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Moving communities today
towards a greener tomorrow
Annual Report and Accounts
for the year ended 27 June 2020
Our purpose is to be the local partner
taking care of journeys that enhance
the lives and wellbeing of our
communities across the world
2020 overview
• Results slightly above our revised guidance, with overall
• Resilient business model – 90 per cent of revenues
financial performance significantly impacted by
COVID-19 in regional bus and losses in German rail
secured through contracts with no revenue risk from
changes in passenger demand
– Regional bus heavily impacted by COVID-19, operating
profit* £20.5m (2019: £44.5m). Government support
enabled breakeven performance since March
– Resilient London & International bus businesses,
operating profit of £48.5m (2019: £51.2m). Revenue
protected by contracted income
– Rail operating profit* of £8.9m (2019: £25.4m)
impacted by lower contractual margins in
Southeastern and significant operational and
commercial challenges in German rail
• During the COVID-19 crisis, we have three priorities: to
safeguard the health and wellbeing of our colleagues
and customers; to play our role in society in challenging
times; and to protect our business
• Public transport remains critical to environmental
sustainability, economic recovery, the delivery of
health and wellbeing outcomes, and keeping
communities connected
• Robust balance sheet, strong cashflows and good liquidity
– Adjusted net debt to EBITDA of 1.96x**, comfortably
within target range of 1.5 to 2.5x and well below 3.5x
bank covenant
– Underlying business remains cash generative
– Unrestricted cash and unutilised facilities of c.£230m
at the year end has since increased to c.£240m
• Committed to resumption of dividend payments
when appropriate
Operating profit (pre-exceptional items)
Operating profit (post-exceptional items)
Available cash and unutilised facilities
£77.9m
(2019: £121.1m)
£20.8m
(2019: £104.3m)
£229.8m
(2019: £282.5m)
Adjusted net debt/EBITDA**
Regional bus customer satisfaction
Carbon emissions per vehicle mile
1.96x
(2019: 1.32x)
91%
(2019: 92%)
1.07kgs
(2019: 1.15kgs)
* Before exceptional items of £26.7m in regional bus and £30.4m in German rail businesses. Details are provided in Note 7 to the financial statements.
** On a pre-IFRS 16 basis, in line with bank covenants.
Strategic report
Compliance with Section 172(1) of the Companies Act 2006
The directors confirm that, during the year, they continued to promote the
success of Go-Ahead for the benefit of all stakeholders. In doing so, the Board’s
desire to act fairly between members, maintain a reputation for high standards of
business conduct, and consider the long term consequences of the decisions they
take, have continued to underpin the way it operates at every level of the
business.
Read more about:
• Why and how we engage with our stakeholders, the key topics of engagement
during the year and how we responded, pages 22 to 25
• The Group’s goals, strategy and business model in the Strategic report,
pages 1 to 62
• How we guided our decisions and behaviours in response to COVID-19,
pages 6 to 11
• How we manage risks, pages 50 to 58
• How our robust corporate governance principles underpin the decisions we
take including how the Board considers stakeholders in its decision making
process, pages 64 to 68
Non-financial information statement
We aim to comply with the Non-Financial Reporting Directive requirements.
The table below sets out where relevant information can be found within this
report or on our website*:
Reporting requirement and policies and
standards which govern our approach
Information necessary to understand our business
and its impact, policy due diligence and outcomes
Environmental matters
• Environment policy
Cleaner environment, page 35 and 36
• Energy and climate change
GHG emission, pages 225 to 227
• Approach to sustainability
Our approach to sustainability page 27
Employees
• Whistleblowing policy
• Conflicts of interest
Better teams, pages 28 and 29
Governance in action, pages 68 to 70
• Equal opportunities policy
• Code of conduct and ethics policy
Nomination committee report, pages 79 to 81
Directors' report, page 113 to 115
Contents
Chairman's letter
Strategic report
2 Our strengths
4
6 Group Chief Executive’s review
10 Group Chief Financial Officer's review
12 Group Q&A
16 COVID–19
18 Our markets
20 Our business model
22 Our stakeholders
26 Our strategy
27 Our approach to sustainability
28 Better teams
30 Happier customers
Stronger communities
32
Safer working
33
35 Cleaner environment
37 Business and finance review
39 Bus
43 Rail
47
Financial review
50 Risk management
59 Viability statement
60 Going concern
Governance
64 Chairman’s introduction to corporate
Board leadership and purpose
Evaluation
governance
66 Board of directors
68 Governance in action
71
76
79 Nomination committee report
82 Audit committee report
90 Directors’ remuneration report
113 Directors’ report
116
Statement of directors’ responsibilities
Group financial statements
118
Independent auditor’s report to the
members of The Go-Ahead Group plc
135 Consolidated income statement
Consolidated statement of
136
comprehensive income
Consolidated statement of
changes in equity
137
138 Consolidated balance sheet
140 Consolidated cashflow statement
142
Critical accounting judgements and key
sources of estimation uncertainty
Notes to the consolidated
financial statements
Human rights
• Human rights policy
• Modern slavery policy
• Code of Conduct
• Sustainable supply chain charter
Social matters
• Charity and community policy
Better teams, pages 28 and 29
Safer working, pages 33 and 34
Stronger communities, page 32
145
• Sustainable supply chain charter
Safer working, pages 33 and 34
Anti-bribery and anti-corruption
• Anti-bribery and anti-corruption policy
Better teams, pages 28 and 29
Governance in action, pages 68 to 70
Principal risks and impact
on business activity
Risk management, pages 50 to 58
Audit committee report, pages 82 to 89
Description of the business model
Our business model, pages 20 and 21
Non-financial key
performance indicators
Non-financial key performance indicators,
pages 28 to 35
* Our policies and procedures are available on our corporate website www.go-ahead.com.
Company financial statements
201 Company balance sheet
202 Company statement of changes in equity
203 Directors’ responsibilities in relation to
the company financial statements
Notes to the company
financial statements
204
Shareholder information
222 Shareholder information
225 Greenhouse gas emissions
228 Corporate information
1
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
Our strengths
We are a leading public transport
provider, keeping communities
moving today as we work towards
a greener tomorrow
Clear and
important
purpose
Delivering vital services
essential to society and
for economic growth
Part of the
solution
Integral part of climate
change and air quality
agendas in our towns
and cities
Experts in
our field
Extensive experience
and expertise in bus
and rail markets
• Ongoing government support
during COVID-19 crisis
underscoring the importance
of public transport
• Recognition by policy makers
that mass transport is key to
achieving air quality and
climate-related targets
• Largest bus operator in
London with strategically
located depots providing
competitive advantage
• Bringing our communities
• Aside from walking and
• Well established regional bus
together, providing vital links
to friends and family
• Essential to economic
recovery, enabling access
to work, education, leisure
and retail
cycling, rail travel is the most
carbon efficient mode of
transport, followed by bus. An
average journey by petrol car
emits 120 per cent more CO2
than the same journey by a
diesel bus
• Leading industry change in
transition to cleaner transport,
introduced the UK’s first all
electric bus depot and our
own innovative air-filtering
bus technology
operator with a focus on
urban areas
• Leading change and
transformation as the
operator of the UK’s busiest
rail franchises
• Successful operations in
Singapore, Ireland and Norway
2
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report “ The strengths I observed early in my
tenure as Chairman are attributes
that have helped make the Group
resilient during the COVID-19 crisis."
Clare Hollingsworth
Chairman
A proven
approach
Devolved customer
focused management,
innovative approach
and engaged colleagues
A reliable
partner
Strong partnerships
and collaborative
working with transport
authorities and
policy makers
Strong
financial
profile
Disciplined and
sustainable
decision making
• Agile and responsive local
• 90 per cent of revenue
management teams embedded
in their local communities
optimising performance and
award-winning customer service
• Continual improvement
driven by an innovative
approach in all areas of
the business
• Engaged colleagues
promoting our inclusive
culture which encourages
diversity in all its forms,
aiming to reflect the diverse
communities which we serve
generated through contracts
with transport authorities and
industry partners
• A leading voice on the issues
most critical to our business
and industry
• Integral to major infrastructure
change projects in UK rail
delivered collectively with
industry partners
• Working towards shared
goals with local stakeholders,
including local authorities, in
our communities
• Robust balance sheet; adjusted
net debt to EBITDA within
target range at 1.96 times*
• Positive cashflow and good
liquidity; c£230m of cash and
available facilities
• Strong profile will support
the resumption of dividend
payments when prudent
to do so
• Disciplined approach to
capital allocation and
risk management
* Presented on a pre-IFRS 16 basis, in line
with our bank covenant. On an IFRS 16 basis
adjusted net debt to EBITDA is 1.76 times.
3
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Chairman's letter
Playing an important role in society
is inherent in our purpose
Dear Shareholder,
When I took on the role of Chairman in
October 2019, I did not anticipate I would
be addressing you in my first annual
report in the midst of a global pandemic.
People’s lives across the world fundamentally
changed in a matter of weeks, and the
crisis continues to have an unprecedented
impact on global economies and
businesses, including Go-Ahead.
Whilst much of our report to you focuses
on the crisis, it is important to reflect on
the eight months of our financial year that
came before the impact of COVID-19 was
felt on our business.
First impressions
I joined the Group early in the financial
year, giving me the opportunity to learn
about the business under more normal
circumstances. It soon became evident
that the real strength of this business is
its people. At all levels of the organisation
I have been impressed by my colleagues;
from our experienced Board of Directors,
to our capable local management teams
and everyone in operational roles keeping
our services running around the clock
with their can-do attitudes.
The Group’s devolved operating model
really leverages its engaged colleague
base, empowering our teams to provide
a service that is right for their local
communities. This model works well with
the business units successfully operating
independently but also collaborating to
share knowledge, experience and expertise.
While some things, such as risk appetite
and capital allocation, are determined at
Clare Hollingsworth
Chairman
Group level, the people running our
businesses are best placed to make local
decisions, and this approach enables
maximum agility and responsiveness
to changing customer needs.
Our customers, both our passengers and
our transport authority clients, are at the
centre of everything we do and there is a
culture of continuous improvement that
motivates our teams around the Group to
deliver more efficient and innovative ways
to meet our customers’ expectations.
The strengths I observed early in my
tenure are attributes that have helped
make the Group resilient during the
COVID-19 crisis.
Read about our response to the COVID-19 crisis
in the Chief Executive’s review on pages 6 to 9
and the impact on our business divisions in the
Chief Financial Officer’s review on pages 10 and 11
COVID-19
David Brown’s strong and down-to-earth
leadership as our Chief Executive, his
passion and ambition for the business, and
his depth of experience in public transport
have been more valuable than ever during
the COVID-19 crisis. Under his direction,
our teams have achieved incredible
results; keeping services running through
the most challenging of circumstances,
always with an unwavering focus on our
customers and a commitment to
supporting our people.
Our devolved model, which sets
Go-Ahead apart in the industry, has
proved invaluable during this time. The
virus has impacted different geographical
areas in different ways and a tailored
response specific to those communities
has enabled us to respond quickly; altering
timetables to ensure adequate provision
to hospitals; addressing specific colleague
concerns and working collaboratively with
local authorities and other stakeholders
to deliver appropriate solutions as we
navigate through this crisis.
This approach has been fundamental in
our response to the COVID-19 crisis and
will continue to support the Group’s
resilience as we move forward.
The safety and wellbeing of our colleagues
and our customers is our priority and we
have no tolerance for safety risk exposure.
We recognise that we have been, and
continue to be, operating through a time
of heightened risk, both to health and to
operating practices at a time of much
change. We have, therefore, taken
appropriate measures to protect our
colleagues and ensure that travelling by
public transport remains a safe and
convenient option for customers.
This crisis has reinforced that public
transport is critical to the functioning
of society and it will always be needed.
Governments around the world have
invested billions of pounds in public
transport networks by supporting the
provision of services at this time and
safeguarding them for the future. In the
UK, I appreciate the Department for
Transport’s rapid response and continued
support of our industry, acknowledging
how fundamental a resilient public
transport network is to economic
recovery. Before the pandemic, 90 per cent
of journeys into London were made using
4
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report I came into this role with the intention
of upholding the highest standards of
corporate governance and nothing has
changed my view. I have undertaken a
thorough and structured induction and
the external Board evaluation which had
to be postponed earlier in the year, is now
underway. Further details can be found
on page 76.
A word of thanks and reflection
As I reflect on the events of recent months,
I am truly saddened by the loss of valued
colleagues across the business.
My thoughts are with their families and
friends as well as all our colleagues, who
have been affected by the virus.
I would like to thank all of our 30,000
people for their commitment to Go-Ahead
and its customers, particularly at the current
time. From those working on the front line
delivering vital services, to colleagues
who have been furloughed, each of you
is playing an important part. I would also
like to thank you, our shareholders, for
your loyalty and support during this
challenging period for the Group.
Whilst the challenges are not over, I believe
that we are taking the right steps to both
protect the Group in the near term and
prepare the business for opportunities in
the future; confident that we have the right
people in place to see us through these
unprecedented times.
Clare Hollingsworth
Chairman
23 September 2020
public transport and two billion journeys
were made annually on regional bus services
in England. No other mode can sustainably
transport this volume of people.
Go-Ahead has been a leading voice as the
industry has worked collectively to find
the right solutions for customers,
colleagues, governments and private
businesses. It has become apparent over
recent months how valuable the experience
of Go-Ahead colleagues has been in
influencing these solutions, and how
important continuous and meaningful
two-way stakeholder engagement is.
The experience and expertise of our Board
members have also been valuable as we
develop a framework within which the
business can withstand this period of
extended uncertainty and heightened risk.
This has involved the modelling of various
operational and financial scenarios so the
Group can emerge from the crisis robust
and resilient.
Read about our principal risks and approach to risk
management on pages 50 to 58
Throughout the crisis, we have had to
make difficult decisions. Some decisions
have impacted our people, like the
furloughing of many colleagues. Others
have impacted our shareholders, such
as the suspension of dividend payments.
I recognise the sacrifices that have been
made and the impact of these decisions
on people’s lives. The Board understands
the importance of dividends to Go-Ahead’s
shareholders and will continue to assess
the appropriate timing for the resumption
of dividend payments.
Alongside these big decisions, we have
also taken action in small, but collectively
meaningful, ways to conserve cash and
protect the financial strength of the
Group. These actions have touched all
areas of our business.
Performance
Some parts of the business have been
particularly resilient throughout the crisis,
such as our London & International bus
division, which comprises contract-based
businesses, and our UK rail franchises.
However, our regional bus division has
experienced the most financially
challenging year on record. Across the
Group, our teams have worked tirelessly
to maintain safe and convenient services
for passengers during this time, but also
to protect our business.
The implications of the crisis on our
financial performance cannot be ignored
but I would also like to focus on other
aspects of performance: the highest
customer satisfaction in the industry
in regional bus; the improvements in
punctuality across our rail businesses;
the progress we are making towards
transitioning to a greener fleet. It is these
fundamental strengths that will enable us
to return to strong financial performance
in the future.
Our international development story was
something of a tale of two halves in the
year. We had some great successes, such
as the introduction of more commuter
bus routes in Ireland and the smooth
start to our first Norwegian rail operation
in December 2019, followed by the
announcement of a two-year extension
of our bus contract in Singapore after
the year end. However, we have faced
significant challenges in our German rail
operation following its introduction in
June 2019 which weighed heavily on the
financial performance of the rail division.
We are taking decisive action to turn
around performance and have also chosen
to pause development activities in the
German rail market while the Board
considers its strategic options.
The Board
Katherine Innes-Ker will retire from the
Board at our Annual General Meeting in
November 2020 after over ten years as a
non-executive director, over eight years
as Remuneration Committee Chair and
seven years as Senior Independent
Director. On behalf of the Board, I would
like to thank Katherine for the valuable
contribution she has made over this time
and, personally, for supporting my
induction and the smooth transition
of the role of Chairman.
Read more about Board succession planning
on pages 61 and 76
As a Board, we collectively took the
decision to temporarily reduce our fees
and salaries by 20 per cent in April to
support the Group’s cash preservation
during the crisis.
5
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Group Chief Executive’s review
Resilient business model, dedicated
people and strong values
Had I been writing this in early 2020
I would have been talking about a new
dawn for bus travel, the Government’s
plans to introduce a National Bus Strategy
and the role we are playing in the fight
against climate change. All of these are
still very much on the agenda for us and
our industry but, along with the rest of
the world, COVID-19 has tested us,
stretched our resources and shifted
our immediate focus.
Our financial results for the year to
27 June 2020 have been significantly
impacted by the pandemic despite the
effects of it only being felt for a little over
a quarter of our financial year.
The pre-crisis period
The scale of the crisis was only just
beginning to emerge as we reported our
half year results in March – on the day
that the US introduced a ban on
international travel. Alongside those
results, I outlined a step change in public
transport policy, the UK Government’s
commitment to invest billions in public
transport and rail reform. I set out our
growing international footprint with new
operations beginning in Norway, Germany
and Ireland over the previous 12 months.
I also reflected on the growth from our
UK operations with the introduction of
Go North West in Manchester and the
recent significant bus contract win in
Cornwall. We had maintained our sector
leading customer satisfaction levels and
delivered improved punctuality in our UK
rail businesses. We continued to strengthen
our Group for the future, welcoming
more graduates and apprentices to the
David Brown
Group Chief Executive
Setting our
priorities in 2020
At the outset of the crisis, we
identified three priorities that have
focused our efforts;
Safeguard the health and
wellbeing of our colleagues
and customers
• Operating within government
rules and guidelines
• Enhanced cleaning and
supporting social distancing for
customers
• Protective equipment issued for
colleagues
Play our role in society
• Maintained a core network
throughout lockdown period
• Adapting services to
accommodate shift patterns of
key workers
• Supporting wider efforts to
tackle the virus
Protect our business
• Disciplined approach to financial
management
• Swift action to conserve cash and
reduce costs
• Secured government funding to
support essential service
provision
Go-Ahead family and increasing the
diversity of our workforce. Our fleet
continued to become cleaner and greener,
introducing more zero or low emission
vehicles across the business and rolling
out more of our air filtering buses.
As well as the successes, I also
communicated the challenges we
faced and the plans in place to improve
performance. Despite carrying more
passengers on our regional bus services,
the division’s profitability was impacted
by increasing depreciation and engineering
costs, associated with investing in and
maintaining an increasingly green fleet.
Profit improvement plans were underway
across the business along with specific
local action to target the most challenging
areas of the cost base. Our German rail
operations were continuing to experience
difficulties with availability and reliability
of rolling stock and driver shortages
impacting operational performance,
resulting in significant financial penalties
and unplanned costs.
In response to the specific challenges in
German rail, a comprehensive review of
the businesses operations was initiated,
resulting in decisive action, including
management changes. Following the
review, operational performance has
subsequently materially improved over
recent months. All rolling stock is now
in service and we have made progress
in training and recruiting drivers,
notwithstanding setbacks due to
COVID-19 restrictions. Despite these
improvements, financial performance
remains challenging.
6
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Progress in recovering losses associated
with the late delivery of trains from the
rolling stock provider has been slower
than we had hoped and we continue to
incur costs associated with temporary
drivers. However, we have a plan to deliver
profitability in the medium term.
Read about the performance of our business units
in more detail on pages 39 to 46
A huge amount has changed in the period
since I reported on our half year results
but some things have remained the same,
the dedication of our people, our resilient
business model and the values that have
seen us through previous challenging
times. These have been pivotal to our
effective response to the COVID-19 crisis.
COVID-19
Proud of our people
The past six months have been unlike
any other and we have all had to adapt
to living and working in a different way.
While many of our colleagues have
successfully adapted to home working,
for the majority of our people, working
from home is not an option. They are key
workers who have played an essential role
throughout this pandemic, something of
which I will always be very proud. I have
great respect for and gratitude to our
people who have come to work every day
to keep our services running.
Throughout this challenging period,
my thoughts have been with the families
and friends of our colleagues who have
tragically lost their lives as a result of
COVID-19. I am devastated by the loss and
we are doing everything we can to
support their families and colleagues.
Our three priorities during the crisis
Our overall strategy remains in place with
our three strategic objectives being:
protect and grow the core; win new bus
and rail contracts; and develop for the
future of transport. At the outset of the
pandemic, we identified three priorities
under our objective to protect and grow
the core that have focused our efforts
throughout the crisis and continue to
guide our decisions and behaviours: to
safeguard the health and wellbeing of our
colleagues and customers, to play our role
in society in challenging times, and to
protect our business.
Safeguarding our people and customers
Safety is always our priority and we strive
continually to improve our already high
safety standards. Over the past six months
we have been operating in an environment
of heightened risk and we have taken
additional precautions to safeguard the
health and wellbeing of our colleagues
and customers.
Every business has operated within the
rules and guidelines set out by local and
national governments, the World Health
Organization and relevant advisory
bodies. In keeping with our devolved
operating model, we have taken a tailored
approach in each business, engaging with
our colleagues, local union representatives
and other stakeholders to ensure
appropriate measures are taken.
Go-Ahead is an extended family of 30,000
people and our absolute priority is
safeguarding their health and wellbeing.
Colleagues have been provided with
additional protective equipment and
measures have been taken to minimise
contact between colleagues and passengers
and cash handling has been reduced. This
has been aided significantly by our mobile
ticketing app and contactless payment
channels on 100 per cent of Go-Ahead
bus services. Our industry-leading tap-on/
tap-off capped contactless payment
channel is now available on 25 per cent
of our buses, offering a simple and
hassle-free way to pay.
We have partnered with companies
from our Billion Journey Project to use
artificial intelligence and big data to
inform customers about the best times
to travel. All our regional bus businesses
rolled out the 'When2Travel' app
following the Government’s lifting of
restrictions on travel. This information,
available through our apps and websites,
allows customers to choose specific
journey times and bus stops via a map to
see how busy their services are and plan
their journeys accordingly.
Enhanced cleaning of vehicles and other
workplaces follows rigorous schedules
and social distancing measures remain in
place, including the provision of information
to help our colleagues and customers
adhere to government guidelines.
Research by the Rail Safety and Standards
Board found the risk of infection from
COVID-19 on trains to be less than
0.01 per cent, based on an hour-long train
journey in a carriage with no social
distancing or face coverings.
For colleagues working from home,
we have taken steps to ensure people are
working safely.
We acknowledge that some colleagues
are at greater risk from COVID-19 for a
range of reasons and have taken steps
to protect these individuals and provide
additional support where appropriate.
Of course, safeguarding people is about
more than physical health and safety.
This crisis has brought to the fore the
importance of mental health and wellbeing.
Across the business, we have enhanced
some of the actions already in place, such
as open lines of communication with line
managers and promoting the use of
independent colleague assistance lines.
We have introduced some new measures
in light of the crisis, such as virtual
colleague forums and social events.
Every one of our people, from the
customer-facing colleagues keeping our
customers moving to those who have
been furloughed, is important. We
acknowledge the different circumstances
in which people are living and working and
have endeavoured to provide suitable
support, recognising that colleagues in
different roles come up against different
challenges and have different concerns.
Playing our part
Playing an important role in society is
inherent in our purpose. Recent months
have really shone a light on how vital this
role is, and we have risen to the challenge
of keeping people moving through the
most challenging of times.
At the height of lockdown, key workers,
such as those employed by the NHS,
emergency services, supermarkets and
food production facilities, continued to
rely on our services to reach their places
of work.
Since travel restrictions were put in place
in mid-March we have maintained regular
and reliable services enabling people
to plan and complete their journeys as
seamlessly as before. We recognised
that the lockdown period was not about
running a pre-existing timetable, it was
about making sure people who needed
to travel could get where they needed
to be, safely.
7
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Group Chief Executive’s review continued
COVID-19 continued
Playing our part continued
Our local teams listened to customer
feedback and made changes to services
as quickly as possible. For example, we
increased service frequency and extended
running hours on routes serving hospitals
and responded to customers telling us our
timetable did not accommodate their new
shift patterns.
