated statement of ﬁnancial position Goodwill Property, plant and equipment Net working capital Restricted cash Net cash / (debt) Current and deferred taxation Other non-current assets and liabilities Net assets Opening shareholders’ equity Proﬁt for the year Change in hedging reserve Other movements 2011 £ million 365 2,149 (765) 123 100 (188) (79) 1,705 1,501 225 (21) – 1,705 2010 £ million 365 1,928 (590) 56 (40) (176) (42) 1,501 1,307 121 59 14 1,501 Change £ million – 221 (175) 67 140 (12) (37) 204 194 104 (80) (14) 204 easyJet plc Annual report and accounts 2011 25 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n Example only. Not a current offer. Net assets increased by £204 million over the year driven by the proﬁt for the year offset by a small net change in the hedging reserve. The net book value of property plant and equipment increased by £221 million driven principally by the acquisition of a net ten owned A320 family aircraft, and advance payments under the new aircraft order announced in January 2011. Net working capital improved by £175 million to a net negative £765 million. Passengers pay for their ﬂights in full when booking, therefore the key component of this balance is unearned revenue, which increased by £115 million. The increase in restricted cash is connected with this increase due to contractual arrangements with certain card acquirers. Cash and cash equivalents Money market deposits Bank loans Finance lease obligations 2011 £ million 1,100 300 1,400 2010 £ million 912 260 1,172 Change £ million 188 40 218 (1,079) (221) (1,300) (1,057) (155) (1,212) (22) (66) (88) Net cash / (debt) 100 (40) 140 easyJet ends the year with £1,400 million in cash and money market deposits; an increase of £218 million compared with 30 September 2010. Net borrowings increased by £88 million. The majority of bank loans and ﬁnance leases and all money market deposits are denominated in US dollars and the sterling value of this net liability increased by £8 million during the year as a consequence of exchange rate changes. Net cash at 30 September 2011 were £100 million compared with net debt of £40 million at 30 September 2010. Strong operating cash ﬂow and the increase in net assets delivered a reduction in gearing of ﬁve percentage points to 28% at 30 September 2011. Going concern easyJet’s business activities, together with factors likely to affect its future development and performance, are described in the business review on pages 8 to 17. Principal risks and uncertainties are described on pages 27 to 30. Note 22 to the accounts sets out the Group’s objectives, policies and procedures for managing its capital and gives details of the risks related to ﬁnancial instruments held by the Group. The Group holds cash and cash equivalents of £1.1 billion as at 30 September 2011. Total debt of £1.3 billion is free from ﬁnancial covenants, with £155 million due for repayment in the year to 30 September 2012. The business is exposed to ﬂuctuations in fuel prices and US dollar and euro exchange rates. The Group’s policy is to hedge between 65% and 85% of estimated exposures 12 months in advance, and 45% and 65% of estimated exposures from 13 up to 24 months in advance. The Group was compliant with this policy at the date of this Annual report and accounts. After making enquiries, the Directors have a reasonable expectation that the Company and the Group will be able to operate within the level of available facilities and cash for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the accounts. Significant contracts and creditor policy Signiﬁcant contracts easyJet operates a ﬂeet constituted mainly of Airbus* aircraft with two Boeings which will have left the ﬂeet by 30 September 2012. Engines are provided by CFM International and the maintenance of the aircraft and engines is undertaken by SRT, Virgin Atlantic Engineering*, Aerotron*, GE, MTU, BF Goodrich and Lufthansa Technik. The major lessors of aircraft to easyJet are Amentum Capital, AWAS*, GECAS*, Nomura Babcock & Brown*, Royal Bank of Scotland*, Sumisho*, and Santander*. The major lenders to easyJet for aircraft purchase are Alliance & Leicester*, Bank of Tokyo-Mitsubishi*, BNP Paribas*, Calyon*, Commerz, HSH Nordbank*, KfW*, Natixis*, PK AirFinance*, Royal Bank of Scotland*, Sumitomo Mitsui Banking Corporation* and WestLB*. 26 easyJet plc Annual report and accounts 2011 Financial review Continued Our main insurers are Global, La Reunion, AXA, Canada Life, QBE and Houston Casualty Company Europe. One of our biggest costs is fuel and our main suppliers are Shell, Air BP, Exxon, Air Total and Q8. Our IT systems include agreements with AIMS, who provide crew, aircraft and ﬂight management control and operation software; SAVVIS who provide data centre hosting facilities and our data network; Lufthansa Systems who provide ﬂight planning systems; SOPRA who develop and support our reservations system and other areas of system development; AD OPT Technologies who provide our pairings and roster optimiser; and Agresso who provide our accounting system. As at 30 September 2011 easyJet had 19 bases and they were operated by: BAA Global Infrastructure Partners AdP EuroAirport Basel-Mulhouse-Freiburg Manchester Airports Group South West Airports Abertis Peel Holdings Aeroports de Lyon Flughafen Berlin-Schoenefeld Aeroporti Di Milano Newcastle Airport Geneva International Airport AENA Aeroporti di Roma At these airports our ground handling was carried out by: Menzies Aviation Servisair Group Europe Handling Aviapartner Swissport SEA Handling Globeground Berlin Swissport Menzies Gate Aviation Aviation Service Our main ancillary partners are Gate Gourmet, who provide our in-ﬂight merchandise, Europcar, who provide car rental services, Hotelopia and Laterooms who broker hotels, Low Cost Holidays who provide accommodation and transfers for easyJet Holidays and Alvia who, through the Mondial brand, provide travel insurance. Our credit card acquirers are Elavon, Lloyds TSB, Barclays Merchant Services and American Express. Our payment service providers are CyberSource. The Company is regulated in the UK by the CAA and easyJet Switzerland is regulated by FOCA. We have important relationships with NATS and Eurocontrol in relation to air trafﬁc services. The main employee unions we deal with in the UK are BALPA, UNITE and Prospect; in France they are SNPL and UNAC/SNPNC/CFTC; in Spain they are SEPLA, STAVLA and CCOO; in Italy IPA, FIT-CISL and FILT-CGIL; in Germany Ver.di; and in Switzerland SSP/VPOD. We use contract pilots from Airline Recruitment and Parc Aviation and ﬂight simulation services from CAE. We have a key relationship with easyGroup IP Licensing who own the easyJet brand, and with Sir Stelios Haji-Ioannou through the Agreement Letter. * These contracts contain provisions giving the other party the right to terminate if there is a change in control in easyJet. Policy and practice on payment of creditors easyJet aims to have partnership agreements with suppliers, which stresses the importance of strong suppliers aligned to the success of easyJet as a business. Many of our supply agreements are unique and tailored to the needs of the business, to make sure that suppliers are rewarded appropriately for delivering services which meet pre-agreed performance targets and align with easyJet’s own internal performance goals. Our practice is to: – Agree the terms of payment at the start of business with the supplier – Ensure that those suppliers are made aware of the terms of the payments – Pay in accordance with contractual and other legal obligations At 30 September 2011, the number of creditors days outstanding for the Group was 8 days (2010: 6 days), and for the Company was nil days (2010: nil days). easyJet plc Annual report and accounts 2011 27 O v e r v e w i i B u s n e s s r e v e w i Principal risks and uncertainties The risks and uncertainties described below are considered to have the most signiﬁcant effect on easyJet’s business, ﬁnancial results and prospects. This list is not intended to be exhaustive. easyJet carries out a detailed risk management process, to ensure that risks are identiﬁed and mitigated where possible, although many remain outside our full control, for example adverse weather, pandemics, acts of terrorism, changes in government regulation and macroeconomic issues. A more detailed overview of the risk management process and internal control can be found in our Corporate Governance section on pages 49 and 50. The trend line highlighted represents the prevailing inherent risk trend being faced by easyJet. Inherent risk is assessed prior to the determination of all current mitigation. P e r f o r m a n c e a n d r i s k Strategic impact Risk description and potential impact Major safety incident / accident Failure to prevent a major safety incident or deal with it effectively. This could adversely affect our reputation, operational and ﬁnancial performance. p Security and terrorist threat or attack Failure to prevent a major security related threat or attack from either internal or external sources or deal with it effectively. This could adversely affect our reputation, operation and ﬁnancial performance. i I Y T E F A S N O E S M O R P M O C O N Prevailing inherent risk trend Current mitigation Our number one priority is the safety of our customers and people. We operate a strong safety management system through: – Fatigue Risk Management System – Incident reporting – Safety Review Board – Safety Action Group Management and control system for our operations. Weekly operations meetings and reporting. Regular review by the Board of Directors. We have response systems in place and provide training for crisis management; combined with full crisis management exercises performed at least three times a year. Insurance is held which is believed to be in line with other airlines. Our number one priority is the safety, including security, of our customers and people. We operate a strong safety management system as set out above. We constantly ensure that regulations required by relevant governments are enforced. Crew are trained within the current guidelines. We have response systems in place and provide training for crisis management; combined with full crisis management exercises performed at least three times a year. Insurance is held which is believed to be in line with other airlines. C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 28 easyJet plc Annual report and accounts 2011 Financial review Continued Strategic impact Risk description and potential impact Financial impact of mass disruption in peak seasonal months Prevailing inherent risk trend Current mitigation p Processes in place to adapt to widespread disruption. A full crisis management exercise is performed at least three times a year and a business continuity programme is in place. Signiﬁcant analysis and senior management focus has resulted in additional crewing solutions being put into place to further recognise the external factors and volatility that impact the airline industry. easyJet has a strong ﬁnancial balance sheet allowing the Company to be in a strong position to withstand potential events that result in periods of reduced revenues. The efﬁciencies achieved by operating a single ﬂeet type are believed to outweigh the risks associated with the Company’s single ﬂeet strategy. A rigorous established maintenance programme is followed. Constant reviews of the second-hand market and managing exit strategies for the aircraft. easyJet has a number of different options when looking at exit strategies. p A number of factors can lead to widespread disruption to our network, including epidemics / pandemics, forces of nature (extreme weather, volcanic ash, etc), acts of terrorism, union activity and strike action. Any widespread disruption could adversely effect our reputation, operation and ﬁnancial performance. If the widespread disruption occurred during our peak summer months then easyJet’s ﬁnancial results would be signiﬁcantly impacted. As load factors are also higher during this period, it would potentially take longer to recover from any signiﬁcant disruption. Single ﬂeet risk easyJet is dependent on Airbus as its sole supplier for aircraft, with two aircraft types (A319 and A320). All Boeing 737’s are planned to be exited by the end of 2012 There are signiﬁcant cost and efﬁciency advantages in a single ﬂeet, however there are two main associated risks: – Technical or mechanical issues that could ground the full ﬂeet or part of the ﬂeet which could cause negative perception by the ﬂying public – Valuation risks which crystallise on the ownership exit of the aircraft. The main exposure is with the A319 ﬂeet, where we are reliant on the future demand for second-hand aircraft IT system failure easyJet is dependent on a number of key IT systems and processes operated at London Luton airport and other key facilities. A loss of systems and access to facilities could lead to signiﬁcant disruption and have an operational, reputational and ﬁnancial impact. Dependence on third-party service providers easyJet has entered into agreements with third-party service providers for services covering a signiﬁcant proportion of its operation and cost base. Failure to adequately manage third-party performance would affect our reputation, operation and ﬁnancial performance. Loss of these contracts, inability to renew or negotiate favourable replacement contracts could have a material adverse effect on future operating costs. Industrial action Large parts of the easyJet workforce are unionised. Similar issues exist at our key third-party service providers. If any action was taken this could impact on easyJet’s ability to maintain its ﬂight schedule. This could adversely effect our reputation, operation and ﬁnancial performance. p A business continuity programme, including disaster recovery, is in place and will be further developed over the coming year. This covers alternative sites being available should there be a need to relocate at short notice due to loss of facilities. i Processes are in place to manage third-party service provider performance. Centralised procurement department that negotiates key contracts. Most developed markets have suitable alternative service providers. p Employee and union engagement takes place on a regular basis. Signiﬁcant analysis and senior management focus has resulted in additional crewing solutions being put into place that recognises the external factors and volatility that impact the airline industry. E C N E L L E C X E L A N O T A R E P O I easyJet plc Annual report and accounts 2011 29 O v e r v e w i i B u s n e s s r e v e w i Prevailing inherent risk trend Current mitigation Regular monitoring of competitor activity and potential impact of any consolidation activity. Rapid response in anticipation of, and to, changes. p P e r f o r m a n c e a n d r i s k easyJet has a key role in inﬂuencing the future state of regulations. A Regulatory Affairs Group coordinates the work and effort in this area. Dedicated Investor Relations team, utilising a shareholder engagement programme. Signiﬁcant Board and Senior management time dedicated to engage with major shareholders. C o r p o r a t e r e s p o n s b i i l i t y project teams have been set up to oversee delivery and track the budget and beneﬁts realisation of all projects. Steering Group set up with full key senior management involvement to ensure monitoring, challenge and key decisions are being made at the appropriate level. p Programme management ofﬁce (PMO) and experienced i Systems are secured and monitored against unauthorised i easyJet has a strong ethical tone from the top. access; this will receive continued focus. Scanning software for fraudulent customer activity is monitored and controlled by the Revenue Protection team. Risks assessments have been completed and appropriate actions taken where necessary. General awareness training has been provided, with additional targeted training given to higher risk groups. G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n Example only. Not a current offer. Strategic impact Risk description and potential impact Competition and industry consolidation I S K S R L A N R E T X E I S K S R L A N O T A T U P E R I easyJet operates in competitive marketplaces against both ﬂag carriers and other low-cost airlines. Industry consolidation will affect the competitive environment in a number of markets. This could cause a loss of market share and erosion of revenue. Regulator intervention The airline industry is currently heavily regulated, with expected increased regulator intervention; this includes environmental, security and airport regulation in which charges are levied by regulatory decision rather than by commercial negotiation. easyJet is exposed to various regulators across our network, which will increase as the Company grows geographically. This could have an adverse impact to our reputation, cost base and market share. An inadequate knowledge or misinterpretation of local regulations could result in ﬁnes or enforcement orders. Major shareholder / investor relationship issues i easyJet has a major shareholder (easyGroup Holdings Limited) controlling over 25% of ordinary shares. Shareholder activism could adversely impact the reputation of the Company and cause a distraction to management. easyJet does not own its company name or branding which is licensed from easyGroup IP Licensing. As for all brand licensees, the easyJet brand could be impacted through actions of the easyGroup or other easyGroup licensees. Ineffective or non delivery of the business strategy i A number of key projects have been set up to deliver key elements of the strategy. If these projects do not deliver the beneﬁts and cost savings planned we could fall short of our planned ﬁnancial results. Information security easyJet faces external and internal information security risks. The Company receives most of its revenue through credit cards and operates as an e-commerce business. A security breach could result in a material adverse impact for the business and reputational damage. Bribery Act 2010 The Bribery Act 2010 came into force in April 2011. To date there are no precedents set in respect of how this will be enforced. As with all companies, if we were found to be in breach of the Act this could adversely affect us ﬁnancially and reputationally. 30 easyJet plc Annual report and accounts 2011 Financial review Continued Example only. Not a current offer. Strategic impact I I N O T S O P O R P R E M O T S U C D N E O T D N E I I I E N L P C S D L A C N A N F I I Risk description and potential impact Missing optimisation opportunities for aircraft ﬂeet and network portfolio easyJet has a leading presence on the top 100 routes in Europe and positions at primary airports that are attractive to time sensitive consumers. easyJet manages the performance of its network by careful allocation of aircraft to routes and optimisation of its ﬂying schedule. If we fail to continue to optimise our network and ﬂeet plan this will have a major impact on easyJet’s ability to grow and gain the required yield. In addition, poor planning of the correct number of aircraft to ﬂy the schedule would have a critical impact on the Company’s costs and reputation. Exposure to fuel price ﬂuctuations and other macroeconomic shifts Sudden and signiﬁcant increases in jet fuel price and movements in foreign exchange rates would signiﬁcantly impact fuel and other costs. Increases in fuel costs have a direct impact on the ﬁnancial performance of the Company. If not mitigated, this could have a material adverse effect on ﬁnancial performance. easyJet’s business can also be affected by macroeconomic issues outside of its control such as weakening consumer conﬁdence, inﬂationary pressure or instability of the euro. This could give rise to adverse pressure on revenue, load factors and residual values of aircraft. Financing and interest rate risk All of the Group’s debt is asset related, reﬂecting the capital intensive nature of the airline industry. Market conditions could change the cost of ﬁnance which may have an adverse effect on the ﬁnancial performance. p Prevailing inherent risk trend Current mitigation A Network Portfolio Management Strategy is in place which looks to take a balanced approach to the route portfolio that we ﬂy to ensure that we optimise each aircraft to get the best return for each time of day, each day of the week. Route performance is monitored on a regular basis and operating decisions are made to improve performances where required. s i Board approved hedging (jet fuel and currency) in place that is consistently applied. Policy is to hedge within a percentage band for rolling 24 month periods. To provide protection, the Group uses a limited range of hedging instruments traded in the over the counter (OTC) markets, principally forward purchases, with a number of approved counterparties. A strong balance sheet supports business through ﬂuctuations in the economic conditions for the sector. Regular monitoring of markets and route performance by our network and ﬂeet management teams. Group interest rate management policy aims to provide certainty in a proportion of its ﬁnancing. Operating lease rentals are a mix of ﬁxed and ﬂoating rates (currently 68% to 32%). All on balance sheet debt ﬂoating rate, repriced up to six months. None of the agreements contain ﬁnancial covenants. A portion of US dollar mortgage debt is matched with US dollar money market deposits. Liquidity risk The Group continues to hold signiﬁcant cash or liquid funds as a form of insurance. Lack of sufﬁcient liquid funds could result in business disruption and have a material adverse effect on ﬁnancial performance. Credit risk Surplus funds are invested in high quality short-term liquid instruments, usually money market funds or bank deposits. Possibility of material loss arising in the event of non- performance of counterparties. cash and money market deposits. Allows business to ride out downturns in business or temporary curtailment of activities (e.g. ﬂeet grounding, security incident, extended industrial dispute at key supplier). p Board policy is to maintain an absolute minimum level of free i Cash is placed on deposit with institutions based upon credit rating with a maximum exposure of £100 million for AAA ratings. Chris Kennedy Chief Financial Ofﬁcer CORPORATE OVERVIEW RESPONSIBILITY 31 O v e r v e w i i B u s n e s s r e v e w i Introduction Safety People Environment 32 32 33 36 3 3 3 3 4 P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s i b i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 32 easyJet plc Annual report and accounts 2011 Corporate responsibility Safety first and foremost The safety of our customers and staff is easyJet’s number one priority; it remains a core part of our DNA. From all across the business, the boardroom to the ﬂight deck and the check-in desk to the maintenance bay, safety informs everything we do and is the starting point for every decision, at all times. The evolution of our open and just culture continues with easyJet being at the forefront of promoting open reporting of all safety-related incidents, no matter how minor they may appear at ﬁrst glance. At easyJet, we aim to maintain processes and structures to monitor and manage safety related risk throughout the business. Our Chief Executive Ofﬁcer, Carolyn McCall, and Director of Group Operations, Warwick Brady, are responsible for all aspects of safety delivery, including our compliance obligations under the Air Operator’s Certiﬁcate (AOC). The Accountable Safety Executive is Carolyn McCall and she chairs our Safety Review Board which meets monthly to assess reports from the Safety Action Groups across the business. This review and assessment process delivers monthly reports to both the UK Civil Aviation Authority (UK CAA) and the easyJet Board. In addition to our internal safety and compliance oversight regime, our Director of Safety and Security, Captain David Prior delivers an independent safety report to the Board each month which underlines how serious this issue is for our Board. Safety is taken very seriously by the Board right down to regular day-to-day communication. The Board even has direct phone line through to our Director of Safety. Any reported safety-related incidents are assessed and categorised, with risk values assigned and aggregated to form our Composite Risk Value (CRV) index. During the year, the index showed a steady improvement, continuing a long-term trend reducing risk to well within the assigned boundary level. At easyJet we view ourselves as a responsible European airline. We want to achieve our ambition of becoming Europe’s preferred short-haul airline and in order to do so we are always looking at safer, more sustainable and innovative ways of running things, but place just as much importance on nurturing the well-being and happiness of our people. As we continue along the path of Turning Europe Orange there is no substitute to having a responsible approach. We know that that our success is inextricably linked to the well-being of our customers, our people and the communities in which we operate and work. Our foremost responsibility is towards the safety of all of our people, from our customers through to our hard working staff both on the ground and onboard our aircraft. This is core to the business and something we communicate on at all times to all our partners and stakeholders, be they European governments, regulators, or other stakeholders central to our business operations and commercial success. But it is the strength of our people which above all others marks us apart. Their passion, expertise and commitment is at the heart of what we do. Over the past year we have continued to build up connection with our people. We’re evolving and changing the way we communicate to them all across our European operations. In turn, our long-term performance and sustainability are dependent upon their understanding, goodwill and active support so that they continue to improve the experience for our customer. We believe in the positive contribution ﬂying brings to Europe, particularly during these difﬁcult economic times, and is central to many Europeans’ businesses and way of life. At easyJet we are rightly pursuing our ambitious path towards minimising our environmental footprint both in the air and on the ground. This is central to the ongoing success and sustainable development of the business. Operating across an increasingly environmentally conscious Europe, we can justly lay claim to having one of the youngest and most fuel-efﬁcient ﬂeets around. We are proud of this, and proud of our role in helping shape a greener future for European aviation. There is little doubt that by continuing to act in a responsible manner this will help us to achieve our ambition of becoming Europe’s preferred short haul airline by making travel easy and affordable and generating market leading returns. Example only. Not a current offer. easyJet plc Annual report and accounts 2011 33 O v e r v e w i i B u s n e s s r e v e w i 8,288 Number of people across easyJet network 5,000 Number of Spirit recognitions in ﬁrst four months since launch The Safety Management System (SMS) launched in 2009 has continued to extend its inﬂuence across the organisation to ensure that the highest standards of safety risk management and oversight are embedded in everything that we do. We have now successfully embedded the concept of Operational Readiness and this process now applies to all our major operational initiatives such as the ground de-icing programme. During 2011 we conﬁgured a number of SMS tools and carried out a range of activities. We are in the process of integrating our bespoke safety data system into our operations. easyJet has developed the capability to generate risk based safety oversight through the use of intelligent systems. These new initiatives will deliver further cost efﬁciencies whilst maintaining high levels of safety. As an acknowledged leader in the ﬁeld of Fatigue Risk Management Systems (FRMS) easyJet continues to work with other world class entities to ensure maximum beneﬁt is gained in terms of cost efﬁciencies and crew utilisation. In 2012 we will see FRMS linked as an integral part of the operations team. In this position the system will be well placed to deliver Quality Assurance of roster delivery whilst maintaining strict regulatory