Playing our part hasn’t only meant
maintaining a reliable core transport
network throughout the pandemic. We
have taken on a wider role to support the
crisis response. Where possible, we have
put underutilised resources to use to
deliver crucial medical supplies, bottle and
distribute hand sanitiser to other key
workers and supporting colleagues to
volunteer in different roles, such as
monitoring CCTV footage across our
extensive network to identify vulnerable
people. We have supported our
communities at the time they needed
it most: collecting and distributing
donations for hospital workers, delivering
food packages to those in need and
holding virtual ‘Chatty Bus’ events.
We have helped vulnerable individuals by
supporting, for example, victims of
domestic abuse to reach safe places.
The importance of morale should not be
underestimated at a time of global crisis.
We have endeavoured to boost the
morale of our people and our communities
throughout this time by, for example,
embracing the clap for carers initiative
and updating bus and train livery to
include rainbow designs.
Protecting our business
On 12 March, when we announced our half
year results, our operations were largely
unaffected by COVID-19 with a small
number of, mainly tourist, bus services in
the UK seeing a small reduction in demand.
Within a week of that announcement, the
UK Government urged people to avoid
anything but essential travel and two days
after that, it took the decision to close
schools. By 23 March the country was in
lockdown and passenger numbers were
down to around 10 per cent of typical
levels. The rate at which this change took
place required us to act quickly and
decisively as a business, and collaboratively
as an industry.
Difficult decisions had to be taken quickly:
the interim dividend to shareholders was
suspended, all-but-essential expenditure
ceased and investment in new vehicles
was postponed. None of these decisions
were taken lightly but they were essential
to conserving cash and protecting
our business.
The strong reputation and positive
stakeholder relationships we have
developed over many years have never
been more important than during this
pandemic. We have worked closely and
collaboratively with key industry partners,
such as the Department for Transport
(DfT) and Transport for London (TfL), to
find solutions which ensure that service
provision remains at the right level,
government policy is brought into effect,
and transport operators receive funding
to enable essential services to be delivered.
Our disciplined approach to risk and
financial management, alongside our
established business model, have
positioned us well to withstand this
challenging period. The Group has a
robust balance sheet and strong liquidity,
with around £230m of available cash and
unutilised facilities. Our devolved
structure places experienced leaders at
the heart of local operations meaning
better decisions are made and rapid
action is taken. Over 90 per cent of Group
revenue is generated through contracts.
These contracted businesses have
remained resilient throughout the crisis.
Under current arrangements, the 10 per cent
of revenue typically generated through
passenger fares is being partially
supported by government funding.
The reasons we were successful before
the pandemic – customer focused
decision making, an innovative and agile
approach, a collaborative and inclusive
culture, to name a few – are the reasons
we have remained resilient throughout
the crisis.
Read about our financial strength on pages 10 and 11,
and our business model on pages 20 and 21
In regional bus, although the number of
journeys made was around 10 per cent
of usual capacity, service levels were
maintained at between 40 and 50 per cent
to ensure adequate service provision and
to enable social distancing. This created a
misalignment between revenue and our
cost base, which has largely been
mitigated through specific bus industry
funding arrangements and (the COVID-19
Bus Services Support Grant) through the
use of the UK Government’s Coronavirus
Job Retention Scheme. In August, the DfT
confirmed bus funding would remain
available until it is no longer required.
Our London & International bus division,
which is made up of gross cost contracts,
has remained resilient with no change to
core contracted revenue. Quality Incentive
Contract income reduced in London,
reflecting the reduction in mileage
operated during the lockdown period and
the timing of settlements with TfL.
Our rail division comprises four distinct
businesses with different contractual
arrangements – GTR and Southeastern
in the UK, and German and Norwegian
operations. The tendering authorities for
all of these contracts have supported
service provision and, as a result, the
pandemic has not materially impacted
the financial performance of this division
in the year. The DfT, in particular, moved
very quickly to introduce Emergency
Measures Agreements (EMAs) in the
UK enabling key transport links to remain
open. The EMA terms were extended
to a direct award contract of at least
18-months for Southeastern, which took
effect on 1 April. Southeastern has been an
important part of Go-Ahead since 2006
and we are pleased it will remain within
the Group until at least October 2021.
In September, an Emergency Recovery
Measures Agreement (ERMA) was
introduced for GTR to replace the EMA.
The new arrangement, which generates a
margin of up to 1.5 per cent, is a management
contract with no exposure to changes in
passenger demand or ancillary revenue,
such as car parking and retail commission.
Read about the specific arrangements in place for
each business unit on pages 39 to 46
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The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report While I hope to be operating under more
normal circumstances as soon as possible,
it is important to acknowledge that such
support and funding has been, and
continues to be, essential. It has enabled
an adequate public transport provision to
continue over the past six months, and
ensured the viability of transport
businesses through this period.
Although short term action has been
taken to protect the business in recent
months, all decisions have been made
with consideration of the longer term
impacts and the sustainability of our
business. We have taken active steps to
safeguard our essential supply chain;
continuing to pay suppliers in line with the
Prompt Payment Code and applying a fair
and structured process when the
reduction of supplier services has been
necessary, in line with our Sustainable
Supply Chain Charter.
Read about the action we have taken in more detail
on page 34
An acceleration of trends
The crisis has seen an acceleration of the
trends we have observed for a number of
years: home working, online shopping,
virtual socialising and home entertainment.
We have been adapting to these trends
for some time, developing our customer
offering to provide more flexibility in
travel, attracting new younger customers
who will develop a habit of bus travel and
introducing contactless payments to
make travelling on our services as easy as
possible. We do not know the pace at
which these trends will continue, but they
are unlikely to reverse in the medium term.
A trend that I hope continues is that of
increased active travel – it is great to see
more people walking and cycling. This is
something Go-Ahead has supported for
many years through initiatives like active
travel marketing campaigns, partnerships
with cycle hire schemes, and even mobile
gym buses. People who use public
transport are more active than those
travelling by car, benefiting from 26
minutes more daily activity, and have
more associated health benefits. We will
continue to promote walking and cycling
alongside our buses and trains with
facilities like station cycle hubs, walking
maps, cycle storage on buses and holistic
journey planners.
Read about the acceleration of market trends on
pages 18 and 19
While we do not know how these trends
will evolve, what we do know is that
people have missed visiting family and
friends, they have missed socialising in
pubs and restaurants, and they have
missed interacting and collaborating with
colleagues. We also know that climate
change and air quality remain two of the
greatest challenges we, as a society, face.
We are certain that public transport is
essential to achieving the necessary
targets to reduce carbon emissions and
improve air quality. We need to encourage
people back out of their cars and onto
public transport; otherwise, we risk one
public health crisis leading to another.
Read about our commitment to a cleaner
environment on pages 35 and 36
Outlook
We are in a very different place today
than we were during the period of
national lockdown in the UK. Services
are now running at around 90 per cent
of pre-COVID-19 levels in our regional
bus businesses, carrying 50 to 60 per cent
of typical passenger journeys, and around
90 per cent of our UK rail services are now
in operation. However, the coming months
remain uncertain for us all.
Due to this uncertainty, we are unable to
reinstate meaningful financial guidance
for our regional bus business for the 2021
financial year. Instead, we are considering
a range of scenarios and the associated
potential impact on the division, set out
on pages 60 to 62. The contracted nature
of the remainder of the business provides
greater visibility of future financial
performance. For the 2021 financial year,
we expect our London & International bus
division to generate operating profit
similar to that delivered in 2020. Our rail
division is expected to deliver a breakeven
operating performance.
The aftermath of the pandemic will
undoubtedly present us with challenges.
We may see increasing levels of home
working, more online medical appointments
and fewer international trips, all of which
could impact demand for our services.
However, we may see more domestic
holidays, more people moving out of cities
and commuting from the countryside and
more activity in our local communities, with
more home-workers shopping close to
home and socialising in their local towns
and cities. We will adapt to evolving
trends, and will strive to maximise the
arising opportunities. It is important that
we take forward the strengths we have
displayed so well throughout the crisis
and become even more agile, more
innovative and more collaborative.
I am hopeful that before too long, we can,
as a society, move away from some of the
changes COVID-19 has required – social
distancing, mandatory face coverings in
public and limited contact with friends
and family. I do, however, believe that
some of the changes we have introduced
as a business – such as increased usage
of artificial intelligence, better online
information, reduced cash payments
and more flexible working – will be here
to stay.
The crisis is not yet over and we still have
an important part to play in national
responses in all our geographies. We also
have a key role in the recovery efforts.
In July, the Chancellor of the Exchequer,
Rishi Sunak, spoke about a green recovery.
There is no question that public transport
is pivotal to this and we will wholeheartedly
support this transition.
While our decisions continue to be guided
by our three priorities: to safeguard the
health and wellbeing of our colleagues
and customers, to play our role in society
in challenging times, and to protect our
business, we remain committed to
delivering against our core strategic
objectives to protect and grow the core,
win new bus and rail contracts and
develop for the future of transport.
Our long-established culture, strong values,
resilient business model, disciplined
financial management and risk appetite
gave us a stable footing as the crisis
unfolded. I believe these attributes will
continue to support our business as we look
to the future.
David Brown
Group Chief Executive
23 September 2020
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The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Group Chief Financial Officer's review
Strong financial discipline, a robust
balance sheet and good liquidity
Elodie Brian
Group Chief Financial Officer
Financially resilient
£229.8m
Cash and unutilised facilities
1.96 times
Adjusted net debt to EBITDA on a
pre-IFRS 16 basis*
90%
of revenue secured through
contractual arrangement
£93.1m
Net capital expenditure
Baa3/BBB-
Moody's/S&P credit ratings
The Group has strong fundamentals and
ended the 2020 financial year with a
robust balance sheet and good liquidity.
The majority of Go-Ahead’s revenue is
secured through contractual arrangements.
Financial support packages are currently
in place to mitigate the impact of
COVID-19 on revenue in the parts of the
business that are exposed to changes in
passenger demand. We have strong
financial discipline and robust risk
management.
Profitability
The COVID-19 pandemic and a
challenging performance in our German
rail operation have weighed heavily on the
Group’s profitability for the year. Overall
Group operating profit was £77.9m before
exceptional items. On a comparable basis
with last year’s result, operating profit
was £68.2m (before exceptional items and
on a pre-IFRS 16 basis) (2019: £121.1m).
The pandemic has mostly impacted the
financial performance of our regional bus
business. Government funding, which will
continue for as long as required, has
prevented material losses in this division
for the period it has covered. Regional bus
operating profit was £20.5m (before
exceptional items). On a comparable basis
with last year’s result, operating profit
was £20.2m (before exceptional items and
on a pre-IFRS 16 basis) (2019: £44.5m).
Our London & International bus division
has remained particularly resilient, with
contracted revenue secured at pre-crisis
levels throughout the pandemic.
Operating profit for the division was
£48.5m. On a comparable basis with last
year’s result, operating profit was £47.9m
(on a pre-IFRS 16 basis) (2019: £51.2m).
*
(1.76 times on an IFRS 16 basis).
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The Go-Ahead Group plc Annual Report and Accounts 2020
Ongoing operational and commercial
challenges in our German rail operations
have resulted in significant losses in the
year, heavily impacting the overall
profitability of the rail division. In the UK,
Emergency Measures Agreements
(EMAs) were introduced for GTR and
Southeastern, enabling a small profit
margin and in Norway, government
funding has prevented material losses
for our rail operation. Rail operating profit
was £8.9m before exceptional items. On a
comparable basis with last year’s result,
operating profit was £0.1m (before
exceptional items and on a pre-IFRS 16
basis) (2019: £25.4m).
Read about our operating divisions on
pages 39 to 46
Exceptional items
Exceptional charges, which are largely
non-cash, totalling £57.1m have been
reflected in the accounts. Asset impairment
and restructuring in regional bus of
£26.7m relates predominantly to our
coach operations which have been heavily
impacted by the pandemic. The remaining
£30.4m is in respect of our German rail
operation and includes asset impairments,
contract provisions and restructuring costs.
Cash management
The Group’s cash discipline is strong and
cash flows are closely monitored. We
entered the crisis in a strong position with
liquidity of around £250m, similar to that
reported for the first half of the year, and
rapidly took action to conserve cash,
restricting all but essential outflows. Actions
taken include suspension of the interim
dividend, a 20 per cent reduction in Board
members’ salaries and fees, efficient use
of the Government’s job retention scheme,
a freeze on all discretionary expenditure
and restrictions on capital spend.
Strategic report Going concern
Having assessed the Group’s ability
to continue as a going concern in light
of current and anticipated economic
conditions, the Board is satisfied that
the Group has adequate resources
to continue operating over the next
12 months.
Outlook
Due to ongoing uncertainty, we are unable
to reinstate meaningful financial guidance
for our regional bus business for the 2021
financial year. Instead, we have considered
a range of scenarios through our going
concern assessment. Details are set out in
our going concern statement on pages
60 to 62.
The contracted nature of the remainder of
the business provides greater visibility of
future financial performance. For the 2021
financial year, we expect our London &
International bus division to generate
operating profit similar to that achieved in
the 2020 financial year. Our rail division is
expected to deliver a breakeven operating
result in 2021.
Elodie Brian
Group Chief Financial Officer
23 September 2020
Before the effects of COVID-19 were felt
on the business, we anticipated total
Group capital expenditure for the year
of around £140m, mainly comprising
bus vehicles for our regional and
London & International bus businesses.
We responded quickly to the rapidly
developing crisis and identified vehicle
orders that could be delayed or, in some
cases, converted into leases. Despite being
almost nine months into the financial year.
we delivered a saving of around £50m on
capital expenditure compared with our
expectations in early March.
Liquidity and bank covenant
At 27 June 2020, the Group held £229.8m
in cash and unutilised facilities.
The Group has no debt maturities until
2024, when our £250m sterling bond and
RCF matures. We have a 12 month
extension option on the RCF which if
exercised will extend its maturity to 2025.
No additional facilities have been
arranged during the year and, while we are
eligible to access £300m through the Bank
of England’s COVID Corporate Financing
Facility, we have not needed to do so.
A requirement of the EMAs in UK rail
resulted in the temporary restriction of
cash held in the franchises. Excluding this
temporary restriction of rail cash, the
Group’s cash position has improved
since the half year, reflecting the action
we have taken to conserve cash
throughout the crisis.
The Group has remained cash generative
throughout the crisis.
We entered the crisis in a strong position.
Our balance sheet was conservative,
at the bottom end of our target leverage
range of 1.5 to 2.5 times, at 1.53 times, as a
result of our good financial discipline and
low to moderate appetite for risk. These
factors have also enabled us, along with
specific cash conservation measures, to
remain resilient through this most
challenging period.
Our primary bank covenant continues to
be assessed on a pre-IFRS 16 basis. At the
year end, adjusted net debt was £321.6m
on a pre-IFRS 16 basis (2019: £270.3m).
Consequently, reflecting a reduction of
£41.6m in EBITDA (on a pre-IFRS 16 basis)
to £163.9m, adjusted net debt to EBITDA
was 1.96 times, comfortably within our
target range of 1.5 to 2.5 times and
allowing adequate headroom on our
primary bank covenant of 3.5 times.
Under the modelled scenarios within our
going concern assessment, positive
liquidity headroom exists throughout the
going concern period and the Group remains
in compliance with its bank covenants.
We maintain a positive dialogue with our
lenders and keep our current facilities under
review. In the final quarter of the year,
Moody’s and S&P reaffirmed credit ratings
at Baa3 and BBB-, respectively; both
consider the Group’s outlook to be stable.
Shareholder returns
The proposed interim dividend of 30.17p
per share was suspended following the
half year results to retain around £13m
of cash within the Group, and no final
dividend has been proposed. The Board,
which fully recognises the importance of
shareholder returns, will continue to
assess the appropriate timing for the
resumption of dividend payments.
IFRS 16
We adopted IFRS 16 on 30 June 2019 and
the first set of results reported under the
new standard was our half year results
announced on 12 March 2020. The change
in accounting standard does not have a
material impact on reported results for
our regional bus or London & International
bus businesses. However, the results of the
rail division are more materially impacted
as they include significant rolling stock
leases in the UK franchises. Total leased
assets in the rail division were around
£570m as at 27 June 2020. The impact of
the standard on the balance sheet is,
therefore, also material. However, due to
the short remaining durations of GTR and
Southeastern (September 2021 and
October 2021, respectively), this liability will
unwind rapidly over the next year, subject to
further extensions. Our adjusted net debt
to EBITDA bank covenant will continue to
be assessed on a pre-IFRS 16 basis, and we
will continue to disclose the ratio on this
basis, alongside statutory reporting.
Read about IFRS 16 on page 38
Risk
Reflecting the COVID-19 crisis and
ongoing challenges in our German rail
operations, we have identified increased
areas of risk within a number of our
principal risks. The Group maintains a
low tolerance to risk in its core activities
and a moderate tolerance in relation to
growth opportunities.
Read about our principal risks and our risk
management approach on pages 50 to 58
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The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Group Q&A
Go-Ahead’s Chairman, Group Chief Executive and
Group Chief Financial Officer answer the topical questions
that we get asked by our stakeholders.
Clare Hollingsworth
Chairman
David Brown
Group Chief Executive
Elodie Brian
Group Chief Financial Officer
Are you concerned that the crisis and
the UK Government’s initial advice to
avoid public transport could have
lasting damage on demand?
Public transport is essential for society.
It is the only practical and sustainable
means of transporting large numbers
of people to towns and cities and is the
only way the Government’s climate
change targets will be achieved. Since
lockdown measures were relaxed in
the summer we have seen a steady
return of passengers while maintaining
social distancing requirements. In the
past few weeks, since children have
returned to school, we welcomed
more people back onto our services,
with demand back to 50 to 60 per cent
of normal levels. The Government’s
advice was given to ensure adequate
social distancing could be followed
at a time when the risk of infection
was at its highest.
Of course the crisis has the potential
to create longer term behavioural
change; more home working, more
online shopping, but what lockdown
has also taught us is that people are
social; they have missed visiting
friends and family, socialising in pubs
and restaurants and interacting with
colleagues in the work place. No
number of virtual get-togethers can
replace the value people place on real
social interaction. As people are
returning to public transport the
measures we have put in place to
safeguard our customers and
colleagues are apparent to them.
Read more about the trends we are observing
in our markets on pages 18 and 19
What action have you taken to
ensure employees and passengers
are safe since the pandemic began?
We have always maintained high
hygiene standards on our vehicles, in
our stations and in our places of work.
As cases of COVID-19 began to be
identified we recognised the need to
enhance cleaning regimes, providing
colleagues with hand sanitiser and
displaying both customer and colleague
messaging about the importance of
rigorous hygiene practices. Our local
management teams acted quickly to
put measures in place and identify
vulnerable colleagues and safeguard
them. The current situation called for
an agile and innovative response to
rapidly address the safety of colleagues
and customers. Customer information
displaying the busyness of services
was made available very quickly,
systems to reduce cash handling were
put in place and new antibacterial
technology was introduced into
cleaning regimes across parts of our
network. Throughout the crisis we
have followed guidelines from local
and national governments, the World
Health Organisation and relevant
advisory bodies, as well as engaging
with our colleagues, union
representatives and other
stakeholders to ensure appropriate
measures are taken.
Read more about our approach to safety on
pages 33 and 34
If the UK Government stops funding
the provision of regional bus
services, what can you do? Will
service cuts be necessary?
The Government appreciates the vital
role public transport operators play in
supporting our society and economy
and has committed to the continuation
of funding until it is no longer required.
It has acknowledged that policy around
travel restrictions and social distancing
has prevented operators from running
commercially; thus, it has provided
financial support to ensure the
continued delivery of essential bus
services. While this funding has been
necessary to keep the country moving
during this time, we look forward to
resuming normal, commercial
operations at the earliest opportunity.
If passenger volumes in regional bus
don’t return to pre-crisis levels what
happens to margins in that division?
The recovery of passenger numbers
since travel restrictions were eased is
encouraging and we are now carrying
around 50 to 60 per cent of pre-crisis
volumes. Of course, uncertainty remains
around future passenger demand.
While financial support from the
Government through the COVID-19
Bus Services Support Grant and the
Coronavirus Job Retention Scheme has
enabled us to retain our depots, fleets
and colleagues throughout the crisis,
a permanent rebasing of passenger
numbers would inevitably result in a
change in the way we provide services
to match demand, resulting in a
reduction in the cost base, which
largely comprises semi-variable costs.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
Is the financial performance of the
German rail contracts likely to worsen?
As set out on page 45, the performance
in our German rail operations since they
commenced in 2019 has fallen materially
short of our original expectations.
A comprehensive review of operations
has recently concluded and we have
taken action to improve performance
and reduce costs, and we have robust
financial forecasts that would see our
current operations generating profit
by 2023. We are seeking compensation
from the rolling stock manufacturer in
relation to the late delivery of trains.
Operational performance has markedly
improved in the last few months,
reflecting better availability and
reliability of rolling stock. While this
has improved our financial performance,
we continue to face challenges with
driver shortages; an issue impacting all
operators in Baden-Württemberg where
there is a very tight labour market. We
are also in close contractual dialogue
with the transport authority. In the
year, we recognised an exceptional
charge of £30.4m in respect of our
operational German rail contracts in
Baden-Württemberg and those currently
being mobilised in Bavaria. The charges
relate to asset impairment, contract
provisions and restructuring.
Read about the action taken in our German rail
business on page 45
You are scaling back your ambitions
internationally. Is this because of the
issues in German rail or as a result of
the pandemic?
When we set out on our international
development journey we had a clear
strategy for growth, and that strategy
remains in place. However, like all good
strategies it has the ability to be reviewed
periodically and adapted as appropriate,
and that is what we are doing. We have
taken the decision to pause development
activities in the German rail market,
concentrating resources on addressing
performance of current German rail
operations and the successful
mobilisation and introduction of two
contracts in December 2021 and
December 2022. The other international
markets previously identified as
targets for us – Singapore, Ireland,
Australia, the Nordics – continue to
offer attractive opportunities in line
with our strategic objectives and risk
appetite. In August, we were pleased
to be granted an extension to our bus
“As passenger demand
continues to return
and our reliance on
government support
reduces, the Board will
be able to establish a
reasonable timetable
for a resumption of
dividend payments.”
Clare Hollingsworth
Chairman
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The Go-Ahead Group plc Annual Report and Accounts 2020
contract in Singapore, where we have
successfully operated since 2016,
which will see us continue to operate
in the city state until at least
September 2023.
You have not sought waivers on your
bank covenants or drawn on the
Bank of England Coronavirus
Corporate Financing Facility (CCFF).
Why not?
We have conducted robust scenario
planning and stress testing and the
Board is satisfied that it is not
necessary for us to seek a covenant
waiver or utilise the Bank of England’s
CCFF at this time. We maintain an
active dialogue with our banks and are
eligible for £300m through the CCFF
scheme which remains open to us until
March 2021.
What will need to happen before you
can resume dividend payments?
Go-Ahead has always understood
the importance of its dividend for its
shareholder base. Ahead of the crisis
we had grown or maintained the
dividend every year since we listed
on the London Stock Exchange in 1994.
We understand that our shareholders,
which include charities, educational
institutions and pension funds, rely
upon the income they receive and we
do not underestimate the importance
of dividends in supporting society and
national economies.
Ahead of the crisis, Go-Ahead had good
levels of cash generation, a strong
balance sheet and a clear dividend
policy. Throughout the crisis, we
continue to be cash positive, albeit
generating low levels of cash currently,
and our balance sheet remains healthy,
comfortably within our target adjusted
net debt/EBITDA range and well below
the bank covenant of 3.5 times.
While we have taken all necessary
action to protect the Group’s viability
and financial position, the support
provided by governments has been
essential to our resilience at a time
of significantly suppressed passenger
demand. As demand continues to
return, and our reliance on government
support reduces, the Board will be able
to better assess the suitability of the,
currently suspended, dividend policy,
and establish a reasonable timetable
for a resumption of dividend payments
to shareholders.