compliance. easyJet is working closely with UK, EU and European governments and agencies to ensure there is a coordinated response to any future large scale air trafﬁc disruption caused by volcanic activity or weather events. During this year’s Icelandic volcanic eruption easyJet worked closely with the British authorities to provide advice on the whereabouts of the latest ash cloud. easyJet has since been appointed as one of the Government’s strategic partners on this issue. easyJet has also taken part in several international exercises simulating the effects of large scale volcanic eruptions. In parallel continued work alongside the Norwegian Institute for Air Research, to support the development of the innovative on board ash detection radar AVOID, invented by Dr Fred Prata. AVOID (Airborne Volcanic Object Identiﬁer and Detector) technology is a system which uses infrared technology built on the aircraft, similar to weather detectors currently used, to enable pilots and ﬂight control to see an ash cloud up to 100km ahead and at altitudes between 5,000ft and 50,000ft, and to amend their course to miss areas of ash cloud, and in effect open up a larger area of airspace than might be available using existing data methods alone. easyJet has since become the ﬁrst airline to start trials of the AVOID. The safety of our passengers once they have left the aircraft is also important to us. Last year easyJet worked with the EU to help raise awareness of the pan-European emergency number 112. Several activities were carried out including onboard announcements and a permanent mention in the in ﬂight magazine. All of this to help our millions of customers feel safer on their European travels. Connecting with our customer is also core to the easyJet strategy. The past year has seen a raft of innovations introduced across the business to improve the communication with the customer, from new website information tools, an improved booking process, an expanded customer experience team. Throughout the disruptions, be it the bad winter, the political and industrial unrest, and the latest Icelandic eruption, we have been there for our customer throughout. We spent the year introducing a raft of new measures to help better deal with disruption, including leaﬂets, improved accommodation and catering support, and more efﬁcient communication tools. Throughout these events we also added rescue ﬂights to our schedule to ensure that our customers reached their destinations as soon as possible. Finally at easyJet we take the welfare of our passengers extremely seriously whatever their needs and disabilities. In 2010/2011 we carried over 350,000 passengers with reduced mobility from across Europe and have worked closely with European disability groups across various countries to improve our service offering for this group of travellers, but without compromising our safety. Connecting with our people Our people make the difference, across all areas of our team, from cabin crew and pilots through to our engineering teams and management and admin teams. Our focus is to attract the right person regardless of level within the business, and to keep them engaged in making travel easy and affordable for our passengers. We also look for ways to operate more efﬁciently across all areas of the business to provide the best returns for our shareholders whilst maintaining the level of service and satisfaction among our people to provide a quality service to our customers. P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s i b i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 34 easyJet plc Annual report and accounts 2011 Corporate responsibility Continued 2011 saw a lot of work on ensuring a stable and efﬁcient crew planning and rostering approach to ensure that we could operate effectively through our busiest summer months. We increased standby across the network, resourced at a base level and not a network level as in previous years and worked on the resource planning and the rostering robustness. Given this summer’s results, this has all been to good effect. People strategy We have continued to implement our three-part strategy to ﬁnd and retain the best people to deliver our ambition of becoming Europe’s short-haul airline of choice with market leading returns. Talent During the year we added to our existing talent pool by recruiting some 1,371 cabin crew, 395 new pilots and 228 management and administrative staff. Following the appointment of the new CEO towards the end of the last ﬁnancial year, we have grown and developed our Executive Management Team (EMT), with a new structure focused on building capability across Europe, developing our business traveller proposition and focusing on the customer. This resulted in new roles for some of the existing EMT members and the appointment of a new Group Director IT, Group Director Marketing, Group Director Communications, Group Director People and Group Director Europe. In support of our strategy to become Europe’s preferred short-haul airline, we have appointed Senior roles in each of our European countries to help us drive the implementation of our strategy and maximise our potential in each of these countries. This year we have also made three new Non Executive appointments to our PLC Board. We have spent time building our leadership teams and capability, ensuring that our leaders understand the evolving strategy, the associated business challenges and their roles in leading and engaging their teams to deliver on this. And the talent development doesn’t only stop at the top. As part of our plans to build a talent pool for the future, 17 graduates from across Europe have been recruited this year and a new graduate programme introduced. As a result we plan to have introduced approximately 100 highly capable graduates into our management pipeline within the next ﬁve years. In addition to this and to ensure that our people remain at their highest level and support their progression, this past year we have provided training at our bespoke easyJet training Academy to ensure our crews are all up-to-date on the latest industry developments. Engagement Recognising that there are proven links between an engaged workforce and excellence in customer service and business delivery, we have continued to focus on the engagement of our people. We have focused on making it easy for our people to do their work and listened to their ideas and feedback through various communication channels, including a weekly CEO call, EMT base visits across the European network, and web chats and videos directly to our people. We understand that good communication is vital within a business – especially one which has such an extensive and multinational staff base – to ensuring that key issues and matters are discussed with staff so that we can react quickly and ensure our people remain engaged in the business. Communication is a two way task, enabling us to both listen to our peoples’ views and disseminate messages to them, but also respond to their concerns. Our ﬂat management structure enables us to pass messages across the team, directly to our people. In addition, through our company intranet, our people have an opportunity to use the various forums to highlight and discuss issues that affect them, and to raise issues. More formally, we communicate and discuss matters with our employee representatives and partner a number of trade unions across Europe, ensuring two way communication across these partnerships. All of our locations have funds allocated for the local groups to support local engagement initiatives at base. We have also begun a new redevelopment programme of our main base crew rooms, including the construction of new ofﬁces and rest facilities at speciﬁed locations. As a part of this we have been engaging with our people to ensure that the design and refurbishment are reﬂective of what works well for our teams locally, as well as meeting the needs of the business going forward. easyJet plc Annual report and accounts 2011 35 O v e r v e w i i B u s n e s s r e v e w i uSay For the second year running, we have conducted our uSay staff survey, aimed at obtaining employee feedback from everyone across our European organisation as well as each of our main communities. In 2011 our overall score has improved to 40%. We will be using the results to identify improvement areas and action on suggestions. Organisation To succeed in our corporate ambitions, we need to have high quality people with the right skills in the right place at the right time. Our aim is to ensure that our people contribute more to our business than they would for any other employer. We aim to ensure that we continue to recruit the best people in the roles and keep these people engaged in the business so that we can achieve these objectives. Following our strategic review we reshaped the organisation around a few key principles: – the customer is at the centre of all that we do; align the structure around our product delivery, ensuring robust tracking systems monitor and advise on that needs to be achieved, ensuring clear accountability, roles and responsibilities for our fundamental processes, putting in place simpliﬁed structures and processes to facilitate good coordination securing the right people in the right places and improving tools and processes across the organisation This year we have looked to improve all our recruitment programmes, placing emphasis on the candidate experience and the assessment tools we use so that we attract and retain the best. We have also begun a programme of investment in the relationships we have with our people forums, such that we can have more of a partnership dialogue about what is best for easyJet and our people. In addition we are establishing a European Works Council which is currently at the stage of electing appropriate representatives across all countries. As with all businesses there are levels of staff attrition that will occur and in 2011 our overall unforced staff turnover was 9.69%, which was a slight increase on 2010. Turning Europe Orange Following the growth of our network, we continue to grow our presence across Europe to continue to strengthen our position as Europe’s only truly pan- European air transport network. As at 30 September 2011, easyJet employed 8,288 people (2010: 7,359), based throughout Europe as illustrated below; United Kingdom Switzerland France Spain Italy Germany Netherlands Total 5,116 666 774 614 797 320 1 8,288 Equality and diversity easyJet is an equal opportunities employer. We ensure that our people and applicants do not receive less favourable treatment on the basis of their age, colour, creed, disability, full or part-time status, gender, marital status, nationality or ethnic origin, race, religion or sexual orientation. Applications from disabled people are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event that one of our people becomes disabled every effort is made to ensure that their employment at easyJet continues and training is arranged where appropriate. We are pleased to report that our gender ratio across the organisation is 51:49 (male : female) and in the last year we have increased our female representation on both the PLC Board and the EMT. Reward easyJet offers a competitive rewards package and reviews salaries annually in line with market rates to ensure continued alignment to the market. The rewards package includes an annual performance- driven bonus, based on personal and Company performance, which encourages all our people to contribute towards achieving our strategic objectives. Our UK people are also eligible to participate in a Group personal pension towards which easyJet contributes to, as well as having the option to make their own contributions through salary sacriﬁce. P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s i b i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 36 easyJet plc Annual report and accounts 2011 Corporate responsibility Continued Share schemes We once again offered all our people the opportunity to join its popular all-employee share plan, easyJet Shares 4 Me. The plan has won ﬁve major awards to date, and involves three elements: Save As You Earn (SAYE); Buy As You Earn (BAYE) and Free Shares. Each scheme is Her Majesty’s Revenue & Customs (HMRC) approved and is open to all our people on the UK payroll. For our people who are on non-UK payrolls, international schemes have been established, with similar terms and conditions to the UK scheme, albeit without the UK tax beneﬁts. Participation in the scheme remains very strong, with over 80% of our eligible people taking part in one or more of the plans. Your beneﬁts Our UK people continued to be entitled to select from a number of ﬂexible beneﬁts. This enables our people to access programmes and savings which would not be available to them on an individual basis. A “lifestyle beneﬁts” scheme also remained in the year offering discounts on a wide range of products and services. Our people make further savings in tax and National Insurance for many of these beneﬁts, through salary sacriﬁce. easyJet’s National Insurance savings contribute to the ﬁnancing of the scheme, which is fully outsourced. easyJet Spirit Awards In 2010 we launched a new employee awards scheme; Spirit. This scheme rewards our people for their commitment and hard work, and recognises where our people go above and beyond to enable our business to succeed. During the course of the year, we have monthly, quarterly and annual recognising achievement across the different communities within our business. This year we also launched the easyJet Spirit Awards Portal, a section of our intranet where employees can recognise each other, and nominate their colleagues for Spirit Awards. This has been really well received with more than 5,000 nominations for Spirit Awards during the ﬁrst four months, representing an over 500% increase on the number of our people formally recognised during the previous year. We will be holding our second annual awards event in February 2012. Charitable donations easyJet has continued to support the Alzheimer’s Society as its European charity partner. Through onboard collections we have managed to raise over £800,000 for this charity. Our charitable support also focuses on our employees and their efforts to raise funds for local charities across our pan-European bases. This has involved raising funds for a number of different charities and has seen our staff undertake numerous activities including, the London and Paris marathons, and the Three Peaks challenge to name a few. Political donations easyJet does not make donations to any political party. This in not in line with our values and would be deemed as inappropriate. Gifts and gratuities easyJet employees are sometimes sent gifts from various companies throughout the year. In order to provide clear guidance to employees and avoid potential conﬂicts of interest, we have a strict policy that prevents any employee accepting gifts over a nominal value of £35. When required, easyJet holds a staff rafﬂe of all the gifts that are received. Every employee across Europe is entered into the draw and allocated a unique reference number. Numbers are then drawn at random and winners have the gifts sent directly to their home. easyJet and the environment Efﬁciency is in our DNA and this applies to our environmental impact as well. We believe the most important environmental issue facing the industry is climate change and addressing our environmental impact is part of our responsibility as an airline. As an airline easyJet is constrained in what it can do in the area of CSR as we are heavily constrained by the technology available to us, the development of which is a highly regulated and lengthy process. Fuel is our largest single cost item, so we are heavily incentivised to minimise its use and therefore CO2 emissions As we grow we are replacing less efﬁcient operators and therefore reducing emissions on routes where we are replacing capacity. Example only. Not a current offer. Environment The aim of our business is to be as efﬁcient as we can be – this applies to our environmental impact as well. Our environmental policy is governed by three promises: – To be efﬁcient in the air – To be efﬁcient on the ground – To lead the move to more efﬁcient ﬂying We have also focused on ensuring the industry plays its role in tackling climate change. Our next ﬁnancial year is an important one for aviation and the environment as it will encompass the ﬁrst year aviation will play a full role in the European Union's Emission Trading System (ETS), ensuring that aviation emissions are part of Europes efforts to tackle climate change. To signiﬁcantly reduce our environmental impact further will require technological change across the industry, so our environment policy focuses on these long-term gains. CO2/passenger Km g +0.2ppt 2011 2010 2009 2008 2007 2006 2005 2004 2003 2002 2001 84.60 84.40 87.30 90.31 95.56 95.70 98.80 104.50 110.00 106.90 112.50 Progress over time and environmental data – Over the last ten years easyJet has successfully improved our CO2 efﬁciency every single year. However, this year our CO2 efﬁciency declined slightly. This is due to a number of factors including shorter sector lengths, increased fuel burn in the ﬁrst half of the year due to winter weather and disruption. Emissions per passenger km (the standard industry measure of efﬁciency) increased in 2011 to 84.6g/km from 84.4g/km in 2010. Emissions per passenger journey also increased, rising from 82.3 kg per sector to 84.6 kg. We redoubled our efforts to improve fuel efﬁciency in the second half of the year and this will continue to be a signiﬁcant focus in 2012 Aviation and the environment Aviation has three main environmental impacts: On climate change Aviation contributes to climate change through both the direct emission of CO2 from fuel burn, and due to other non-CO2 effects from the emission of Nitrogen Oxides (NOx), particles and aerosols and cloud formation. The science surrounding the impact of aviation’s CO2 emissions is very well developed, while the science surrounding non-CO2 effects remains uncertain. It is clear however that the long-lasting impact is from CO2 emissions. On local air quality Local air quality impacts arise from NOx emissions during aircraft take-offs and landings. We have upgraded 40% of our engines with the tech insertion upgrade. This reduces emissions but also reduces NOx emissions by 10%. These engines are the best in class and help minimise our impact on local air quality. On noise levels Aircraft noise clearly has an impact on residents around airports. easyJet complies with local rules that govern noise at airports (such as curfews and routeings to avoid built up areas). Our aircraft meet the tightest international noise standards [ICAO chapter 4]. Our focus on improving the efﬁciency of our ﬂying has also reduced our noise impact; by changing the ﬂap settings used for landings we have both improved fuel efﬁciency and reduced noise levels at landing. easyJet plc Annual report and accounts 2011 37 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s i b i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 38 easyJet plc Annual report and accounts 2011 Corporate responsibility Continued We believe the most signiﬁcant environmental impact is on climate change. This is the dominant global environmental issue, and it also is of long-term strategic importance to the airline industry. We have therefore focused our reporting and public policy work on this issue. Why the environment matters Addressing our environmental impact is clearly part of our responsibility as an airline. However, it is also a business imperative. Environmental concerns have a signiﬁcant impact on public policy towards aviation, from restrictions on airport expansion to passenger taxes. It is therefore in our own interest to ensure that both we and the wider industry properly address environmental concerns. This is why we have focused on considering public policy solutions to the challenges the industry faces. Long-term sustainability of the industry Aviation emissions have increased steadily over time, despite signiﬁcant improvement in environmental efﬁciency – the growth in air trafﬁc has outweighed the efﬁciency gains. Over the last ten years global aviation trafﬁc has grown by over 5% a year, while efﬁciency gains have been about 2%. This has led to concerns that aviation emissions will continue to grow into the future, and that this will be inconsistent with the overall reductions in greenhouse gas emissions that are needed to limit the impact of climate change. This is clearly unsustainable and needs to change going forward. We believe that the main environmental key challenge facing the industry is to ensure that emissions are put on a downwards path. There is a real risk that if the industry does not achieve this on its own, it will have growth constraints placed on it. We have already seen suggestions of this in the UK, where the Committee on Climate in its December 2009 report on aviation emissions suggested the growth of the industry would need to be limited to 60% over the next 40 years to control UK emissions. To ensure the industry does not face any artiﬁcial constraints we need to signiﬁcantly improve the efﬁciency of ﬂying, through step-changes in technology, and the right incentives to ensure that airlines and passengers ﬂy as efﬁciently as possible. Delivering our environmental promises Our promises revolve around actions we can take in the short term to directly improve the environmental efﬁciency of our business, and at the same time working to deliver a sustainable long-term outcome for the industry. The latter involves changing the framework within which the industry operates to ensure it delivers sustainable outcomes. Governance Many people within easyJet help deliver our environmental aims. Oversight of our environment policy is carried out by a manager in our regulatory team, and the EMT receives regular updates on environmental policy as part of our reporting on regulatory issues. easyJet’s actions How we ﬂy our aircraft has an effect on the environment and ﬁnding new innovative ways of doing so continues to drive us. We are continually working to improve the environmental impact of our current operations, by increasing fuel efﬁciency. We have a fuel efﬁciency programme which is continually monitored, with new measures being regularly implemented. While some of these measures save relatively small amounts of CO2 per ﬂight, as we have an average of over 1,000 ﬂights a day the total savings can be very large. Examples of fuel efﬁciency programmes are: – Ground power usage We have instituted a policy of using ground based power where possible (rather than the Auxiliary Power Unit on the aircraft); this is considerably more efﬁcient. This saves 13 kg of CO2 per turnaround, and in total we have saved 44,000 tonnes of CO2 over the year based on current usage levels. – Landing lights We have lowered the height at which the landing lights are lowered on landing (reducing drag). This saves 150 grams of CO2 per ﬂight, and 550 tonnes of CO2 per year. – One engine taxi on departure – Aviation in ETS Aviation entered the EU Emissions Trading Scheme (EU ETS) in 2010, and airlines will have to surrender permits in 2013 to cover their 2012 emissions. We were a strong supporter of aviation’s entry and we continue to believe that this is the best way to ensure aviation makes its fair contribution to tackling climate change. – Ensuring any taxes support environmental objectives We do not support the imposition of aviation speciﬁc taxes. However, where they are in place (such as the UK) we believe they must be designed to provide incentives for more environmentally efﬁcient ﬂying. This means the tax base must be ﬂights, not passengers. – Minimum standards for aircraft International minimum standards are needed to drive the development of new technology aircraft. Example only. Not a current offer. We now use a single engine to taxi the aircraft before departure at airports where it is possible to do this. This saves 7.9 kg of CO2 per departure, and across the network we have saved 1,380 tonnes of CO2 in the year based on current usage. New technologies and design In 2011 we were the ﬁrst commercial airline to trial a revolutionary nano-technology coating on our aircraft aimed at reducing drag and increasing fuel efﬁciency. We are also regularly looking at ways to reduce weight onboard and are currently looking at lighter seats in the cabin. Entry into ETS Aviation entered ETS in 2010. In 2010 we were required to report our CO2 emissions and the Revenue Tonne Kilometres ﬂown by easyJet. In 2012 we will be required to surrender permits to cover CO2 emissions. ETS compliance is overseen by our ﬁnance team. We have put in place the appropriate mechanisms to monitor and report the required data and to manage our exposure to the carbon market. Changing the industry framework Achieving step change in the environmental efﬁciency of aviation will require signiﬁcant progress in the development of next-generation aircraft. Without signiﬁcant improvements in fuel efﬁciency it will not be possible to increase the rate of environmental efﬁciency improvement. While we have seen some progress in the short-haul market, with the development of the Airbus A320 NEO and Boeing B737 MAX, we remain concerned that the current effective duopoly in the production of large commercial aircraft is restricting the development of next-generation aircraft. There has been limited progress on the development of a next-generation short-haul aircraft and it is clear that it will be many years before there is a new short-haul aircraft. We are continuing to push the manufacturers to develop a next-generation short-haul aircraft. It is also vital that the policy framework set out by governments supports the objective of increasing the environmental efﬁciency of aviation. We believe there are three parts to this, only one of which is in place. easyJet plc Annual report and accounts 2011 39 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s i b i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 40 GOVERNANCE Chairman’s introduction Board of directors Executive management team Corporate governance Shareholder information Report on Directors’ remuneration Statement of Directors’ responsibilities 41 42 44 46 51 52 62 3 3 3 3 3 3 3 5 Chairman’s introduction easyJet plc Annual report and accounts 2011 41 O v e r v e w i easyJet welcomes the introduction of the UK Corporate Governance Code 2010 (“the Code”), which has applied to the Company from 1 October 2010. The Code gives me the opportunity to set out how, as Chairman, I have been fulﬁlling my responsibility for leadership and effectiveness of the Board. In October 2010, easyJet signed an amended brand licence with easyGroup IP Holdings Limited and a letter of agreement with the Company’s founder, Sir Stelios Haji-Ioannou. This has given us greater certainty and freedom to pursue the Company’s strategy which was explained to our stakeholders in November by our Chief Executive Ofﬁcer, Carolyn McCall. At the same time the Relationship Agreement was terminated which meant that easyGroup Holdings and Sir Stelios no longer had the right to appoint two directors and Sir Stelios no longer had the right to be chairman of easyJet. The strategy presented in November has been further rigorously reviewed and challenged by the Board, in June 2011 we had a two day session devoted to debating and reﬁning the strategy. The Board also undertook a two day visit to easyJet’s largest base at Gatwick which included a detailed tour of the operations to assist the Non Executives’ understanding of the day-to-day operational issues facing the Company. This was in addition to the introduction of an enhanced induction programme for our new non executive directors during the course of the year. There have been a number of changes to the Board during the year with the addition of three new Non Executive Directors and the resignation of Sir David Michels and Sven Boinet. Further details of the appointments are described in the section on the Nominations Committee. The additions to the Board have strengthened the Board in the areas of ﬁnance and risk management and have added to the balance of experience and skills on the Board. The diversity of opinions, perspectives and insights given by