Strategic report Where will growth come from now?
Our current strategic priority is
protecting our core business during
the COVID-19 crisis but we have
continued to pursue development
opportunities in line with our broader
strategic objectives. There is a strong
pipeline of bids in our target international
markets, predominantly in regulated
bus markets similar to our successful
operations in London, Singapore and
Ireland and as we transition to a new
normal from the current situation, we
are well placed to consider opportunities
that may arise in the regional bus market.
Earlier in the year, before the crisis, we
were awarded a large bus contract in
Cornwall, operating 50 per cent of the
county’s bus services. Following the
year end, we were pleased to be
awarded a two-year extension to
our bus contract in Singapore. Such
opportunities draw on our strong
reputation as an experienced and
reliable operator, and a trusted partner
that works collaboratively with local
authorities. We believe the UK rail
market can offer attractive and
value-adding opportunities in the
coming years both through contract
extensions and bidding for new style
rail contracts in the future. We are well
placed to benefit from these
opportunities.
Public transport is key to delivering many
societal and environmental objectives
in the coming years. In February 2020,
the Government pledged £3bn of
funding for the bus industry, a
commitment that has been reaffirmed
in recent weeks and as one of the
most experienced bus operators in the
UK, we are well placed to make good
use of this funding, bringing great value
to our communities.
Does the need for such extensive
Government support during the
crisis support the argument for
renationalisation?
The Government’s funding of public
transport through this crisis has been
driven by its recognition of the key role
bus and rail plays in our society and its
desire to preserve a resilient network
from which economic recovery can be
supported. Go-Ahead has delivered
remarkable outcomes throughout
this period through our agile and
collaborative approach with local
authorities, our commercial acumen
and our deep understanding of our
Group Q&A continued
“Public transport is key
to delivering many
societal and
environmental
objectives in the
coming years.”
David Brown
Group Chief Executive
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The Go-Ahead Group plc Annual Report and Accounts 2020
customers and local communities.
The crisis has highlighted why
public transport is best delivered by
experienced private operators, like
Go-Ahead, that are close to their
customers and can bring together
retail expertise, strong cost control
and innovation to create a healthy
and vibrant transport market.
You have always had a strong balance
sheet; what are you doing to protect
it now?
Our financial strength at the outset of
the crisis has supported our resilience
through a challenging period for the
Group. This strength has been the
result of a well-managed balance
sheet, good financial discipline and
low to moderate appetite for risk.
This approach continues along with
specific cash conservation measures
to maintain a comfortable net debt
position and adequate headroom on
our bank covenant.
Read more about specific action taken and
measures in place to maintain a strong balance
sheet on page 10
COVID-19 has required the
Government to step in and change
the contract structures in UK rail.
What does this mean for the future
of rail and how do you see Go-Ahead’s
role in the industry?
Rail reform has been anticipated for
some time and we were involved with
the Government-commissioned rail
review led by Keith Williams (the
publication of which has been delayed).
The pandemic required a temporary
change to rail contracts to ensure the
continuation of a reliable train service
throughout the crisis. Emergency
Measures Agreements have enabled
a reliable rail network to operate over
the past six months, and the recently
announced Emergency Recovery
Measures Agreements can give
passengers confidence that their train
services will continue to operate in the
same way over the coming months.
Go-Ahead has operated rail franchises
in the UK since privatisation in 1997.
We have strong relationships with the
DfT and Network Rail, and a good
reputation as a reliable operator.
The Group has generated profits
from its UK rail operations every year.
We believe that with the right reforms,
UK rail has the potential to be a more
value-adding part of the Group in the
coming years.
Strategic report
Are London bus services at risk
because of TfL funding pressure?
London bus services have been a
critical part of the Capital’s success
for 200 years. Before COVID-19 hit,
two-thirds of all public transport
journeys in London were made on its
buses. Even at the current time, when
passenger numbers are suppressed,
bus travel continues to be the most
popular mode of public transport in
London. As the city has grown, it has
become even better suited for public
transport, and not for car travel. When
the volume of people in the Capital
begins to increase, which it inevitably
will, higher levels of congestion, road
traffic accidents, carbon emissions and
air pollution will highlight the
disadvantages of extensive and
longer-term car use in the city.
A core aim of the Mayor’s Transport
Strategy is that, by 2041, 80 per cent
of journeys in London will be made on
foot, by cycle or using public transport.
It is great to see active travel
increasing with more people walking
and cycling. When used alongside
public transport, these modes provide
healthy, environmentally responsible
and convenient ways of getting around
the city. A thriving city needs a
well-served transport network. While
social distancing measures are in place
adequate service levels are required
to facilitate this, and even when those
measures are no longer required,
people are likely to retain a preference
for more personal space than was
previously typical in pre-COVID-19
times, which further supports demand
for full service provision.
Your workforce has a much higher
proportion of men than women, and
white people than people from ethnic
minority groups. What are you doing
to bring this into balance?
Our aim is to have a workforce that is
representative of the communities
we serve and a culture that respects
individuality. We are encouraged that
73 per cent of colleagues feel their
individual differences are recognised.
We have made progress in increasing
diversity in recent years and we want
to build on this further. We chose to
initially focus on increasing gender
diversity which has historically been
low in the transport industry. We set a
target to increase gender diversity to
20 per cent by 2025, aligned with our
commitment to the fifth Sustainable
Development Goal, Gender Equality.
This year the proportion of female
colleagues grew from 14.4 per cent
to 15.3 per cent. Two of the three
most senior roles in the business,
the Chairman and the Group Chief
Financial Officer, are held by women
and 20 per cent of senior roles are
performed by female colleagues.
Through schemes such as our
“Women in Bus” initiative, graduate
programme and apprenticeship
scheme we aim to mirror senior level
diversity at all levels of the organisation.
As well as continuing to improve
gender diversity, our next priority is
increasing ethnic diversity across our
business, targets for which are being
set for each of our businesses. Our
apprenticeship scheme is already
creating positive progress against this
aim and our graduate scheme is
growing more diverse leadership for
the future with around a quarter of the
2019 cohort from BAME groups.
Read more about our approach to diversity and
inclusion on page 29
“Our financial strength
at the outset of the
crisis has supported
our resilience through
a challenging period
for the Group.”
Elodie Brian
Group Chief Financial Officer
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The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
COVID–19
Responding to COVID–19
Decisive action and our resilient business model supported
our response to the rapidly evolving pandemic.
Our priorities
At the outset of the crisis, we identified
three priorities which have focused our
efforts to date and will continue to guide
our decisions and behaviours.
They are to:
Safeguard the health and wellbeing
of our colleagues and customers
• Adherence to government policies and
guidelines and advice from WHO and
other relevant advisory bodies
• Enhanced cleaning regimes and social
distancing measures in place
• Measures taken to minimise contact,
such as a reduction in cash handling
• Provision of protective equipment for
customer facing colleagues
• Customer information showing how
busy services are, helping people
choose quieter services to travel on
• Colleagues encouraged to work from
home where possible and in the initial
months following the outbreak
• Increased levels of engagement with
colleagues from front-line workers to
those furloughed
• Increased support of colleagues’ mental
health and wellbeing through greater
access to enhanced programmes
and helplines
Play our role in society in challenging times
• Provision of convenient and reliable
services for our passengers
• Operation of service levels in excess of
demand, ensuring a solid network is
maintained
• Adaptation of services to accommodate
customers’ needs, such as timetable
changes to reflect hospital shift patterns
• Adoption of wider role supporting
society’s collective effort by delivering
medical and food supplies and helping
vulnerable individuals
• Initiatives to boost morale in our
communities and workforce
Protect our business
• Quick and decisive action taken
• Cash conservation measures taken
• 90 per cent of revenue not exposed to
passenger demand
• Strengthening stakeholder relationships
• Collaborating and influencing
policy decisions
• Trusting in our experienced teams and
devolved business model
• Robust scenario planning and analysis
• Long term view considered when
making short term decisions
Read more about our three priorities in our CEO
review on pages 6 to 9
Operating and financial overview
Regional bus
• Operating profit before exceptional
items was £20.5m (2019: £44.5m)
• Passenger volumes dipped to 10 per cent
with 40 to 50 per cent of services
operating during lockdown
• Passenger volumes now at 50 to
60 per cent with service levels at
around 85 per cent of normal levels
• Cost savings achieved, including the
temporary closure of some depots
• Government funding in place enabling
broadly breakeven performance
throughout the COVID-19 period to date
• Concessionary income, contractual
revenue and Bus Service Operators Grant
continue to be paid at pre-COVID-19 levels
London & International bus
• Operating profit before exceptional
items was £48.5m (2019: £51.2m)
• Service levels reduced to around
80 per cent during lockdown
• Service levels now above 100 per cent
of normal levels
• Contract revenue remains at
pre-COVID-19 levels; variable cost savings
returned to contracting authorities
Timeline
Timelines and government responses have differed in our international operating markets.
29 January
First confirmed
COVID-19 cases
in the UK
11 March
WHO declares a
pandemic
16 March
UK Government urges
people work from
home and only travel
if necessary
20 March
Pubs, cafes and restaurants
closed in the UK. Coronavirus
Job Retention Scheme
announced
2 April
Global cases of
COVID-19
exceeds 1 million
28 February
First confirmed
case of virus
transmission
in the UK
12 March
Go-Ahead announced half
year results reporting no
material impact of
COVID-19 on operations
US announces
international travel ban
18 March
Decision to close UK
schools announced
23 March
Go-Ahead issues statement on
COVID-19 including
announcement of rail Emergency
Measures Agreements
3 April
Regional bus
funding package
announced
UK lockdown measures
announced
16
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The Go-Ahead Group plc Annual Report and Accounts 2020
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Operating and financial overview
Regional bus
• Operating profit before exceptional
items was £20.5m (2019: £44.5m)
• Passenger volumes dipped to 10 per cent
with 40 to 50 per cent of services
operating during lockdown
• Passenger volumes now at 50 to
60 per cent with service levels at
around 85 per cent of normal levels
• Cost savings achieved, including the
temporary closure of some depots
• Government funding in place enabling
broadly breakeven performance
throughout the COVID-19 period to date
• Concessionary income, contractual
revenue and Bus Service Operators Grant
continue to be paid at pre-COVID-19 levels
London & International bus
• Operating profit before exceptional
items was £48.5m (2019: £51.2m)
• Service levels reduced to around
80 per cent during lockdown
• Service levels now above 100 per cent
of normal levels
• Contract revenue remains at
pre-COVID-19 levels; variable cost savings
returned to contracting authorities
Risks
Our principal risks relating
to COVID-19 include:
• Slow recovery from COVID-19
pandemic; reduction in economic
activity and passenger demand
More information about COVID-19
can be found on the following pages
Page
Group Chief Executive’s review
6
• Economic impact, including implications
of the pandemic on Brexit
Group Chief
Financial Officer's review
10
• Financial pressures on clients such as
Transport for London and local
authorities
• Increased state control of bus and
rail operations
• Loss of business to other modes
• Risk of second wave of the virus
• Ability of workforce to perform duties
due to contraction of COVID-19 or
requirement to self-isolate
• Increased level of threat to cyber
security
Read about our principal risks and our risk
management approach on pages 50 to 58
Business and finance review
37
Our business model
Risk management
20
50
Corporate governance report
64
Directors’ remuneration report
90
Rail
• Operating profit before exceptional
items was £8.9m (2019: £25.4m)
• Service levels now at around 90 per cent
of normal levels
• Service levels reduced to around
50 per cent during lockdown
• GTR – Emergency Recovery Measures
Agreement (ERMA) management
contract in place until September 2021,
with the potential to extend
• Southeastern – Emergency Measures
Agreement (EMA) management
contract in place until October 2021,
with potential six-month extension
• German rail – Contract revenue remains
at pre-COVID-19 levels; variable cost
savings returned to contracting
authority
• Norwegian rail – Continuing government
support enabling broadly breakeven
performance throughout the COVID
period to date
Read more about the impact of COVID-19 on our
three divisions in the Business and finance review on
pages 37 to 49
20 May
DfT confirms
continuation of
regional bus funding
4 July
Pubs, restaurants,
hairdressers and places
of worship reopen
1 August
Employers have
discretion over
working
arrangements
30 August
The number of global
confirmed COVID-19
cases passes
25 million.
9 September
Gatherings of more
than six people
banned in England
15 June
Face coverings on
public transport
become compulsory
Non-essential
shops reopen
17 July
UK Government
removes advice to avoid
travelling by public
transport
15 August
Further easing
of lockdown
restrictions
1 September
Schools reopen
in England
22 September
UK Government
urges people to
work from home
Restrictions around
opening hours of
hospitality venues
17
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The Go-Ahead Group plc Annual Report and Accounts 2020
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Strategic report
Our markets
An acceleration of trends
A number of trends impacting our business have been developing for
some time. The COVID-19 pandemic has driven an acceleration of some
of those trends creating challenges and opportunities for Go-Ahead.
Travel, work and consumer habits
Pre-COVID-19
In recent years we have seen a shift in
consumer behaviours with a trend towards
increased home working and part time
working, more online shopping, and more
home entertainment through online
gaming, social media and streaming
services like Netflix. Mobile technology
has become a core means of transacting
and communicating, as customer demand
for convenience, flexibility and ease of
doing business has increased. In 2019,
around 19 per cent of retail sales in the
UK were made online and approximately
30 per cent of people worked from home
at some point. Travel habits are also
changing. In 2019, three in ten domestic
holidaymakers planned to spend more
holiday time in the UK than in the previous
years based on convenience and affordability.
COVID-19
These trends have been further
exacerbated by the impact of COVID-19
and associated travel and social
restrictions. While shopping online is
not a new phenomenon, many people
who would not normally shop online for
particular items have begun to do so with
a third of people shopping online for the
first time during lockdown. Online sales as
a proportion of overall retail grew to a
record high at 30.7 per cent in April 2020.
Consumers have been spending more
on home fitness products, gaming and
streaming services. There has, however,
been a growing sense of community
during the pandemic. With closed borders,
movement restriction and supply chain
disruptions, consumers have looked to
local businesses for convenience and ease
of access. During lockdown, 59 per cent
of consumers in Britain used more local
shops to help support them throughout
the crisis. The trend for staycations
has also been amplified due to travel
restrictions and concern around
international travel; 68 per cent of people
do not plan to travel abroad this year.
Over the summer, holidaymakers were
subject to new quarantine rules relating
to those travelling back to the UK from
European countries, prompting a
reduction in flight bookings.
Our challenge
New behaviours and ways of working have
been established during the pandemic.
It is unclear to what extent these trends
will endure as children settle back into
school and working arrangements begin
to stabilise.
Our opportunity
As people spend more time close to
home,more local journeys will take place.
Congestion, parking and the cost of
motoring make car travel an less attractive
option. In the six months to July 2020, car
manufacturing in the UK slumped to the
lowest levels since 1954. Local bus services
and park and ride facilities provide convenient,
value for money journey choices. A range
of ticketing options can be provided
supporting people’s choices around
flexible working.
As fewer international trips are taken and
more domestic breaks are enjoyed, people
can make greater use of bus, coach and
rail services to reach appealing holiday
destinations closer to home.
During lockdown
59%
of consumers in Britain used more
local shops to help support them
throughout the crisis
“ Local bus services provide
convenient, value for
money journey choices.
A range of ticketing options
support people’s choices
around flexible working.”
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The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report In the meantime, we encourage people to
access our schemes, such as Virtual
Chatty Bus through which people can find
company and support at a challenging and
lonely time. We are actively engaged with
the Campaign to End Loneliness to find
new ways to overcome loneliness coming
out of the crisis.
Public transport users benefit from
26 minutes
more activity each day than those
who commute by car
5%
of the UK GHG emissions come from
buses and trains compared to 56 per cent
that come from private cars
“ We have the opportunity
to be part of the solution,
carrying more people on
our cleaner and greener
fleets of buses and trains.”
Active travel and mental health
Pre-COVID-19
Cycling and walking combined with public
transport offer healthy, efficient and good
value modes of travel for many local journeys
whilst reducing pressure on the road
system from private vehicle use. Research
has also found that, on top of the physical
health benefits of active travel, people who
commute by using these modes have better
mental health than those who drive to work.
Public transport is a vital component of
society. It enables wider access to jobs,
education, services, family and social life.
It also offers increased social inclusion
by providing access to employment,
education and other services for people
who do not drive or are less likely to own a car.
Loneliness has long been a considerable
public health challenge prompting the UK
Government to launch a loneliness strategy
in 2018. Public transport is a vital lifeline for
people facing loneliness.
Not only is social contact vital for good
mental health, it also supports physical
health and has been proven to reduce
blood pressure, boost immunity and
increase brain health.
COVID-19
Throughout the crisis there has been
considerable concern about the mental
health impact of extended isolation.
One in four people reported feelings of
loneliness during lockdown, compared
with one in ten before the pandemic.
These figures are more worrying still for
younger people with almost half of 18 to
24 year olds experiencing loneliness during
lockdown. More than two-thirds of adults
in the UK have reported feeling worried
about the effect of the pandemic on their
life with 56 per cent experiencing anxiety.
Our challenge
While social distancing measures and
restrictions remain in place, our ability to
support active travel and the mental health
benefits associated with it is suppressed.
Our opportunity
To promote the wide-ranging benefits of
public transport and attract more people
to our services when restrictions are lifted
and social activity begins to increase.
Air quality and climate change
Pre-COVID-19
An effective transport system is vital for
economic stability and good quality of life.
There are however concerns around the
damaging effect of transport to the
environment. In the UK, transport is the
biggest source of air and noise pollution
and is the largest contributor to
greenhouse gas (GHG) emissions. Private
cars contribute 56 per cent to GHG
emissions from domestic UK transport,
compared with buses at 3 per cent and
trains at 2 per cent. In town centres and
alongside busy roads, motor vehicles are
responsible for most local pollution and
most environmental noise. To combat
this, the UK Government has set a target
for net zero emissions by 2050.
COVID-19
The pandemic has provided an insight
into what a car free society would look
like and the resulting benefit to our
environment. During the peak of the
global confinements, daily emissions
reduced by around 17 per cent compared
to last year. In London, there was a
27 per cent reduction of NO2 in the
air in the first month of lockdown.
Our challenge
Initial government messaging has
discouraged people from using public
transport and encouraged increased car
use. This is unsustainable and will prevent
air quality and climate change targets
being met.
Our opportunity
We have the opportunity to be part of the
solution, working in partnership with
government and local authorities to
reduce the number of cars on the road,
carrying more people on our cleaner and
greener fleets of buses and trains.
19
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Our business model
Our purpose is to be the local partner
taking care of journeys that enhance
the lives and wellbeing of our
communities across the world
Delivered through our strategy
Read about our strategy on page 26
Supported by a strong financial profile
Revenue generation
Cost control
Capital allocation
We generate revenue in two
main ways:
• Through the fares we receive
from our bus and rail passengers
(around 10 per cent of revenue)
• Through contract payments
we receive from our transport
authority customers for which
we operate services (around
90 per cent of total revenue)
During the COVID-19 pandemic,
revenue has been supported
by governments committed
to maintaining essential
transport networks.
At local and Group levels we
closely manage our costs without
compromising on safety or
quality. We have a particular
focus on good cost control
around employee utilisation, fuel
efficiency, and contractual
negotiations and management.
During the COVID-19 pandemic,
we have taken action to reduce
our cost base, with both temporary
and permanent savings delivered.
Our capital principles ensure our
focus on maintaining an investment
grade rating, safeguarding the
interests of our shareholders and
remaining within our target
gearing range.
During the COVID-19 pandemic,
we have maintained strong
financial discipline and have
limited the allocation of capital
to preserve cash within the Group.
Reasons we are successful
Approach
Resources and relationships
Management
Clear strategy
Customer focused
decision making
Innovative and agile approach
Long-term focus on
sustainable outcomes
Empowered people
Expertise, experience
and influence
Strong relationships with
strategic partners and
stakeholders
Investment in fleets and depots
Devolved structure
Financial discipline
Risk appetite and management
20
20
The Go-Ahead Group plc Annual Report and Accounts 2020
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Creates financial and non-financial
value for all our stakeholders
Financial value
Non-financial value
We look after our people, paying
competitive salaries and offering
attractive benefit packages.
We provide value for money services,
offering convenient alternatives to car
travel against a backdrop of rising costs
of private motoring.
We support suppliers in the UK and
internationally through the procurement
of goods and services. Our payment
practices are aligned with the Prompt
Payment Code.
Our contribution to the Government
includes corporation tax and National
Insurance contributions.
Our services enable and promote
economic activity in our communities,
providing access to retail and leisure
facilities, and work and education.
Our people
Customers
Strategic
partners and
suppliers
Government
Communities
Our aim is to provide attractive total
shareholder returns. We increased or
maintained the dividend to shareholders
every year between 1994 and 2019. While
a dividend has not been declared for the
current year, the Board is committed to
resuming returns as soon as possible.
Investors
We create safe and enjoyable inclusive
working environments in which people
are empowered and enabled to develop
personally and professionally. We offer
occupational health and other wellness
services for both physical and
mental health.
Our services facilitate our customers’
lives, connecting people with friends
and family and enabling access to
services, facilities, work and education.
Our buses and trains provide safe and
convenient places for people to use
their travel time as they wish.
Through our Sustainable Supply Chain
Charter we demonstrate high standards
of integrity, responsibility and professional
conduct. We endeavour to support our
suppliers to improve the sustainability
of their business.
Through our experience and expertise
we help shape policies at national and
local levels through our contribution to
reviews and consultations. Through our
activities we support government targets
and objectives in areas such as climate
change, diversity and social inclusion.
We strive for our services to be accessible
and inclusive. We promote social inclusion in
our communities, often providing vital
transport links to vulnerable people. We
operate responsibly and are committed to
maximising the role we play in slowing
global climate change and improving
air quality for our communities.
Shareholders’ interests are safeguarded
through the Board’s strong commitment
to good governance. Investor confidence
in the long term sustainability of the
Group is built through our approach
to operating responsibly, such as
measuring and reducing our impact
on climate change.
Read about our engagement with stakeholders on pages 22 to 25
21
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Strategic report
Our stakeholders
Engagement with our stakeholders
Our relationships with our stakeholders are key to our success. By engaging meaningfully, we gain insights into their
needs. This feedback forms part of our decision-making process at every level of the business, from the Board to our
local management teams, to help us continuously improve. The examples which follow demonstrate consideration
of the matters set out in Section 172 of the Companies Act 2006.
Stakeholders
Why we engage
How we engage
Key topics of engagement
How we responded
• To promote wellbeing and ensure the
• Ongoing dialogue with line
safety of our people
managers
• Maintaining and continually improving
• Introduction of a People Steering Group focusing on training
employee engagement
and development
• To create a constructive, two-way
• Engagement survey
• Development and training opportunities
• Designated non-executive director for employee engagement
Our people
Our business is built by colleagues
whose commitment, innovation and
ambition help deliver the best possible
transport service to our customers.
We have an experienced, diverse
and dedicated workforce who
we recognise as a key asset of
our business and to which we
have a strong commitment
to personal development.
Customers
Customers are at the heart of
Go-Ahead and we are dedicated to
providing them with safe, convenient
and reliable services. We understand
our local markets and strive to exceed
our customers’ expectations.
Strategic partners
and suppliers
Collaborative strategic partnerships
are core to our business model. We
build strong relationships with
transport authorities, industry
bodies and core suppliers to deliver
efficient, high quality services.
dialogue, ensuring colleagues have a
platform to have their voices heard
• To maintain a highly engaged and
motivated workforce
• To understand how we can best provide a
supportive and collaborative workplace
• Communication through the Group
intranet, newsletters, forums and
ad hoc meetings
• Performance and development
reviews
• Colleague training programmes
• To ensure alignment between our people
and workshops
agenda and business strategy
• Focus on development and
• To encourage equal opportunities and a
succession planning
more diverse workforce
• To ensure we develop colleagues through
professional development and training
• Business update presentations
• Board and senior management
site visits
• Annual management conference
• To establish areas for improvement
in order to maintain our high level
of passenger satisfaction
• Online communications – website,
newsletters, emails, social media
and blogs
• To respond quickly and effectively
• Customer satisfaction surveys
to meet changes in customers’ needs
• To maintain high quality, reliable and safe
passenger transport services
• Continual review of customer
feedback via customer service
centres
• To enable us to deliver new and
• Customer-facing colleague feedback
innovative products and integrated,
customer focused solutions
• To maintain a reputation for high
standards of business conduct
• Customer panels and focus groups
• Customer, industry and
on-site events
• Collaboration on product innovation
• To develop strong relationships
• Joint membership of industry groups
• To ensure close alignment of values
• Collaborative working with partners
• To encourage transparency
• To find collaborative and innovative
solutions to societal challenges
• To enhance competitive advantage
• To effectively monitor, manage and mitigate
risks in our supply chain
• To ensure the effective delivery of contracts
• To ensure those with whom we work
demonstrate a commitment to
sustainability, employee wellness
and diversity
to deliver specific solutions
• Engagement groups to build
long term relationships
• Periodic surveys of our
current suppliers
• A dedicated contract manager for
each supplier
• Regular meetings to discuss supplier
performance and areas for
improvement, identifying risk
and mitigating plans
22
The Go-Ahead Group plc Annual Report and Accounts 2020
• Opportunity to share ideas and make a difference
• Continued focus on diversity and inclusion, including the introduction
• Flexible working
• Health and safety
• Diversity and inclusion
• Modernising and transforming working
environments
• Colleague recognition and reward
• Working throughout the COVID-19 pandemic
• Development of health and wellbeing initiatives
• Introduction of employee apps across operations for safer and more
• Increased colleague engagement and communication throughout
of relevant KPIs
efficient working
the pandemic
• Support of home working where possible and adaptation of working
environments introduced for COVID-19 safety measures
• Reliability and punctuality of services
• Enhanced safety features and cleaning regimes throughout the
• Overall on-board experience
• Value for money
• Quality and volume of delay and disruption
information including timetable changes
• Station amenities
• Route and timetable enquiries
• Contactless payment options
• Colleague helpfulness
• Accessibility and passenger support
• Safety measures
• Travel during the COVID-19 pandemic
• Specific industry solutions
• Long-term partnerships
• Collaborative approach
better planning
• Sustainability challenges
• Open terms of business
• Fair contract terms
• Prompt payment
pandemic period
• Strong communication through a range of channels, advising when
to travel in order to maintain social distancing
• Increasing accessibility and support enabling travel for all
• Additional ticketing and payment options introduced, giving
passengers more flexibility
• Ongoing updates to bus app to improve journey planning, including
service busyness
• Responsible actions during the COVID-19 crisis to support our
business partners and our suppliers
• Dialogue with partners and suppliers regarding our core policies
and principles on social value, human rights, environment
• Setting targets on payment performance and regularly measure
ourselves against the Prompt Payment Code
• Exploring new methods on how to improve payments processes
• Sustainable Procurement Charter Commitment from suppliers to
align their processes and procedures
• Identifying opportunities to use local suppliers where appropriate
• Raising standards and delivering long term goals
• Delivering value, consistency, engagement and
and sustainability
Strategic report Stakeholders
Why we engage
How we engage
Key topics of engagement
How we responded
Our people
Our business is built by colleagues
whose commitment, innovation and
ambition help deliver the best possible
transport service to our customers.
We have an experienced, diverse
and dedicated workforce who
we recognise as a key asset of
our business and to which we
have a strong commitment
to personal development.
Customers
Customers are at the heart of
Go-Ahead and we are dedicated to
providing them with safe, convenient
and reliable services. We understand
our local markets and strive to exceed
our customers’ expectations.
Strategic partners
and suppliers
Collaborative strategic partnerships
build strong relationships with
transport authorities, industry
bodies and core suppliers to deliver
efficient, high quality services.
• To promote wellbeing and ensure the
• Ongoing dialogue with line
safety of our people
managers
• To create a constructive, two-way
• Engagement survey
dialogue, ensuring colleagues have a
platform to have their voices heard
• Communication through the Group
intranet, newsletters, forums and
• To maintain a highly engaged and
ad hoc meetings
motivated workforce
• Performance and development
• To understand how we can best provide a
reviews
supportive and collaborative workplace
• Colleague training programmes
• To ensure alignment between our people
and workshops
agenda and business strategy
• Focus on development and
• To encourage equal opportunities and a
succession planning
more diverse workforce
• To ensure we develop colleagues through
professional development and training
• Business update presentations
• Board and senior management
site visits
• Annual management conference
• To establish areas for improvement
• Online communications – website,
in order to maintain our high level
newsletters, emails, social media
of passenger satisfaction
and blogs
• To respond quickly and effectively
• Customer satisfaction surveys
to meet changes in customers’ needs
• Continual review of customer
• To maintain high quality, reliable and safe
feedback via customer service
passenger transport services
centres
• To enable us to deliver new and
• Customer-facing colleague feedback
innovative products and integrated,
customer focused solutions
• To maintain a reputation for high
standards of business conduct
• Customer panels and focus groups
• Customer, industry and
on-site events
• Collaboration on product innovation
• To develop strong relationships
• Joint membership of industry groups
• To ensure close alignment of values
• Collaborative working with partners
• To encourage transparency
• To find collaborative and innovative
solutions to societal challenges
• To enhance competitive advantage
risks in our supply chain
• To ensure the effective delivery of contracts
• To ensure those with whom we work
demonstrate a commitment to
sustainability, employee wellness
and diversity
to deliver specific solutions
• Engagement groups to build
long term relationships
• Periodic surveys of our
current suppliers
• A dedicated contract manager for
each supplier
• Regular meetings to discuss supplier
performance and areas for
improvement, identifying risk
and mitigating plans
are core to our business model. We
• To effectively monitor, manage and mitigate
• Maintaining and continually improving
• Introduction of a People Steering Group focusing on training
employee engagement
and development
• Development and training opportunities
• Designated non-executive director for employee engagement
• Opportunity to share ideas and make a difference
• Continued focus on diversity and inclusion, including the introduction
• Flexible working
• Health and safety
• Diversity and inclusion
• Modernising and transforming working
environments
• Colleague recognition and reward
• Working throughout the COVID-19 pandemic
of relevant KPIs
• Development of health and wellbeing initiatives
• Introduction of employee apps across operations for safer and more
efficient working
• Increased colleague engagement and communication throughout
the pandemic
• Support of home working where possible and adaptation of working
environments introduced for COVID-19 safety measures
• Reliability and punctuality of services
• Enhanced safety features and cleaning regimes throughout the
• Overall on-board experience
• Value for money
• Quality and volume of delay and disruption
information including timetable changes
• Station amenities
• Route and timetable enquiries
• Contactless payment options
• Colleague helpfulness
• Accessibility and passenger support
• Safety measures
• Travel during the COVID-19 pandemic
pandemic period
• Strong communication through a range of channels, advising when
to travel in order to maintain social distancing
• Increasing accessibility and support enabling travel for all
• Additional ticketing and payment options introduced, giving
passengers more flexibility
• Ongoing updates to bus app to improve journey planning, including
service busyness
• Specific industry solutions
• Long-term partnerships
• Collaborative approach
• Raising standards and delivering long term goals
• Delivering value, consistency, engagement and
better planning
• Sustainability challenges
• Open terms of business
• Fair contract terms
• Prompt payment
• Responsible actions during the COVID-19 crisis to support our
business partners and our suppliers
• Dialogue with partners and suppliers regarding our core policies
and principles on social value, human rights, environment
and sustainability
• Setting targets on payment performance and regularly measure
ourselves against the Prompt Payment Code
• Exploring new methods on how to improve payments processes
• Sustainable Procurement Charter Commitment from suppliers to
align their processes and procedures
• Identifying opportunities to use local suppliers where appropriate
23
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Our stakeholders continued
Stakeholders
Why we engage
How we engage
Key topics of engagement
How we responded
Government
Policy and regulatory changes affect
our bus and rail businesses and create
the framework through which we
operate. Working closely with both
central and local government enables
us to contribute our private sector
experience and expertise to the public
agenda and produce better policy
outcomes and service delivery.
Communities
As an operator of public transport, we
provide a vital service to communities,
transporting people to work,
education, facilities and services every
day. We strive to provide the social
and economic benefits of affordable
and accessible travel in the towns and
cities in which we operate.
• To support the delivery of economic
development and environmental
targets and social priorities
• Ongoing engagement with
government bodies, such as the
Department for Transport
• To raise public transport higher
• Member of the All Party
up government agendas
Parliamentary Group on air pollution
• To influence and inform policy making
• To represent the views of our other
stakeholders; customers, colleagues,
communities and shareholders
• Participation in various expert working
groups and Government consultations
• Engaging in policy discussions over
key industry topics
• To formulate innovative and
• Ongoing dialogue with local MPs
attractive bids as opportunities arise
• Responding to government
consultations
• Membership of the Low Carbon
Vehicle Partnership
• Our performance and progress towards
• Active engagement with industry bodies and government
franchise targets
to influence policy and regulatory developments
• Environmental policy and compliance
• Further work undertaken for campaigns raising awareness
• Diversity and equal opportunities
• Industry response to the COVID-19 pandemic
• Proactive engagement with local authorities
• Support for local economic plans and strategies
• Sharing experience and expertise
of loneliness, active travel and air quality
• Continued development of bus strategy and response to the
Transport Select Committee’s inquiry into the health of the
bus market
• Ongoing engagement with the DfT ministerial team
• To fulfil our purpose
• Meetings with councillors, planning
• Effectively managing our environmental impact
• Direct contributions through community volunteering,
• To maintain our role at the heart of
our communities and play our part in
helping them thrive
• To address economic, social and
environmental issues and priorities
• To find the best solutions for
connecting people with family,
friends, work and facilities
• To enable us to respond appropriately
to the needs of our communities
• To maintain our focus on operating
responsibly within society
• To support social inclusion
officers and other key officials to work
in partnership towards common
community goals
• Continual two-way communication
with local businesses and organisations
• Onsite community engagement events
• Collaboration with local charities,
participating in volunteering and
fundraising initiatives
• Regular news updates and social media
posts to keep communities informed
• Investment in local infrastructure
• Engaging and responding to community needs
• Direct contributions through community volunteering,
sponsorship and fundraising
sponsorship and fundraising
• Local meetings with MPs, Chamber of Commerce and Local
Economic Partnership Boards
• Regular stakeholder newsletters
• Providing timely and accurate travel information
to ensure safety and adherence to government
Community
guidelines on COVID-19
• Contributing to policy discussion
• Active member of the Place campaign with Business in the
• Sustainable transport solutions
• Developed active travel plans for customers at bus and rail stations
• Open days at depots to educate local communities on the
importance of pubic transport
• To ensure that our long term
• Face-to-face meetings and phone calls
• Strategy and business model
• Commitment to transparent reporting with clear communication
Investors
Go-Ahead is listed on the London
Stock Exchange. We provide investors
with open and transparent
information and encourage two-way
communication. Feedback from our
shareholders forms part of the
strategic Board discussions. We
operate our business responsibly and
with strong financial discipline to
protect the interests of our investors.
strategy is aligned with the interests
of shareholders
• To explain how we aim to deliver
sustainable growth and maximise
the growth potential of the business
• To provide updates relating to the
financial performance and position
of the business
• Trading updates including full year and
half year results
• Results presentations and webcasts
• Investor roadshows, conferences and
site visits
• Annual General Meeting
• Annual Report
• To ensure the views of shareholders
• Investor focused website
are considered in policy setting
• Independent disclosure platforms
• To understand investors' ESG criteria
for investors such as Carbon
Disclosure Project
• Shareholder returns
• Financial performance
• Liquidity and balance sheet strength
• Risk management
• Passenger demand and travel pattern
• Future of UK rail franchising
• ESG performance
• Growth potential
• International development strategy
• Political environment
of the business model and strategic priorities
• Strong financial discipline and cash control, particularly since the
• Increased engagement with investment community, particularly
outset of COVID-19
throughout the pandemic
• Disciplined approach to growth in international markets
• Recognised by FTSE4Good Index and the London Stock Exchange
Green Economy Mark
24
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Stakeholders
Why we engage
How we engage
Key topics of engagement
How we responded
experience and expertise to the public
attractive bids as opportunities arise
• To support the delivery of economic
• Ongoing engagement with
development and environmental
government bodies, such as the
targets and social priorities
Department for Transport
• To raise public transport higher
• Member of the All Party
up government agendas
Parliamentary Group on air pollution
• To influence and inform policy making
• Participation in various expert working
• To represent the views of our other
groups and Government consultations
stakeholders; customers, colleagues,
• Engaging in policy discussions over
communities and shareholders
key industry topics
• To formulate innovative and
• Ongoing dialogue with local MPs
• Responding to government
consultations
• Membership of the Low Carbon
Vehicle Partnership
• To fulfil our purpose
• To maintain our role at the heart of
our communities and play our part in
helping them thrive
• To address economic, social and
environmental issues and priorities
• To find the best solutions for
• Meetings with councillors, planning
officers and other key officials to work
in partnership towards common
community goals
• Continual two-way communication
with local businesses and organisations
• Onsite community engagement events
connecting people with family,
• Collaboration with local charities,
friends, work and facilities
participating in volunteering and
• To enable us to respond appropriately
fundraising initiatives
to the needs of our communities
• Regular news updates and social media
posts to keep communities informed
• To maintain our focus on operating
responsibly within society
• To support social inclusion
strategy is aligned with the interests
of shareholders
• To explain how we aim to deliver
sustainable growth and maximise
the growth potential of the business
• To provide updates relating to the
financial performance and position
of the business
• Trading updates including full year and
half year results
• Results presentations and webcasts
• Investor roadshows, conferences and
site visits
• Annual General Meeting
• Annual Report
• To ensure the views of shareholders
• Investor focused website
are considered in policy setting
• Independent disclosure platforms
Government
Policy and regulatory changes affect
our bus and rail businesses and create
the framework through which we
operate. Working closely with both
central and local government enables
us to contribute our private sector
agenda and produce better policy
outcomes and service delivery.
Communities
As an operator of public transport, we
provide a vital service to communities,
transporting people to work,
education, facilities and services every
day. We strive to provide the social
and economic benefits of affordable
and accessible travel in the towns and
cities in which we operate.
Investors
Go-Ahead is listed on the London
Stock Exchange. We provide investors
with open and transparent
information and encourage two-way
communication. Feedback from our
shareholders forms part of the
strategic Board discussions. We
with strong financial discipline to
protect the interests of our investors.
operate our business responsibly and
• To understand investors' ESG criteria
for investors such as Carbon
Disclosure Project
• Our performance and progress towards
• Active engagement with industry bodies and government
franchise targets
to influence policy and regulatory developments
• Environmental policy and compliance
• Further work undertaken for campaigns raising awareness
• Diversity and equal opportunities
• Industry response to the COVID-19 pandemic
• Proactive engagement with local authorities
• Support for local economic plans and strategies
• Sharing experience and expertise
of loneliness, active travel and air quality
• Continued development of bus strategy and response to the
Transport Select Committee’s inquiry into the health of the
bus market
• Ongoing engagement with the DfT ministerial team
• Effectively managing our environmental impact
• Direct contributions through community volunteering,
• Investment in local infrastructure
• Engaging and responding to community needs
• Direct contributions through community volunteering,
sponsorship and fundraising
• Providing timely and accurate travel information
to ensure safety and adherence to government
guidelines on COVID-19
sponsorship and fundraising
• Local meetings with MPs, Chamber of Commerce and Local
Economic Partnership Boards
• Regular stakeholder newsletters
• Active member of the Place campaign with Business in the
Community
• Contributing to policy discussion
• Sustainable transport solutions
• Developed active travel plans for customers at bus and rail stations
• Open days at depots to educate local communities on the
importance of pubic transport
• To ensure that our long term
• Face-to-face meetings and phone calls
• Strategy and business model
• Commitment to transparent reporting with clear communication
• Shareholder returns
• Financial performance
• Liquidity and balance sheet strength
• Risk management
• Passenger demand and travel pattern
• Future of UK rail franchising
• ESG performance
• Growth potential
• International development strategy
• Political environment
of the business model and strategic priorities
• Strong financial discipline and cash control, particularly since the
outset of COVID-19
• Increased engagement with investment community, particularly
throughout the pandemic
• Disciplined approach to growth in international markets
• Recognised by FTSE4Good Index and the London Stock Exchange
Green Economy Mark
25
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Strategic report
Our strategy
Our vision
A world where every journey
is taken care of
Will be delivered by our strategy to
Protect and grow
the core
Win new bus
and rail contracts
Develop for the
future of transport
With responsibility as a business for
l
y
g
o
o
n
h
c
e
T
Better
teams
Happier
customers
Stronger
communities
Safer
working
Cleaner
environment
R
e
p
u
t
a
t
i
o
n
Underpinned by our core beliefs and attitudes
Trusting people
Being can-do people
Building relationships
Accountable
Down to earth
Collaborative
We believe in
Being one step ahead
We are
Agile
To fulfil our purpose
To be the local partner taking care of journeys that enhance the lives and
wellbeing of our communities across the world.
26
26
The Go-Ahead Group plc Annual Report and Accounts 2020
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report S
t
r
a
t
e
g
i
c
r
e
p
o
r
t
Our approach
to sustainability
As an international transport operator, our businesses have a far reaching impact on our
customers, colleagues, suppliers, regulators, shareholders and the communities we serve. We aim
to align our business values, purpose and strategy with the social, economic and environmental
needs of our stakeholders, embedding responsible and ethical business policies and practices in
everything we do. We recognise our responsibility to manage the impact of our businesses on
the environment. Part of this responsibility involves maintaining a proactive two-way dialogue
with our stakeholders to ensure that we are managing our obligations in a sustainable manner
that is aligned with stakeholders’ priorities. Central to the success of this approach is the linkage
of Environment, Social and Governance (ESG) matters to our business strategy.
ESG matters have long been core to Go-Ahead’s strategy and operations and we provide
clear and transparent information through our communications and reporting.
We are striving to further improve our disclosures in this area and seek to engage with
organisations recognised by our shareholders and other stakeholders.
External recognition includes:
• Sustainalytics rated ‘low risk’
• MSCI rated ‘AAA’
• Carbon Disclosure Project – B grade
• FTSE4Good percentile rating of
99 out of a maximum of 100
• London Stock Exchange Green Economy Mark
Our ESG data is available on our corporate website www.go-ahead.com
As a responsible business, we play an important role in society and can contribute positively
to the United Nations’ (UN’s) vision for a more sustainable planet. From the UN’s Sustainable
Development Goals, we have identified five for which we believe we can make a positive impact
for all our stakeholders. They are aligned with our five responsible business pillars: Better teams,
Happier customers, Stronger communities, Safer working and Cleaner environment,
which underpin the delivery of our strategic objectives.
Sustainable Development Goals
By focusing on these clear priorities, we strive to be a sustainable and
responsible business that delivers long term value for all our stakeholders.
27
27
The Go-Ahead Group plc Annual Report and Accounts 2020
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
Responsible business in action
Better teams
Our 30,000 colleagues are the foundation of our business. Their dedication,
innovation and ambition contribute to the success of our business.
KPIs
Employee engagement index (%)
n/a Bus
72% Rail*
7
5 6
6
9
6
2
6
2
7
9
5
0
8 6
5
7
4
16
17
18
19
20
* Excludes international rail.
a
/
n
Description: We measure how engaged our
people are through annual independent
employee surveys, across our businesses.
The results provide a measure of colleague
engagement and help us identify areas where
we can improve as an employer.
Performance: Our UK rail operations saw a strong
improvement reflecting the increased focus on
colleague engagement, personal development
and performance management. As reported last
year, the decision was taken to delay the timing
of the bus colleague survey to better align the
timing of colleague feedback with action being
taken. In addition to the independent colleague
engagement survey carried out, in light of the
COVID-19 crisis additional pulse surveys have
been undertaken across the business to ensure
our people’s views are being heard, and
individual concerns addressed.
Engagement
Having an engaged workforce is key to our
success. We use a range of engagement
channels and approaches in our devolved
businesses. We keep colleagues informed
through internal media, newsletters and
business updates. We also conduct surveys
throughout the organisation, the results of
which provide a measure of colleague
engagement and help us identify areas
for improvement. To strengthen our
Board’s two-way engagement process with
our colleagues, Harry Holt has been
designated as the non-executive director
responsible for reviewing and supporting
workforce engagement.
Read more on page 70
Being an employer of choice is important
to maintaining a high level of employee
retention. We provide market competitive
remuneration and comprehensive benefit
packages. Our colleagues are recognised
and rewarded for their contribution
and commitment.
The majority of our workforce are
represented by trade unions and employee
representatives and we strive to foster
positive working relationships with them.
This has never been more vital than in
recent months. We have been working
alongside trade unions to keep our
colleagues informed and up to date on all
government changes and safe working
practices during the COVID-19 pandemic.
Learning and development
Our colleagues are our most valuable asset
and we continue to invest in them. We
recognise the importance of learning and
development and have a culture of
continuous improvement. One key area
of focus during the year was our Senior
Leadership and Management Development
programme aimed at accelerating the
development of some of our brightest
talent across the organisation.
28
The Go-Ahead Group plc Annual Report and Accounts 2020
Our Executive and Senior Management
Development programme, which focuses on
developing leadership capability to support
future succession planning, continues to
provide colleagues with the necessary skills
and training to be the leaders of tomorrow.
During the year, Investors in People (IiP)
reaffirmed the gold accreditation for
Group head office, recognising the way we
lead, support and manage our colleagues
to promote a culture of high performance.
Plymouth Citybus is in the 1 per cent of
IiP accredited companies to have been
awarded Platinum accreditation reflecting
its work to invest in, nurture and support
its workforce. In September we launched a
People Steering Group which will continue
to focus on developing the talent pipeline
across our organisation.
New talent
Go-Ahead is the only public transport
operator registered as an approved
provider delivering apprenticeships across
both bus and rail. The scheme, which has
helped us improve ethnic and gender
diversity, is educating people for life and
improving retention rates. We set
ourselves the ambitious target of hiring
1,000 apprentices by the end of 2019 and
reached this milestone by November of
that year. Wanting to build on this success,
a target of 1,200 was set for 2020.
Our Graduate programme, now in its ninth
year, enables employees to learn on the
job through placements in different parts
of the business and through formal
training programmes, focusing on
self-awareness, business skills and
technical understanding. GTR’s ‘Get Into
Railways’ programme with The Prince’s
Trust has been helping young people
struggling to find work get better access
to jobs through skills based training and
work experience. So far, nearly 200 young
people have completed the programme
with 125 securing jobs with the business.
Strategic report Go North East and Gateshead College
received a royal seal of approval for their
unique Bus Driver Routeway training
programme at this year’s Princess Royal
Training Awards. The revolutionary
programme was created by the
organisations, in partnership with the
Jobcentre, as a way of improving the
recruitment process for unemployed people.
Of the 250 learners who have undertaken
the programme, success at interview has
risen from 27 per cent to 76 per cent
and learners gaining employment has
increased from 9 per cent to 44 per cent.
In April, Plymouth Citybus received the
Queen’s Award for Enterprise for its work
helping disadvantaged people get into a
job. It was honoured in the Promoting
Opportunity category for its work assisting
the most vulnerable and disadvantaged
find employment through its Social
Mobility programme.
Health and wellbeing
Looking after the health and wellbeing of
our colleagues is of utmost importance.
Go-Ahead is a signatory of the ‘Time to
Change’ pledge – a major commitment to
recognising and supporting mental illness.