the Non Executives with their variety of backgrounds and experience has inevitably beneﬁtted the Executive Management Team through the feedback gained from having members of the management team attending Board meetings. I am satisﬁed that the members of the Board, in particular the Non Executive Directors, have sufﬁcient time to undertake their roles at Board and Committee level with the Company, so as to be able to discharge their responsibilities effectively The Company has carried out an in-depth review of the quality and quantity of information provided to the Board and, following input from all of the Directors, is now providing information in an updated format. This ensures a regular supply of tailored information allowing the Directors to assess the performance of the Company in the most efﬁcient and effective manner. The Board has appointed Lintstock to assist with an external evaluation of the Board’s effectiveness to be carried out over the next few months and we expect that such an external review will be carried out every three years. Between these external reviews, we will use an external evaluation tool to carry out annual Board performance review. At our AGM in February 2011, we put all of our Directors up for re-election in compliance with the Code and anticipate continuing to put all Directors up for re-election annually. During the year the UK Bribery Act came into effect and the Board has overseen a review of its requirements to ensure that the Company is well placed to adhere to it in full. Sir Michael Rake Non Executive Chairman i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 42 easyJet plc Annual report and accounts 2011 Board of Directors Sir Michael Rake Non Executive Chairman (1948) Charles Gurassa Non Executive Deputy Chairman and Senior Independent Director (1956) Carolyn McCall OBE Chief Executive (1961) Chris Kennedy Chief Financial Ofﬁcer (1964) Michael (1948) was appointed to the Board of easyJet as Deputy Chairman on 1 June 2009 and became Chairman on 1 January 2010. He is Chairman of BT Group plc, as well as a Non Executive Director of Barclays PLC, McGraw Hill Inc and the Financial Reporting Council. He is also Chairman of the private equity oversight group; the Guidelines Monitoring Committee. From May 2002 to September 2007, Michael was Chairman of KPMG International. Prior to his appointment as Chairman of KPMG International he was Chairman of KPMG Europe and Senior Partner of KPMG in the UK. Michael is a Governor of Wellington College, a Board member of Guards Polo Club and is a member of the Prime Minister’s Business Advisory Group. Charles (1956) was appointed to the Board of easyJet as Independent Non Executive Director on 27 June 2011 and became Deputy Chairman and Senior Independent Director on 1 September 2011. He is currently Non Executive Chairman of Tragus, MACH, Parthenon Entertainment and Genesis Housing Association. His career has been primarily in the travel, tourism and leisure industries in a number of senior positions including Chief Executive of Thomson Travel Group Plc, Executive Chairman TUI Northern Europe and Director Passenger and Cargo at British Airways. Previously he was Non Executive Chairman of LOVEFiLM, Phones4U, Virgin Mobile plc, Alamo/National Rent a Car, 7Days and has been a Senior Independent Director of Merlin Entertainments, a Non Executive Director at Whitbread plc and an advisory Board member of Alpitour. Carolyn (1961) joined easyJet on 1 July 2010 as Chief Executive and was appointed to the Board. Prior to this, she was Chief Executive of Guardian Media Group. She was a Non Executive Director of Lloyds TSB from 2008 to 2009, Non Executive Director of Tesco Plc from 2005 to 2008 and Non Executive Director of New Look from 1999 to 2005. She was Chair of Opportunity Now and a former President of Women in Advertising and Communications London (WACL). She was awarded the OBE for services to women in business in 2008. In April 2008, she was named Veuve Clicquot Business Woman of the Year. Carolyn graduated from Kent University with a BA in History and Politics and from London University with a Masters in Politics. Chris (1964) joined easyJet on 1 July 2010 as Chief Financial Ofﬁcer and was appointed to the Board. Chris joined easyJet from EMI Music where he has had a successful career covering a range of international roles including Chief Financial Ofﬁcer. Chris has considerable experience of working within a high proﬁle international, fast changing consumer facing business, strong ﬁnancial skills and a demonstrable track record of delivering operational improvement. Adèle Anderson Independent Non Executive Director (1965) Adèle (1965) was appointed to the Board of easyJet on 1 September 2011. She previously worked for KPMG and became a partner in 1997. She was the youngest member of the KPMG UK Board when appointed in 2000 and was appointed CFO in 2001. She became Chief Executive Ofﬁcer of KPMG’s captive insurer in 2003 and in 2009 moved to KPMG Europe where she was Head of Financial Analysis, Risk and Control and then Europe Chief Financial Ofﬁcer before leaving in July 2011. Adèle graduated from Kent University with BSc Hons in Mathematics & Computer Science. David Bennett Independent Non Executive Director (1962) John Browett Independent Non Executive Director (1963) Professor Rigas Doganis Independent Non Executive Director (1939) Keith Hamill Independent Non Executive Director (1952) David (1962) was appointed to the Board of easyJet on 1 October 2005 and is Chairman of the Audit Committee. He is currently Chairman of Pacnet, a Pan-Asian provider of telecommunications / internet systems connectivity, and a Non Executive Director of CMC Markets plc, Jerrold Holdings Ltd and Clarity Commerce, a software solutions provider. He has had a long career in the ﬁnancial services sector and was both Group Finance Director and Group Chief Executive of Alliance & Leicester plc until its sale to Santander in 2008. David has also held a number of positions in Abbey, Cheltenham & Gloucester, Lloyds TSB and the National Bank of New Zealand. John (1963) was appointed to the Board of easyJet on 27 September 2007. He is currently Chief Executive Ofﬁcer of Dixons Retail plc, a position he has held since December 2007. Prior to joining Dixons Retail, John was the Operations Development Director of Tesco plc. He joined Tesco as Group Strategy Director in 1998 and held a number of Executive Director positions in the company including running Tesco.com from 2000 to 2004 where he was responsible for formulating and delivering its strategy from launch to proﬁtability. Between 1993 and 1998, John was at the Boston Consulting Group. John is a graduate of Cambridge University and Wharton Business School. Rigas (1939) was appointed to the Board of easyJet on 1 December 2005. Rigas is an aviation consultant and strategy adviser to airlines, airports, banks and governments around the world. He is Chairman of the European Aviation Club in Brussels and a Non Executive Director of GMR Hyderabad International Airport, India. He is a former Chairman / CEO of Olympic Airways and was formerly a Non Executive Director of South African Airways. Rigas is also a visiting Professor at Cranﬁeld University and the author of books on aviation economics and management. Keith (1952) was appointed to the Board of easyJet on 1 March 2009 and is Chairman of the Remuneration Committee. He has considerable experience as a Director of listed companies and is currently the Chairman of Tullett Prebon. He is also is Deputy Chairman of Travelodge, which he previously chaired for eight years, and a Director of Samsonite. He was previously Chairman of Go, prior to its acquisition by easyJet in 2002, Alterian, Collins Steward, Heath Lambert, Luminar, and Moss Bros and Director of Electrocomponents, Cadmus Communications Corp. He was Finance Director of WH Smith, Forte and United Distillers and a partner in PricewaterhouseCoopers. Keith is a Fellow of the Institute of Chartered Accountants and also chairs the Board of the University of Nottingham. Andy Martin Independent Non Executive Director (1960) Andy (1960) was appointed to the Board of easyJet on 1 September 2011. He is currently Group Finance Director of Compass Group PLC. Prior to joining the Compass Group in 2002, Andy was a partner with Arthur Andersen and held senior ﬁnancial positions with Forte PLC and Granada Group PLC. Following the disposal of the Hotels Division in 2001, Andy joined First Choice Holidays PLC (now TUI Travel PLC) as Group Finance Director. Andy graduated from Manchester University with a BA in Economics and is a member of the Institute of Chartered Accountants of England & Wales. easyJet plc Annual report and accounts 2011 43 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 44 easyJet plc Annual report and accounts 2011 Executive Management Team Alita Benson People Director (1967) Warwick Brady Director of Group Operations (1964) Mike Campbell Europe Director (1957) Alita (1967) joined easyJet in February 2011 as Head of HR Central Services and in June 2011 was appointed as People Director. Before joining easyJet, Alita was Head of HR Business Partners at T-Mobile for nine years and led the T-Mobile UK HR input for the merger with Orange. Alita is a fellow of CIPD and graduated from Southampton University with a BA (Hons) in English Literature and obtained a Post Graduate Diploma in Personnel Development at Manchester Polytechnic. Warwick (1964) joined easyJet in May 2009 as Procurement Director and in October 2010 was appointed Director of Group Operations. He has signiﬁcant experience of leading low cost airlines in areas ranging from high growth and restructuring, through to turnarounds. Before joining easyJet, Warwick was Deputy Operations Director at Ryanair from 2002 to 2005, where he held various executive roles including Deputy CEO of Buzz, following its acquisition from KLM. He also spent two years as Chief Operations Ofﬁcer of Air Deccan. His role focused on delivering high growth at the lowest cost and during this time he was instrumental in listing the company on the Bombay stock exchange. Most recently, Warwick was CEO at Mandala Airlines where he turned a legacy brand into a modern, low cost carrier. Mike (1957) joined easyJet in October 2005 as People Director and in April 2011 was appointed Europe Director. Before joining easyJet, Mike worked at Wedgwood in a broad role as Director of People and Brands and Managing Director for Canada, Australia and Pan-Asia. Prior to that, Mike worked for 14 years at Fujitsu in a variety of development and personnel roles across Europe, Asia, Africa and the Middle East, ending up as Chief Personnel Ofﬁcer. His early career was in education and research. Mike has a BSc in Mathematics and Masters in Fluid Dynamics. Trevor Didcock Chief Information Ofﬁcer (1963) Trevor (1963) joined easyJet in September 2010 as Chief Information Ofﬁcer. Before joining easyJet, Trevor was CIO at Homeserve plc, The AA and RAC Motoring Services and spent nine years in IT management roles at Mars, Inc. His earlier career was in IT, Finance and Engineering roles at J P Morgan and Esso. Trevor has an MBA from Cranﬁeld and a BSc in Mechanical Engineering from Nottingham University. Peter Duffy Marketing Director (1966) Peter (1966) joined easyJet in February 2011 as Marketing Director. Before joining easyJet, he was Marketing Director for Audi in the UK where he oversaw a period of rapid and proﬁtable growth. Prior to that, Peter was Marketing Services Director at Barclays. Peter has a degree in Economics and an MBA. Chris Kennedy Chief Financial Ofﬁcer (1964) See Directors’ proﬁles. easyJet plc Annual report and accounts 2011 45 O v e r v e w i i B u s n e s s r e v e w i Cath Lynn Customer and Revenue Director (1964) Cath (1964) joined easyJet in 2002 following the merger with Go, in which she played an active role. Cath has successfully carried out a number of senior leadership roles at easyJet including Head of Ground Operations, Head of Airport Development and Procurement and Head of Network Development. In April 2011, she was appointed as Customer and Revenue Director. Before joining easyJet, Cath spent 12 years in retail for J Sainsbury before being head hunted in 1998 by Barbara Cassani for the start up of Go where she was part of the management buy out team and headed up cabin services, ground operations and customer service. P e r f o r m a n c e a n d r i s k Carolyn McCall Chief Executive Ofﬁcer (1961) See Directors’ proﬁles. C o r p o r a t e r e s p o n s b i i l i t y Paul Moore Communications Director (1962) Giles Pemberton General Counsel and Group Company≈Secretary (1968) Paul (1962) joined easyJet in November 2010 as Communications Director. Before joining easyJet, Paul was Group Public Affairs and Communications Director for FirstGroup, the world’s largest private sector transport operator. Prior to that Paul worked for Virgin Atlantic Airways for ten years as its Director of Corporate Affairs during a period when the airline signiﬁcantly grew its worldwide network while delivering award winning customer service. Highlights included managing the communications of several crises, winning PR Week Award for Crisis Communications in 2002, coordinating the airline’s lobbying activities and organising several successful world records. Paul started his career as a civil servant and ﬁrst joined the transport sector with the Department of Transport. Giles (1968) joined easyJet in April 2006 as General Counsel and Company Secretary. He has been on the Executive Management Team since July 2010. Before joining easyJet, Giles was Assistant General Counsel and Director of Compliance at Cable & Wireless plc where he spent ten years as a legal adviser within the UK and Australian operating divisions and then in its head ofﬁce. He is a qualiﬁed solicitor (England & Wales) who spent the ﬁrst four years of his career with the City law ﬁrm Freshﬁelds. Giles holds an LLB (Hons) degree from Nottingham University and obtained his professional qualiﬁcation from The Guildford College of Law. G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 46 easyJet plc Annual report and accounts 2011 Corporate governance Principles statement easyJet is committed to meeting the required standards of corporate governance. Statement of compliance During the year, the Board considers that it and the Company have complied without exception with the provisions of the Code. The Code is issued by the Financial Reporting Council and is available for review on the Financial Reporting Council’s website http://www.frc.org.uk/corporate/ukcgcode.cfm. Leadership As at 30 September 2011, the Board comprised eight Non Executive Directors (including the Chairman) and two Executive Directors. The roles of Chairman and Chief Executive are separated, clearly defined, and approved by the Board. Sir David Michels was, until 26 August 2011 the Senior Independent Non Executive Director and held the post of Deputy Chairman. Both posts are now filled by Charles Gurassa. The Board meets regularly, with 11 scheduled meetings having been held during the year ended 30 September 2011 with a further four ad hoc meetings. All members of the Board are supplied in advance with appropriate information covering matters which are to be considered. The Non Executive Directors have met without any Executive Directors present during the year from time to time, usually prior to or immediately after Board meetings. The matters reserved for the Board had originally been drafted at the time of flotation and was reviewed during the year. As a result, an updated terms of reference was approved during the year to bring it into line with current best practice as set out by the Institute of Company Secretaries and Administrators. It is available on easyJet’s website. Day-to-day management responsibility rests with the Executive Management Team (“EMT”), which comprises ten Executives (including the Executive Directors of the main operating company, easyJet Airline Company Limited). The first reports of the EMT then form the Executive Leadership Team. Meetings attended during the financial year ended 30 September 2011 plc Board Executive Directors Chris Kennedy Carolyn McCall OBE Non Executive Directors Sir Michael Rake Charles Gurassa (joined 27 June 2011) Sir David Michels (left 26 August 2011) David Bennett Keith Hamill John Browett Rigas Doganis Sven Boinet (left 30 September 2011) Adèle Anderson (joined 1 September 2011) Andy Martin (joined 1 September 2011) Scheduled meetings eligible to attend Scheduled meetings attended Additional meetings eligible to attend Additional meetings attended 11 11 11 3 10 11 11 11 11 11 1 1 11 11 11 3 8 7 10 9 10 7 1 0 4 4 4 3 3 4 4 4 4 4 1 1 4 4 4 2 2 4 4 2 4 1 1 0 Board Committees Executive Directors Chris Kennedy Carolyn McCall Non Executive Directors Sir Michael Rake Charles Gurassa (joined 27 June 2011) Sir David Michels (left 26 August 2011) David Bennett Keith Hamill John Browett Rigas Doganis Sven Boinet (left 30 September 2011) Adèle Anderson (joined 1 September 2011) Andy Martin (joined 1 September 2011) *By invitation. Effectiveness The Company regards David Bennett, Professor Rigas Doganis, John Browett, Keith Hamill, Charles Gurassa, Adèle Anderson and Andy Martin as Independent Non Executive Directors and also considered Sven Boinet and Sir David Michels as independent during their tenure. All new Directors are given a tailored induction upon appointment which provides them with information about the Company, the matters reserved for the Board, minutes of Board and Committee meetings and share dealing code. In addition, meetings are arranged with key executives and managers within the business. The Board are also kept up to date with developments in law, regulation and best practice. Directors and officers’ insurance cover has been established for all Directors to provide cover against their reasonable actions on behalf of the Company. During the year, a performance review of the Board was undertaken using an external evaluation tool provided by a corporate advisory company. This process involved a detailed questionnaire completed by each of the Directors and one-on-one discussions with individual Directors. The performance of the Board (including the Chairman), the Board’s Committees and also that of the individual Board Directors was reviewed as part of the same process. The Senior Independent Director led the Non Executive Directors in a review of the Chairman’s performance which also involved feedback from the Executive Directors. The Company has now engaged an independent external facilitator to carry out the next review of the Board’s effectiveness in accordance with the Code provision B 6.2. The facilitator has no connection with the Company beyond evaluating the Board. Audit Committee Remuneration Committee Nominations Committee Litigation Committee 3* 3* n/a n/a n/a 3 2 2 n/a n/a n/a n/a 2* 3* 1* n/a n/a 2 6 n/a 4 3 n/a n/a n/a n/a n/a n/a 1 0 n/a n/a 1 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a Board engagement with investors The Board continues to consider that it is appropriate for the Chairman to be the primary conduit with investors given his experience in liaising with shareholders. The Chairman has made himself available for investor meetings and questions, in person, during the year and has updated the whole Board on the results of these meetings and the opinions of investors. The Senior Independent Non Executive Director has also acted as an alternative point of contact and both incumbents in the role during the year have attended meetings in order to help develop a balanced understanding of the issues and concerns of major shareholders. Regular feedback is provided to the Board on the opinions of shareholders and an investor perception audit is carried out by an independent third party on an annual basis. Board Committees Remuneration Committee At 30 September 2011, the Remuneration Committee comprised three Independent Non Executive Directors, namely Keith Hamill (Chairman), David Bennett and Professor Rigas Doganis. This Committee, which meets at least twice per year, has responsibility for making recommendations to the Board on the compensation of senior executives and determining, within agreed terms of reference, the specific remuneration packages for each of the Executive Directors and the Chairman. In addition to meetings to allot shares under the Company’s share option schemes, the Remuneration Committee has met two times during the year. easyJet plc Annual report and accounts 2011 47 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 48 easyJet plc Annual report and accounts 2011 Corporate governance Continued The Board has reviewed the composition of the Remuneration Committee during the year and is satisfied that the Directors who are currently members of this Committee are those who are best able to contribute to the Committee’s objectives. Shareholders are generally required to approve all new Long Term Incentive Plans and significant changes to existing plans. Further details of these plans can be found in the Report on Directors’ remuneration and the full text of the terms of reference for the Remuneration Committee is available in the governance section of easyJet’s corporate website, http://corporate.easyJet.com. Audit Committee The Audit Committee comprises four Non Executive Directors, all of whom are independent. At 30 September 2011, the Audit Committee members were David Bennett (Chairman), John Browett, Keith Hamill and Adèle Anderson. This Committee meets at least three times per year. The primary function of the Audit Committee is to assist the Board in fulfilling its oversight responsibilities by reviewing the financial reports and other financial information in advance of publication, reviewing on a continuing basis the systems of internal controls regarding finance and accounting that management and the Board have established and reviewing generally the auditing, accounting and financial reporting processes. The ultimate responsibility for reviewing and approving the annual and other accounts remains with the Board. The Audit Committee has met three times during the course of the year. The terms of reference of the Audit Committee are documented and agreed by the main Board. The full text of the terms of reference is available in the governance section of easyJet’s corporate website, http://corporate.easyJet.com. The key terms set out that the Audit Committee will: –(cid:3) Serve as an independent and objective party to monitor the quality and timeliness of the financial reporting process and monitor the internal financial control system –(cid:3) Review and appraise the audit efforts of the external auditors –(cid:3) Provide an open avenue of communication among the external auditors, financial and senior management and the Board –(cid:3) Confirm and assure the independence and objectivity of the external auditors (in particular, in the context of the provision of additional services to the Company) –(cid:3) Review and ensure the effectiveness of the risk management processes of the Company –(cid:3) Review and monitor the effectiveness of the internal audit function and management’s responsiveness to any findings and recommendations; and –(cid:3) Assess potential conflicts of interest of Directors on behalf of the Board The Audit Committee has the responsibility for appointing the external auditors. PricewaterhouseCoopers LLP were reappointed auditors of the Group at the Annual General Meeting held in February 2011. In order to preserve auditor objectivity and independence, PricewaterhouseCoopers LLP will not be asked to provide consulting services unless this is in the best interests of the Company. The Audit Committee’s terms of reference set out that they are responsible for the formal policy on the award of non-audit work to the auditors. The Audit Committee has, during the year, updated the policy, which can be found in the governance section of easyJet’s corporate website, http://corporate.easyJet.com. The auditors are asked on an annual basis to articulate the steps that they have taken to ensure objectivity and independence. easyJet monitors the auditors’ performance, behaviour and effectiveness during the exercise of their duties, which informs, on an annual basis, the Audit Committee’s decision to recommend reappointment. This included this year obtaining a report on the auditors own quality control procedures and a consideration of their annual quality and transparency report. In the financial year, easyJet spent £nil million with PricewaterhouseCoopers LLP (2010: £0.1 million) in respect of non-audit services. There are no contractual obligations which restrict the choice of external auditors. Both internal and external auditors are given the opportunity to meet privately with the Audit Committee without any member of management present. It is standard practice for the external auditors to meet with the Audit Committee without the Executive Directors being present at each Audit Committee meeting. The Board is satisfied that the Directors who are currently members of this Committee are those who are best able to contribute to the Committee’s objectives. David Bennett has served as the Chairman of the Committee during the year. David has previously been an Executive Director of Abbey National plc prior to which he was Chief Executive Officer and Finance Director of Alliance and Leicester plc, experience which the Board considers to be recent and relevant for the purposes of undertaking the role as Chairman of the Committee. During the year the Audit Committee’s business has included the following items: –(cid:3) Half Year Results –(cid:3) Annual Results –(cid:3) Internal Audit Plan and Reports, including: –(cid:3) key internal audit reports –(cid:3) control themes –(cid:3) follow ups –(cid:3) programme assurance –(cid:3) fraud prevention –(cid:3) quality assurance –(cid:3) internal controls –(cid:3) Bribery Act compliance –(cid:3) Business continuity and disaster recovery –(cid:3) Matters reserved for the Board –(cid:3) Delegated authorities –(cid:3) Audit Committee terms of reference –(cid:3) Non-audit services policy –(cid:3) Whistleblower reports –(cid:3) Internal audit effectiveness and independence. The Board as a whole, including the Audit Committee, debated risks and risk management on which basis we believe that the Board has fulfilled its obligations under the Code. Going forward the Audit Committee will continue to be responsible for reviewing the adequacy and effectiveness of the Company’s risk management process. Nominations Committee The Nominations Committee comprises at least three members. During the year, the Nominations Committee members were Sir David Michels until his resignation from the Board (Chairman), David Bennett and Professor Rigas Doganis. Charles Gurassa and Sir Michael Rake were appointed to the Committee after the departure of Sir David Michels with Charles Gurassa taking the Chair. This Committee is responsible for nominating candidates to fill Board positions and for making recommendations on Board composition and balance. In appointing Non Executive Directors, the Board’s practice is to use external recruitment consultants. The Nominations Committee has met twice during the year to deal with the appointments of Andrew Martin and Adèle Anderson. The searches for the Non Executive Directors involved the use of independent recruitment consultants. The terms of reference of the Nominations Committee are documented and agreed by the main Board. The full text of the terms of reference is available in the governance section of easyJet’s corporate website, http://corporate.easyJet.com. Before selecting new appointees, the Nominations Committee considers the balance of skills, knowledge and experience on the Board to ensure that a suitable balance is maintained. All job specifications prepared include details of the time commitments expected in the role. On joining the Board, new Board members receive a full and tailored induction. Shareholders are offered the opportunity to meet new Directors. Contracts and letters of appointment with Directors are made available at the Annual General Meeting or on request. Litigation Committee As a result of the proceedings brought by easyGroup IP Licensing Limited (a company under the ultimate control of Sir Stelios Haji-Ioannou) in 2008 in relation to the clarification of the brand licence, the