We also have a number of Mental Health
Advocates across our operations as well as
providing onsite occupational health and
medical facilities in various locations. We
are working with our colleagues to improve
health awareness, introducing a range of
initiatives such as onsite exercise facilities
and providing healthy eating options.
Colleagues, within a safe environment, are
encouraged to open-up about their mental
health, with wellbeing assistance provided
through an Employee Assistance
Programme (EAP) which offers
information, advice, training and services
to help them deal with events and issues in
both their work and personal lives.
The COVID-19 pandemic has dramatically
impacted the personal and professional lives
of many of our colleagues. We rapidly
adapted working practices to prioritise
health and safety in the context of the
pandemic. These approaches have differed
across the business, tailored to the specific
needs of local businesses and individuals. We
acknowledge the different challenges facing
front-line colleagues to people working from
home and have provided suitable equipment
and support to safeguard physical health and
safety, and mental health and wellbeing. At
the beginning of the pandemic we
conducted a ‘pulse survey’ to find out how
our colleagues were feeling and where we
could improve communications, specifically
looking at how we were responding to the
pandemic. Following this, we introduced
coffee and chat sessions for furloughed
colleagues and introduced sessions for line
managers to improve communication
between colleagues.
Read more about our safety measures in response to
COVID-19 on pages 33 and 34
Diversity and inclusion
We are striving to build a sustainable
colleague base which reflects the diversity
of our communities and supports the
delivery of our strategy for the long term.
Gender diversity remains an issue for our
sector as a whole and we are committed to
driving change in the industry, promoting
public transport as an attractive career
choice for women.
We have female-focused recruitment
campaigns, open days and initiatives to
showcase opportunities, each with the aim
of increasing the opportunities available
to women to work in the industry over
the coming years. Go-Ahead launched its
'Women in Bus' network at the end of July
last year, as part of our initiative to support,
develop and empower women across our
bus companies, with the main goal to
increase female representation in bus to
20 per cent by 2025. We also support the
'Women in Rail' initiative and are targeting
female representation of 21 per cent
across our rail business by 2025.
Go-Ahead’s Board has 57 per cent female
representation and 27 per cent of our
Executive Leadership Team are women,
setting the standard to which we aspire
from the top of the organisation. Overall,
women currently account for 15 per cent
of total colleagues.
Of course, diversity is not only about gender
and we recognise that building an inclusive
culture is key to our future success.
Recognising all of our people as individuals
is important to us and we are encouraged
that 73 per cent of our colleagues feel that
individual differences are respected. Our
next priority is seeking to increase ethnic
diversity in our businesses.
Go-Ahead is a progressive organisation and
our commitment to inclusion and diversity
starts at the top of our organisation. A
group wide strategy to increase integration
of inclusion and diversity into our policies
and procedures is under development and
we are rolling out unconscious bias training
to all hiring managers.
Our policies
We have a comprehensive range of policies
at Group and local levels. We believe in equal
opportunities and apply fair and equitable
employment practices. Our Code of Conduct
29
The Go-Ahead Group plc Annual Report and Accounts 2020
states that all employees should be treated
with respect and that their health, safety and
basic human rights should be protected.
Go-Ahead has a zero-tolerance approach to
bribery and corruption and all our colleagues
are required to adhere to our Anti-bribery
and Corruption policy. Conflicts of interest,
which interfere with proper performance or
independent judgement, are prohibited. We
also have well established whistleblowing
procedures where colleagues can, in
confidence, raise legitimate concerns about
wrongdoing within their workplace.
Our policies and procedures can be viewed on our
corporate website
Female: 137
Male: 244
Female: 4
Male: 3
Board diversity
Direct reports of senior
management gender diversity
5743
6436
2080
Overall Group gender diversity1585
Senior management
gender diversity
Female: 20
Male: 79
Female: 4,612
Male: 25,584
Strategic report+
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+
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+
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Responsible business in action continued
Happier customers
Our vision is a world where every journey is taken care of and it is our
mission to provide our customers with convenient and reliable services.
KPIs
Customer satisfaction (%)*
91% Regional bus
83% Rail
9
8
5
7
0
9
2
8
1
9
2
9
1
9
1
8
3
8
5
7
16
17
18
19
20
* Excludes international divisions.
Description: Customer satisfaction is a strong
measure of how well we are meeting our
customers’ needs. For regional bus and UK rail,
customer satisfaction is measured by the
independent passenger watchdog, Transport
Focus. Surveys are conducted twice a year for
our rail franchises and annually for our regional
bus operations.
Performance: Our UK rail operations recorded a
second consecutive year of strong improvement
reflecting our continued efforts to improve the
delivery of reliably, safe services across our
network. Although the regional bus score saw
a percentage dip from the prior year, we
maintained the industry leading score in
regional bus for our high quality, locally
focused services.
*
Our primary customers in our London & International
bus division are the transport authority clients on
behalf of which we operate services. We monitor
their satisfaction using excess wait time, which
tracks service punctuality, as it is the key metric
used by our transport authority clients to assess
our performance.
We build relationships with our customers
through our passenger-facing colleagues,
customer ambassadors and social media
channels. Our customers’ needs are
constantly evolving, and these interactions
enable us to better understand the
needs of our passengers and where
to focus improvements.
Continuous improvement and innovation
Convenience is important for our
passengers, so we invest in developing
solutions to make travelling on our
services as easy as possible. This includes
developing our apps to simplify real-time
information, planning journeys and buying
tickets, and providing different ticketing
options to suit individuals’ travel needs.
In autumn 2019, we introduced contactless
bus fare capping for the first time outside
of London, benefiting passengers on
both our Brighton & Hove and Metrobus
services. The system, which automatically
limits the cost of travel at the appropriate
day fare, has been rolled out across our
Oxford bus operations. Passengers on our
East Yorkshire bus service can subscribe
to unlimited travel each month, without
the need to buy individual tickets.
Go North East has also introduced a
new range of ‘Flexi 5’ tickets to enable
more flexibility for passengers, allowing
customers to buy a ticket for the usual
price of their weekly ticket but split it
over any five individual days.
Customers now have more options to travel
on our rail network without a traditional
paper ticket as we have expanded our
digital ticketing options with more stations
accepting contactless bank cards and
e-tickets on mobile phones.
‘The Key’ smartcard has been rolled out
across more stations and areas of our
network and smart kiosks have enabled
passengers to order a smartcard at
stations for the first time.
The introduction of industry leading
technology across our Southeastern
services has enhanced communications
between the control centre and front-line
operations, resulting in quicker responses
for recovery plans to reduce delays. There
will, unfortunately, be times when things
do not run smoothly, and we want to make
it as easy as possible for passengers to
claim refunds if they experience disruption
on our services, so we have improved
Delay Repay for our rail customers, making
the process quicker and simpler.
In September 2020, East Yorkshire began
operating the new ‘JustGo’ on-demand
service across North Lincolnshire,
providing an affordable, safe and convenient
transport choice. The service uses the
latest customer technology, enabling
passengers to hail a ride through a few
taps of an app. This draws upon the
experience Go-Ahead gained from
extensive demand-responsive transport
trials in London and Oxford.
The Billion Journey Project is part of
Go-Ahead’s efforts to improve customer
experience through innovative new
offerings and is the UK’s largest transport
innovation accelerator programme.
Now entering its third year, the 12-week
programme offers small, ambitious
businesses the chance to improve the
experience of passenger journeys and
offers unparalleled access to industry
experts, behind the scenes knowledge
and advice on how their technology
could be delivered across the Go-Ahead
Group and beyond.
30
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report The scheme previously generated an app
for disabled transport users, which went
on to be rolled out nationally across the
railways. Another programme success was
AirPortr, through which airline passengers
could check in their baggage from home
and access special ticketing offers to travel
on Go-Ahead’s Gatwick Express service.
Free WiFi is available onboard Go-Ahead
buses and trains across the country and
has been certified for safety and family-
friendly content.
Transport for everyone
We are committed to providing an inclusive
service. All our bus and rail operators
strive to make their services as accessible
as possible to everyone. Across our UK
bus network, we have a ‘Helping Hand’
card scheme which helps passengers with
accessibility needs, specifically hidden
disabilities, communicate with bus drivers.
On our UK rail networks, GTR offer a
‘Try a Train’ for those who lack confidence
travelling by train to visit our stations
and experience a train journey. Both GTR
and Southeastern are members of the
‘Sunflower Lanyard’ scheme whereby
customers wearing the lanyard can
discreetly indicate to transport staff that
the passenger has a hidden condition and
may require a little more time or support
when travelling.
We have been working with the Department
for Transport on its new ongoing initiative,
'It's everyone's journey', which aims to
bring together those committed to
improving public transport for disabled
people and deliver real-time improvements
by changing attitudes and behaviours to
create a more considerate and supportive
travelling environment.
All of our customer-facing colleagues are
trained in assisting people living with
dementia and those who are blind or
partially sighted. Our buses and trains are
accessible to wheelchair users and we
continue to increase audible announcements
and information screens across our services.
Satisfaction
We delivered improvements in punctuality
and reliability throughout the year. Ahead
of the crisis, both GTR and Southeastern
were two of the best performing large
train operators, with punctuality levels for
both franchises at some of their highest
ever levels. Pre-COVID-19 customer
satisfaction was 81 per cent for GTR and
Southeastern delivered its best ever result
of 83 per cent in the latest Transport
Focus survey, the fourth consecutive
survey to show improvement.
In regional bus, we achieved the industry’s
joint highest level of customer satisfaction
for the sixth year running, with a customer
satisfaction score of 91 per cent in
the latest Bus Passenger Survey from
Transport Focus. We are helping to drive
up customer satisfaction and performance
in bus markets in Singapore and Ireland,
with Singapore achieving the highest ever
score in the region and punctuality in
Ireland improving by almost 25 per cent.
Smarter, safer travel
We are committed to providing the
highest standards of health and safety
across our services. The COVID-19
pandemic has required us to put additional
processes in place to ensure that travelling
by public transport remains a safe and
convenient option for customers.
We have implemented enhanced cleaning
of vehicles and have introduced social
distancing measures, including the
provision of information to help our
customers adhere to government guidelines,
including the wearing of face marks.
We developed a predictive tool to help
customers plan the best time to travel on
our bus services. The ‘When2Travel’ app
and website offer dynamic, colour coded
bus timetables that show seat availability
on our services, giving customers who
need to travel the confidence to plan bus
journeys, avoiding busy times whilst capacity
is reduced to enable social distancing.
Southeastern rolled out swab testing
at stations' high touch areas to confirm
the effectiveness of its additional
cleaning measures.
GTR and Southeastern have been using
technology to monitor the number of
passengers using their services. Weight
sensors fitted on the trains identify when
they reach maximum capacity while
allowing space for social distancing,
enabling front line colleagues to assist
passengers on which train to board. In
preparation for children’s return to
schools, Southeastern launched a ‘Back
to School Safety’ guide for parents and
students in September. While the guide
briefed students on personal safety
measures, Southeastern also prepped
stations with one-way systems, increased
services and station staff and provided
over 50,000 extra seats each weekday
and additional space on board to aid
passengers with social distancing.
31
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Responsible business in action continued
Stronger communities
Our services provide vital links to work, education and health services. They enable social
inclusion and connect people with friends, family and leisure activities.
KPIs
Community investment (£m)*
1.00
7
1
.
1
4
8
0
.
0
8
0
.
7
0
.
1
0
0
.
1
16
17
18
19
20
Description: We contribute to the communities
we serve across the UK and internationally. Such
contributions include cash donations, the value
of time spent volunteering, gifts in-kind such
as travel tickets, as well contributions made
through salaries sacrifice schemes.
Performance: Throughout the year, we
contributed over £1m to our local communities.
As well as cash donations and time spent
volunteering, we applied specific expertise to
benefit communities through our involvement
with Business in the Community. Through our
partnership with Transaid, we donated a bus
to a community in Zambia. Towards the end
of the year our investment was centred
around supporting our communities during
the COVID-19 pandemic.
* Excludes international rail.
Providing vital links
As a provider of an essential service, we
know how important public transport is
for our communities across the UK and
overseas. The Group’s devolved operating
model enables our local businesses to
respond quickly to changing community
dynamics. Public transport has a vital role
to play in tackling loneliness and poor mental
health and we marked Mental Health
Awareness Week by promoting initiatives
to ‘stop the stigma’ associated with mental
health. This initiative builds on our Chatty
Bus campaign that was launched in January
last year, where colleagues engaged in
conversation with locals to remove the
perceived difficulty of talking to strangers.
During lockdown, to keep these conversations
going and to continue to help tackle social
isolation, we launched a Virtual Chatty
Bus, where our Chatty Bus champions
contacted people who felt isolated by
phone to chat, share stories and simply
offer a friendly listening ear.
Go-Ahead is also a signatory of the
Government’s Employer Pledge, which
commits firms to working to improve
social connections and tackle loneliness
at all levels.
We are active members of the Place
Leadership Team with Business in the
Community, looking at how businesses,
local authorities and non-governmental
organisations can come together to improve
the health and wellbeing of local
communities across the country. Several
of our local managing directors are now
sitting on Town Deal boards which have
been set up to distribute the Government’s
Town Deal funding, ensuring the maximum
impact for our local communities.
Support local communities
Public transport is critical to the
functioning of society and has been
fundamental in supporting communities
through the COVID-19 crisis. We have
sought meaningful ways to support our
communities in many forms; we have
amended timetables to align with hospital
workers’ shift patterns, run shuttle services
to hospitals and supported victims of
domestic abuse to reach safe places.
We have also supported efforts in tackling
the crisis by bottling and distributing hand
sanitiser for key workers, delivering food
packages to those in need, and transporting
medical equipment. The crisis has
highlighted the importance of supporting
local communicates and, at Go-Ahead,
we want to ensure those we serve remain
viable and prosperous in the long-term.
To assist with the economic recovery
whilst strengthening our ties to our local
communities, we have set a target of
allocating 33 per cent of our influenceable
spend to small and medium-sized
enterprises by 2023.
Doing our bit
Our businesses regularly join in national
and local fundraising events and we
support our colleagues in their volunteering
activities within local communities. At
Group level, Go-Ahead supports Transaid
and the Campaign to End Loneliness
through donations, volunteering, joint
consumer and industry campaigns and
sharing of expertise. Through our corporate
donations, colleague fundraising and
volunteering efforts, we have investment
nearly £5m on our local communities over
the last five years.
During the height of the pandemic, GTR’s
Southern Railway team transformed a
train depot into a hand sanitiser bottling
plant. The team in Horsham, West Sussex,
set up the system in less than a day when
they found that their normal suppliers had
started to struggle to fulfil its usual order.
Within a matter of hours, the team decanted
hand sanitiser into 1,000 bottles and made
deliveries across the network.
32
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Safer working
We have a responsibility to provide a safe and supportive working environment. We know
there is nothing more important to customers than us providing a safe way for them to travel.
Our responsibilities around health and safety extend to our communities, including other road users.
KPIs
UK rail SPADs (per million miles)
0.80
5
8
0
.
9
6
0
.
3
6
0
.
6
7
0
.
0
8
0
.
16
17
18
19
20
RIDDOR accidents
(per 100 employees)*
0.44
2
6
0
.
1
6
0
.
1
5
0
.
2
4
0
.
4
4
0
.
16
17
18
19
20
* Excludes Singapore bus and international rail.
Bus accidents (per million miles)
36.6
.
3
7
3
1
.
8
3
1
.
6
3
.
4
7
3
.
6
6
3
16
17
18
19
20
Nothing is more important to us than
the health, wellbeing and safety of our
colleagues, customers and those within
our communities. We set ourselves high
safety standards and invest in monitoring,
incident prevention, training and colleague
engagement. We have a culture of continual
improvement and are always striving to
reduce our exposure to safety risk, with
the aim of eliminating all injuries and health
concerns resulting from our operations.
We take seriously our responsibility
to promote health and wellbeing to
colleagues across our business and in our
communities. Our health, wellbeing and
safety policies and procedures set out the
rules and guidelines to which we adhere.
View these policies on our website
www.go-ahead.com.
Harnessing technology
We continue to explore new ways for
technology to help secure the safety
of colleagues and passengers alike.
Business analytics solution Power BI,
an electronic maintenance system, is
increasingly used across both our bus and
rail businesses as part of our continuous
improvement for safety management.
The system is used to analyse engineering
maintenance performance regarding parts
and labour utilisation, enabling our
colleagues to respond quickly and
efficiencies to be delivered.
GTR is assisting passengers and colleagues
by making decisions that are informed by
technology. It recently worked with Network
Rail to implement a new technology system
to enhance communication between the
control centre and its core London GTR
stations. This helps them to be aware of
potential safety hazards and/or events
that could trigger disruption – from
overcrowded platforms to
inadequate lighting.
Description: Across the UK rail industry, train
operating companies report signals passed at
danger (SPADs). The majority of SPADs have
little or no potential to cause harm.
Performance: The number of SPADs per
million miles increased slightly in the year
to 0.80 with the increase driven by GTR due
to the significant expansion of the GTR
network and the increased frequency of
services. We have very tight controls around
safety and high standards of driver training
which minimise the likelihood of SPADs and
investigate every SPAD that occurs on
our services.
Description: RIDDOR (reporting of injuries,
diseases and dangerous occurrences
regulations) relates to a workplace incident
that results in any absence from work for
over seven days or any legally reportable
incident to the Health and Safety Executive
across our UK operations.
Performance: Following an increase in 2019,
RIDDOR accidents fell to 0.44 reflecting our
increased efforts to maintain the highest
standards in health and safety, which included
the provision of appropriate tools and training
to colleagues. These efforts have been
increased during the COVID-19 pandemic to
ensure the safety of all our colleagues.
Description: We monitor the number of bus
accidents which result in a notification to a
claims handler for every million miles we
operate, including cases where we are not
at fault.
Performance: We have introduced various
innovative solution across our services
increasing safety. We continue to invest
in driver training and monitoring the
performance of our drivers, resulting in
a reduction in bus accidents per million
miles compared with the prior year.
33
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Responsible business in action continued
Safer working continued
vehicles and facilities, providing personal
protective equipment, the provision of
hand sanitiser in places of work, including
vehicles, and making sure our colleagues
have access to spaces to wash their hands
more frequently. We are supporting social
distancing on our services in line with
government guidelines to protect our
colleagues and customers. We have
installed temporary screens in bus drivers’
cabs and enabled middle-door-only
boarding where possible. We have also
taken bus seats out of use to provide extra
space between drivers and passengers.
Cash handling has reduced with more
contactless payments being made across
our services. All office based colleagues
have been given comprehensive guidance
on working remotely and office spaces
have been set up appropriately to facilitate
social distancing. We communicate
regularly with colleagues on the latest
updates and continue to support their
mental and physical health and wellbeing.
Harnessing technology continued
Across our UK bus operations, intelligent
speed adaptation is being introduced,
automatically reducing the speed of buses
in defined areas, and trials are being launched
using automated braking systems, which
detect hazards from the buses'
CCTV cameras.
A trial of an Acoustic Vehicle Alerting
System, an artificial sound produced by
quiet running vehicles such as our electric
and hybrid buses, has recently started at
Go-Ahead London. It is designed to alert
pedestrians and cyclists, particularly those
with vision impairments to the presence
of electric vehicles at low speeds. We
introduced a camera monitoring system,
which replaced wing mirrors on our buses
with high resolution cameras in August.
The first of their kind to operate in London,
these buses give greater visibility for
drivers, particularly at night as well as
eliminating the risk of mirror damage or
injury to passengers and pedestrians
when pulling into bus stops.
GTR is pioneering the use of technology
through the COVID-19 pandemic with the
development of in-house apps providing
up-to-date information on cleaning and
social distancing across its operations.
This real time intelligence on social
distancing is enhancing the day to day
decisions made on train services, with
front line teams reporting on overcrowded
platforms and trains, and train drivers are
being reassured of the cleanliness of their
train – enabling them to see when the
train was last cleaned. Elsewhere,
Go-Ahead Singapore and Go-Ahead
Ireland have introduced colleague apps
to help with their daily tasks.
These allow drivers to view a range of
performance measures in real time such
as driving styles, journey departure times
and recording details of pre-service vehicle
inspections at the touch of a button.
Suppliers
We work closely with our suppliers
to ensure continuous improvements
in health and safety performance.
We operate in accordance with the
ISO 20400:2017 standard on sustainable
procurement including accountability,
transparency, respect for human rights
and ethical behaviour.
Last year, we launched an industry first
Sustainable Supply Chain Charter in the
UK which establishes minimum criteria
in core areas of corporate responsibility,
including safety. The Charter also
requires suppliers to, amongst other
things, demonstrate a commitment
to sustainable innovation, employee
wellness and diversity.
Read about our Sustainable Supply Chain Charter
on our website
Supporting our colleagues: COVID-19
Through our normal business activities,
we face a wide range of hazards which we
manage through effective controls.
In recent months we have been operating
through a time of heightened risk with the
COVID-19 pandemic adding considerably
to our health and safety agenda and have
taken appropriate measures to protect
our colleagues.
We have introduced precautionary
measures in all geographies including
enhanced daily cleaning processes in
34
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Cleaner environment
We manage our businesses in a responsible and sustainable way, to help create
a thriving economy whilst limiting our impact on the environment.
KPIs
Carbon emissions per vehicle mile (kgs)
1.07
9
5
.
1
7
4
.
1
8
2
.
1
5
1
.
1
7
0
.
1
16
17
18
19
20
Description: We monitor all energy used within
our operations and calculate our CO2 emissions
which we divide by the number of vehicle miles
operated to establish CO2e per vehicle mile.
Performance: Further reduction of around
6.5 per cent year on year which has largely been
driven by improved fleet energy efficiency with
all of new buses and trains being significantly
more fuel efficient than those they have replaced.
Lowering our emissions
Trains and buses are two of the greenest
travel choices people can make and we
are working hard to further reduce our
environmental impact. One bus can carry
up to 75 people and a single train can carry
over 1,000, collectively taking thousands
of cars off the road.
We support the UK Government’s target
to achieve net zero carbon dioxide emissions
(CO2e) by 2050, and the introduction of
Clean Air and Low Emission Zones in towns
and cities. We believe public transport is
central to reducing air pollution levels and
improving air quality. We have our own
targets in these areas: to operate a
zero-emission bus fleet by 2035 and last
year set a target to achieve a 25 per cent
reduction on our CO2e per vehicle mile by
2021 from our 2017 baseline. We achieved
this target a year ahead of our initial
expectations with a further 6.5 per cent
reduction in CO2e per vehicle mile
achieved in the year, resulting in an overall
reduction of 27.0 per cent since 2017.
Work is underway to produce a detailed
climate change strategy with long term
science based targets.
Understanding and responding to
climate-related risks and opportunities
The COVID-19 crisis has increased our
understanding of the connection between
the environment and social impact, with
communities placing a much greater value
on health and wellbeing than ever before.
There is evidence which suggests that
COVID-19 is more prevalent in areas with
higher levels of air pollution.
Go-Ahead introduced a Task Force for
Climate Change in 2019 with a primary
aim of co-ordinating our climate-related
activities on a Group-wide and local level.
Areas considered in the year included
the development on our approach to
climate change in relation to business
strategy, risk and opportunities and
emissions reduction initiatives aligning
with the recommendations of the
Task Force on Climate-related
Financial Disclosures.
Sustainable transport solutions
Building on Go-Ahead’s committee to
reduce our impact on the environment,
we are the UK’s largest operator of electric
buses, operating around 180 electric
vehicles. With the vast majority of our
train fleet already being electric, we are
committed to working with rail
authorities to remove all remaining diesel
only trains from our fleet.
Go-Ahead London’s Waterloo depot was
the first in Europe to become fully electric
and emission free in 2016. In November 2019,
this achievement was recognised with
the International Energy Globe Award.
Go-Ahead London also recently converted
its Northumberland Park depot into the
largest overnight charging electric bus
garage in Europe, with 96 charging points,
including a transformer station. The
introduction of Go-Ahead London’s
electric bus fleet since the very first bus
entered service in 2013, has prevented
no fewer than 3,000 tons of CO2e per year
and harmful emissions being released
into the air that Londoners breathe.