Board formed a separate Litigation Committee to deal with the proceedings and all matters related to them. There have been no meetings of the Litigation Committee during the year although it remains validly constituted. Relations with investors and the Annual General Meeting (“AGM”) The AGM gives all shareholders the opportunity to communicate directly with the Board. There is also regular communication with institutional investors on key business issues. easyJet has an investor relations department which runs an active investor relations programme to facilitate engagement with investors including one on one meetings, visits to easyJet’s operations and presentations. The investor relations website can be accessed at http://corporate.easyjet.com. Internal control The overall responsibility for easyJet’s systems of internal control and for reviewing its effectiveness rests with the Directors of the Company. The responsibility for establishing and operating detailed control procedures lies with the Chief Executive. However, the internal control systems are designed to manage rather than eliminate the risk of failure to achieve business objectives and by their nature can only provide reasonable but not absolute assurance against material misstatement or loss. The Board has conducted an annual review of the effectiveness of the system of internal control during the year under the auspices of the Audit Committee. This included systems and controls in relation to financial reporting processes and in preparing the accounts. No material failings or weaknesses were identified during the course of this review. easyJet plc Annual report and accounts 2011 49 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 50 easyJet plc Annual report and accounts 2011 Corporate governance Continued The internal control regime is enhanced by the operation of a whistleblower reporting function. The system is operated by a specialist external third-party service provider and allows employees to report concerns in confidence on a no names basis. The Audit Committee has approved the processes and reporting structure for the function and receives regular reports on the operation of the function. Risk management The Board is responsible for determining the nature and extent of the significant risks it is willing to take in achieving its strategic objectives. During 2011, the risk management process was refreshed; increasing the level of rigour of risk identification, evaluation and mitigation. This is combined with enhanced risk reporting to the Executive Management Team and the Board. The process is underpinned by rigorous annual risk identification workshops completed by both the functional managers and the Executive Management Team. The process focuses on both strategic and operational level risks. This process is coordinated by the Risk Manager who reports to the Head of Risk and Assurance. The Head of Risk and Assurance reports to the Chief Financial Officer and the Chairman of the Audit Committee. To ensure that risk is effectively managed a number of key activities are undertaken, as defined by the Executive Directors: –(cid:3) Ongoing assurance and risk management is provided through the various monitoring reviews and reporting mechanisms that are embedded into the business operations. Key monitoring reviews include those conducted continuously in weekly meetings. Operational meetings include the Safety Audit Group which meets monthly to discuss safety, security and environmental risks. The Safety Review Board meets monthly, or more regularly where events require, to review safety performance. In addition, there are regular Commercial, Financial and IT functional meetings –(cid:3) The Executive Management Team meets regularly to consider significant risks. Individual department and overall business performance is reviewed. The reporting of significant risks to the Executive Management Team and the Board has been enhanced by the refined risk management processes referred to above –(cid:3) Internal Audit considers, reviews and tests internal control and business risk matters as defined by its risk based audit plan. Further details of the Internal Audit function’s operations are set out below The Directors review the effectiveness of internal control, including operating, financial, compliance and risk management controls, which mitigate the significant risks identified. The mechanisms used by the Directors to review the effectiveness of these controls include: –(cid:3) Reports from management. Reporting is structured to ensure that key issues are escalated through the management team and ultimately to the Board as appropriate –(cid:3) Discussions with senior personnel throughout the Company –(cid:3) Consideration by the Audit Committee of any reports from internal and external auditors; and –(cid:3) The controls, which mitigate or minimise the high- level risks, are reviewed to ensure that they are in operation. The results of this review are reported to the Board which considers whether these high- level risks are effectively controlled Internal audit Internal Audit’s work is designed to provide effective risk based coverage over the internal control environment. This is summarised in an audit plan, which is approved by the Board and Audit Committee and updated on a rolling quarterly basis. The Internal Audit department reviews the extent to which systems of internal control: –(cid:3) are effective –(cid:3) are adequate to manage easyJet’s risks; and –(cid:3) safeguard the Company’s assets Internal Audit’s key objectives are to provide independent and objective assurance on risks and controls to the Board and senior management and to assist the Board with meeting its corporate governance and regulatory responsibilities. During the year the effectiveness of the Internal Audit function was confirmed through an independent external quality assessment performed by Mazars LLP. The Head of Internal Audit reports to the Head of Risk and Assurance. The Risk and Assurance function was formed in August 2011 which combines the responsibilities for Internal Audit, risk management coordination and fraud investigation into a single function. The Head of Internal Audit was invited to and attended all of the Audit Committee meetings in the year and reported regularly on Internal Audit reviews at the Executive Management Team meetings during the course of the year. The role of Internal Audit and the scope of its work continue to evolve to take account of changes within the business and emerging best practice. A formal audit charter is in place. Shareholder information easyJet plc Annual report and accounts 2011 51 O v e r v e w i Substantial interests In accordance with the Disclosure and Transparency Rules DTR 5, the Company as at 14 November 2011, has been notified of the following disclosable interests of 3% or more in its issued ordinary shares: easyGroup Holdings Limited (Holding vehicle for Sir Stelios Haji-Ioannou) Polys Holdings Limited (Holding vehicle for Polys Haji-Ioannou) Standard Life Investments Schroders plc Prudential plc MRG Investment Funds Sanderson Asset Management % 26.5 11.1 6.0 5.4 6.5 5.4 4.0 Registered office Hangar 89 London Luton Airport Luton Bedfordshire LU2 9PF Company registrar Equiniti Limited Aspect House Spencer Road Lancing West Sussex BN99 6DA Auditors A resolution to reappoint PricewaterhouseCoopers LLP as auditors of the Company will be put to shareholders at the forthcoming Annual General Meeting. Company number 3959649 Share capital Details of the movements in authorised and issued share capital during the year are provided in note 17 to the accounts. The rights and obligations attaching to the Company’s ordinary shares are set out in the Articles. Voting rights and restrictions on transfer of shares None of the ordinary shares carry any special rights with regard to control of the Company. There are no restrictions on transfers of shares other than: –(cid:3) certain restrictions which may from time to time be imposed by laws or regulations such as those relating to insider dealing –(cid:3) pursuant to the Company’s code for securities transactions whereby the Directors and designated employees require approval to deal in the Company’s shares –(cid:3) where a person with an interest in the Company’s shares has been served with a disclosure notice and has failed to provide the Company with information concerning interests in those shares –(cid:3) where a proposed transferee of the Company’s shares has failed to furnish to the Directors a declaration of nationality (together with such evidence as the Directors may require) as required by the Company’s Articles of Association; and –(cid:3) the powers given to the Directors by the Company’s Articles of Association to limit the ownership of the Company’s shares by non UK nationals and powers to enforce this limitation including the right to force a sale of any affected shares The Company is not aware of any arrangements between shareholders that may result in restrictions on the transfer of securities or voting rights. Employee share schemes – rights of control The trustee of the easyJet Share Incentive Plan (the Plan) will, on receipt of any offer, compromise, arrangement or scheme which affects ordinary shares held in the Plan, invite participants to direct the trustee on the exercise of any voting rights attaching to the ordinary shares held by the trustee on their behalf and/or direct how the trustee shall act in relation to those ordinary shares. The trustee shall take no action in respect of ordinary shares for which it has received no directions or ordinary shares which are unallocated. Generally, on a poll the trustee shall vote in accordance with directions given by participants. In the absence of directions or on a show of hands the trustee shall not vote. The trustee of the easyJet Employee Share Trusts (the Trusts), which are used in connection with the easyJet Long Term Incentive Plan, has the power to vote or not vote at its discretion in respect of any shares in the Company held in the Trusts. i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 52 easyJet plc Annual report and accounts 2011 Report on Directors’ remuneration The Committee has also noted the consultation document issued by the department of Business, Innovation and Science. The Company’s remuneration policies are in line with the guidance previously issued by shareholder bodies and have been subject to consultation with shareholders. In setting policy for the current financial year, the Committee took into account current issues highlighted by investors such as quantum, employee alignment and the importance of not placing too great a focus on the results of periodic benchmarking. Accordingly, Executive Director salary levels have not been increased for the year ending 30 September 2012. The performance of the year to 30 September 2011 in achieving ambitious financial and operational targets was strong in challenging circumstances, gives rise to high levels of bonuses which the Committee considers appropriate in light of the performance levels achieved. The bonuses reflect management performance against targets set at the start of the financial year which has seen record profits and a general strengthening of the business. The Remuneration Report for the year ended 30 September 2010 was rejected by shareholders at the last AGM because of objections to retention arrangements relating to the previous Chief Executive, which were one off and entered into in difficult and unusual circumstances. Immediately following the AGM, the Board issued a statement which acknowledged the concerns expressed by shareholders. The Committee stated in its last report that it would not approve such arrangements in the future. It is also aware of the importance in normal circumstances of succession planning in avoiding the need for retention arrangements. Dear shareholder easyJet’s remuneration policy is to pay the Executive Directors and senior executives competitively against the comparative market place, in order to recruit and retain executives and ensure that they are properly motivated to perform in the interests of the Company and its shareholders. The Company aims to provide competitive ‘total pay’ for ‘on target’ performance, with superior rewards for exceptional performance. This includes an appropriate level of fixed remuneration to recruit and retain executives, which is broadly set at around median levels for comparable businesses but also takes account of experience and contribution. The Company has low levels of contractual benefits, including a defined contribution pension scheme with a low contribution level and no continuing financial exposure to the Company. Remuneration is weighted towards variable pay, comprising annual bonuses which are intended to provide a clear incentive to achieve annual financial and operational performance objectives and a long- term incentive plan which is intended to reward executives over the longer term, with recurring annual grants and performance conditions which reflect the stated strategic objective of the Company of return on capital employed. Where practical the performance targets of Executive Directors are aligned with those of other managers and the Committee considers the relationship between executive remuneration and pay and changes in the level of pay throughout the Company. In common with many companies, the Committee’s major challenge is setting performance conditions for the long-term incentive plan which are stretching but also which achieve the objectives of motivation and retention, against a background of uncertainty about future economic conditions and the relatively high sensitivity of the airline sector to external factors. The Committee keeps its remuneration policy and approach to target setting under review. In reviewing its policy, it takes due account of investors' best practice guidance (including the recently published ABI Principles of Remuneration). It intends to monitor developing practice on long term incentive plans and consider if amendments can be made which mitigate some of the aspects of volatility while achieving a satisfactory relationship with performance and alignment with the interest of investors. Should it be considered appropriate to make material amendments to the remuneration structure for future years, appropriate prior consultation with major investors and shareholder representative organisations will take place. Membership and responsibilities of the Committee The responsibilities of the Committee are disclosed in the Corporate governance section on pages 47 and 48. The members of the Committee are: Keith Hamill (Chairman), David Bennett, Sven Boinet (until 30 September 2011) and Professor Rigas Doganis. The Company appointed and continues to use Hewitt New Bridge Street (“HNBS”) as remuneration advisers. HNBS provides no other services to the Company. Introduction This report sets out details of the remuneration policy for Directors, describes its implementation and discloses the amounts paid relating to the year ended 30 September 2011. The report has been prepared in accordance with the provisions of the Companies Act 2006 and Schedule 8 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008. Those sections of the report that have been subject to audit, in accordance with corporate governance requirements, are identified below. Included within the report, are the following areas: –(cid:3) Membership and responsibilities of the Committee –(cid:3) Remuneration policy –(cid:3) Activities of the Committee –(cid:3) Salary –(cid:3) Bonus –(cid:3) Achievement of bonus for 2011 –(cid:3) Long Term Incentive Plan –(cid:3) Employee share plan participation –(cid:3) Executive Director shareholding requirements –(cid:3) Pension contributions –(cid:3) External appointments –(cid:3) Service contracts –(cid:3) Non Executive Directors (NEDs) –(cid:3) Total shareholder return Tables and text summarising Directors’ emoluments in 2011: –(cid:3) Directors’ emoluments (audited) –(cid:3) Directors’ interests –(cid:3) Directors’ share awards (audited) –(cid:3) Position against dilution limits –(cid:3) Potential vesting of outstanding awards easyJet plc Annual report and accounts 2011 53 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 54 easyJet plc Annual report and accounts 2011 Report on Directors’ remuneration Continued easyJet’s current remuneration policies are summarised below: Element Salary Purpose –(cid:3) Reflect the value of the individual and their role Policy –(cid:3) Reviewed annually, effective 1 October –(cid:3) Reflect skills, experience over Bonus Long Term Incentive Plan Pension time –(cid:3) Provide an appropriate level of basic fixed income avoiding excessive risk arising from over reliance on variable income –(cid:3) Incentivise annual delivery of financial and operational goals –(cid:3) Relatively high potential rewards for achieving demanding targets –(cid:3) Aligned to main strategic objective –(cid:3) Based on return on capital employed (ROCE) –(cid:3) Provide modest retirement benefits –(cid:3) Opportunity for Executive to contribute to their own retirement plan –(cid:3) Agreed when results for the previous year have been finalised –(cid:3) Takes account against companies with similar characteristics and sector comparators –(cid:3) Targeted at or around median –(cid:3) Major measure is profit before tax –(cid:3) Performance compared with budget –(cid:3) Operational measures based on: –(cid:3) Customer satisfaction –(cid:3) Cost –(cid:3) On time performance –(cid:3) Performance measured over three years –(cid:3) Vests after three years –(cid:3) Subject to 175% of salary shareholding requirement –(cid:3) Defined contribution –(cid:3) HMRC approved salary sacrifice arrangement Other benefits –(cid:3) Executives can pay for –(cid:3) Company cars or cash voluntary benefits, where Company purchasing power provides an attractive advantage to employees equivalents not provided Delivery –(cid:3) Cash –(cid:3) Paid monthly –(cid:3) Pensionable –(cid:3) Paid as cash –(cid:3) Not pensionable –(cid:3) May defer up to half of bonus into LTIP –(cid:3) Annual grant of performance shares –(cid:3) Opportunity to defer bonus and obtain future matching share awards –(cid:3) Monthly employer contribution of 7% of basic salary –(cid:3) Non-contributory –(cid:3) Salary sacrifice for employee contribution –(cid:3) As acquired The balance between fixed and variable pay is shown in the charts below. A significant proportion of remuneration is linked to performance, particularly at maximum performance levels. Chief Executive % On target Maximum 0% Chief Financial Ofﬁcer % On target Maximum 50% 100% 0% 50% 100% Basic Bonus LTIP Beneﬁts Basic Bonus LTIP Beneﬁts Activities of the Committee The Committee has responsibility for determining the specific remuneration packages for each of the Executive Directors and the Chairman and also reviewing and approving the remuneration of the Company’s senior executives in consultation with the Chief Executive. It is also responsible for approving share schemes and their targets. The Committee is also consulted in relation to significant changes in the employee remuneration structure are also considered by the Committee. During the year ended 30 September 2011, the Committee considered the following items of business: –(cid:3) Executive Director and senior executive remuneration –(cid:3) Annual bonus awards for the financial year ended 30 September 2010 –(cid:3) The structure and targets of the annual bonus scheme for the financial year ended 30 September 2011 –(cid:3) Employee Save As You Earn scheme grants –(cid:3) The performance targets and award levels for grants during the financial year ended 30 September 2011 under the Long Term Incentive Plan; and –(cid:3) Testing of performance conditions and vesting of Long Term Incentive Plan awards granted in December 2007 In line with the Association of British Insurers’ Guidelines on Responsible Investment Disclosure, the Committee considers whether the incentive policies for Executive Directors and senior executives will raise unacceptable environmental, social or governance (“ESG”) risks by inadvertently motivating irresponsible behaviour. More generally, with regard to the overall remuneration policies, there is no restriction on the Committee which prevents it from taking into account corporate governance on ESG matters and the Committee takes due account of issues relating to risk when structuring incentive policies to ensure that the remuneration policies do not encourage inappropriate risk-taking. Salary The basic salaries of the Executive Directors (Carolyn McCall £665,000 and Chris Kennedy £400,000), were set when they joined the Company in July 2010 and have not been changed. Salaries are reviewed annually taking account of: –(cid:3) practice adopted in companies of a broadly similar size and characteristics, including a survey of thirty companies larger and smaller than easyJet by reference to comparative market capitalisation –(cid:3) a formal appraisal of their contribution to the business, involving the Chairman of the Board and the Remuneration Committee –(cid:3) the competitive environment; and –(cid:3) general pay and employment conditions of employees elsewhere within easyJet Bonus The maximum annual bonus opportunity during the year was 200% of salary for the Chief Executive, with 100% of salary for the Chief Financial Officer. Other senior executives also had a 100% maximum bonus. The maximum bonus will remain at these levels for the financial year ending 30 September 2012. Bonus targets are based on annual financial plans and specific targets around its key operational performance indicators. Performance targets for Executive Directors’ annual bonus opportunities in the financial year ended 30 September 2011 were as follows: Measure Profit before tax Customer satisfaction targets Operating costs (excluding fuel) per seat at constant currency On time performance Departmental objectives As percentage of maximum bonus opportunity Carolyn McCall Chris Kennedy 70% 10% 10% 10% – 60% 10% 10% 10% 10% Targets for the financial year ending 30 September 2012 will be on the same basis. The safety of our customers and people underpins all of the operational activities and is required to be achieved before any bonus would be payable and therefore is not included in the specific bonus targets. easyJet plc Annual report and accounts 2011 55 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 56 easyJet plc Annual report and accounts 2011 Report on Directors’ remuneration Continued Achievement of bonus for 2011 Achievement % A B C D E 60 100 86 26 60 A Proﬁt before tax B On time performance C Customer satisfaction targets D Operating costs (excluding fuel) per seat at constant currency E Departmental objectives The results for the year ended 30 September 2011 were above budget and expectations in spite of demanding circumstances, achieving 60% of the maximum profit related bonus. Performance against the operational targets was also above expectations – with 100% of available maximum achieved for record On Time Performance and 86% for customer satisfaction. The Committee believes that this performance is in line with general improvements in the strength of the business. Accordingly, Carolyn McCall will be paid a bonus of £840,000 (126% of salary) and Chris Kennedy £253,000 (63% of salary) in the year ending 30 September 2012. They have both decided to defer the maximum 50% of the above bonuses into the Long Term Incentive Plan. No bonuses were paid to Executive Directors for the year ended 30 September 2010. The Executive Management Team (including Carolyn McCall and Chris Kennedy who joined the Company in July 2010) informed the Board and the Committee that, in view of operating problems over the summer in 2010 and the resulting difficulties experienced by customers and staff, they did not consider it appropriate for its members to receive bonuses. Accordingly £474,000 which might have otherwise been paid to Executive Directors for bonuses was not awarded in that year. Long Term Incentive Plan The Long Term Incentive Plan (“LTIP”) provides for annual awards of performance shares and matching shares. The plan was approved by shareholders at the AGM in 2005 and amended at the 2008 AGM. The annual award limit for performance shares is 200% of basic salary. Matching share awards are linked to the investment of up to 50% of annual bonus earned into easyJet shares, which are then matched on a 1:1 gross of tax basis. Performance and matching share awards vest three years after grant, subject to continued employment and the satisfaction of performance conditions (which are now based on ROCE and until this year largely related to return on equity). LTIP awards granted in 2011 Awards granted in the year under review were subject to the following performance targets relating to easyJet’s ROCE in the year ending 30 September 2013: Awards up to 100% of salary Threshold Target Maximum (25% vests) (50% vests) (100% vests) 7.0% 8.5% 12.0% Return on capital employed Awards between 100% and 200% of salary Threshold Target Maximum (25% vests) (50% vests) (100% vests) 10.0% 12.0% 13.0% Return on capital employed The lower levels of performance targets for awards up to 100% of salary take account of the retention objective of the plan. Although the annual award limit of Performance Shares is 200% of salary, the maximum award was restricted to 175% of salary in the year under review. The performance targets applying to the part of an award over 100% of salary were set to be tougher in lieu of the higher potential quantum available. A full summary of the performance targets applying to all subsisting LTIP awards are set out on page 61. Employee share plan participation easyJet encourages share ownership throughout the Company by the use of Free Shares, a Share Incentive Plan and a Sharesave Plan. Take up of the schemes remains very positive with over 80% of eligible staff now participating in one or more of the plans. Executive Directors may also participate in these plans. They are summarised in the Corporate responsibility section on page 36. Executive Director shareholding requirement Executive Directors are required to retain all the shares acquired on the vesting of LTIP awards (net of tax) until they have a holding equivalent to 175% of salary. Any shares owned will count towards this requirement, as do shares bought by participants as “Investment Shares” under the Matching Shares element of the LTIP and any shares held on through participation in the Company’s all-employee share plans. Any unvested performance shares or matching shares granted under the LTIP will not count since they are subject to future performance. The same requirements apply to members of the Executive Management Team. For senior executives who report to the Executive Management Team and receive LTIP awards, a 50% share ownership guideline applies. Pension contributions easyJet normally makes a contribution for Executive Directors to a defined contribution pension scheme of 7% of basic salary. While individuals are not obliged to make a contribution, easyJet operates a pension salary sacrifice arrangement where individuals can exchange their salary for Company paid pension contributions. Where individuals exchange salary this reduces easyJet’s National Insurance Contributions. easyJet credits half of this saving to the individual’s pension (currently 6.9% of the amount exchanged). Where an Executive Director has reached the lifetime pension limit, a cash alternative may be paid with the agreement of the Committee. External appointments Executive Directors are permitted to accept one appointment on an external board or committee so long as this is not deemed to interfere with the business of the Group. Any fees received in respect of these appointments are retained directly by the relevant Executive Director. No such fees were received by Executive Directors during the year ended 30 September 2011. Service contracts Carolyn McCall’s contract provides for 12 months’ notice by either party. On termination by the Company, she would continue to receive 12 monthly instalments of basic salary and benefits which would cease to the extent that commensurate alternative employment was taken up. Alternatively, by mutual consent, the Company may elect to make a payment to the value of 12 months’ basic salary