In September 2018, our Bluestar bus
company in Southampton unveiled the
UK’s first air filtering bus that removed
ultrafine particles from the air, trapping
them through a filter as the bus moved
through the streets, giving the double
benefit of reducing air pollution through
lower car congestion as well as cleaning
the air. Following the success of this pilot,
which cleaned 3.2 million cubic metres of
the city’s air, five more of these buses have
been launched in the region.
35
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Responsible business in action continued
Sustainable transport solutions
continued
In Brighton, we introduced the UK’s first
hybrid ‘geo-location’ electric bus route,
where buses automatically switch to
zero-emission mode when driving through
the city centre. These unique buses have
an electric motor and use a small Euro 6
diesel generator to recharge the battery,
which is additionally fuelled by regenerative
braking and are rolling out 24 more of
these buses in the coming months.
Swapping to these buses equates to
over 133,000 emission free miles for the
7.6 million passengers who travel on the
route per year and is an important part
of our commitment to making Brighton a
clean air city with zero emissions by 2030.
Since July 2019, all electricity consumed in
all Group premises is generated from fully
renewable sources and is zero rated for CO2.
Disclosure and verification
We participate in the Carbon Disclosure
Project Climate Change Survey. Go-Ahead
has the joint-highest score of all British
transport operators with a B grade for
our progress on sustainability and
environmental measures.
During the year, we were awarded the
London Stock Exchange Green Economy
Mark, an accreditation which recognises
businesses with at least 50 per cent green
revenues. Go-Ahead was the first major
public transport company to achieve the
ISO 50001 certificate in 2018 for energy
management for all of our UK operations.
The certification independently verifies
Go-Ahead's energy management
processes and data, and supports
compliance with mandatory disclosures.
Performance and targets
We are committed to operating our
businesses in an increasingly sustainable
manner and seek to reduce our
environmental impact year on year.
Overall, in absolute terms, equivalent
CO2e in 2020 were 2.9 per cent lower year
on year and are 21.8 per cent lower than
in our baseline year 2017. The absolute
reduction in CO2e compared to our 2017
baseline is due to the significant changes
in the composition of the Group, primarily
due to the cessation of the London
Midland rail franchise in December 2017.
This reduction has been offset by the
additional energy consumption and CO2e
caused by the acquisition or start-up of
Go-Ahead Singapore, East Yorkshire
Motor Services, Go-Ahead Ireland, and
Go North West as well as the start of rail
services in Germany and Norway in 2020.
Additionally, the significant expansion of
GTR operations in 2019 as part of the
Thameslink project, a 20 per cent increase
in operated mileage and lower CO2e
conversion factors for grid electricity,
have also contributed.
In 2019 we set ourselves a target to
achieve a 25 per cent reduction on our
CO2e per vehicle mile by 2021 from our
2017 baseline performance and not only
achieved our target a year early, but also
exceed it with an overall reduction of
27.0 per cent. This target was supported
by secondary targets over the same
timescale to improve bus fuel efficiency
(fleet average miles per gallon) by
5 per cent and to improve traction
electricity energy efficiency (fleet average
vehicle miles/kwh) at GTR by 15 per cent,
(excluding Southeastern which was
scheduled to end in April 2020). The year
on year reduction in CO2e per vehicle mile
has largely been driven by improved fleet
energy efficiency with bus fuel efficiency
improving by 6.9 per cent and GTR's traction
electricity efficiency by 22.6 per cent
against our 2017 baseline, achieving our
secondary targets.
Greenhouse gas emissions
Our carbon footprint in tonnes of equivalent carbon dioxide (CO2e)
Scope 1
Total
Scope 2
Total Scope 2 – location
Total Scope 2 – market
Scope 3
Electricity – transmission and distribution (total)
Out of scopes – biogenic content of bio-diesel
Total kwhs
Scope 1, 2 & 3 and out of scopes
Total – location
Total – market
Total vehicle miles
Total bus and rail mileage
All scopes kgs CO2e (location)/vehicle mile
YoY % change
% change on 2017 baseline
2020
Tonnes CO2e
2019
Tonnes CO2e
2018
Tonnes CO2e
2017
Tonnes CO2e
369,665
394,878
406,564
426,130
369,439
370,297
422,644
520,508
62,596
61,971
63,306
61,037
31,554
15,188
31,510
12,436
36,012
7,858
48,666
9,373
3,032,726,257
2,983,369,795
3,150,113,300
785,846
479,004
733,702,870
809,121
500,795
706,393,581
873,078
513,740
683,223,210
1,004,677
545,207
684,511,871
1.0711
(6.5%)
(27.0%)
1.1454
(10.4%)
(22.0%)
1.2779
(12.9%)
(12.9%)
1.4677
Annual emissions figures for prior years have been restated to reflect the collation of subsequent changes in consumption data and the correction of emissions.
Read more on pages 225 to 227
36
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
Business and finance review
A resilient performance in challenging times and government
commitment to supporting public transport, enabled by strong
management and decisive action.
Revenue
Operating profit*
Revenue
£3,898.4m
7411
Rail: £2,885.5m
Regional bus: £408.8m
London & International bus: £604.1m
£77.9m
1226
Rail: £8.9m
Regional bus: £20.5m
London & International bus: £48.5m
* Pre-exceptional items.
Group overview
Group revenue
Regional bus operating profit
London & International bus operating profit
Total bus operating profit
Rail operating profit
Group operating profit (pre-exceptional items)
Exceptional operating items
Group operating profit (post-exceptional items)
Share of result of joint venture
Net finance costs
(Loss)/profit before tax
Total tax expense
(Loss)/profit for the period
Non-controlling interests
(Loss)/profit attributable to shareholders
Profit attributable to shareholders (pre-exceptional items)
Weighted average number of shares (m)
Earnings per share (pre-exceptional items) (p)
(Loss)/earnings per share (post-exceptional items) (p)
Proposed dividend per share (p)
£3,898.4m
(2019: £3,674.2m restated)
Operating profit
(Pre-exceptional items)
£77.9m
(2019: £121.1m)
Operating profit
(Post-exceptional items)
£20.8m
(2019: £104.3m)
IFRS 16
2020
£m
3,898.4
20.5
48.5
69.0
8.9
77.9
(57.1)
20.8
(0.6)
(20.4)
(0.2)
(11.9)
(12.1)
(16.5)
(28.6)
22.2
43.0
IAS 17
2019 *
£m
Increase/
(decrease)
£m
Increase/
(decrease)
%
3,674.2
44.5
51.2
95.7
25.4
121.1
(16.8)
104.3
(0.5)
(6.8)
97.0
(21.9)
75.1
(16.3)
58.8
72.8
43.0
224.2
(24.0)
(2.7)
(26.7)
(16.5)
(43.2)
(40.3)
(83.5)
(0.1)
(13.6)
(97.2)
10.0
(87.2)
(0.2)
(87.4)
6.1
(53.9)
(5.3)
(27.9)
(65.0)
(35.7)
(239.9)
(80.1)
(20.0)
(200.0)
(100.2)
45.7
(116.1)
(1.2)
(148.6)
(50.6)
(69.5)
—
—
51.6p
(66.5)p
169.4p
136.8p
(117.8)p
(203.3)p
(69.5)
(148.6)
—
102.08
(102.08)
(100.0)
At 30 June 2019, the Group implemented IFRS 16 Leases using the modified retrospective transition method. As a result, the comparative figures have not been restated and are
presented on an IAS 17 basis.
* Restated (see note 2).
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All references to operating profit, EBITDA and margins are on a
pre-exceptional basis unless otherwise detailed. A full reconciliation
between pre and post-exceptional operating profit is shown
within the income statement and associated notes.
Following adoption of IFRS 16 Leases in the year, all results are
presented on this basis, unless otherwise stated. A reconciliation
between pre and post-IFRS 16 results is shown below.
Prior year restatement
During the year, there was a change to how certain revenue
streams in the rail division in relation to GTR and Southeastern
have been recognised.
As explained further on page 147, in accordance with IFRS 15,
revenue and costs for year ended 29 June 2019 have both been
re-stated by £132.9m (decrease to both). There is no impact to
operating profit and no impact on the other primary statements
as a result of this restatement.
Financial overview
Revenue for the year was £3,898.4m, up £224.2m, or 6.1%, on
last year (2019: £3,674.2m restated). This increase was primarily
attributable to additional revenue generated by UK rail franchises
and the introduction of new contracts, partially offset by the
impact of the COVID-19 crisis on the Group.
Loss before tax of £0.2m (2019: £97.0m profit) includes £57.1m
of exceptional items and reflects the impact of COVID-19 on our
regional bus business and the losses in the German rail business.
Profit attributable to shareholders (excluding exceptional items),
decreased by £50.6m or 69.5% to £22.2m (2019: £72.8m) and
earnings per share by 69.5% to 51.6p (2019: 169.4p). Including
exceptional items of £57.1m (2019: £16.8m) relating to regional
bus and German rail, profit attributable to shareholders for the
year reduced by £87.4m, or 148.6%, to a loss of £28.6m (2019:
profit of £58.8m) and earnings per share fell by 148.6% to a loss
per share of 66.5p (2019: 136.8p).
Adjusted net debt (excluding restricted cash) at the year end was
£321.6m, on a pre-IFRS 16 basis (2019: £270.3m), as reconciled in
the cashflow statement on page 141. The increase in net debt
reflects the temporary restriction of additional cash in the rail
businesses following the introduction of the Emergency Measures
Agreements (EMAs), partially offset by management action to
limit cash outflows from the outset of the crisis, including lower
capital investment and suspension of the interim dividend. The
pre-IFRS 16 adjusted net debt (excluding restricted cash) to EBITDA
ratio of 1.96x (2019: 1.32x) is at the mid-point of our target range
of 1.5x to 2.5x, well below our primary bank covenant of 3.5x.
Impact of IFRS 16
The new accounting standard, IFRS 16 Leases, became effective for accounting periods beginning on or after 1 January 2019 and was
adopted by the Group on 30 June 2019.
The new standard establishes principles for the recognition, measurement, presentation and disclosure of leases and eliminates the
operating lease classification meaning lessees are required to recognise right of use assets and lease liabilities for all leases on the
balance sheet. On the income statement, the operating lease expense has been replaced by a combination of depreciation and interest.
On transition, the Group has applied IFRS 16 using the modified retrospective approach on a lease by lease basis. The Group recognised
£782.7m right of use assets and £781.1m of lease liabilities as at 30 June 2019. Prior periods have not been restated and are presented as
previously reported under IAS 17 (referred to as pre-IFRS 16 throughout).
The adoption of IFRS 16 has impacted the Group’s rail division’s results more significantly than the bus divisions.
EBITDA
Operating profit before exceptional items
Operating profit after exceptional items
Net finance costs
(Loss)/profit before tax
Cashflow from operations
Free cashflow
Adjusted net debt
Adjusted net debt/EBITDA
IFRS 16
basis
£m
547.8
77.9
20.8
(20.4)
(0.2)
508.6
352.8
965.9
2020
IFRS 16
effect
£m
383.9
9.7
9.7
(13.7)
(4.0)
385.5
371.8
644.3
1.76x
0.20x
IAS 17
basis
£m
163.9
68.2
11.1
(6.7)
3.8
123.1
(19.0)
321.6
1.96x
2019
IAS 17
basis
£m
205.5
121.1
104.3
(6.8)
97.0
209.9
74.1
270.3
1.32x
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The Go-Ahead Group plc Annual Report and Accounts 2020
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Go-Ahead is a leading bus operator. We transport passengers on our
bus services across the UK, Ireland and Singapore.
Our bus financial highlights
Bus revenue
Go-Ahead London: £513.8m
Go South Coast: £95.1m
Go North East: £88.9m
Brighton and Hove: £87.3m
Go-Ahead Singapore: £56.9m
Oxford Bus Company: £44.0m
Go-Ahead Ireland: £33.4m
Plymouth Citybus: £28.4m
East Yorkshire: £26.6m
Go North West: £23.4m
Go East Anglia: £15.1m
Employee costs: 68.0%
Fuel costs: 10.1%
Engineering costs: 9.7%
Depreciation: 9.3%
£1,012.9m (2019: £1,002.2m)
Bus operating cost base
519
Other: 2.9%6810
£943.9m (2019: £906.5m)
Bus operating profit*
£69.0m (2019: £95.7m)
48.5
47.1
45.8
44.5
Regional bus
London &
International bus
20.5
48.5
51.2
42.7
43.6
45.6
2016
2017
2018
2019
2020
* Pre-exceptional items.
Bus overview
Total bus operations
Revenue (£m)
Operating profit (£m)
Operating profit margin
Regional bus
Revenue (£m)
Operating profit (£m)
Operating profit margin
London & International bus
Revenue (£m)
Operating profit (£m)
Operating profit margin
Like for like revenue growth
Regional bus
London & International bus
Like for like volume growth
Regional bus passenger
journeys
London & International
bus miles operated*
2020
2019
Increase/
(decrease)
£m
Increase/
(decrease)
%
1,012.9 1,002.2
95.7
9.5%
69.0
6.8%
10.7
(26.7)
n/a
1.1
(27.9)
(2.7ppt)
433.0
408.8
44.5
20.5
5.0% 10.3%
(24.2)
(24.0)
n/a
(5.6)
(53.9)
(5.3ppt)
604.1
48.5
8.0%
569.2
51.2
9.0%
34.9
(2.7)
n/a
6.1
(5.3)
(1.0ppt)
(11.4%)
4.0%
3.0% 0.4%
n/a (15.4ppt)
2.6ppt
n/a
(24.7%)
3.3%
n/a (28.0ppt)
0.4% (3.4%)
n/a
3.8ppt
* On a like for like basis, excluding the impact of Go-Ahead Ireland's first year of operation.
Go-Ahead: 11%
National Express: 7%
Stagecoach: 26%
Firstgroup: 21%
Arriva: 14%
Regional bus market share (%)
London bus market share (%)
Others: 21%2621
CT Plus: 2%2418
Abellio: 10%
Arriva: 18%
RATP: 13%
Go-Ahead: 24%
Metroline: 17%
Stagecoach: 13%
Tower Transit: 3%
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Bus continued
Overall bus performance
Total bus revenue increased by 1.1%, or £10.7m, to £1,012.9m
(2019: £1,002.2m) including the contribution of acquisitions,
offset by reductions in the last four months of the year due to the
impact on demand of COVID-19. Operating profit was £69.0m
(2019: £95.7m) and the operating profit margin decreased by
2.7ppts to 6.8% (2019: 9.5%). This reflected consistent performance
in London & International bus and a lower level of profit in the
regional bus business due to a significant reduction in passenger
journeys in the final four months of the year due to the impact
of COVID-19.
Regional bus
In the first half of the year, work was underway to integrate
Go North West into the Group following its acquisition in
June 2019. We also received the news that the division would
expand further following the successful bid for a large bus
contract in Cornwall, providing around 50% of the county’s bus
services. The already established businesses began to deliver
yield improvements and retained passenger numbers following
a successful focus on passenger growth in the prior year.
On 16 March, the UK Government advised against all but essential
travel, followed by an announcement on 18 March that schools
would close. On 23 March the UK went into lockdown and travel
restrictions were put in place. Passenger volumes fell rapidly to
a low point of around 10% of pre-COVID-19 levels. These
recovered to around 25% by the end of the year. We are now
carrying around 50 to 60% of typical levels, ensuring compliance
with social distancing requirements.
Following passenger growth of 0.2% in the first half of the year,
the reduction of passenger demand in the last four months of
the year had a significant impact on overall passenger volumes,
leading to a 24.7% decline. This is on a like for like basis, excluding
Go North West, which was acquired in June 2019, and a large bus
contract in Cornwall which commenced in April 2020. Including
these new businesses, passenger volumes fell by 18.9% in the year.
In response to the significant reduction in bus travel, the UK
Government introduced a package of financial support for the
industry on 3 April, backdated to 17 March. The COVID-19 Bus
Service Support Grant (CBSSG) was designed to safeguard the
vital bus network and prevent operators from incurring material
losses while they worked to provide key services.
The Government's Coronavirus Job Retention Scheme (CJRS)
was utilised immediately to furlough around 60% of colleagues
in this part of the business. This reduced to around 20% at the
end of June and is now less than 10%, reflecting the increase in
service levels from around 40 to 50% during the UK lockdown to
over 85% now. The total CJRS utilised in the period was £21.6m
in regional bus.
Regional bus revenue for the year was £408.8m (2019: £433.0m),
down £24.2m, or 5.6%, predominantly as result of significantly
reduced travel since March, offset by the CBSSG and the inclusion
of revenue from new businesses and operations. Excluding the
impact of acquisitions, revenue declined by 11.4%.
Operating profit in the regional bus division fell £24.0m, or 53.9%,
to £20.5m (2019: £44.5m), with the operating profit margin down
5.3ppts to 5.0% (2019: 10.3%). This significant reduction
demonstrates the impact of COVID-19 on passenger demand.
Income from the CBSSG, of which £20.1m has been recognised
in other operating income, reflects amounts the Group considers
it is reasonably certain to receive in line with the terms and
conditions of this scheme.
The amount of CBSSG funding receivable for all bus operators
is subject to a reconciliation process every 12 weeks. The first
reconciliation process covering the period 17 March to 8 June
is yet to be concluded by the DfT. The Group has identified a
potential £7.3m upside to the £20.1m recognised in the 2020
financial year upon conclusion of the reconciliation. Some
services are not eligible for CBSSG funding, such as coaching.
As a result, a number of these services were either suspended
or terminated as it became uneconomical to operate them. In
addition to reviewing services in light of the impact of COVID-19,
strategic reviews were carried out following a decline in the
operational performance of the regional bus division. As a result
of these reviews, several restructuring programmes of varying
degrees were initiated during 2020 and a number of specific
contracts, services and routes were terminated. Reflecting these
reviews, an exceptional item of £26.7m has been recognised
comprising £15.9m of plant, property and equipment impairments,
£3.8m of intangible asset impairments (including £0.6m of
goodwill), £5.5m of restructuring costs, £0.5m impairment of
assets held for sale and £1.0m impairment of right of use assets.
Around 30% of regional bus revenue is derived from contracts
and concessionary income. In the vast majority of cases, local
authorities across the country have continued to fund these
services at pre-crisis levels. The Bus Services Operators Grant
(BSOG), relating to fuel duty, has also been maintained at
pre-COVID-19 levels. The introduction of IFRS 16 has had very
little impact on our regional bus division as most vehicles are
owned by the Group.
40
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report £m
51.2
(4.0)
(2.0)
1.0
0.6
1.1
47.9
0.6
48.5
2019
£m
27.1
5.4
10.4
7.1
50.0
2019 operating profit
44.5
2019 operating profit
£m
Net impact of acquisitions
Pre-COVID-19 net movement
Costs saved from reduced service due to
COVID-19
CJRS funding
CBSSG revenue
Passenger revenue impact of COVID-19
2020 IAS 17 basis
Impact of IFRS 16
2020 operating profit
(1.2)
(3.8)
Changes:
QIC bonuses
7.6
21.6
20.1
(68.6)
20.2
0.3
20.5
Non-recurrence of additional contract work in prior year
Net volume increases/cost inflation
International bus
Other
2020 IAS 17 basis
Impact of IFRS 16
2020 operating profit
Capital expenditure and depreciation
London & International bus
The London & International bus division, which includes our
operations in London, Singapore and Ireland, performed well in
the year. In the pre-COVID-19 period operational and financial
performance was good across all three operations and, due to the
contracted nature of these businesses, they have been resilient
throughout the crisis.
Our businesses in London, Singapore and Ireland operate contracts
on behalf of transport authority clients, including Transport for
London (TfL), on a gross cost basis, without exposure to changes
in passenger demand. Transport authorities responded to changes
in travel demand by adjusting service levels. Despite this, like for
like mileage for the division increased by 0.4% mainly due to the
timing of contract renewals and route wins in London.
Our transport authorities clients, including TfL, continued to pay
contracted revenues at pre-crisis levels, with the variable cost
savings associated with the temporary service reductions
returned to the client.
Divisional revenue grew by 6.1%, to £604.1m in the year (2019:
£569.2m), reflecting the introduction of new contracts in London
and the impact of full operation of the contracts in Ireland.
Operating profit in the London & International bus division was
£48.5m (2019: £51.2m), down £2.7m, or 5.3%, resulting in a
corresponding reduction in operating profit margin to 8.0%
(2019: 9.0%). This reflects the lower level of Quality Incentive
Contract (QICs) income earned in London, down £4.0m to £14.3m
(2019: £18.3m), due to temporarily operating a reduced schedule
since March 2020 and the timing of settlements with TfL. This
reduction was partially offset by additional contract revenue in
London and a stronger year on year performance from our bus
contracts in Singapore and Ireland.
Regional bus fleet
(inc. vehicle refurbishment)
London & International bus fleet
(inc. vehicle refurbishment)
Technology and other
Depots
Total capital expenditure
2020
£m
31.2
13.5
8.8
3.1
56.6
In London, the purchase of 39 new buses (2019: 14 buses) reflects
the timing of contract wins and renewals. In regional bus, 133
new buses (2019: 109 buses) were purchased. The majority of
expenditure took place in the pre-COVID-19 period in the first
three quarters of the year. Capital expenditure was largely placed
on hold at the outset of the crisis with only essential, committed
expenditure taking place. The average age of our buses is
7.6 years (2019: 7.3 years).
Depreciation on owned assets for the division was £66.2m
(2019: £65.1m), reflecting the increased capital spend in recent
years including the higher cost associated with transitioning to a
greener fleet. Depreciation on the right of use assets was £21.7m
(2019:£nil).
In 2021, we expect total capital expenditure for the bus division to
be around £55m. This includes expenditure which was deferred in
2020 as a result of management action to conserve cash and
disruption in the supply chain caused by the COVID-19 outbreak.
A modest increase in capital expenditure in London & International
bus is expected reflecting vehicle requirements associated with
known contract wins and renewals in London.
41
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Business and finance review continued
Bus continued
Fuel
In the year, the bus division required around 135 million litres of
fuel, with a net cost of £98.3m.
Bus fuel hedging prices
We have continued our bus fuel hedging programme which uses
fuel swaps to fix the price of our diesel fuel in advance. Our core
policy is to be fully hedged for the next financial year before
the start of that year, at which point we aim to have also fixed
50% of the following year and 25% of the year after that. This
hedging profile is then maintained on a month by month basis.
Following the impact of COVID-19 in March 2020 the Group
ceased further hedging for the 2021 year to take account of
changes in our vehicle mileage.
The table below reflects the year end position; no significant
purchases have been made following the year end.
% hedged
Price (pence per litre)
2021
100
35.3
2022
50
36.2
2023
25
34.7
At each period end, the fuel hedges are marked to market price.
Bus financial outlook
In regional bus, in light of the continuing uncertainty due to
COVID-19, we expect market conditions to remain challenging.
In order to accurately forecast financial performance, greater
clarity is required around three key variables: passenger demand,
service levels operated and level of government funding. We are,
therefore, not able to provide financial guidance for this part of
the business at this time.
A range of scenarios for regional bus were considered as part
of the going concern assessment for the Group. Details of the
assessment are set out on pages 60 to 62 of this report.
One scenario which assumed passenger volumes return to 80%
of normal levels and service levels stabilise at 95% of pre-COVID
operations would be expected to result in a seven percentage
point impact on profit margins in the period after CBSSG ceased.
In a different scenario in which service levels return to pre-COVID
levels with 90% of normal passenger volumes, the expected
margin impact would be four percentage points. These scenarios
do not consider the introduction of any mitigating actions. While
service levels returning to pre-COVID levels with 90% of normal
passenger volumes would be expected to impact margins by four
percentage points. These scenarios do not consider the
introduction of any mitigating actions.