only. Bonus payments would be included in a termination payment, payable on a pro-rata basis, only for the period of time served from the start of the financial year to the date of termination and not for any period in lieu of notice. Any bonus paid would be subject to the normal bonus targets, tested at the end of the year. Chris Kennedy’s notice period is 12 months by either party. There is no provision for bonus to be paid on termination. The Company’s relationship with its Non Executive Directors is governed by letters of appointment. The Non Executive Directors are appointed for a period not exceeding three years and their appointment may be terminated with three months’ notice without compensation . Details of the service contracts and letters of appointment currently in place for Directors who served during the year are as follows: Executive Carolyn McCall OBE Chris Kennedy Non Executive Date of current service contract or letter of appointment Unexpired term at 30 September 2011 Notice period Provision for compensation 1 July 2010 1 July 2010 n/a n/a 12 months 12 months 12 months 12 months Sir Michael Rake Charles Gurassa (appointed 27 June 2011) Sir David Michels (resigned 26 August 2011) David Bennett Keith Hamill John Browett Professor Rigas Doganis Sven Boinet (resigned 30 September 2011) Adele Anderson (appointed 1 September 2011) Andy Martin (appointed 1 September 2011) 1 April 2010 27 June 2011 27 September 2010 27 September 2010 23 December 2008 27 September 2010 27 September 2010 11 February 2008 1 September 2011 1 September 2011 1 year 6 months 2 years 9 months n/a 2 years 3 months 2 years 2 years n/a 2 years 11 months 2 years 11 months 3 months 3 months 3 months 3 months 3 months 3 months 3 months 3 months 3 months 3 months None None None None None None None None None None easyJet plc Annual report and accounts 2011 57 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 58 easyJet plc Annual report and accounts 2011 Report on Directors’ remuneration Continued Non Executive Directors (NEDs) The NEDs, including the Chairman, have letters of appointment which set out their duties and responsibilities. The key terms of the appointments are set out in the table below: Provision Policy Appointment letters Period Termination Fees Expenses Time commitment Aligned to the standard terms appended to the UK Corporate Governance Code. Copies of the service contracts and letters of appointment are available on request from the Company Secretary Three year term By the Director or the Company at their discretion without compensation and with three months notice See below Reimbursement of reasonable travel and other expenses incurred in the performance of their duties Anticipated to be 12 days per annum depending on Board and Committee requirements and corporate activity The Board as a whole determines the remuneration of the Company’s Non Executive Directors, with Non Executive Directors exempting themselves from discussions and voting. When determining the remuneration of Non Executive Directors, account is taken of practice adopted in competitors and other similar sized organisations, committees chaired and anticipated time commitment. During the year under review the NEDs (other than the Chairman and Deputy Chairman) received a basic annual fee of £55,000 in respect of their Board duties. A further fee of £10,000 is paid in respect of Chairmanship of the Audit Committee and the Remuneration Committee. The annual fee for the Chairman was £300,000 and for the Deputy Chairman was £90,000. The current fee level of NEDs fees were agreed in October 2010 and have remained unchanged since then and are applicable for the year ending 30 September 2012. Total shareholder return Given the nature of easyJet’s operations, the Committee does not consider that there is a suitable comparator group against which to measure total shareholder return. However, for completeness, the following graph shows the Company’s performance compared with the performance of the FTSE 250 and that of a group of European Airlines1. The FTSE 250 has been chosen as it is the FTSE index in which the Company resides. The group of European Airlines comprises companies operating in a comparable sector. Total shareholder return £ 140 120 100 80 60 40 20 0 30 Sep 06 easyJet Source: Thomson Reuters 30 Sep 07 30 Sep 08 30 Sep 09 30 Sep 10 30 Sep 11 Comparator Airlines FTSE 250 Index This graph shows the value, by 30 September 2011 of £100 invested in easyJet on 30 September 2006 compared with the value of £100 invested in the FTSE 250 Index or a comparator group of airlines. The other points plotted are the values at intervening ﬁnancial year-ends. Note 1: British Airways, Lufthansa, Air France-KLM and Iberia have all been included in the comparative European Airlines group. Directors’ emoluments (audited) Details of emoluments, paid or payable by easyJet to the Directors of easyJet plc who served in the financial year ended 30 September 2011 are as follows: Figures stated in £’000s Executive Carolyn McCall OBE Chris Kennedy Andrew Harrison (resigned 30 June 2010) Non Executive Sir Michael Rake Charles Gurassa (appointed 27 June 2011) Sir David Michels (resigned 26 August 2011) David Bennett Keith Hamill John Browett Professor Rigas Doganis Sven Boinet (resigned 30 September 2011) Adele Anderson (appointed 1 September 2011) Andy Martin (appointed 1 September 2011) Bob Rothenberg (resigned 14 May 2010) Salary/fee 2011 Bonus 2011 712 400 – 300 15 73 65 65 55 55 55 5 5 – 1,805 840 253 – – – – – – – – – – – – 1,093 Total 2011 1,552 653 – 300 15 73 65 65 55 55 55 5 5 – 2,898 Total 2010 178 150 2,516 205 – 135 55 55 45 45 45 – – 28 3,457 Pension contributions 2011 2010 – 28 – – – – – – – – – – – – 28 – – 47 – – – – – – – – – – – 47 There have been no gains as a result of the exercise of share schemes. The annual salary of Carolyn McCall OBE shown above comprises £665,000, plus £47,000 as a cash alternative to a contribution to a pension scheme made by the Company. There was no increase to Executive Directors’ basic pay during the year under review. Directors’ interests The following current Directors hold direct interests in the share capital of easyJet: Number Carolyn McCall OBE Chris Kennedy Sir Michael Rake Charles Gurassa David Bennett John Browett Professor Rigas Doganis Adele Anderson 30 September 2011 12,602 12,631 12,308 19,853 10,000 4,705 13,600 2,854 30 September 2010 6,141 6,141 6,200 – 10,000 4,705 13,600 – Executive Directors are deemed to be interested in the shares held by the easyJet UK Employee Share Ownership Trust, the easyJet Overseas Employee Share Ownership Trust and the Share Incentive Plan Trust (the “Trusts”). At 30 September 2011, ordinary shares held in the Trusts were as follows: Share Incentive Plan Trust (unallocated as employees are not entitled to these shares ) Total unallocated Share Incentive Plan (allocated) Total held by UK Trust (allocated) Total held by Overseas Trust (allocated) Total allocated Number 2,113,423 2,113,423 742,017 6,995 60,155 809,167 2,922,590 easyJet plc Annual report and accounts 2011 59 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 60 easyJet plc Annual report and accounts 2011 Report on Directors’ remuneration Continued Directors’ share awards (audited) Details of share options and share awards under the schemes described above granted to the Directors of the Company and any movements during the year are shown in the following tables: Carolyn McCall OBE No. of shares/ options at 30 September 20101 Scheme Share/ options granted in year Shares/ options lapsed in year Shares/ options exercised in year A A B C 335,096 – – 344,405 – – 880 349 – – – – – – – – Chris Kennedy No. of shares/ options at 30 September 20101 Scheme Share/ options granted in year Shares/ options lapsed in year Shares/ options exercised in year A A B C 201,562 – – – – 207,161 880 376 – – – – – – – – No. of shares/ options at 30 September 20111 335,096 Exercise price (£) Market price on exercise date (£) Date from which exercisable Date of grant 5 July 2010 344,405 31 March 2011 1 May 2011 880 – – – – 5 July 2013 – 31 March 2014 1 May 2014 – 349 See note 2 No. of shares/ options at 30 September 20111 201,562 Exercise price (£) Market price on exercise date (£) Date from which exercisable Date of grant 5 July 2010 207,161 31 March 2011 1 May 2011 880 – – – – 5 July 2013 – 31 March 2014 1 May 2014 – 376 See note 2 Expiry date 5 July 2020 31 March 2021 n/a Expiry date 5 July 2020 31 March 2021 n/a No Non Executive Director has been granted any share options or awards. The closing share price of the Company’s ordinary shares at 30 September 2011 was £3.44 and the range during the year ended 30 September 2011 was £3.01 to £4.79. Notes A Long Term Incentive Plan – Performance Shares B Share Incentive Plan – Free Shares C Share Incentive Plan – Matching Shares Note 1: The number of shares are calculated according to the scheme rules of individual plans based on the middle-market closing share price of the day prior to grant. As is usual market practice, the option price for SAYE awards is determined by the Committee in advance of the award, by reference to the share price following announcements of results. Note 2: Participants purchase shares monthly under the plan and the Company provides one matching share for each share purchased. These are first available for vesting three years after purchase. ABI Principles of Executive Remuneration easyJet complies with the ABO Principles of Executive Remuneration. These principles require that commitments under all of the Company’s other share ownership schemes, must not exceed 10% of the issued share capital in any rolling 10 year period. The requirement for shares under all current share incentive schemes, (Long-term Incentive Plan, Sharesave and Share Incentive Plan) will be satisfied with shares purchases on the market. The remaining three million options under the Discretionary Share Option Schemes, when or if exercised, will continue to be settled by the issue of new shares. Potential vesting of outstanding awards The extent of vesting is difficult to determine because of the possible effect of economic uncertainty and external factors of the remaining period to vesting. If the record financial performance of the year ended 30 September 2013, 54% of the July 2010 grants and 94% of the March 2011 grants would vest. However, current market forecasts consensus for future performance would substantially reduce these estimates the forecast vesting would be approximately 15% and approximately 75% for the July 2010 and March 2011 grants respectively. On behalf of the Board Keith Hamill Remuneration Committee Chairman 14 November 2011 The potential vesting of outstanding awards if the performance were based on that for the year under review is as shown at the end of this section. The performance criteria for vesting of these share options and awards are as follows: Long Term Incentive Plan (A) Awards prior to those made during the year under review were subject to the achievement of the following Return on Equity targets: Grant date 5 July 2010 5 July 2010 Basis year Threshold (25% vests) Target (50% vests) Maximum (100% vests) 30 September 2012 30 September 2012 9.0% 12.0% 15.0% 11.0% 13.0% 15.0% Straight-line vesting will occur between the threshold, target and maximum targets set out above. The targets that applied to the awards of performance shares made to Executive Directors during the year under review were subject to the achievement of the following Return on Capital Employed targets: Grant date 31 March 2011 31 March 2011 Basis year Threshold (25% vests) Target (50% vests) Maximum (100% vests) 30 September 2013 30 September 2013 7.0% 8.5% 12.0% 10.0% 12.0% 13.0% The comparison between ROCE and return on equity depends on the capital structure. At the time that the latest performance targets were set the same performance would give rise to an ROCE approximately . two percent lower than return on equity Matching Share Awards Directors waived their bonuses for the year ended 30 September 2010, therefore no matching shares were granted to Executive Directors in the year under review. easyJet plc Annual report and accounts 2011 61 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 62 easyJet plc Annual report and accounts 2011 Statement of Directors’ responsibilities Each of the Directors, whose names and functions are listed on pages 42 and 43 confirm that, to the best of their knowledge: –(cid:3) the Group accounts, which have been prepared in accordance with IFRSs as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and profit of the Group; and –(cid:3) the Directors’ report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties that it faces In the case of each Director in office at the date the Directors’ report is approved and in accordance with Section 418 of the Companies Act 2006: (a) so far as the Director is aware, there is no relevant audit information of which the Company’s auditors are unaware; and (b) he has taken all the steps that he ought to have taken as a Director in order to make himself aware of any relevant audit information and to establish that the Company’s auditors are aware of that information. The Annual Report on pages 1 to 62 was approved by the Board of Directors and authorised for issue on 14 November 2011 and signed on behalf of the Board by: Carolyn McCall OBE Chief Executive Officer Chris Kennedy Chief Financial Officer The Directors are responsible for preparing the Annual Report, the Report on Directors’ remuneration and the accounts in accordance with applicable law and regulations. Company law requires the Directors to prepare accounts for each financial year. Under that law the Directors have prepared the Group and Company accounts in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. Under company law the Directors must not approve the accounts unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing these accounts, the Directors are required to: –(cid:3) select suitable accounting policies and then apply them consistently –(cid:3) make judgements and accounting estimates that are reasonable and prudent –(cid:3) state whether applicable IFRSs as adopted by the European Union have been followed, subject to any material departures disclosed and explained in the accounts –(cid:3) prepare the accounts on the going concern basis unless it is inappropriate to presume that the Group and the Company will continue in business The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them to ensure that the accounts and the Report on Directors’ remuneration comply with the Companies Act 2006 and, as regards the Group accounts, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Directors are responsible for the maintenance and integrity of the Company’s website. Legislation in the United Kingdom governing the preparation and dissemination of accounts may differ from legislation in other jurisdictions. ACCOUNTS OVERVIEW & OTHER INFORMATION Independent auditors’ report Consolidated income statement Consolidated statement of comprehensive income Consolidated statement of financial position Consolidated statement of changes in equity Consolidated statement of cash flows Notes to the accounts Company statement of financial position Company statement of changes in equity Company statement of cash flows Notes to the Company accounts Five year summary Glossary 64 65 66 67 68 69 70 98 99 100 101 103 104 3 3 3 3 3 3 3 3 3 3 3 3 3 63 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y 6 G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 64 easyJet plc Annual report and accounts 2011 Independent auditors’ report to the members of easyjet plc We have audited the accounts of easyJet plc for the year ended 30 September 2011 which comprise the Consolidated income statement, Consolidated statement of comprehensive income, Consolidated statement of financial position, Consolidated statement of changes in equity, Consolidated statement of cash flows, Company statement of financial position, Company statement of changes in equity, Company statement of cash flows, and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union and, as regards the Company accounts, as applied in accordance with the provisions of the Companies Act 2006. Respective responsibilities of Directors and auditors As explained more fully in the Statement of Directors’ responsibilities set out on page 62, the Directors are responsible for the preparation of the accounts and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the accounts in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors. This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. Scope of the audit of the accounts An audit involves obtaining evidence about the amounts and disclosures in the accounts sufficient to give reasonable assurance that the accounts are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Group’s and the Company’s circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the Directors; and the overall presentation of the accounts. In addition, we read all the financial and non-financial information in the Annual Report to identify material inconsistencies with the audited accounts. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report. Opinion on accounts In our opinion: −(cid:3) the accounts give a true and fair view of the state of the Group’s and of the Company’s affairs as at 30 September 2011 and of the Group’s profit and the Group’s and Company’s cash flows for the year then ended −(cid:3) the Group accounts have been properly prepared in accordance with IFRSs as adopted by the European Union −(cid:3) the Company accounts have been properly prepared in accordance with IFRSs as adopted by the European Union and as applied in accordance with the provisions of the Companies Act 2006; and −(cid:3) the accounts have been prepared in accordance with the requirements of the Companies Act 2006 and, as regards the Group accounts, Article 4 of the lAS Regulation Opinion on other matters prescribed by the Companies Act 2006 In our opinion: −(cid:3) the part of the Report on Directors’ remuneration to be audited has been properly prepared in accordance with the Companies Act 2006; and −(cid:3) the information given in the Directors’ report for the financial year for which the accounts are prepared is consistent with the accounts Matters on which we are required to report by exception We have nothing to report in respect of the following: Under the Companies Act 2006 we are required to report to you if, in our opinion: −(cid:3) adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been received from branches not visited by us; or −(cid:3) the Company accounts and the part of the Report on Directors’ remuneration to be audited are not in agreement with the accounting records and returns; or −(cid:3) certain disclosures of Directors’ remuneration specified by law are not made; or −(cid:3) we have not received all the information and explanations we require for our audit Under the Listing Rules we are required to review: −(cid:3) the Directors’ statement, set out on page 25, in relation to going concern −(cid:3) the parts of the Corporate Governance Statement relating to the Company’s compliance with the nine provisions of the UK Corporate Governance Code specified for our review; and −(cid:3) certain elements of the report to shareholders by the Board on Directors’ remuneration John Minards (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors St Albans, Hertfordshire 14 November 2011 Consolidated income statement easyJet plc Annual report and accounts 2011 65 65 O v e r v e w i Passenger revenue Ancillary revenue Total revenue Ground operations Fuel Crew Navigation Maintenance Selling and marketing Aircraft wet leasing Volcanic ash disruption Royalty Other costs EBITDAR Aircraft dry leasing Depreciation Amortisation of intangible assets Loss on disposal of assets held for sale Operating profit Interest receivable and other financing income Interest payable and other financing charges Net finance charges Profit before tax Tax charge Profit for the year Earnings per share, pence Basic Diluted Year ended 30 September 2011 £ million Year ended 30 September 2010 £ million Notes 25 26 8 7 2 3 5 6 2,733 719 3,452 2,402 571 2,973 (923) (917) (407) (285) (179) (102) – – (4) (167) 468 (109) (83) (7) – 269 9 (30) (21) 248 (23) 225 52.5 52.0 (805) (733) (336) (256) (177) (92) (14) (27) – (172) 361 (102) (72) (6) (7) 174 7 (27) (20) 154 (33) 121 28.4 28.0 i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 66 easyJet plc Annual report and accounts 2011 Consolidated statement of comprehensive income Profit for the year Other comprehensive income Cash flow hedges Fair value gains in the year Gains transferred to income statement Related tax Currency translation differences Total comprehensive income for the year Year ended 30 September 2011 £ million Year ended 30 September 2010 £ million Notes 225 121 5 122 (152) 9 (21) – 204 91 (9) (23) 59 1 181 Consolidated statement of financial position easyJet plc Annual report and accounts 2011 67 O v e r v e w i Non-current assets Goodwill Other intangible assets Property, plant and equipment Derivative financial instruments Loan notes Restricted cash Other non-current assets Current assets Assets held for sale Trade and other receivables Derivative financial instruments Restricted cash Money market deposits Cash and cash equivalents Current liabilities Trade and other payables Borrowings Derivative financial instruments Current tax liabilities Maintenance provisions Net current assets Non-current liabilities Borrowings Derivative financial instruments Non-current deferred income Maintenance provisions Deferred tax liabilities Net assets Shareholders' equity Share capital Share premium Hedging reserve Translation reserve Retained earnings 30 September 2011 £ million 30 September 2010 £ million Notes 7 7 8 21 9 12 10 11 21 12 12 12 13 14 21 16 14 21 16 5 17 365 86 2,149 24 11 33 63 2,731 – 165 83 90 300 1,100 1,738 (916) (155) (52) (9) (45) (1,177) 561 (1,145) (27) (59) (177) (179) (1,587) 1,705 108 654 14 1 928 1,705 365 87 1,928 8 13 33 54 2,488 73 194 53 23 260 912 1,515 (829) (127) (10) (28) (71) (1,065) 450 (1,085) (4) (56) (144) (148) (1,437) 1,501 107 652 35 1 706 1,501 The accounts on pages 65 to 97 were approved by the Board of Directors and authorised for issue on 14 November 2011 and signed on behalf of the Board. Carolyn McCall OBE Director Chris Kennedy Director i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 68 easyJet plc Annual report and accounts 2011 Consolidated statement of changes in equity Hedging reserve £ million Translation reserve £ million Retained earnings £ million At 1 October 2010 Total comprehensive income Share incentive schemes Proceeds from shares issued Value of employee services Related tax (note 5) Purchase of own shares At 30 September 2011 Share capital £ million 107 Share premium £ million 652 – 1 – – – – 2 – – – 108 654 35 (21) – – – – 14 1 – – – – – 1 Share capital £ million Share premium £ million Hedging reserve £ million Translation reserve £ million Retained earnings £ million At 1 October 2009 Total comprehensive income Share incentive schemes Proceeds from shares issued Value of employee services Related tax (note 5) Purchase of own shares At 30 September 2010 106 – 1 – – – 642 – 10 – – – 107 652 (24) 59 – – – – 35 – 1 – – – – 1 928 1,705 Total £ million 1,501 204 3 6 (1) (8) Total £ million 1,307 181 10 5 (1) (1) 706 225 – 6 (1) (8) 583 121 (1) 5 (1) (1) 706 1,501 The hedging reserve comprises the effective portion of the cumulative net change in fair value of cash flow hedging instruments relating to highly probable transactions that are forecast to occur after the year end. Consolidated statement of cash flows easyJet plc Annual report and accounts 2011 69 O v e r v e w i Notes 19 Cash flows from operating activities Cash generated from operations Net interest and other financing charges (paid) / received Net tax paid Net cash generated from operating activities Cash flows from investing activities Purchase of property, plant and equipment Proceeds from sale of assets held for sale Purchase of other intangible assets Redemption of loan notes Net cash used by investing activities Cash flows from financing activities Net proceeds from issue of ordinary share capital Purchase of own shares for employee share schemes Proceeds from drawdown of bank loans Repayment of bank loans Proceeds from drawdown of finance leases Repayment of capital elements of finance leases Net proceeds from sale and operating leaseback of aircraft Net (increase) / decrease in money market deposits (Increase) / decrease in restricted cash Net cash generated from financing activities Effect of exchange rate changes Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year Year ended 30 September 2011 £ million Year ended 30 September 2010 £ million 449 (23) (2) 424 (550) 75 (6) 3 (478) 3 (8) 172 (154) 71 (6) 273 (38) (67) 246 (4) 188 912 365 12 (14) 363 (472) – (11) 1 (482) 10 (1) 213 (188) 47 (4) 109 31 16 233 9 123 789 912 Cash and cash equivalents at end of year 12 1,100 i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 70 easyJet plc Annual report and accounts 2011 Notes to the accounts 1 Accounting policies Statement of compliance easyJet plc (the “Company”) and its subsidiaries (“easyJet” or the “Group” as applicable) is a low cost airline carrier operating principally in Europe. The Company is a public limited company whose shares are listed on the London Stock Exchange under the ticker symbol EZJ and is incorporated and domiciled in the United Kingdom. The address of its registered office is Hangar 89, London Luton Airport, Bedfordshire LU2 9PF. The accounts are prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union, taking into account International Financial Reporting Interpretations Committee (IFRIC) interpretations and those parts of the Companies Act 2006 applicable to companies reporting under IFRS. Basis of preparation The accounts are prepared based on the historical cost convention except for certain financial assets and liabilities including derivative financial instruments that are measured at fair value. The accounting policies set out below have been applied consistently to all years presented in these accounts. easyJet’s business activities, together with factors likely to affect its future development and performance, are described in the business review on pages 8 to 15. Principal risks and uncertainties are described on pages 27 to 30. Note 22 to the accounts sets out the Group’s objectives, policies and procedures for managing its capital and gives details of the risks related to financial instruments held by the Group. The Group holds cash and cash equivalents of £1.1 billion as at 30 September 2011. Total debt of £1.3 billion is free from financial covenants, with £155 million due for repayment in the year to 30 September 2012. The business is exposed to fluctuations in fuel prices and US dollar and euro exchange rates. The Group’s policy is to hedge between 65% and 85% of estimated exposures 12 months in advance, and 45% and 65% of estimated exposures from 13 up to 24 months in advance. The Group was compliant with this policy at the date of this Annual report and accounts. After making enquiries, the Directors have a reasonable expectation that the Company and the Group will be able to operate within the level of available facilities and cash for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the accounts. Significant judgements, estimates and critical accounting policies The preparation of accounts in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the accounts and the reported amounts of income and expenses during the reporting period. Although these estimates are based on management’s best knowledge of the amount, events or actions may mean that actual results ultimately differ from those estimates, and these differences may be material. The estimates and the underlying assumptions are reviewed regularly. The following three accounting policies are considered critical accounting policies as they require a significant amount of management judgement and the results are material to easyJet’s accounts. Goodwill and landing rights (note 7) Goodwill and landing rights are tested for impairment at least annually. easyJet has one cash-generating unit, being its route network. In making this assessment, easyJet has considered the manner in which the business is managed including the centralised nature of its operations and the ability to open or close routes and redeploy aircraft and crew across the whole route network. The value in use of the cash-generating unit is determined by discounting future cash flows to their present value. When applying this method, easyJet relies on a number of estimates including its strategic plans, fuel prices, exchange rates, long-term economic growth rates for the principal countries in which it operates and its pre-tax weighted average cost of capital. Aircraft maintenance provisions (note 16) easyJet incurs liabilities for maintenance costs in respect of aircraft leased under operating leases during the term of the lease. These arise from legal and constructive contractual obligations relating to the condition of the aircraft when it is returned to the lessor. To discharge these obligations, easyJet will also normally need to carry out one heavy maintenance check on each of the engines and the airframe during the lease term. A charge is made in the income statement based on hours or cycles flown to provide for the cost of these obligations. Estimates required include the likely utilisation of the aircraft, the expected cost of the heavy maintenance check at the time it is expected to occur, the condition of the aircraft and the lifespan of life- limited parts. The bases of all estimates are reviewed annually, and also when information becomes available that is capable of causing a material change to an estimate, such as renegotiation of end of lease return conditions, increased or decreased utilisation, or changes in the cost of heavy maintenance services. Tax (note 5) In drawing up the accounts, estimates are made of current and deferred tax assets and liabilities for each jurisdiction in which easyJet operates. These estimates are affected by transactions and calculations where the ultimate tax determination was uncertain at the time the accounts were finalised. The issues involved are often complex and may take an extended period to resolve. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax assets and liabilities in the period in which such determination is made. Basis of consolidation The consolidated accounts incorporate those of easyJet plc and its subsidiaries for the years ended 30 September 2010 and 2011. A subsidiary is an entity controlled by easyJet. Control exists when easyJet has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to benefit from its activities. Intragroup balances, transactions and any unrealised gains and losses arising from intragroup transactions are eliminated in preparing the consolidated accounts. Foreign currencies The primary economic environment in which a subsidiary operates determines its functional currency. The consolidated accounts of easyJet are presented in sterling, which is the Company’s functional currency and the Group’s presentation currency. Certain subsidiaries have operations that are primarily influenced by a currency other than sterling. Exchange differences arising on the translation of these foreign operations are taken to reserves until all or part of the interest is sold, when the relevant portion of the exchange gains or losses is recognised in the income statement. Profits and losses of foreign operations are translated into sterling at average rates of exchange during the year, since this approximates the rates on the dates of the transactions. Transactions arising in foreign currencies are recorded using the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into sterling using the rate of exchange ruling at the balance sheet date and (except where the asset or liability is designated as a cash flow hedge) the gains or losses on translation are included in the income statement. Non-monetary assets and liabilities denominated in foreign currencies are translated into sterling at foreign exchange rates ruling at the dates the transactions were effected. Revenue recognition Revenue comprises passenger revenue, being the value of airline services (net of air passenger duty, VAT and discounts), and ancillary revenue. Passenger revenue arises from the sale of flight seats and is recognised when the service is provided. Unearned revenue represents flight seats sold but not yet flown and is included in trade and other payables until it is recognised in the income statement when the service is provided. Ancillary revenue primarily arises from the provision of checked baggage and speedy (priority) boarding services, booking, credit card and change fees, and commissions earned from services sold on behalf of partners. Ancillary revenue is recognised when the service is provided. This is generally when the related flight takes place, but in the following cases revenue is recognised at the time of booking: –(cid:3) Booking and credit card fees as they are contractually non-refundable –(cid:3) Change fees as the service provided is that of allowing customers to change bookings –(cid:3) Commissions earned from travel insurance as easyJet acts solely as appointed representative of the insurance company Amounts paid by “no-show” customers are recognised as passenger or ancillary revenue as appropriate when the booked service is provided as such customers are not generally entitled to change flights or seek refunds once a flight has departed. Business combinations Business combinations in prior years were accounted for by applying the purchase method. The cost of the acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given and liabilities incurred or assumed plus any costs directly attributable to the business combination. The acquiree’s identifiable assets and liabilities are recognised at their fair values at the acquisition date. There have been no business combinations since the effective date of IFRS 3 Business Combinations (Revised). Goodwill arising on acquisition is recognised as an asset and initially measured at cost, being the excess of the cost of the business combination over easyJet’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised. easyJet plc Annual report and accounts 2011 71 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 72 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 1 Accounting policies continued Goodwill and other intangible assets Goodwill is stated at cost less any accumulated impairment losses. It has an indefinite expected useful life and is tested for impairment at least annually or where there is any indication of impairment. Landing rights are stated at cost less any accumulated impairment losses. They are considered to have an indefinite useful life as they will remain available for use for the foreseeable future provided minimum utlisation requirements are observed, and are tested for impairment at least annually or where there is any indication of impairment. Other intangible assets are stated at cost less accumulated amortisation, which is calculated to write off their cost, less estimated residual value, on a straight-line basis over their expected useful lives. Expected useful lives and residual values are reviewed annually. Computer software Contractual rights Expected useful life 3 years Over the length of the related contracts Property, plant and equipment Property, plant and equipment is stated at cost less accumulated depreciation. Depreciation is calculated to write off the cost, less estimated residual value, of assets on a straight-line basis over their expected useful lives. Expected useful lives are reviewed annually. Aircraft Aircraft spares Aircraft improvements Aircraft – prepaid maintenance Leasehold improvements Fixtures, fittings and equipment Expected useful life 23 years 14 years 3–7 years 3–10 years 5–10 years or the length of lease if shorter 3 years or length of lease of property where equipment is used if shorter Computer hardware 5 years Items held under finance leases are depreciated over the shorter of the lease term and their expected useful lives, as shown above. Residual values, where applicable, are reviewed annually against prevailing market rates at the balance sheet date for equivalently aged assets and depreciation rates adjusted accordingly on a prospective basis. The carrying value is reviewed for impairment if events or changes in circumstances indicate that the carrying value may not be recoverable. An element of the cost of a new aircraft is attributed on acquisition to prepaid maintenance and is depreciated over a period ranging from three to ten years from the date of manufacture. Subsequent costs incurred which lend enhancement to future periods, such as long-term scheduled maintenance and major overhaul of aircraft and engines, are capitalised and depreciated over the length of period benefiting from these enhancements. All other maintenance costs are charged to the income statement as incurred. The cost of new aircraft comprises the invoiced price of the aircraft from the supplier less the estimated value of other assets received by easyJet for nil consideration. These other assets principally comprise cash (recognised as an asset) and aircraft spares and service credits. Pre delivery and option payments made in respect of aircraft are recorded in property, plant and equipment at cost. These amounts are not amortised. Gains and losses on disposals are determined by comparing the net proceeds with the carrying amount and are recognised in the income statement. Impairment of non-current assets An impairment loss is recognised to the extent that the carrying value exceeds the higher of the asset’s fair value less cost to sell and its value in use. Impairment losses recognised on assets other than goodwill are only reversed where changes in the estimates used result in an increase in the recoverable amount. Impairment losses recognised on goodwill are not reversed. Leases Non-contingent operating lease rentals are charged to the income statement on a straight-line basis over the life of the lease. A number of operating leases require easyJet to make contingent rental payments based on variable interest rates; these are expensed as incurred. easyJet enters into sale and leaseback transactions whereby it sells to a third-party rights to acquire aircraft. On delivery of the aircraft, easyJet subsequently leases the aircraft back, by way of an operating lease. Surpluses arising on disposal, where the price that the aircraft is sold for is above fair value, are recognised in deferred income and amortised on a straight-line basis over the lease term of the asset. Finance leases, which transfer to easyJet substantially all the risks and benefits incidental to ownership of the leased item, are recognised at the inception of the lease at the fair value of the leased asset, or, if lower, at the present value of the minimum lease payments. Any directly attributable costs of entering into financing sale and leasebacks are included in the value of the asset recognised. Lease payments are apportioned between the finance charges and the reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are included in interest payable and other financing charges. Financial instruments Financial instruments are recognised when easyJet becomes a party to the contractual provisions of the relevant instrument and derecognised when it ceases to be a party to such provisions. Where market values are not available, the fair value of financial instruments is calculated by discounting cash flows at prevailing interest rates and by applying year end exchange rates. Non-derivative financial assets Non-derivative financial assets are recorded at amortised cost and include loan notes, trade receivables, cash and money market deposits. Investments in equity instruments are carried at cost where fair value cannot be reliably measured due to significant variability in the range of reasonable fair value estimates. Restricted cash comprises cash deposits which have restrictions governing their use and is classified as a current or non-current asset based on the estimated remaining length of the restriction. Cash and cash equivalents comprise cash held in bank accounts with no access restrictions and bank or money market deposits repayable on demand or maturing within three months of inception. Interest income on cash and money market deposits is recognised using the effective interest method. Impairment losses are recognised on financial assets carried at amortised cost where there is objective evidence that an impairment loss has been incurred. The amount of the loss is measured as the difference between the asset’s carrying amount and the present value of future cash flows, discounted at the original effective interest rate. If, subsequently, the amount of the impairment loss decreases, and the decrease can be related objectively to an event that occurred after the impairment was recognised, the appropriate portion of the loss is reversed. Both impairment losses and reversals are recognised in the income statement as components of net finance charges. Non-derivative financial liabilities Non-derivative financial liabilities are initially recorded at fair value less directly attributable transaction costs, and subsequently at amortised cost. Interest expense on borrowings is recognised using the effective interest method. Borrowings are classified as current liabilities unless there is an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date. Derivative financial instruments Derivative financial instruments are measured at fair value. Derivative financial instruments designated as cash flow hedges are used to mitigate operating and investing transaction exposures to movements in jet fuel prices and currency exchange rates. Hedge accounting is applied to these instruments. Changes in intrinsic fair value are recognised in other comprehensive income to the extent that the cash flow hedges are determined to be effective. All other changes in fair value are recognised immediately in the income statement. Where the hedged item results in a non-financial asset or liability the accumulated gains and losses previously recognised in other comprehensive income form part of the initial carrying amount of the asset or liability. Otherwise accumulated gains and losses are recognised in the income statement in the same period in which the hedged items affect the income statement. Hedge accounting is discontinued when a hedging instrument is derecognised (e.g. through expiry or disposal), or no longer qualifies for hedge accounting. Where the hedged item is a highly probable forecast transaction, the related gains and losses remain in shareholders’ equity until the transaction takes place. easyJet plc Annual report and accounts 2011 73 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 74 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 1 Accounting policies continued When a hedged future transaction is no longer expected to occur, any related gains and losses previously recognised in shareholders’ equity are immediately recognised in the income statement. Financial guarantees If a claim on a financial guarantee given to a third party becomes probable, the obligation is recognised at fair value. For subsequent measurement, the carrying amount is the higher of initial measurement and best estimate of the expenditure required to settle the obligation on the statement of financial position date. Tax Tax expense in the income statement consists of current and deferred tax. The charge for current tax is based on the results for the year as adjusted for income that is exempt and expenses that are not deductible using tax rates that are applicable to the taxable income. Tax is recognised in the income statement except when it relates to items credited or charged directly to other comprehensive income, in which case it is recognised in other comprehensive income. Deferred tax is provided in full on temporary differences relating to the carrying amount of assets and liabilities, where it is probable that the recovery or settlement will result in an obligation to pay more, or a right to pay less, tax in the future, with the following exceptions: –(cid:3) where the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither taxable income nor accounting profit –(cid:3) deferred tax arising on investments in subsidiaries is not recognised where easyJet is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods in which recovery of assets and settlement of liabilities are expected to take place, based on tax rates or laws enacted or substantively enacted at the balance sheet date. Deferred tax assets represent amounts recoverable in future periods in respect of deductible temporary differences, losses and tax credits carried forward. Deferred tax assets are recognised to the extent that it is probable that there will be suitable taxable profits from which they can be deducted. Deferred tax liabilities represent the amount of income taxes payable in future periods in respect of taxable temporary differences. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and it is the intention to settle these on a net basis. Aircraft maintenance provisions The accounting for the cost of providing major airframe and certain engine maintenance checks for owned and finance leased aircraft is described in the accounting policy for property, plant and equipment. easyJet has contractual obligations to maintain aircraft held under operating leases. Provisions are created over the term of the lease based on the estimated future costs of major airframe checks, engine shop visits and end of lease liabilities. These costs are discounted to present value where the amount of the discount is considered material. A number of leases also require easyJet to pay supplemental rent to the lessor. Payments may be either a fixed monthly sum up to a cap or are based on usage. The purpose of these payments is to provide the lessor with collateral should an aircraft be returned in a condition that does not meet the requirements of the lease. Supplemental rent is either refunded when qualifying maintenance is performed, or is offset against end of lease liabilities. Where the amount of supplemental rent paid exceeds the estimated amount recoverable from the lessor, provision is made for the non-recoverable amount. Employee benefits easyJet contributes to defined contribution pension schemes for the benefit of employees. easyJet has no further payment obligations once the contributions have been paid. The assets of the schemes are held separately from those of easyJet in independently administered funds. easyJet’s contributions are charged to the income statement in the year in which they are incurred. The expected cost of compensated holidays is recognised at the time that the related employees’ services are provided. Share capital and dividend distribution Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds. Where any Group company purchases the Company’s equity shares (treasury shares) the consideration paid and any directly attributable incremental costs are deducted from equity until the shares are cancelled or reissued. Dividend distributions to the Company’s shareholders are recognised as a liability in the period in which the dividends are approved by the Company’s shareholders. Share-based payments easyJet has a number of equity-settled share incentive schemes. The fair value of share options is measured at the date of grant using the Binomial Lattice option pricing model. The fair value of awards under the Long Term Incentive Plan and Share Incentive Plan is the share price at the date of grant. The fair value of the estimated number of options and awards that are expected to vest is expensed to the income statement on a straight-line basis over the period that employees’ services are rendered, with a corresponding increase in shareholders’ equity. Where performance criteria attached to the share options and awards are not met, any cumulative expense previously recognised is reversed. The social security obligations payable in connection with grant of the share options is an integral part of the grant itself and the charge is treated as a cash-settled transaction. easyJet settles share awards under the Long Term Incentive, Sharesave and Share Incentive Plans by purchasing its own shares on the market through employee share trusts. The cost of such purchases is deducted from retained earnings in the period that the transaction occurs. Segmental disclosures easyJet has one operating segment, being its route network, based on management information provided to the Executive Management Team; which is easyJet’s Chief Operating Decision Maker. Resource allocation decisions are made for the benefit of the route network as a whole, rather than for individual routes within the network. Performance of the network is assessed based on the consolidated profit or loss before tax for the year. Revenue is allocated to geographic segments on the following bases: –(cid:3) Revenue earned from passengers is allocated according to the location of the first departure airport on each booking –(cid:3) Commission revenue earned from partners is allocated according to the domicile of each partner Assets held for sale Where assets are available for sale in their current condition, and their disposal is highly probable, they are reclassified as held for sale and are measured at the lower of their carrying value less costs to sell. Depreciation ceases at the point of their reclassification from non-current assets. Impact of new standards and interpretations The following standards and interpretations issued by the International Accounting Standards Board have been implemented for the year ended 30 September 2011: New and revised standards IAS 24 Related Party Disclosures Amendments to standards IAS 32 Financial Instruments: Presentation (Classification of Rights Issues) First-time Adoption of IFRS (Additional Exemptions for First-time Adopters) IFRS 1 IFRS 1 Limited Exemption from Comparative IFRS 7 Disclosures for First-time Adopters IFRS 2 Share-based Payment (Group cash-settled share-based payment transactions) Improvements to IFRS (2009) – items with an effective date of 1 January 2010 New and revised interpretations IFRIC 14 Prepayments of a Minimum Funding Requirement IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments The adoption of these standards and interpretations has not led to any changes in accounting policies. easyJet plc Annual report and accounts 2011 75 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 76 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued Presentation of Items of Other Comprehensive Income First-time Adoption of IFRS (Hyperinflation and Removal of Fixed Dates for First-time Adopters 1 Accounting policies continued New standard and interpretations not applied The following standards and interpretations issued by the International Accounting Standards Board have not been applied in preparing these accounts as their effective dates fall in periods beginning after 1 October 2011. Effective for the year ending 30 September 2012 Amendments to standards and interpretations IAS 1 IAS 12 Deferred Tax (Recovery of Underlying Assets) IFRS 1 IFRS 7 Financial Instruments: Disclosures Effective for the year ending 30 September 2013 New and revised standards IAS 27 Separate Financial Statements IAS 28 IFRS 9 Financial Instruments IFRS 10 Consolidated Financial Statements IFRS 11 IFRS 12 Disclosures of Interests in Other Entities IFRS 13 Fair Value Measurement Investments in Associates and Joint Ventures Joint Arrangements Amendments to standards and interpretations IAS 19 Employee Benefits The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact on easyJet’s accounts. Certain of these standards and interpretations will, when adopted, require addition to or amendment of disclosures in the accounts. 2 Net finance charges Interest receivable and other financing income Interest income Interest payable and other financing charges Interest payable on bank loans Interest payable on finance lease obligations Other interest payable Net exchange losses (note 21) 2011 £ million 2010 £ million (9) (9) 20 5 (1) 6 30 21 (7) (7) 21 3 (4) 7 27 20 Other interest payable includes a credit of £1 million (2010: £6 million) reversing previous interest accruals. 3 Profit before tax The following have been included in arriving at profit before tax: Depreciation of property, plant and equipment Owned assets Assets held under finance leases Loss on disposal of property, plant and equipment Operating lease rentals Aircraft Other assets 2011 £ million 2010 £ million 77 6 – 102 4 68 4 2 99 3 Auditors’ remuneration During the year easyJet obtained the following services from easyJet’s auditors and their associates (including foreign partners): Group audit fee Fees for other services (principally tax services) 4 Employees The average number of persons employed by easyJet was: Flight and ground operations Sales, marketing and administration Employee costs for easyJet were: Wages and salaries Social security costs Pension costs Share-based payments Key management compensation was: Short-term employee benefits Share-based payments 2011 £ million 2010 £ million 0.3 – 0.3 2011 7,361 363 7,724 0.3 0.1 0.4 2010 6,577 310 6,887 2011 £ million 2010 £ million 350 48 28 6 432 300 39 23 5 367 2011 £ million 2010 £ million 6 2 8 6 2 8 The Directors of easyJet plc and the other members of the Executive Management Team are easyJet’s key management as they have collective authority and responsibility for planning, directing and controlling the business. Emoluments paid or payable to the Directors of easyJet plc were: Remuneration 2011 £ million 3 2010 £ million 4 Details of Directors’ remuneration are disclosed in the Report on Directors’ remuneration. easyJet plc Annual report and accounts 2011 77 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 78 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 5 Tax charge Tax on profit on ordinary activities Current tax United Kingdom corporation tax Foreign tax Prior year adjustments Total current tax credit Deferred tax Temporary differences relating to property, plant and equipment Other temporary differences Prior year adjustments Change in tax rate Total deferred tax charge Effective tax rate 2011 £ million 2010 £ million 5 9 (30) (16) 54 (5) 7 (17) 39 23 9% – 5 (18) (13) 15 19 15 (3) 46 33 21% 2010 £ million 154 43 (2) (6) 3 1 (18) 15 (3) 33 Reconciliation of the total tax charge The tax for the year is lower than the standard rate of corporation tax in the UK as set out below: Profit on ordinary activities before tax Tax charge at 27% (2010: 28%) Attributable to rates other than standard UK rate Income not chargeable for tax purposes Expenses not deductible for tax purposes Share-based payments Adjustments in respect of prior years – current tax Adjustments in respect of prior years – deferred tax Change in tax rate 2011 £ million 248 67 (1) (4) – 1 (30) 7 (17) 23 The prior year adjustments in 2011 and 2010 reflect the resolution and reassessment of various tax matters following discussions with the UK and European tax authorities. This has resulted in the net credits to the prior year current tax and debits to prior year deferred tax referred to above. Current tax liabilities at 30 September 2011 amounted to £9 million (2010: £28 million), of which substantially all relates to years prior to 2011 which remain open with the relevant tax authorities. As in prior years a significant portion of this balance may not be settled in cash but accounted for as a movement in the deferred tax liability. During the year ended 30 September 2011, net cash tax paid amounted to £2 million (2010: £14 million), which principally comprises foreign taxes paid. Tax on items recognised directly in other comprehensive income or shareholders’ equity Credit / (charge) to other comprehensive income Deferred tax credit / (charge) on fair value movements of cash flow hedges Charge to shareholders’ equity Current tax credit on share-based payments Deferred tax charge on share-based payments Deferred tax The net deferred tax liability in the statement of financial position is as follows: 2011 £ million 2010 £ million 9 – (1) (1) (23) 2 (3) (1) At 1 October 2010 Charged / (credited) to income statement Credited to other comprehensive income Charged to shareholders’ equity At 30 September 2011 At 1 October 2009 Charged / (credited) to income statement Charged to other comprehensive income Charged to shareholders’ equity At 30 September 2010 Accelerated capital allowances £ million Short-term timing differences £ million Tax losses £ million Fair value (gains)/ losses £ million Share- based payments £ million Total £ million 62 58 – – 120 57 (18) – – 39 – – – – – 33 (1) (9) – 23 (4) 148 – – 1 (3) 39 (9) 1 179 Accelerated capital allowances £ million Short-term timing differences £ million 36 26 – – 62 52 5 – – 57 Fair value (gains)/ losses £ million Share-based payments £ million Total £ million 10 – 23 – 33 (6) (1) – 3 (4) 76 46 23 3 148 Tax losses £ million (16) 16 – – – It is estimated that deferred tax liabilities of approximately £5 million (2010: £12 million) will reverse during the next financial year. Deferred tax assets and liabilities have been offset where they relate to taxes levied by the same taxation authority. As a result the net UK deferred tax liability is £190 million (2010: £148 million). The net overseas deferred tax asset is £11 million (2010: £nil million). No deferred tax liability has been recognised on the unremitted earnings of overseas subsidiaries as no tax is expected to be payable in the foreseeable future based on the current repatriation policy of easyJet. easyJet plc Annual report and accounts 2011 79 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 80 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 6 Earnings per share Basic earnings per share has been calculated by dividing the profit for the year by the weighted average number of shares in issue during the year after adjusting for shares held in employee share trusts. To calculate diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential shares. Share options granted to employees where the exercise price is less than the average market price of the Company’s ordinary shares during the year are considered to be dilutive potential shares. Where share options are exercisable based on performance criteria and those performance criteria have been met during the year, these options are included in the calculation of dilutive potential shares. Earnings per share is based on: Profit for the year Weighted average number of ordinary shares used to calculate basic earnings per share Weighted average number of dilutive share options Weighted average number of ordinary shares used to calculate diluted earnings per share Earnings per share Basic Diluted 2011 £ million 225 2011 million 429 4 433 2011 pence 52.5 52.0 2010 £ million 121 2010 million 427 6 433 2010 pence 28.4 28.0 A dividend in respect of the year ended 30 September 2011 of £195 million is to be proposed at the forthcoming Annual General Meeting. These accounts do not reflect this dividend payable. 