In August, the DfT confirmed that regional bus funding will
continue until is no longer required as it announced an eight-week
£218.4m funding package, following which up to £27.3m will be
available weekly. It is assumed that CBSSG funding will deliver a
breakeven operating result for the period it covers. In our going
concern assessment, set out on pages 60 to 62, our base case
scenario assumes this funding will run until December 2020.
Our London & International bus division has already secured all
of its expected revenue for the current year through successful
contract bidding in London. While this remains a challenging and
competitive market, especially in the context of COVID-19, in 2021
we expect the London & International bus division to deliver a
similar operating result to 2020.
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Rail
Go-Ahead’s rail operations carry passengers on our services across
the UK, Germany and Norway.
Our rail financial highlights
Rail revenue
The rail division comprises contracts in the UK, Germany and
Norway. UK franchises are operated by Govia, a 65% owned
subsidiary, while our international contracts are 100% owned
by Go-Ahead.
£2,885.5m (2019*: £2,672.0m)
Increase/
(decrease)
£m
2019 *
Increase/
(decrease)
%
2020
2,885.5 2,672.0
213.5
8.0
8.9
0.3%
25.4
1.0%
(16.5)
(65.0)
n/a
(0.7ppt)
(20.9%)
(19.6%)
6.0%
8.0%
n/a (26.9ppt)
n/a (27.6ppt)
(22.2%)
(21.6%)
3.7%
7.7%
n/a (25.9ppt)
n/a (29.3ppt)
FirstGroup: 28%
Govia: 24%
Others: 23%
Abellio: 14%
Arriva: 10%
Serco: 1%
Rail overview
Total rail operations
Total revenue (£m)
Operating profit (£m)
Operating profit margin
Like for like revenue growth
Southeastern
GTR
Like for like passenger
growth
Southeastern
GTR
* Restated (see note 2).
UK rail market share (%)
2824
GTR: £1,769.2m
Southeastern: £1,046.4m
Germany: £51.4m
Nordics: £18.5 m
Employee costs: 26.1%
Track access: 22.3%
Other: 20.8%
Depreciation: 12.9%
Rolling stock lease payments: 11.0%
Traction electricity: 5.0%
Engineering: 1.9%
£2,876.6m (2019: £2,646.6m*)
Rail operating cost base
6136
2622
Rail operating profit**
£8.9m (2019: £25.4m)
71.4
59.9
44.5
25.4
8.9
2016
2017
2018
2019
2020
* Restated (see note 2).
** Pre-exceptional items.
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Rail performance
Revenue
Total rail revenue increased by 8.0%, or £213.5m, to £2,885.5m
(2019: £2,672.0m restated) reflecting increased revenue in the
UK rail franchises and the introduction of new international
contracts. The restatement in the prior year relates to a change
in the presentation of certain rail revenue streams, further details
of which are provided in note 2 to the Group financial statements.
Passenger revenue
GTR
Southeastern
Germany
Nordics
Increase/
(decrease)
£m
2019 *
Increase/
(decrease)
%
2020
1,242.6 1,528.7
828.3
0.7
666.3
28.9
(286.1)
(162.0)
(18.7)
(19.6)
28.2 4,028.6
11.2
—
11.2
n/a
Operating profit
Operating profit was significantly lower than the prior year at
£8.9m (2019: £25.4m), driven by significant losses in our German
business and the effect of lower margins in Southeastern as
a result of new contractual terms early in the year and the
introduction of the EMA as of 1 March 2020. These factors were
partially offset by an improvement in GTR following stronger
operational performance, one-off gains from the close out of
balances on previous rail contracts and the impact of IFRS 16,
which effects the Group’s rail division more significantly than
in other parts of the Group. Due to the nature of our rail contracts,
IFRS 16 is only currently applicable to rolling stock leases in our
UK rail franchises.
The operating profit margin decreased by 0.7ppts to 0.3%
(2019: 1.0% restated).
Total passenger revenue
1,949.0 2,357.7 (408.7)
(17.3)
2019 operating profit
GTR
Southeastern
Other
Germany
Norway
2020 IAS 17 basis
Impact of IFRS 16
2020 operating profit
Other revenue
GTR
Southeastern
Germany
Other revenue
151.1
19.5
4.6
0.9
172.8
23.0
1.3
2.6
(21.7)
(3.5)
3.3
(12.6)
(15.2)
253.8
(1.7)
(65.4)
Total other revenue
176.1
199.7
(23.6)
(11.8)
Subsidy
GTR
Southeastern
Germany
Nordic
Other subsidy
375.5
360.6
17.9
7.3
— 375.5
246.2
17.2
7.3
114.4
0.7
—
n/a
215.2
2,457.1
n/a
(0.9)
(0.5)
(0.4)
80
Total subsidy and revenue
support
760.4
114.6
645.8
563.5
Total revenue
2,885.5 2,672.0
213.5
8.0
* Restated (see note 2).
£m
25.4
24.0
(28.5)
9.9
(28.2)
(2.5)
0.1
8.8
8.9
GTR
Before the crisis, GTR’s operational performance was strong, with
all GTR brands ranking highly in industry performance tables.
Overall punctuality was 81% contributing to one of the highest
customer satisfaction scores achieved by the franchise at 82%.
This strong operational performance supported the financial
performance of the franchise and it began contributing to the
Group’s profitability in the first half of the year.
On 23 March 2020, the DfT announced the introduction of an
industry-wide EMA, back dated to 1 March 2020, to support rail
operators until 20 September 2020. While GTR was already
operating within a management contract, the new terms removed
the exposure to changes in the cost base and ancillary revenue
such as car parking and retail commission, enabling a small
operating margin to be generated.
44
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
On 19 September, an Emergency Recovery Measures Agreement
(ERMA) was signed with the DfT for GTR which will run until
at least September 2021. The agreement has a management
fee of 0.5% of the pre-COVID cost base and a potential 1%
performance-related incentive payment.
Southeastern
In the pre-COVID-19 period, Southeastern performed well both
operationally and financially and had some of the highest
punctuality and customer satisfaction scores in the industry at
81% and 83% respectively in the first half of the year.
The previous contract ended on the 31 March 2020, two weeks
after passenger demand was significantly impacted by COVID-19.
A new 18-month (plus six-month extension option) direct award
contract was put in place from 1 April 2020 running to 16 October
2021 under terms mirroring those of the EMA introduced across
the rail industry. However, unlike for the majority of franchises,
these terms will remain in place for the duration of the contract
generating a management fee of 1.5% with a potential 0.5%
performance-related incentive payment.
Germany
German rail services commenced operations in June 2019 with
additional services introduced in December 2019. Challenging
operational performance has resulted in significant losses in the
year. While initial operating losses were expected as revenues
stepped up throughout the year, the level of losses was higher
than originally anticipated as a result of operational penalties and
higher than expected costs. This was caused by late delivery of
trains and subsequent reliability issues, and driver shortages.
The German rail business operates within management contracts
and is not exposed to changes in passenger demand. As a result,
the impact of COVID-19 on the financial performance of the
business has been limited.
A comprehensive review of the business has been undertaken
and management changes have taken place. Operational
performance has improved over recent months with all rolling
stock now in service. Despite delays due to the crisis, we are making
progress in training and recruiting drivers. Performance penalties
have reduced to below 10% of revenue compared with highs of
30% earlier in the year. We have a plan to deliver profitability over
the medium term.
Liquidated and consequential damage claims are ongoing against
the rolling stock provider. Due to the current status of claims,
the Group has not recognised these as an asset nor shown them
as a contingent asset in the notes to the financial statements.
The maximum upside in relation to these claims is £26m.
A total of £30.4m of exceptional costs were recognised in the
year relating to our German operations. This includes £23.6m
of provisions and impairments of franchise set up costs, £4.4m
impairment of freehold land and buildings and £0.7m of software
costs. Restructuring costs of £1.7m have also been recognised.
Norway
In December 2019, we began operating rail services in Norway;
our first contract in this market and the first commercially run
network in the country. The operation, which will run for eight
years with an optional two-year extension, delivered high levels
of punctuality, at 92%, in the early stages of the contract leading
to strong customer satisfaction in passengers travelling on our
170 weekday services between Oslo and Stavanger.
The effects of the pandemic were felt just three months into this
contract. We have a strong and experienced local management
team in place which has steered the business through the crisis
successfully with effective engagement with the transport
authority client and the Government. While this is a revenue risk
contract, the Norwegian government has supported the rail
industry with a funding package covering the lost revenue since
March 2020, enabling a broadly breakeven operating performance.
Bidding and international developments
Bidding and international development costs in the year were
£5.2m (2019: £16.0m), primarily relating to bidding in the Nordic
and Australasian markets.
Capital expenditure and depreciation
Capital expenditure for the rail division was £16.0m (2019: £22.6m),
predominantly relating to the building of a depot in Germany
as part of the mobilisation of the contracts and short term
improvement programmes in Southeastern.
Depreciation on owed assets was £17.9m (2019: £14.2m),
reflecting the timing of capex which is being depreciated over
the life of the franchises. Depreciation on right of use assets
was £353.8m (2019: £nil) as a result of IFRS 16.
In 2021, capital expenditure for the rail division is expected to be
around £10m.
45
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Business and finance review continued
Rail continued
Rail financial outlook
In the UK, GTR and Southeastern will operate under ERMA and
EMA contracts respectively for the remainder of their contractual
terms. This provides visibility of financial performance with
defined upside and downside operating profit margins.
In Germany, although operational performance has improved
markedly in recent months, driver shortages continue to impact
performance resulting in financial penalties. Plans are in place to
continue improving service reliability and we expect our current
operations in Baden-Württemberg to contribute to Group
profitability in the 2023 financial year. Claims against the rolling
stock provider are ongoing. Our two contracts in Bavaria
commence in December 2021 and December 2022. Work is
underway to ensure a smooth introduction of these contracts,
in line with our current financial expectations which reflect
impairments and provisions recognised in the 2020 accounts.
In Norway, the financial support provided by the Government is
expected to continue while passenger demand remains suppressed.
Overall, in 2021, we expect the rail division to deliver a breakeven
operating result.
46
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Financial review
Earnings per share
Excluding exceptional items, earnings were £22.2m (2019: £72.8m),
resulting in a decrease of pre-exceptional earnings per share from
169.4p in 2019 to 51.6p. Earnings were a loss of £28.6m (2019: gain of
£58.8m), resulting in a decrease in earnings per share from 136.8p
to a loss per share of 66.5p. The weighted average number of
shares was 43.0 million and the number of shares in issue, net of
treasury shares, was 43.0 million.
Earnings per share
51.6p 169.4p
181.6p 207.7p 218.2p
2020 *
2019 *
2018 *
2017
2016
Dividend
Reflecting the Group’s action to conserve cash, the Board is
not proposing to pay a final dividend (2019: 71.91p). No interim
dividend was paid in the current year (2019: 30.17p). Dividends
of £30.9m (2019: £43.8m) paid in the year represent the payment
of the prior year’s final dividend.
Dividends paid to non-controlling interests were £14.6m
(2019: £12.7m). This represents the 35% share of the UK rail
business owned by Keolis through our subsidiary, Govia Ltd.
* Pre-exceptional items.
Summary cashflow
EBITDA
Cash restricted under EMA
Working capital
Cashflow generated from operations
Tax paid
Net interest paid
Net capital investment
Dividends paid to non-controlling interests
Free cashflow
Net acquisitions
Net cash on issue/purchase of shares
Dividends paid
Inception of new leases
IFRS 16 lease liabilities onto balance sheet
Other
Movement in adjusted net debt*
Opening adjusted net debt*
Closing adjusted net debt*
* Adjusted net debt is net cash less restricted cash.
2020
2019
IFRS 16
basis
£m
547.8
(45.7)
6.5
508.6
(28.2)
(19.9)
(93.1)
(14.6)
352.8
—
(0.2)
(30.9)
(235.0)
(781.1)
(1.2)
(695.6)
(270.3)
IFRS 16
effect
£m
383.9
—
1.6
385.5
—
(13.7)
—
—
371.8
—
—
—
(235.0)
(781.1)
—
(644.3)
—
IAS 17
basis
£m
163.9
(45.7)
4.9
123.1
(28.2)
(6.2)
(93.1)
(14.6)
(19.0)
—
(0.2)
(30.9)
—
—
(1.2)
(51.3)
(270.3)
(965.9)
(644.3)
(321.6)
IAS 17
basis
£m
205.5
—
4.4
209.9
(32.5)
(9.5)
(81.1)
(12.7)
74.1
(11.5)
(0.5)
(43.8)
—
—
0.4
18.7
(289.0)
(270.3)
Increase/
(decrease)
£m
342.3
(45.7)
2.1
298.7
4.3
(10.4)
(12.0)
(1.9)
278.7
11.5
0.3
12.9
(235.0)
(781.1)
(1.6)
(714.3)
n/a
n/a
47
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
Business and finance review continued
Financial review continued
Cashflow
Cash generated from operations before tax and excluding
movements in restricted cash was £508.6m (2019: £209.9m).
This increase of £298.7m is largely due to the impact of IFRS 16
which results in EBITDA increasing by £383.9m, offset by lower
earnings as a result of COVID-19 and challenges in the German
rail operations. Tax paid of £28.2m (2019: £32.5m) comprised
payments on account in respect of the current and prior years’
liabilities. Net interest paid of £19.9m (2019: £9.5m) was lower
than the net charge for the period of £20.4m (2019: £6.8m)
which includes the impact of non-cash interest on pensions,
the unwinding of discounting on provisions. Changes are higher
than in the previous year due to the introduction of IFRS 16.
Total capital expenditure, net of sale proceeds and including spend
on intangible costs was £12.0m higher in the year at £93.1m
(2019: £81.1m). This is around £50m below forecast levels, reflecting
swift management action to reduce expenditure at the outset of
the pandemic. Ahead of the crisis, investment in our London bus
fleet increased year on year reflecting contractual requirements,
offset by a reduction in freehold land and buildings expenditure in
Germany and timing of assets held for resale. Net Group capital
investment is expected to be around £65m in 2021, lower than
typical levels in response to the ongoing impact of COVID-19.
During the year, as part of a planned programme of monthly
share purchases to satisfy future share awards, the Group
purchased 39,770 ordinary shares for a total consideration of
£0.7m (2019: 56,482 ordinary shares for a total consideration of
£1.0m). This share purchase programme was placed on hold in
March 2020 as part of the Group’s cash preservation strategy.
Capital expenditure
Expenditure on capital during the year can be summarised as:
Regional bus
London & International bus
Total bus
Rail
Group total
2020
£m
39.1
17.5
56.6
16.0
72.6
2019
£m
40.4
9.6
50.0
22.6
72.6
Net debt/cash
Net debt of £491.1m (2019: net cash of £214.6m) has increased
mainly due the recognition of lease liabilities on the adoption
of IFRS 16.
Adjusted net debt comprised debt arising from the £250m
sterling bond, amounts drawn down against the £280m five year
syndicate facility of £147.4m (2019: £144.7m), amounts drawn
down against the Euro loan facilities of £14.9m (2019: £15.4m),
and lease agreements of £648.6m (2019: £6.1m), offset by cash
and short term deposits of £569.8m (2019: £630.8m) including
£474.8m of restricted cash in rail (2019: £484.9m). There were
no overdrafts in use at the year end (2019: £nil).
Our primary financial covenant under the syndicated facility
is an adjusted net debt to EBITDA ratio of not more than 3.5x.
Adjusted net debt (excluding restricted cash) to EBITDA of 1.96x,
on a pre-IFRS 16 basis, (2019: 1.32x) is comfortably within our
target range of 1.5x to 2.5x.
Capital structure
Syndicated facility 2024
7 year £250m 2.5% sterling bond 2024
Euro financing facilities
Total core facilities
Amount drawn down at 27 June 2020
Balance available
Restricted cash
Net debt/(cash)
Adjusted net debt
EBITDA
Adjusted net debt/EBITDA
2020
£m
280.0
250.0
17.1
547.1
412.3
134.8
474.8
491.1
965.9
547.8
1.76x
2019
£m
280.0
250.0
16.7
546.7
410.1
136.6
484.9
(214.6)
270.3
205.5
1.32x
At the year end, significant medium-term finance was available
through a £280m five year syndicated facility and a £250m
sterling bond. A further one year extension is available which,
if exercised, would extend the maturity to July 2025.
The Bank of England confirmed our eligibility for up to £300m
additional financing through its COVID Corporate Financing
Facility, which we have not utilised.
Investment grade ratings from Moody’s (Baa3) and Standard &
Poor’s (BBB-) were reconfirmed recently with both considering
the outlook to be ‘stable’.
48
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Exceptional items
Exceptional costs of £57.1m (2019: £16.8m) have been recognised
in the year. They relate to action taken as a result of the COVID-19
crisis, a pre-COVID-19 strategic review of regional bus and a
comprehensive review of the German rail business.
Non-controlling interest
The non-controlling interest in the income statement of £16.5m
(2019: £16.3m) arises from our 65% holding in Govia Limited,
which owns 100% of our current UK rail operations and therefore
represents 35% of the profit after taxation of these operations.
Pensions
Operating profit includes the net cost of the Group’s defined
benefit pension plans for the year of £37.7m (2019: £35.3m)
consisting of bus costs of £2.1m (2019: £2.0m) and rail costs
of £35.6m (2019: £33.3m). Group contributions to the schemes
totalled £44.1m (2019: £41.5m).
Bus pensions
Under accounting valuations, the net surplus after taxation on
the bus defined benefit schemes was £42.9m (2019: a surplus of
£40.2m), consisting of pre-tax assets of £53.0m (2019: £48.7m)
less a deferred tax liability of £10.1m (2019: £8.5m). The pre-tax
asset consisted of assets of £934.4m (2019: £858.8m) less
estimated liabilities of £881.4m (2019: £810.1m). The percentage
of assets held in higher risk, return seeking assets was 33.8%
(2019: 35.3%).
Rail pensions
As the long term responsibility for the rail pension schemes rests
with the DfT, the Group only recognises the share of surplus or
deficit expected to be realised over the life of each franchise.
As a result, our pre-tax liability continues to be £nil (2019: £nil).
In regional bus, exceptional costs and asset impairments totalling
£26.7m have been recognised, consisting of £15.9m of tangible
assets impairment, £5.5m of restructuring costs, £3.8m of
intangible assets impairment, £0.5m write down of assets held
for sale and £1.0m right of use assets.
A further £30.4m of exceptional costs have been recognised in
association with the Group’s German rail operations. This includes
£24.3m of intangible asset impairments and associated contract
provisions, £4.4m of tangible asset impairment and £1.7m of
restructuring and other one-off costs.
Amortisation
The amortisation charge for the year was £9.4m (2019: £4.8m),
which relates to the non-cash charge of amortising software
costs, franchise mobilisation costs and customer contracts.
Following an IFRIC update in March 2020, the accounting policy
over the capitalisation of training costs was changed and has
resulted in an accelerated amortisation charge of £2.0m in
relation to franchise set-up costs during the year.
Net finance costs
Net finance costs for the year were higher than the prior year
at £20.4m (2019: £6.8m) due to the impact of IFRS 16 which
accounted for an additional £13.7m of finance costs during the
year. Finance costs of £25.8m (2019: £11.9m) were offset by
finance revenue of £5.4m (2019: £5.1m). The average net interest
rate for the period was 3.3% (2019: 3.4%).
Taxation
Net tax for the year was £11.9m (2019: £21.9m). During the year,
exceptional costs arising as a result of the COVID-19 crisis, a
strategic review in regional bus and a comprehensive review of
the German rail business were recognised, the pre-exceptional
effective tax rate is 32.0% (2019: 21.7%). This includes a charge
in relation to the change in the UK deferred taxation rate from
17% to 19%, excluding this the effective tax rate is 22.3%. In the
reporting period, the effective tax rate was higher due to the
impact of higher local tax rates in our international markets.
49
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report •
Risk management
Identifying and managing our
risks and uncertainties
Adrian Ewer
Audit Committee Chair
How we manage risk
Our governance
The successful delivery of the Group’s strategic objectives
depends on effective identification, understanding and mitigation
of its principal risks and uncertainties. Ultimate accountability
for risk management lies with the Board, supported by the audit
committee and executive directors. The Board’s means of mitigating
and managing these risks are set out within the Group’s policies
and procedures manual. Compliance with these policies and
procedures is mandatory, with local senior management tasked
with ensuring compliance, and confirming this as part of their
biannual risk reporting to the executive directors.
Our risk management framework
Our approach combines a top down strategic assessment of risk
and risk appetite, with a bottom up operational identification and
reporting process. The risk management framework includes a
robust means of measuring risks in a way that informs the Board’s
decision making in support of creating value in a sustainable way.
Through our purpose, values and strategy, we empower all our
colleagues to manage risk. This approach is designed to highlight
potential problems at an early stage, enabling prompt action to
be taken, minimising any negative impact to our customers
and stakeholders.
Our risk appetite
Risk appetite is the level of risk the Group is willing to take to
achieve its strategic objectives, together with the level of risk
shock that it can withstand. The Board is responsible for setting
and monitoring the Group’s risk appetite, which is communicated
through its risk appetite statement outlined on page 53. The Group
risk appetite statement also provides a reference point against
which our operating companies can benchmark their biannual
risk management reporting, with any key risks being identified by
management and discussed with the audit committee and Board.
Those key risks are aggregated and reported as the Group’s
principal risks, as outlined on pages 54 to 58.
As part of its year end risk review, the Board considered the risk
appetite of the Group in the context of the regulatory and
economic environment, particularly as it affects the sectors in
which we operate, and within the broader framework of our
strategic ambition and the culture of the business. The timing
of the review this year also provided the opportunity to reflect
on the impact of COVID-19. In light of the actual and expected
impact of the COVID-19 crisis on the business, the Group’s risk
appetite statement has been updated to distinguish between the
risks which are outside of the Group’s control or against which
mitigations are limited, such as a pandemic or other extraordinary
events, and the risks the Group has an appetite for.
Emerging risks
An important component of Go-Ahead’s risk management
process is the consideration of potential emerging risks and
whether any of those identified have the potential to become a
principal risk in the medium to long term. The greater uncertainty
attached to these risks means it can be more difficult to predict
their likelihood, timing and impact. The assessment of emerging
risks is embedded within the day-to-day operations of each
operating company. These assessments are consolidated before
review and then reported to the Board on a biannual basis, with
reporting including an explanation of the plans in place to
mitigate and manage these risks.
Focus during the year
COVID-19
At the peak of the crisis, weekly Board meetings were being held
and the Board was kept informed throughout with detailed
briefings from the Group Chief Executive. The Group’s devolved
structure enabled individual operating companies to respond
quickly and decisively which ensured the Group was able to
continue to deliver essential transport services. The mitigating
actions taken as the pandemic evolved are described more fully in
the strategic report which should be read in conjunction with the
disclosures in this section. These developments may shape the
operating context for Go-Ahead for years to come and they have
been a key focus area in our more recent assessment of risk.
For further details on how the Board sought to mitigate and manage the principal
risks associated with the pandemic, please see pages 16 and 17
50
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report •
Climate change risk
During the year, the Board considered the emerging risks
associated with climate change. It received updates on the
progress made with Go-Ahead’s climate change study, which
built upon the measures developed the previous year in line with
the recommendations from the Task Force on Climate-related
Financial Disclosures. A climate change taskforce has been
established to develop a climate change strategy incorporating
carbon reduction plans and science based targets. During its
annual Strategy Day, the Board also discussed climate change in
the context of the Group’s broader sustainability strategy, in
addition to the impact of COVID-19 on our plans. Topics included
environmental reporting, commuter behaviour, UK climate-related
policy and parity of alternative fuels. Sustainability and climate
change are very much a part of Go-Ahead’s third strategic pillar,
developing for the future of transport. This will remain a key
priority for the Board over the year ahead as we not only look to
manage and mitigate the emerging risk but also take advantage
of the opportunities this provides.