7 Goodwill and other intangible assets Goodwill £ million Landing rights £ million Contractual rights £ million Computer software £ million Total £ million Other intangible assets Cost At 1 October 2010 Transfer from property, plant and equipment Disposals At 30 September 2011 Amortisation At 1 October 2010 Charge for the year Disposals At 30 September 2011 Net book value At 30 September 2011 At 1 October 2010 365 – – 365 – – – – 365 365 74 – – 74 – – – – 74 74 4 – – 4 3 – – 3 1 1 27 6 (8) 25 15 7 (8) 14 11 12 105 6 (8) 103 18 7 (8) 17 86 87 Cost At 1 October 2009 Additions Transfer from property, plant and equipment At 30 September 2010 Amortisation At 1 October 2009 Charge for the year At 30 September 2010 Net book value At 30 September 2010 At 1 October 2009 Goodwill £ million Landing rights £ million Contractual rights £ million Computer software £ million Total £ million Other intangible assets 365 – – 365 – – – 365 365 74 – – 74 – – – 74 74 3 1 – 4 2 1 3 1 1 17 – 10 27 10 5 15 12 7 94 1 10 105 12 6 18 87 82 easyJet has one cash generating unit, being its route network. The recoverable amount of goodwill and other assets with indefinite expected useful lives has been determined based on value in use calculations of the route network. Pre-tax cash flow projections have been derived from the strategic plan for the period up to 2015 approved by the Board, using the following key assumptions: Pre-tax discount rate (derived from weighted average cost of capital) Fuel price (US dollars per metric tonne) Exchange rates US dollar Euro Swiss franc 9–10% 1,060 1.60 1.15 1.30 Both fuel price and exchange rates are volatile in nature, and the assumptions used represent management’s view of reasonable average rates and are derived from recent market information. Operating margins are sensitive to significant changes in these rates. Cash flow projections beyond the forecast period have been extrapolated using growth rate scenarios ranging from zero up to an estimated average of long-term economic growth rates for the principal countries in which easyJet operates. No impairment resulted from any of these scenarios. No reasonably possible combination of changes to the key assumptions above would result in the carrying value of the cash-generating unit exceeding its recoverable amount. easyJet plc Annual report and accounts 2011 81 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 82 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 8 Property, plant and equipment Aircraft and spares £ million Leasehold improvements £ million Other £ million Total £ million Cost At 1 October 2010 Additions Aircraft sold and leased back Transfer to intangible assets Disposals At 30 September 2011 Depreciation At 1 October 2010 Charge for the year Aircraft sold and leased back Disposals At 30 September 2011 Net book value At 30 September 2011 At 1 October 2010 Cost At 1 October 2009 Additions Aircraft sold and leased back Transfer to intangible assets Disposals At 30 September 2010 Depreciation At 1 October 2009 Charge for the year Disposals At 30 September 2010 Net book value At 30 September 2010 At 1 October 2009 2,129 519 (228) – (10) 2,410 216 80 (20) – 276 2,134 1,913 13 – – – (5) 8 8 1 – (5) 4 4 5 29 9 – (6) (13) 19 19 2 – (13) 8 11 10 2,171 528 (228) (6) (28) 2,437 243 83 (20) (18) 288 2,149 1,928 Aircraft and spares £ million Leasehold improvements £ million Other £ million Total £ million 1,747 442 (52) – (8) 2,129 154 68 (6) 216 1,913 1,593 13 – – – – 13 7 1 – 8 5 6 30 10 – (10) (1) 29 17 3 (1) 19 10 13 1,790 452 (52) (10) (9) 2,171 178 72 (7) 243 1,928 1,612 The net book value of aircraft includes £164 million (2010: £153 million) relating to advance and option payments for future deliveries. This amount is not depreciated. Aircraft with a net book value of £1,206 million (2010: £1,108 million) were mortgaged to lenders as loan security. Aircraft with a net book value of £159 million (2010: £105 million) are held under finance leases. easyJet is contractually committed to the acquisition of 37 (2010: 47) Airbus A320 family aircraft, with a total list price of US$ 1.9 billion (2010: US$2.2 billion) before escalations and discounts for delivery in the period to March 2014. easyJet plc Annual report and accounts 2011 83 O v e r v e w i 9 Loan notes In 2001, easyJet in a consortium with six other UK airlines formed The Airline Group Limited in order to acquire a minority interest in NATS, the company that owns the UK air traffic control system. easyJet’s investment is principally in the form of unsecured loan notes bearing interest at a fixed rate of 8%. Interest receivable is settled by the issue of additional loan notes. Redemption is governed by a priority agreement among the consortium members. i B u s n e s s r e v e w i At 1 October Interest receivable converted to loan notes Redemption of loan notes At 30 September 10 Other non-current assets Recoverable supplemental rent (pledged as collateral) Deposits held by aircraft lessors Other 2011 £ million 2010 £ million 13 1 (3) 11 13 1 (1) 13 2011 £ million 2010 £ million 40 17 6 63 49 1 4 54 P e r f o r m a n c e a n d r i s k Supplemental rent is pledged to lessors to provide collateral should an aircraft be returned in a condition that does not meet the requirements of the lease and is refunded when qualifying heavy maintenance is performed, or is offset against the costs incurred at the end of the lease. 11 Trade and other receivables Trade receivables Less provision for impairment Other receivables Recoverable supplemental rent (pledged as collateral) Prepayments and accrued income 2011 £ million 2010 £ million 84 (3) 81 27 11 46 165 77 (3) 74 31 13 76 194 Supplemental rent is pledged to lessors to provide collateral should an aircraft be returned in a condition that does not meet the requirements of the lease and is refunded when qualifying heavy maintenance is performed, or is offset against the costs incurred at the end of the lease. Allowance for credit losses Movements in the provision for impairment of trade receivables are shown below: At 1 October Increase in provision (included in “other costs”) Amounts written off At 30 September 2011 £ million 2010 £ million 3 – – 3 3 1 (1) 3 Trade receivables are monitored and allowances are created when there is evidence that amounts due, according to the terms of the receivable, may not be collected. C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 84 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 11 Trade and other receivables continued The following amounts of trade and other receivables are past due but not impaired: Up to three months past due Over three months past due 2011 £ million 2010 £ million 31 10 41 22 – 22 With respect to trade receivables that are neither impaired nor past due, there are no indications at the reporting date that the payment obligations will not be met. Amounts due from trade receivables are short term in nature and largely comprise credit card receivables due from financial institutions with credit ratings of at least A and, accordingly, the possibility of significant default is considered to be unlikely. 12 Cash and money market deposits Cash and cash equivalents (original maturity less than three months) Money market deposits (original maturity more than three months) Current restricted cash Non-current restricted cash 2011 £ million 2010 £ million 1,100 300 90 33 1,523 912 260 23 33 1,228 Interest rates on money market deposits and restricted cash are repriced within 185 days based on prevailing market rates of interest. Carrying value is not significantly different from fair value. Restricted cash comprises: Customer payments for packaged holidays Pledged as collateral to third parties: Payment card acquiring Aircraft operating lease deposits Other 13 Trade and other payables Trade payables Unearned revenue Accruals and deferred income Other taxes and social security Other creditors 2011 £ million – 90 30 3 123 2010 £ million 18 5 30 3 56 2011 £ million 2010 £ million 90 472 280 13 61 916 79 357 328 9 56 829 14 Borrowings At 30 September 2011 Bank loans Finance lease obligations At 30 September 2010 Bank loans Finance lease obligations Current £ million Non-current £ million Total £ million 146 9 155 933 212 1,145 1,079 221 1,300 Current £ million Non-current £ million Total £ million 122 5 127 935 150 1,085 1,057 155 1,212 Bank loans, which bear interest at variable rates linked to LIBOR, were drawn down to finance the acquisition of aircraft that have been mortgaged to the lender to provide security. None of the agreements contain financial covenants to be met. Finance lease obligations relate to aircraft and bear interest partly at fixed rates and partly at variable rates linked to LIBOR. The maturity profile of borrowings is set out in note 22. 15 Non-current deferred income Deferred income principally comprises the non-current excess of sale proceeds over fair value of aircraft that have been sold and leased back under operating leases. This balance will be realised in the income statement over the next eight years. 16 Maintenance provisions At 1 October 2010 Exchange adjustments Charged to income statement Related to aircraft sold and leased back Utilised At 30 September 2011 Maintenance provisions are analysed as follows: Current Non-current The provision for maintenance liabilities is expected to be utilised within eight years. £ million 215 (1) 52 21 (65) 222 2011 £ million 2010 £ million 45 177 222 71 144 215 easyJet plc Annual report and accounts 2011 85 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 86 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 17 Share capital Authorised At beginning and end of the year; ordinary shares of 25p each Allotted, called up and fully paid At 1 October Issued during the year under share incentive schemes At 30 September 2011 million Number 2010 million 2011 £ million Value 2010 £ million 500 430 1 431 500 425 5 430 125 107 1 108 125 106 1 107 The weighted average share price for options exercised during the year was £4.31 (2010: £4.01). easyJet’s employee share trusts hold the following shares. The cost of these has been deducted from retained earnings: Number of shares (million) Cost (£ million) Market value at year end (£ million) 2011 2010 2 7 7 1 6 5 18 Share incentive schemes easyJet operates the following share incentive schemes, all of which are equity settled. The change in the number of awards outstanding and weighted average exercise prices during the year, and the number exercisable at each year end were as follows: Grant date Discretionary schemes 18 January 2001 19 January 2004 8 December 2004 1 December 2005 Long Term Incentive Plan 3 December 2007 29 February 2008 16 January 2009 16 December 2009 5 July 2010 31 March 2011 Sharesave 8 June 2007 6 June 2008 5 June 2009 10 June 2010 1 July 2011 Share incentive plan 1 October 2010 million Granted million Forfeited million Exercised million Expired million 30 September 2011 million 0.1 0.4 2.9 0.4 0.4 0.2 1.5 1.5 0.5 – 0.3 2.9 1.2 0.6 – 2.3 15.2 – – – – – – – – – 2.4 – – – – 2.3 2.4 7.1 – – – – (0.4) (0.2) (0.3) (0.6) – – – (0.1) (0.1) (0.2) – (0.1) (2.0) (0.1) – (0.3) (0.4) – – – – – – – (1.8) – – – (0.3) (2.9) – – – – – – – – – – (0.3) – – – – – (0.3) – 0.4 2.6 – – – 1.2 0.9 0.5 2.4 – 1.0 1.1 0.4 2.3 4.3 17.1 Weighted average exercise prices are as follows: Discretionary schemes Sharesave 1 October 2010 £ 2.21 2.66 Granted £ Forfeited £ Exercised £ Expired £ – 2.88 2.80 2.87 2.77 2.40 – 4.79 30 September 2011 £ 2.05 2.73 The exercise price of all awards save those disclosed in the above table is £nil. The number of awards exercisable at each year end and their weighted average exercise price is as follows: Discretionary schemes Sharesave Share incentive plan 2011 2.05 2.40 – Price £ 2010 2.21 4.79 – 2011 3.0 1.0 0.7 4.7 The weighted average remaining contractual life for each class of share award at 30 September 2011 is as follows: Discretionary schemes Long Term Incentive Plan Sharesave Share incentive plan Number million 2010 3.8 0.3 0.7 4.8 Years 3.1 8.7 2.6 2.2 Discretionary schemes Options awarded in 2001 in connection with easyJet’s admission to the Official List had a three year vesting period and no performance conditions. All other awards have a three year vesting period and performance conditions based on growth in earnings per share. All options expire ten years after grant. Long Term Incentive Plan The plan is open, by invitation, to Executive Directors and senior management, and provides for annual awards of performance shares worth up to 200% of salary each year and matching shares linked to the investment of up to 50% of annual bonus in easyJet shares. The vesting of these awards is dependent on return on equity or return on capital employed targets being achieved. Sharesave Sharesave is open to all employees on the UK payroll. Participants may elect to save up to £250 per month under a three year savings contract. An option is granted by the Company to buy shares at a discount of 20% from market price at the time of the grant. At the end of the savings period, a tax free bonus is applied to the savings and the option becomes exercisable for a period of six months. Employees who are not paid through the UK payroll may save under similar terms and conditions, albeit without tax benefits. Share incentive plan The share incentive plan is open to all employees on the UK payroll. Participants may invest up to £1,500 of their pre-tax salary each year to purchase partnership shares in easyJet. For each partnership share acquired easyJet purchases a matching share. Employees must remain with easyJet for three years from the date of purchase of each partnership share in order to qualify for the matching share, and for five years for the shares to be transferred to them tax free. The employee is entitled to dividends and to vote at shareholder meetings. Employees on the Swiss payroll may save under similar terms and conditions, albeit without tax benefits. easyJet plc Annual report and accounts 2011 87 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 88 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 18 Share incentive schemes continued The fair value of grants under the discretionary and sharesave is estimated by applying the Binomial Lattice option pricing model using the following key assumptions. The fair value of grants under all other schemes is the share price on the date of grant. Grant date Discretionary schemes 19 January 2004 8 December 2004 1 December 2005 Long Term Incentive Plan 3 December 2007 29 February 2008 16 January 2009 16 December 2009 and 5 July 2010 31 March 2011 Sharesave 8 June 2007 6 June 2008 5 June 2009 10 June 2010 1 July 2011 Share price £ Exercise price £ Expected volatility % Option life years Risk-free interest rate % 3.80 1.81 3.42 5.63 4.33 2.88 3.49 3.41 5.19 2.86 3.02 4.36 3.60 3.60 1.84 3.30 40% 42% 42% – – – – – 4.79 2.40 2.43 3.49 2.88 – – – – – 32% 41% 53% 53% 46% 6.5 6.5 6.5 – – – – – 3.5 3.5 3.5 3.5 3.5 4.62% 4.45% 4.15% – – – – – 5.76% 4.92% 2.52% 1.20% 1.45% Fair value £ 1.90 0.88 1.42 5.63 4.33 2.88 3.49 3.41 1.82 1.16 1.40 1.96 1.37 Share price is the closing share price from the last working day prior to the date of grant. Exercise price for the discretionary schemes was determined using a five-day weighted average price. For the Sharesave scheme, exercise price is set at a 20% discount from share price. Expected volatility is based on historical volatility over a period comparable to the expected life of each type of option. Levels of early exercises and forfeitures are estimated using historical averages. The weighted average fair value of matching shares granted under the share incentive plan during the year was £3.81 (2010: £4.15). 19 Reconciliation of operating profit to cash generated from operations Operating profit Adjustments for non-cash items: Depreciation Loss on disposal of property, plant and equipment Loss on disposal of assets held for sale Amortisation of intangible assets Share-based payments Unrealised foreign exchange differences Changes in working capital and other items of an operating nature: Decrease in trade and other receivables Increase in trade and other payables Decrease in provisions (Increase) / decrease in other non-current assets (Increase) / decrease in derivative financial instruments (Increase) / decrease in non-current deferred income 20 Reconciliation of net cash flow to movement in net cash / (debt) Loan issue costs £ million Exchange differences £ million 1 October 2010 £ million Cash and cash equivalents Money market deposits Bank loans Finance lease obligations Net (debt) / cash (non-GAAP measure) 912 260 1,172 (1,057) (155) (1,212) (40) (4) 2 (2) (5) (1) (6) (8) – – – 1 – 1 1 2011 £ million 269 2010 £ million 174 83 – – 7 6 – 27 87 (5) (9) (2) (14) 449 72 2 7 6 5 (3) 43 45 (1) 9 2 4 365 Net cash flow £ million 30 September 2011 £ million 192 38 230 (18) (65) (83) 147 1,100 300 1,400 (1,079) (221) (1,300) 100 easyJet plc Annual report and accounts 2011 89 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 90 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 21 Financial instruments Carrying value and fair value of financial assets and liabilities The fair values of financial assets and liabilities, together with the carrying value at each reporting date are as follows: At 30 September 2011 Loan notes Other non-current assets Trade and other receivables Trade and other payables Derivative financial instruments Restricted cash Money market deposits Cash and cash equivalents Borrowings At 30 September 2010 Loan notes Other non-current assets Trade and other receivables Trade and other payables Derivative financial instruments Restricted cash Money market deposits Cash and cash equivalents Borrowings Amortised cost Held at fair value Loans and receivables £ million Financial liabilities £ million Cash flow hedge £ million Held for trading £ million Other £ million Carrying £ million Fair value £ million 11 59 130 – – 123 300 1,100 – – – (375) – – – – – (1,300) – – – – 20 – – – – – – – – 8 – – – – – 4 35 (541) – – – – – 11 63 165 (916) 28 123 300 1,100 11 63 165 (916) 28 123 300 1,100 (1,300) (1,307) Amortised cost Held at fair value Loans and receivables £ million Financial liabilities £ million Cash flow hedge £ million Held for trading £ million 13 50 130 – – 56 260 912 – – – – (399) – – – – (1,212) – – – – 48 – – – – – – – – (1) – – – – Other £ million Carrying £ million – 4 13 54 Fair value £ million 13 54 64 (430) 194 (829) 194 (829) – – – – – 47 56 260 912 47 56 260 912 (1,212) (1,221) Amounts disclosed in the “other” column are items that do not meet the definition of a financial instrument. They are disclosed to facilitate reconciliation of the carrying values of financial instruments to line items presented in the statement of financial position. Fair value calculation methodology Derivative financial instruments are forward contracts that are valued based on market rates and market- accepted models. Fair value for financial instruments held at amortised cost has been estimated by discounting cash flows at prevailing interest rates and by applying year end exchange rates. Fair value of derivative financial instruments At 30 September 2011 Designated as cash flow hedges: US dollar Euro Swiss franc Jet fuel Designated as held for trading: US dollar At 30 September 2010 Designated as cash flow hedges: US dollar Euro Swiss franc Jet fuel Designated as held for trading: US dollar Non- current assets £ million Quantity million Current assets £ million Current liabilities £ million Non- current liabilities £ million Total £ million 2,157 501 140 2 1,240 18 3 1 2 – 24 23 8 1 43 8 83 (2) – (3) – – (1) (47) (26) – (52) – (27) 39 11 (2) (28) 8 28 Quantity million Non-current assets £ million Current assets £ million Current liabilities £ million Non-current liabilities £ million Total £ million 911 263 69 2 1,055 2 2 – 4 – 8 14 12 – 27 – 53 (4) – (1) (4) (1) (10) (2) – – (2) – (4) 10 14 (1) 25 (1) 47 For currency contracts, quantity represents the nominal value of currency contracts held, disclosed in the contract currency. For jet fuel contracts, quantity represents contracted metric tonnes. All derivative financial instruments are in level 2 of the IFRS 7 fair value hierarchy. Derivatives designated as cash flow hedges All derivatives to which hedge accounting is applied are designated as cash flow hedges. Changes in fair value are recognised directly in other comprehensive income, to the extent that they are effective, with the ineffective portion being recognised in the income statement. Where the hedged item is a non-financial asset or liability, the accumulated gains and losses previously recognised in other comprehensive income are included in the carrying value of that asset or liability. Otherwise accumulated gains and losses are recognised in the income statement in the same period in which the hedged item affects the income statement. easyJet uses forward contracts to hedge US dollar transaction currency risk (comprising fuel, leasing and maintenance payments), jet fuel price risk and euro and Swiss franc revenues. Where these hedges are assessed as highly effective, gains and losses are deferred in other comprehensive income and transferred to the income statement or cost of property, plant and equipment when the related cash flow occurs. easyJet plc Annual report and accounts 2011 91 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 92 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 21 Financial instruments continued The cumulative net gains / (losses) deferred in shareholders’ equity and their expected maturities are as follows: At 30 September 2011 Hedges of transaction currency risk Hedges of jet fuel price risk Related deferred tax At 30 September 2010 Hedges of transaction currency risk Hedges of jet fuel price risk Related deferred tax Within 1 year £ million 1–2 years £ million Total £ million 25 (4) 21 21 (24) (3) 46 (28) 18 (4) 14 Within 1 year £ million 1–2 years £ million Total £ million 20 24 44 2 2 4 22 26 48 (13) 35 Gains on cash flow hedges recycled from other comprehensive income in income statement captions: Revenue Fuel Maintenance Interest payable and other financing charges Aircraft lease costs 2011 £ million 2010 £ million 9 142 – 1 – 152 1 1 1 – 5 8 Derivatives designated as held for trading easyJet has material net monetary liabilities denominated in US dollars at each balance sheet date. In accordance with IAS 21, monetary assets and liabilities are revalued using exchange rates at the balance sheet date. This exposure is managed by the use of forward foreign exchange contracts. Net US dollar monetary liabilities at each balance sheet date were as follows: Cash and money market deposits Borrowings Maintenance provisions Other Net monetary liabilities Forward US dollar contracts 2011 $ million 673 (1,654) (301) 73 (1,209) 1,240 31 2010 $ million 709 (1,571) (299) 78 (1,083) 1,055 (28) Amounts recorded in the income statement in respect of revaluation of monetary assets and liabilities and the gains and losses on derivatives designated as held for trading are as follows: Unrealised revaluation losses on non-derivative financial instruments Realised foreign exchange gains on non-derivative financial instruments Unrealised revaluation losses on other monetary assets and liabilities Unrealised gains / (losses) on derivatives Realised (losses) / gains on derivatives Net (losses) / gains Credited to other costs Charged to net finance charges (note 2) 2011 £ million 2010 £ million (7) 4 (1) 9 (11) (6) – (6) (6) (7) 2 (3) (15) 24 1 8 (7) 1 22 Financial risk and capital management easyJet is exposed to financial risks including fluctuations in exchange rates, jet fuel prices and interest rates. Financial risk management aims to limit these market risks with selected derivative hedging instruments being used for this purpose. easyJet policy is not to trade in derivatives but to use the instruments to hedge anticipated exposure. As such, easyJet is not exposed to market risk by using derivatives as any gains and losses arising are offset by the outcome of the underlying exposure being hedged. In addition to market risks, easyJet is exposed to credit and liquidity risk. The Board is responsible for setting financial risk and capital management policies and objectives which are implemented by the treasury function on a day-to-day basis. The policy outlines the approach to risk management and also states the instruments and time periods which the treasury function is authorised to use in managing financial risks. The policy is regularly reviewed to ensure best practice, however there have been no significant changes during the current year. Capital management The objective of capital management is to ensure that easyJet is able to continue as a going concern whilst delivering shareholder expectations of a strong capital base as well as returning benefits for other stakeholders and optimising the cost of capital. easyJet manages its capital structure in response to changes in both economic conditions and strategic objectives. The net cash or debt position, together with the maturity profile of existing debt, is monitored to ensure the continuity of funding. During the year funding totalling $278 million was put in place all of which was utilised during the year. The principal measure used by easyJet to manage capital risk is the gearing ratio of debt (defined as debt plus seven times aircraft operating lease payments less cash, including money market deposits) to shareholders’ equity. Gearing decreased in the year from 32% to 28%, principally due to operating cash flow. Liquidity risk management The objective of easyJet’s liquidity risk management is to ensure sufficient cash resources and the availability of funding as required. easyJet holds financial assets either for which there is a liquid market or which are expected to generate cash inflows that are available to meet liquidity needs. easyJet continues to hold significant cash and liquid funds to mitigate the impact of potential business disruption events with Board approved policy stating an absolute minimum level of liquidity that must be maintained at all times. Total cash (excluding restricted cash) and money market deposits at 30 September 2011 was £1,400 million (2010: £1,172 million). Surplus funds are invested in high quality short-term liquid instruments, usually money market funds or bank deposits. easyJet plc Annual report and accounts 2011 93 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 94 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 22 Financial risk and capital management continued The maturity profile of financial liabilities based on undiscounted gross cash flows and contractual maturities is as follows: At 30 September 2011 Borrowings Trade and other payables Derivative contracts – receipts Derivative contracts – payments At 30 September 2010 Borrowings Trade and other payables Derivative contracts – receipts Derivative contracts – payments Within 1 year £ million 177 375 (2,887) 2,843 Within 1 year £ million 148 399 (1,838) 1,844 1–2 years £ million 2–5 years £ million 169 – (1,041) 1,031 584 – – – 1–2 years £ million 2–5 years £ million 159 – (369) 391 444 – – – Over 5 years £ million 493 – – – Over 5 years £ million 573 – – – The maturity profile has been calculated based on spot rates for the US dollar, euro, Swiss franc and jet fuel at close of business on 30 September each year. Credit risk management easyJet is exposed to credit risk arising from cash and money market deposits, derivative financial instruments and trade and other receivables. Credit risk management aims to reduce the risk of default through setting credit exposure limits to counterparties based on their respective credit ratings. Credit ratings also determine the maximum period of investment when placing funds on deposit. Credit risk is limited to the carrying value amount in the statement of financial position at each year end date. Counterparties for cash investments, currency forward contracts and jet fuel forward contracts are required to have a credit rating of A or better at contract inception. Exposures to those counterparties are regularly reviewed and, when the market view of a counterparty’s credit quality changes, adjusted as considered appropriate. Accordingly in normal market conditions, the probability of material loss due to non-performance by counterparties is considered to be low. Disclosure relating to the credit quality of trade and other receivables is detailed in note 11. Foreign currency risk management The principal exposure to currency exchange rates arises from fluctuations in both the US dollar and euro rates which impact operating, financing and investing activities. The aim of foreign currency risk management is to reduce the impact of exchange rate volatility on the results of easyJet. Foreign exchange exposure arising from transactions in various currencies is reduced through a policy of matching, as far as possible, receipts and payments in each individual currency. Any remaining significant anticipated exposure is managed through the use of forward foreign exchange contracts. In addition, easyJet has substantial US dollar balance sheet liabilities, partly offset by holding US dollar cash; any residual net liability is managed through the use of forward foreign exchange contracts. Financing and interest rate risk management Interest rate cash flow risk arises on floating rate borrowings and cash investments. Interest rate risk management policy aims to provide certainty in a proportion of financing while retaining the opportunity to benefit from interest rate reductions. Interest rate policy is used to achieve the desired mix of fixed and floating rate debt. All borrowings are at floating interest rates repricing every three to six months. A significant proportion of US dollar loans by value are matched with US dollar cash, with the cash being invested to coincide with the repricing of the debt. Operating leases are a mix of fixed and floating rates. Of the 64 operating leases in place at 30 September 2011, 69% were based on fixed interest rates and 31% were based on floating interest rates (2010: 66% fixed, 34% floating). All debt is asset related, reflecting the capital intensive nature of the airline industry and the attractiveness of aircraft as security to lenders. These factors are also reflected in the medium term profile of easyJet’s borrowings and operating leases. During the year 11 aircraft were cash acquired (2010: nine aircraft). Fuel price risk management easyJet is exposed to fuel price risk. The objective of the fuel price risk management policy is to provide protection against sudden and significant increases in jet fuel prices, thus mitigating volatility in the income statement in the short term. In order to manage the risk exposure, forward contracts are used in line with Board approved policy to hedge between 65% and 85% (2010: between 50% and 80%) of estimated exposures up to 12 months in advance, and to hedge between 45% and 65% (2010: between 20% and 50%) of estimated exposures from 13 up to 24 months in advance. In exceptional market conditions, the Board may accelerate or limit the implementation of the hedging policy. Market risk sensitivity analysis Financial instruments affected by market risk include borrowings, deposits, trade and other receivables, trade and other payables and derivative financial instruments. The following analysis illustrates the sensitivity of such financial instruments to changes in relevant foreign exchange rates, interest rates and fuel prices. It should be noted that the analysis reflects the impact on profit or loss after tax for the year and other comprehensive income on financial instruments held at the reporting date. It does not reflect changes in revenue or costs that may result from changing currency rates, interest rates or fuel prices. Sensitivity is calculated based on all other variables remaining constant. The analysis is considered representative of easyJet’s exposure over the 12 month period. The currency sensitivity analysis is based on easyJet’s foreign currency financial instruments held at each balance sheet date taking into account forward exchange contracts that offset effects from changes in currency exchange rates. The increased sensitivity in the US dollar and euro rate represents sterling weakening against each variable currency with the -10% sensitivity reflecting stronger sterling. The interest rate analysis assumes a 1% change in interest rates over the reporting year applied to end of year financial instruments. The fuel price sensitivity analysis is based on easyJet’s fuel related derivative financial instruments held at the end of each reporting period. The impact of a 1% increase in interest rates and a 10% increase in the fuel price is disclosed. A corresponding decrease results in an equal and opposite impact on the income statement and other comprehensive income in both reporting periods. Sensitivities are calculated based on a reasonably possible change in the rate applied to the value of financial instruments held at each balance sheet date. At 30 September 2011 Income statement impact: gain / (loss) Impact on other comprehensive income: increase / (decrease) At 30 September 2010 Currency rates US dollar +10% £ million US dollar -10% £ million Euro +10% £ million Euro -10% £ million Interest rates 1% increase £ million Fuel price 10% increase £ million 19 (15) 3 108 (89) (40) (3) 25 (2) – – 84 Currency rates US dollar +10% £ million US dollar –10% £ million Euro +10% £ million Euro -10% £ million Interest rates 1% increase £ million Fuel price 10% increase £ million Income statement impact: gain / (loss) Impact on other comprehensive income: increase / (decrease) 13 43 (15) (4) (52) (14) 5 20 1 – – 47 The market risk sensitivity analysis has been calculated based on spot rates for the US dollar, euro and jet fuel at close of business on 30 September each year. easyJet plc Annual report and accounts 2011 95 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 96 easyJet plc Annual report and accounts 2011 Notes to the accounts Continued 23 Leasing commitments Commitments under operating leases Total commitments under non-cancellable operating leases due: Not later than one year Later than one year and not later than five years Later than five years 2011 £ million Aircraft 2010 £ million 2011 £ million Other 2010 £ million 101 272 84 457 97 239 50 386 1 2 3 6 2 3 3 8 easyJet holds 64 aircraft (2010: 62 aircraft) under operating leases, with initial lease terms ranging from seven to ten years. easyJet is contractually obliged to carry out maintenance on these aircraft, and the cost of this is provided based on the number of flying hours and cycles operated. Further details are given in the critical accounting policies section of note 1. Commitments under finance leases Minimum lease payments fall due as follows: Not later than one year Later than one year and not later than five years Later than five years Future finance charges 2011 £ million 2010 £ million 13 139 105 257 (36) 221 10 41 129 180 (25) 155 easyJet holds 11 aircraft (2010: 8 aircraft) under finance leases with ten year initial terms. Further details are given in notes 8 and 14. 24 Contingent liabilities easyJet is involved in various disputes or litigation in the normal course of business. Whilst the results of such disputes cannot be predicted with certainty, management considers that the ultimate resolution of these disputes will not have a material effect on easyJet’s financial position, results or cash flows. At 30 September 2011 easyJet had outstanding letters of credit and performance bonds totalling £44 million (2010: £32 million), of which £41 million (2010: £28 million) expires within one year. The fair value of these instruments at each year end was negligible. No amount is recognised on the statement of financial position in respect of any of these financial instruments as it is not probable that there will be an outflow of resources. 25 Geographical revenue analysis United Kingdom Southern Europe Northern Europe Other 2011 £ million 2010 £ million 1,594 1,190 629 39 3,452 1,423 1,022 504 24 2,973 Southern Europe comprises countries lying wholly or mainly south of the border between Italy and Switzerland, plus France. easyJet’s non-current assets principally comprise its fleet of 140 owned and finance-leased aircraft. A further 64 aircraft are held under operating leases, giving a total fleet of 204 at 30 September 2011. All of these aircraft are registered in the United Kingdom except for 15 registered in Switzerland. These assets are used flexibly across the entire route network, and accordingly there is no suitable basis for allocating them to geographic segments. 26 Related party transactions On 11 October 2010, easyJet announced that it had reached an agreement on its dispute with easyGroup IP Licensing Ltd (“easyGroup”) and Sir Stelios Haji-Ioannou over the terms and operation of the easyJet brand licence. Under the agreement an annual royalty of 0.25% of total revenue (fixed at £3.95 million for the year ended 30 September 2011 and £4.95 million for the year ending 30 September 2012) is payable for a minimum term of ten years. A new brand protection protocol was also agreed. easyJet must meet the costs to protect the “easy” and “easyJet” brands alongside easyGroup on a ratio of 10:1 respectively up to a combined cost of £1.1 million per annum. Beyond the first £1.1 million of costs, easyJet can commit up to an aggregate £5.5 million annually to meet brand protection costs, with easyGroup continuing to meet its share of costs on a 10:1 ratio. easyJet must meet 100% of any brand protection costs it wishes to incur above this limit. A separate agreement has been entered into with Sir Stelios Haji-Ioannou, for two years, where for an annual fee of £300,000 he will not licence the “easy” brand to an ATOL holder in relation to the sale of airline seats, not to sell the shares in easyGroup or the easyJet brand or to acquire an interest in any other airline for two years. Further details of the agreement can be found in easyJet’s Annual report and accounts 2010. The amounts included in the income statement for the year ended 30 September 2011 for these items were as follows: Annual royalty Brand protection (legal fees paid through easyGroup to third parties) Agreement with Sir Stelios Haji-Ioannou 2011 £ million 2010 £ million 4.0 0.7 0.3 5.0 – – – – easyJet plc Annual report and accounts 2011 97 O v e r v e w i i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 98 easyJet plc Annual report and accounts 2011 Company statement of financial position Non-current assets Investments in subsidiary undertakings Current assets Amounts due from subsidiary undertakings Current liabilities Amounts due to subsidiary undertakings Net current assets Net assets Shareholders’ equity Share capital Share premium Retained earnings 30 September 2011 £ million 30 September 2010 £ million Notes b 271 933 (31) 902 1,173 108 654 411 1,173 271 917 (40) 877 1,148 107 652 389 1,148 The accounts on pages 98 to 102 were approved by the Board of Directors and authorised for issue on 14 November 2011 and signed on behalf of the Board. Carolyn McCall OBE Director Chris Kennedy Director Company statement of changes in equity easyJet plc Annual report and accounts 2011 99 O v e r v e w i At 1 October 2010 Total comprehensive income Profit for the year Share incentive schemes Proceeds from shares issued Movement in reserves for employee share schemes At 30 September 2011 At 1 October 2009 Total comprehensive income Profit for the year Share incentive schemes Proceeds from shares issued Movement in reserves for employee share schemes At 30 September 2010 Share capital £ million 107 Share premium £ million 652 Retained earnings £ million 389 Total £ million 1,148 – 1 – – 2 – 108 654 16 – 6 411 16 3 6 1,173 Share capital £ million 106 Share premium £ million 643 Retained earnings £ million 360 Total £ million 1,109 – 1 – – 9 – 107 652 24 – 5 389 24 10 5 1,148 The disclosures required in respect of share capital are shown in note 17 to the consolidated accounts. i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 100 easyJet plc Annual report and accounts 2011 Company statement of cash flows Cash flows from operating activities Cash (used by) / generated from operations Interest received Dividends received Net cash (used by) / generated from operating activities Cash flows from investing activities Investment in subsidiaries Capital distributions Net cash generated from / (used by) investing activities Cash flows from financing activities Net proceeds from issue of ordinary share capital Cash and cash equivalents at beginning and end of year Notes c Year ended 30 September 2011 £ million Year ended 30 September 2010 £ million (26) 14 3 (9) – 6 6 3 – 156 14 20 190 (200) – (200) 10 – Notes to the Company accounts easyJet plc Annual report and accounts 2011 101 O v e r v e w i a) Income statement and statement of total comprehensive income In accordance with Section 408 of the Companies Act 2006, the Company is exempt from the requirement to present its own income statement. The Company’s profit for the year was £16 million (2010: £24 million). Included in this amount are dividends received of £3 million (2010: £20 million), which are recognised when the right to receive payment is established. The Company recognised no other income or expenses in either the current or prior year. The Company has eight employees at 30 September 2011 (30 September 2010: seven). These are the Non Executive Directors of easyJet plc; their remuneration is paid by easyJet Airline Company Limited. The Executive Directors of easyJet plc are employed and paid by easyJet Airline Company Limited. Details of Directors’ remuneration are disclosed in the Report on Directors’ remuneration and in note 4 to the consolidated accounts. b) Investments in subsidiary undertakings Investments in subsidiary undertakings were as follows: At 1 October Investment in subsidiaries Capital contributions to subsidiaries Capital distributions made by subsidiaries At 30 September 2011 £ million 2010 £ million 271 – 6 (6) 271 66 200 5 – 271 Investments in subsidiaries are stated at cost, less any provision for impairment. Where subsidiary undertakings incur charges for share-based payments in respect of share options and awards granted by the Company, a capital contribution in the same amount is recognised as an investment in subsidiary undertakings with a corresponding credit to shareholders’ equity. The principal trading subsidiary undertakings, all of which are included in the consolidated accounts, are shown below. A full list of Group companies will be included in the Company’s next annual return, in accordance with Section 410 of the Companies Act 2006. easyJet Airline Company Limited England and Wales easyJet Switzerland S.A. Switzerland Country of incorporation Principal activity Airline operator Airline operator easyJet Aircraft Company Limited Cayman Islands Aircraft trading and leasing easyJet Sterling Limited easyJet Leasing Limited Cayman Islands Aircraft trading and leasing Cayman Islands Aircraft trading and leasing Class and percentage of ordinary shares held 100 49 100 100 100 The Company has a 49% interest in easyJet Switzerland S.A. with an option that expires in 2014 to acquire the remaining 51%. easyJet Switzerland S.A. is consolidated as a subsidiary on the basis that the Company exercises a dominant influence over the undertaking. A non-controlling interest has not been reflected in the accounts on the basis that holders of the remaining 51% of the shares have no entitlement to any dividends from that holding and the Company has an option to acquire those shares for a predetermined consideration. i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 102 easyJet plc Annual report and accounts 2011 Notes to the Company accounts Continued c) Reconciliation of operating profit to cash generated from operations Operating profit Adjustments for non-cash items: Unrealised foreign exchange differences Changes in working capital: (Increase) / decrease in amounts due from subsidiary undertakings (Decrease) / increase in amounts due to subsidiary undertakings 2011 £ million 2010 £ million 2 1 (19) (10) (26) 8 12 112 24 156 d) Guarantees and contingent liabilities The Company has given a formal undertaking to the Civil Aviation Authority to guarantee the payment and discharge of all liabilities of easyJet Airline Company Limited, a subsidiary of the Company. The guarantee is required for that company to maintain its operating licence under Regulation 3 of the Licensing of Air Carriers Regulations 1992. The Company has issued a guarantee in favour of easyJet Airline Company Limited, a subsidiary undertaking, in relation to the processing of credit card transactions, and also in respect of hedging transactions carried out according to treasury policy. The Company has guaranteed the contractual obligations of easyJet Airline Company Limited and easyJet Leasing Limited, both subsidiary undertakings, in respect of its contractual obligations to Airbus SAS in respect of the supply of Airbus 320 family aircraft. The Company has guaranteed the repayment of borrowings that financed the acquisition of aircraft by subsidiary undertakings. The Company has also guaranteed the payment obligations for the lease of aircraft by subsidiary undertakings. The Company has guaranteed certain letters of credit which have been issued by a bank on behalf of subsidiary undertakings. No amount is recognised on the Company statement of financial position in respect to any of these guarantees as it is not probable that there will be an outflow of resources. e) Related party transactions Transactions with subsidiary undertakings, which principally relate to the provision of funding within the Group, are carried out on an arm’s length basis. Outstanding balances are placed on intercompany accounts with no specified credit period, are unsecured, and bear market rates of interest. For full details of transactions and arrangements with easyJet’s largest shareholder, see note 26 of the consolidated accounts. Five year summary Year end to 30 September easyJet plc Annual report and accounts 2011 103 O v e r v e w i Income statement Revenue EBITDAR Group operating profit (EBIT) Profit before tax Profit for the year Profit before tax (underlying) Earnings per share (basic) Earnings per share (diluted) Statement of financial position Non-current assets Current assets Current liabilities Non-current liabilities Net assets Statement of cash flows Operating activities Investing activities Financing activities Effect of exchange rate changes Increase / (decrease) in cash and cash equivalents Key performance indicators Return on capital employed Gearing Net (cash) / debt Profit before tax per seat (£) Revenue per seat (£) Cost per seat (£) Cost per seat excluding fuel (£) Seats flown (millions) 2011 £ million 2010 £ million 2009 £ million 2008 £ million 2007 £ million 3,452 2,973 468 269 248 225 248 52.5 52.0 2,731 1,738 (1,177) (1,587) 1,705 424 (478) 246 (4) 188 12.7% 28% (100) 3.97 55.27 51.30 36.62 62.5 361 174 154 121 188 28.4 28.0 2,488 1,515 (1,065) (1,437) 1,501 363 (482) 233 9 123 8.8% 32% 40 2.75 53.07 50.32 37.23 56.0 2,667 225 2,363 249 60 55 71 44 16.9 16.6 2,191 1,482 (1,062) (1,304) 1,307 134 (430) 440 12 91 110 83 123 19.8 19.4 1,681 1,415 (910) (908) 1,278 296 (418) 6 29 1,797 298 172 202 152 191 36.6 35.6 1,350 1,166 (621) (743) 1,152 271 (272) (129) (11) 156 (87) (141) 3.6% 38% 46 1.04 50.47 49.43 34.16 52.8 7.3% 29% (236) 2.12 45.51 43.39 29.74 51.9 11.7% 20% (393) 4.54 40.42 35.88 26.31 44.5 i B u s n e s s r e v e w i P e r f o r m a n c e a n d r i s k C o r p o r a t e r e s p o n s b i i l i t y G o v e r n a n c e A c c o u n t s & o t h e r i n f o r m a t i o n 104 easyJet plc Annual report and accounts 2011 Glossary Passengers Number of earned seats flown. Earned seats comprises seats sold to passengers (including no- shows), seats provided for promotional purposes and seats provided to staff for business travel. Profit before tax per seat Profit before tax divided by seats flown. Return on capital employed (ROCE) Normalised profit after tax divided by average net debt plus average shareholders’ equity. Return on equity Profit for the year divided by the average of opening and closing shareholders’ equity. Revenue The sum of passenger revenue and ancillary revenue. Revenue passenger kilometres (RPK) Number of passengers multiplied by the number of kilometres those passengers were flown. Revenue per ASK Revenue divided by available seat kilometres. Revenue per seat Revenue divided by seats flown. Seats flown Seats available for passengers. Sector A one-way revenue flight. Aircraft dry / wet leasing Payments to lessors under dry leasing arrangements relate solely to the provision of an aircraft. Payments to lessors under wet leasing arrangements relate to the provision of aircraft, crew, maintenance and insurance. Aircraft owned / leased at end of year Number of aircraft owned or on lease arrangements of over one month’s duration at the end of the period. Available seat kilometres (ASK) Seats flown multiplied by the number of kilometres flown. Average fare Passenger and ancillary revenue divided by passengers. Block hours Hours of service for aircraft, measured from the time that the aircraft leaves the terminal at the departure airport to the time that it arrives at the terminal at the destination airport. Cost per ASK Revenue less profit before tax, divided by available seat kilometres. Cost per seat Revenue less profit before tax, divided by seats flown. Cost per seat, excluding fuel Revenue, less profit before tax, plus fuel costs, divided by seats flown. EBITDAR Earnings before interest, taxes, depreciation, amortisation, aircraft dry leasing costs, and profit or loss on disposal of assets held for sale. Gearing Net debt (adjusted by adding seven times aircraft dry leasing payments for the year and deducting restricted cash) divided by the sum of shareholders’ equity and adjusted net debt. Load factor Number of passengers as a percentage of number of seats flown. The load factor is not weighted for the effect of varying sector lengths. Operated aircraft utilisation Average number of block hours per day per aircraft operated. Other costs Administrative and operational costs not reported elsewhere, including some employee costs, compensation paid to passengers, exchange gains and losses and the profit or loss on the disposal of property plant and equipment. easyJet plc Annual report and accounts 2011 Europe by easyJet THANK YOU We’d like to thank everyone who has helped to produce this report: Paul Ablin, Charlotte Allin, Angela Bennett, Alita Benson, Warwick Brady, Mike Campbell, Trevor Didcock, Peter Duffy, Joanne Flynn, Chris Gadsden, Paul Gibson, Lewis Girdwood, Val Goldine, Adam Hughes, Bruce James, Chris Kennedy, Rachel Kentleton, Ken Lawrie, Thomas Loizeau, Cath Lynn, Carolyn McCall OBE, Nicola McGarry, Shuhall Miah, Paul Moore, Reg Otten, Chris Paull, Giles Pemberton, Sir Michael Rake, Tom Smethers, Andrew Tempest, Helen Whittle and all of our employees across the network. 1 Overview 4 Corporate responsibility Highlights Chairman’s introduction Turning Europe Orange Our cause 2 Business review Our long-term strategy Chief Executive’s introduction Strategic position Strategy implementation Market review Looking forward to 2012 Key performance indicators 3 Performance and risk Financial review Introduction Financial performance Earnings per share Cash ﬂows and ﬁnancial position Going concern Signiﬁcant contracts and creditor policy Principal risks and uncertainties 02 03 04 06 08 09 10 13 13 14 16 19 19 22 24 24 25 25 27 Directors’ report easyJet plc is incorporated as a public limited company and is registered in England with the registered number 3959649. easyJet plc’s registered ofﬁce is Hangar 89, London Luton Airport, Bedfordshire LU2 9PF. The Directors present the Annual report and accounts for the year ended 30 September 2011. References to ‘easyJet’, the ‘Group’, the ‘Company’, ‘we’, or ‘our’ are to easyJet plc or to easyJet plc and its subsidiary companies where appropriate. Pages 01 to 62, inclusive, of this Annual report comprise the Directors’ report that has been drawn up and presented in accordance with English company law and the liabilities of the Directors in connection with that report shall be subject to the limitations and restrictions provided by such law. Introduction Safety People Environment 5 Governance Chairman’s introduction Board of directors Executive management team Corporate governance Shareholder information Report on Directors’ remuneration Statement of Directors’ responsibilities 32 32 33 36 41 42 44 46 51 52 62 6 Accounts & other information Independent auditors’ report Consolidated income statement Consolidated statement of comprehensive income Consolidated statement of ﬁnancial position Consolidated statement of changes in equity Consolidated statement of cash ﬂows Notes to the accounts Company statement of ﬁnancial position Company statement of changes in equity Company statement of cash ﬂows Notes to the Company accounts Five year summary Glossary 64 65 66 67 68 69 70 98 99 100 101 103 104 This annual report is printed on Amadeus 100 Silk paper and board, produced using 100% deinked, recycled ﬁbre. Both the paper mill and the printer involved in this production hold ISO 14001 accreditation, which speciﬁes a process for continuous environmental improvement, and both are FSC® certiﬁed. If after reading, you no longer wish to retain this report, please pass it on to other interested readers or dispose of it in your recycled paper waste. This report is available at: http://corporate.easyjet.com/investors/reports-and-accounts.aspx Designed and produced by Radley Yeldar www.ry.com www.easyJet.com Hangar 89 London Luton Airport Luton Bedfordshire LU2 9PF A n n u a l r e p o r t a n d a c c o u n t s 2 0 1 1 Annual report and accounts 2011

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