Other key risk focus areas
In addition to the emerging risks detailed above, the Board
spent time considering a number of key risk areas, with a rolling
programme of scheduled in-depth presentations provided
by the executive directors and senior management team.
Regular health and safety updates were given by the Group
Corporate Services Director, which included the Group’s new
and international operations. The Board reviews the Group’s
health and safety policy annually, with the timing of this year’s
review providing the opportunity to take into account COVID-19.
In addition, an in-depth review of Southeastern’s Signals Passed
at Danger (SPaDs) was undertaken during the year. While the
number of SPaDs represented only a small percentage of the total
number of incidents, it was the industry-wide rise in this number
over recent years that had caused industry concern. The Board
heard about Southeastern’s operational risk strategy, which,
having focused on the areas of culture, competence, management
capability and risk removal, delivered a significant improvement
in performance.
During the year, the Board also received briefings on the risks
and opportunities associated with bid and contract tenders.
In accordance with the Group’s risk appetite statement, such
opportunities were measured against the level of risk deemed
proportional and acceptable to the Group, with Board approval
required for all key submissions. Given the challenges experienced
with mobilising the rail contracts in Germany, the arrangements
for governance and resourcing are currently under review.
Cyber security remained a focus area for the Board during the
year. In addition to the regular briefings the Board receives, an
independent cyber security assessment was also commissioned
this year. This assessment confirmed that a well-defined strategy
was in place, with the appropriate framework, processes and
platforms across the Group. A small number of areas for
improvement were identified and subsequently addressed.
Following the outbreak of COVID-19, Go-Ahead’s cyber security
risk profile was further reviewed with an additional update
provided to the Board.
During the year, the Board also received an update from the
Group’s Data Protection Officer (DPO) on the Group’s compliance
with the General Data Protection Regulation (GDPR). The Board
was satisfied that Go-Ahead continued to improve GDPR
compliance, with framework processes strengthened during the
year to monitor compliance and address any issues efficiently.
This was underpinned by the Group DPO's visits to operating
companies to provide support and, separately, GDPR refresher
training was provided in face-to-face training sessions
throughout the Group.
Focus for the year ahead
During the Board’s July 2020 meeting, the following
in-depth risk areas were discussed and approved for the
year ahead:
• Lessons learnt from COVID-19
• Cyber security
• Lessons learnt from the review of German Rail bidding
and mobilisation
51
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Risk management continued
Risk management framework
Board
The Board’s 2020 in-depth risk reviews
included:
Ultimate accountability for
risk management
• Cyber security
• Climate change
• Rail SPaDs
• Rail pensions
• Health and safety, specifically in relation
to international mobilisation
• Sets strategic priorities
• Agrees the Group’s appetite for risk
• Assesses risks and tolerance levels
• Top down risk identification
• Sets delegated levels of authority
• Approves Group policy
and procedures
I
m
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l
e
m
e
n
t
a
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o
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a
n
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e
r
e
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o
n
s
i
b
i
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t
y
Audit committee
Monitors risk management and assurance arrangements
Reviews the effectiveness of key risk management and control processes through:
• Internal audit
• External audit
• Insurance
• Risk surveys
• Health and safety
auditing
Executive directors
Monitors performance and changes in key risks
• Provide regular reports and updates to
• Provide guidance and advice to operating
the Board
• Report to the Board and the audit
committee on the status of key risks
companies to assist with:
– Identifying risks, assessing extent of risks’
impact and implementing mitigating
actions
– Health and safety auditing
– Insurance
Operating
companies
Identify, manage and report local risks
• Maintain local risk
management plans
• Assessment of
emerging risks
• Implement
mitigating actions
s
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52
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
Risk appetite
Our risk appetite statement below sets out how we balance risk and opportunity in pursuit of achieving our strategic objectives.
It forms an integral part of the development of our corporate strategy, governance and reporting framework. During the year, the
principal risks were reviewed by the Board in the context of the Group’s risk appetite statement, which helped determine the level
of mitigation and resource required to reduce the potential impact of each principal risk.
Go-Ahead’s risk appetite statement:
In light of the actual and expected impact of the COVID-19 crisis on the business, the Group recognises the distinction between
risks which are outside of the Group’s control or against which mitigations are limited, such as a pandemic or other extraordinary
events, and the risks the Group has an appetite for, which are categorised in this statement.
Safety and security
The Group has no tolerance for certain safety risk exposure, including an incident such as a major passenger accident or an act
of terrorism.
Protect and grow the core
The Group will only tolerate low risk with regards to the
management of its core activities.
Win new bus and rail contracts
The Group is willing to accept moderate risk within stable
and regulated markets as it bids for new bus and rail contracts.
Develop for the future of transport
In pursuit of its objective to develop the future of transport,
the Group recognises that innovation and striving to be one
step ahead of our competitors comes with some inherent
risk. Moderate risks, in some circumstances, will be accepted
in pursuit of objectives.
Definitions
Low: The level of risk will not substantially impede
the ability to achieve the Group’s strategic
objectives. Controls are prudent and robust.
Moderate: The level of risk may delay or disrupt
achievement of the Group’s strategic objectives.
Controls are adequately designed and are
generally effective.
Controls: Consist of policies, procedures, employee
behaviour or activities that could reduce the
likelihood and/or impact of risk events.
Our principal risks
A robust assessment has been undertaken by the
Board to assess the principal risks facing the Group
that could seriously affect the Group’s prospects or
reputation. As part of this assessment, consideration
was given to those that threaten our business model
and could impact on our future performance, solvency
or liquidity as well as our strategic objectives.
This heat map shows the relative position of our
principal risks to each other and their movement
during the financial year ended 27 June 2020. Further
details of the key risks within each of the Group’s
principal risk areas is shown on pages 54 to 58.
External risks
Operational risks
1 Economic environment
6 Catastrophic incident or
and society post COVID-19
severe infrastructure failure
2 Political and regulatory
7 Large scale infrastructure
framework
projects
Strategic risks
3 Sustainability of UK rail
profits or loss of franchise
4 Inappropriate investment
5 Competition
8 Employee relations, resource
planning and talent
management
9 Information technology
failure/interruption/
security breach
10 Mobilisation of international
rail contracts
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Low
Likelihood
High
Increase in risk during the year
Decrease in risk during the year
53
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report
Risk management continued
Key:
Protect and grow the core
Win new bus and rail contracts
Develop for the future of transport
External risks
1. Economic environment and society post COVID-19
2. Political and regulatory framework
Slow recovery from the COVID-19 pandemic. Reduction in economic
activity and passenger demand accelerated by the pandemic.
Risk movement:
Strategic objectives impacted:
Increased
Changes to the legal and regulatory framework, impact of the
UK leaving the EU, momentum around air quality agenda and
national bus strategy. Potential increased appetite for state
control of key industries including transport.
Risk movement:
Strategic objectives impacted:
Potential impact
Slow and partial rebuild of revenue and margin erosion as:
Increased
• Lockdown gradually eases and non-essential travel slowly recovers,
stifled by social distancing
• Customers make fewer journeys (higher level of unemployment, flexible
Potential impact
•
Increased state control of bus and rail in the aftermath of COVID-19 in
order to ensure the continuity of essential services
working, online shopping, slow resumption of leisure activities)
• Ceasing of public funding ahead of passenger demand recovery
• Customers switch mode (to walking, cycling, private car, etc.),
• Lack of rail reform leading to disruptors taking advantage of inadequate
accelerated by fear of public transport
rail fare structure, e.g. Trainline, split ticketing
• Social distancing requirements generate inadequate demand to cover
• Reduced funding for public transport, including reduction in bus
the cost base
concessionary rates, as local authorities come under pressure to reduce spend
• Contractual indexation mechanisms may not reflect reality of cost base
• Additional investment requirements to comply with air quality requirements
in London & International bus
Mitigating actions
• 90 per cent of revenue currently contract based; discussing continuation
of funding with clients and governments. Main area of exposure is
regional bus
• The impact of Brexit on economic growth, material supply and
availability of employees
Mitigating actions
• Maintain strong levels of punctuality and customer satisfaction
• Limit exposure to local authority funding through optimisation of
• Take all required actions to provide a safe environment and reassure
network and cost base
about public transport
• Continue to focus our operations in more resilient geographical areas
• Promote public transport as a safe and accessible form of travel
• Active participation in key industry, trade and Government steering and
policy development groups, including the Williams Rail Review, national
bus strategy and bus franchising
• Constantly assess the needs of local markets and design services
• Collaboration and partnership working with local authorities
and products accordingly
• Optimise the network and cost base through route rationalisation,
proactive cost control and back-office synergies; supported by robust
scenario modelling in regional bus
Opportunity
• Maximise opportunities arising from "localism" and "staycations"
• Climate change agenda
• Share of £5bn Government funding
Change in risk in the year
• Significant increase in risk during the year, due to the COVID-19 pandemic,
added to the economic impact of Brexit which remains uncertain
• Strong track record on air quality initiatives: air filtering bus, climate
change taskforce, fleet conversion to cleaner emission standards
• Brexit contingency measures in place including operational plan in
Southeastern, increased stock levels of spare parts maintained across
bus and rail, and colleague engagement plans to support recruitment
and retention
Opportunity
• The political and regulatory framework provides us with the
opportunity to influence decisions through close dialogue with the
Government, local authorities and other key parties
• The Bus Services Act 2017 could provide business opportunities in new
markets, and facilitate the consolidation of existing relationships
• Share of the initial £5bn bus funding announced by the Government
• Proven ability to run profitable regulated bus contracts
• Political momentum around air quality: large number of cities
announcing transition to clean air zones and zero-emission zones
Change in risk in the year
Increase in risk during the year due to:
• Despite a Conservative majority in December 2019 election reducing the
risk of rail nationalisation in the short term, national bus funding and
Emergency Measures Agreements in rail have led to increased level of
Government intervention
• Failures or known financial difficulties in rail franchises run by other
operators (Northern nationalisation and West Midlands performance
improvements announced early 2020)
• Uncertainty over the regulatory impact of Brexit
• Ongoing budget pressure for our client Transport for London and
emerging pressures on other clients and local authorities as economies
recover from COVID-19
• Following the Group’s acquisition of the Queens Road bus depot in June 2019,
exposure to TfGM’s aspirations for bus franchising
54
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Key:
Protect and grow the core
Win new bus and rail contracts
Develop for the future of transport
Strategic risks
3. Sustainability of UK rail profits or loss of franchise
4. Inappropriate investment
Failure to retain UK rail franchises on acceptable terms and
deliver target profit range in GTR
Failure to deliver strategy or make appropriate investment decisions.
Failure to deliver expected returns in German rail
Risk movement:
Strategic objectives impacted:
Risk movement:
Strategic objectives impacted:
No change
Increased
Potential impact
• Group profitability and cashflow could fall over the next three years
Potential impact
• Lost shareholder value and reputational damage
• Return to revenue risk in UK rail in an unstable economic environment
Mitigating actions
• New Southeastern direct award contract allows for longer Emergency
Measures Agreement (EMA) terms, withdrawing revenue and cost risk
Mitigating actions
• Comprehensive strategic discussions with main Board and advisors
• Extensive valuation and due diligence, supported by external expertise,
and strong financial discipline when assessing viability of opportunities
• GTR has signed an Emergency Recovery Measures Agreement (ERMA)
• Restructure of the German business; decision to cease business
succeeding the EMA, which holds no revenue or cost risks
• Flexible and experienced management team which responds quickly and
development activities in Germany and rail business development in
new geographies
expertly to changing circumstances
• Cautious approach to investment opportunities overseas and outside
• Shared risk through the Govia joint venture, which is 65 per cent owned
our core operating areas
by Go-Ahead and 35 per cent by Keolis
• Clear risk appetite statement that governs the acceptable level of risk in
• Regular Board review of rail performance and Board approval of overall
pursuit of strategic objectives
rail bidding strategy
• Close monitoring of compliance with franchise obligations
Opportunity
• GTR two-year extension and further extension of Southeastern beyond
October 2021
• Well placed to take advantage of a UK rail franchising programme
restart on new terms
Change in risk in the year
No change in risk during the year due to the offsetting impacts:
• EMAs and ERMAs introduced in response to the pandemic, temporarily
suppressing revenue and cost exposure
• Southeastern direct award contract signed to October 2021 on
EMA terms
• Remaining threats to Southeastern and GTR profitability from split
ticketing, boundary fare zone claims and a profit share disagreement
with the DfT
• Thorough review of underperforming parts of the business, e.g. closure
of PickMeUp and route rationalisation across the business
Opportunity
• Continual focus on and review of strategy ensures the Board is well
placed to assess value-adding opportunities as they arise
• Growth opportunities in the UK, Singapore, Ireland, Australasia and
Nordic region
•
Improved decision making based on lessons learnt from Germany
• Opportunity to negotiate share of revenue risk with Norwegian
transport authority
Change in risk in the year
•
Increase in risk during the year as start of operations in Germany has
generated financial losses
55
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Risk management continued
Key:
Protect and grow the core
Win new bus and rail contracts
Develop for the future of transport
Strategic risks continued
Operational risks
5. Competition
6. Catastrophic incident or severe infrastructure failure
Competition from existing and new market participants, loss of
business to other modes and threats from market disruptors.
An incident, such as a major accident, an act of terrorism, a
pandemic or a severe failure of rail infrastructure.
Risk movement:
Strategic objectives impacted:
Risk movement:
Strategic objectives impacted:
Increased
Increased
Potential impact
• Loss of revenue and profits
• Reputational damage
• Rapid change required to business model and structure
• Fear of public transport in the context of the pandemic impacting
ability to drive modal shift
Mitigating actions
• Promote safe use of public transport
• Disciplined and focused bidding
• Adapt to changing customer requirements and technological
advancements
• Foster close relationships with stakeholders to ensure we are meeting
requirements including service quality and price
• Work in partnership with local authorities and other operators, including
through interoperability
• Promote multi-modal travel, improving the overall door-to-door
experience for passengers
• Focus on customer needs and expectations, including improved
channels for ticket purchase and journey planning
Opportunity
• Strategic partnerships provide opportunities and aim to improve the
passenger experience and perception of public transport as a whole
•
Increased competition in the market encourages innovation which
improves the customer experience. For example, demand-responsive
transport or Mobility as a Service
• The economic crisis and shareholder drive for better sectorial returns
could lead to further acquisition opportunities
Change in risk in the year
Increase in risk during the year, noting:
• The fear of public transport generated by the pandemic
• Potential opportunities for market consolidation as the industry’s
business model is challenged
Potential impact
• Risk of a second wave of the current pandemic stifling the recovery
of the economy and passenger demand
• Serious injury to the public, our passengers or our people
• Service disruption with financial losses and reputational damage
• Acts of terrorism, while not directly targeting rail/bus public transport,
may discourage travel and tourism
Mitigating actions
• Rigorous, high profile health and safety programme throughout the
Group; high levels of safety performance; promotion of safety culture;
and reassurance over the use of public transport
• Crisis management policy updated and rolled out across the operating
companies
• Appropriate and regularly reviewed and tested contingency and
disaster recovery plans
• Thorough and regular training of colleagues
• Work closely with our industry partners, such as rail infrastructure
provider Network Rail and Government agencies
• COVID-19 has created a precedent for strong Government support to
the industry and reinforced its role within local communities
Opportunity
• COVID-19 has tested our response. Colleagues are now better trained
and prepared as a result
• Continuous review of processes and procedures can identify areas for
operational improvement and improve overall safety on our networks
• Vital role of public transport in local communities reinforced by the
COVID-19 crisis
Change in risk in the year
•
Increase in risk during the year due to the risk of a second wave of
COVID-19, though the likelihood of an act of terror impacting the
Group’s transport network has not changed and our response to a
major incident has improved as a result of the pandemic
56
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Key:
Protect and grow the core
Win new bus and rail contracts
Develop for the future of transport
Operational risks
7. Large scale infrastructure projects
8. Employee relations, resource planning and
talent management
Disruption caused by large scale infrastructure projects on and
around the networks on which we operate, such as HS2, Gatwick
Airport station and major roadworks.
Failure to effectively engage with our people and trade unions in
providing reassurance, managing costs and driving change.
Failure to attract, retain and develop talent.
Risk movement:
Strategic objectives impacted:
Risk movement:
Strategic objectives impacted:
No change
No change
Potential impact
• Reduced capacity decreases resilience and creates congestion causing
lower reliability which impacts service levels and contractual performance
Potential impact
• Failure to attract, retain and develop the diverse talent required for
robust succession planning
•
Inadequate planning or execution can cause severe disruption
• Slowdown in passenger numbers and increase in operating costs
in regional bus as road networks become more congested
Mitigating actions
• Work constructively with industry partners, such as Network Rail,
to minimise the impact of any disruption on our passengers
• Strong engagement with stakeholders, including our customers, to
enable effective communication, especially during structural change
programmes and disruption to the service
• Good relationships with local authorities and industry bodies, such
as the DfT
Opportunity
•
Investment in railway infrastructure and roads will deliver long term
benefits to passengers travelling on our services
• Ageing workforce, reduction in European labour resource, fear of public
transport and shielding requirements leading to a shortage in labour
supply, skills and knowledge
• Wage costs increase higher than necessary or affordable in light of
higher inflation
• Service disruption, costs and reputational damage arising from
industrial action
• Review of Railways Pension Scheme leading to industrial action
• Low levels of morale and engagement lead to inadequate customer
service or inability to deploy new technology and work practices for the
benefit of customers
•
Inability to recruit enough employees in Go-Ahead Singapore to meet
required ratios set by the Land Transport Authority
•
Inability to recruit and retain enough drivers for German operations
• Car traffic congestion could encourage modal shift with the appropriate
• Expansion in bus services leading to shortage of drivers in Go-Ahead
bus priority policies in place
London and Go-Ahead Ireland
Change in risk in the year
• No change in risk during the year, although road congestion is an
Mitigating actions
• Succession planning exercise carried out annually
increasing concern in light of the fear of public transport arising from
the pandemic
• Apprenticeship, graduate and leadership development programmes
• High level of colleague engagement across our businesses supported by
surveys and action planning; strong response and relationships during
the COVID-19 crisis
• Refreshed approach to the Group’s vision, beliefs and attitudes
• Robust and regularly reviewed recruitment and retention policies,
training schemes, resource planning and working practices
• Experienced approach to wage negotiations and proactive engagement
on driver fatigue
• Proactive management of pension risks including active engagement
with The Pensions Regulator and DfT over the review of the Railways
Pension Scheme
• Widening the recruitment pool through initiatives aimed at attracting
diverse talent, for example through the Women in Bus network and
active recruitment of female drivers
Opportunity
• Through fostering positive employee relations and offering good
employment packages we have a motivated and committed workforce,
and offer a good employee value proposition
• The economic situation could ease recruitment challenges as the
employment market softens
• Workforce planning and identification of critical skills shortage
improves visibility and ability to plan
Change in risk in the year
• No change in risk during the year due to offsetting trends
57
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Risk management continued
Key:
Protect and grow the core
Win new bus and rail contracts
Develop for the future of transport
Operational risks continued
9. Information technology failure/interruption/
security breach
Prolonged or major failure of the Group’s IT systems or a
significant data breach.
Risk movement:
Strategic objectives impacted:
Increased
Potential impact
• Disruption to trading and/or operational service delivery
• Reputational damage and regulatory breach from misuse of data
• Enforcement action against rail companies under the NIS framework
• Financial loss
Mitigating actions
• Data protection officers in place in all operating companies to monitor
Group-wide GDPR compliance
• Robust processes and procedures in place to ensure compliance with the
relevant laws and best practices; process standardisation and continued
investment in best practice systems
• Continued investment in and maintenance of IT systems across the Group
• Design Authority Board in place for change control
• Clear and tested business continuity plans; test scenarios conducted
across the Group
• Achieved Cyber Essentials standard
• Restructured IT function to refocus on operational delivery; now
effectively implementing action plan following external maturity
assessment
• GTR and Southeastern successfully audited against the NIS framework
• Adoption of a cyber security strategy and Information Security
Management System (ISMS) framework across the Group, with the
publication of monthly KPIs measuring mitigating measures
Opportunity
• Ensuring our systems and processes are efficient and reliable
strengthens day-to-day operations across the Group
• Outcome of maturity assessment and fraud incident in December 2019
provided platform for action
Change in risk in the year
•
Increase in risk during the year considering significant cyber-attacks,
including ransomware attacks, across the public and private sector
during the year, especially during the COVID-19 period
10. Mobilisation of international rail contracts
Failure to fully mobilise contracts within contractual timescales,
especially driver recruitment and delivery of rolling stock, and to
deliver required levels of operational performance.
Risk movement:
Strategic objectives impacted:
Increased
Potential impact
• Significant financial losses
• Reputational damage impacting future international business
opportunities
• Safety incident
Mitigating actions
• Experienced local teams; ability to mobilise internal UK rail and bus
expertise
• Building strong relationships with local authorities
• Compliance with strong local regulation; established Safety
Management Systems and Group Safety Audits
• Lessons being learnt from Baden-Württemberg mobilisation to avoid
repeat in Bavaria
• Appointment of restructuring consultancy to transform performance
in Germany
Opportunity
• Further international opportunities arising from strong reputation
based on successful mobilisation and operation of services,
e.g. bidding in the Nordics
Change in risk in the year
Increase in risk during the year:
• Our three rail contracts in Baden-Württemberg started operations in 2019.
Significant operational challenges have led to revenue penalties and
impacted our reputation and relationship with the local transport ministry
• Mobilisation is underway for our two further German contracts starting
in Bavaria between 2022 and 2023, including new fleet delivery and
driver recruitment. Our first rail contract in Norway successfully
started operations in December 2019
58
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Viability statement
In accordance with the provision of the revised UK Corporate
Governance Code published in July 2018, and having considered
the “Guidance on Risk Management, Internal Control and Related
Financial and Business Reporting” published by the Financial
Reporting Council (FRC) in September 2014, the directors are
required to state whether they have a reasonable expectation
that the Group will be able to continue in operation and meet
its liabilities as they fall due over the period of their assessment,
drawing attention to any qualifications or assumptions
as necessary.
Time horizon
The directors have assessed the Group’s viability over a three-year
period to June 2023. This is consistent with the period covered by
the Group’s detailed three-year Corporate Plan which is the basis
for the strategic plan. Beyond three years, forecasts may be
affected by changes in government transport policy and/or major
contract wins and losses. The Group assumes that any contracts
due to end in this period do not continue.
COVID-19 creates a challenging context for forecasting accuracy.
Due to the fast moving and extreme effects of the pandemic,
the Group supplemented its normal Corporate Plan process,
particularly in the regional bus division, with scenarios reflecting
the impact of the pandemic on passenger demand, relevant
operational responses and availability of public funding for
essential services.
Viability
In making its assessment, the Board took account of the Group’s
current financial position, operational performance, banking
covenants, other key financial ratios (including those maintaining
the Group’s existing investment grade status), committed
and future funding and both its contracted and anticipated
capital expenditure.
The directors assessed the potential financial and operational
impacts along with the principal risks and uncertainties following
the COVID-19 pandemic.
The scenarios reflected the following risks:
Regional bus
A)
• Slower recovery of passenger demand in regional bus with
passenger demand at 80 per cent of pre-COVID-19 levels from
January 2021 and service levels commensurate with that demand;
• No government support for regional bus services outside of
the Bus Services Operators Grant (BSOG) and concessionary
travel income following December 2020 (when CBSSG is
assumed to cease); or
B)
• Passenger demand remains below 85 per cent of pre-COVID-19
levels and government support remains in place until the end
of the 2021 financial year. Under this scenario no mitigating
actions are required as service levels would be held at
constant levels.
Both scenarios result in broadly similar expected outcomes.
London & International bus
• Reduced contractual income and lower Quality Incentive
Contract income in London bus due to lower passenger
demand and financial pressure on Transport for London.
Rail
• Operational issues in our German rail operation leads to higher
operational losses than those already included in the base case;
• Government support for our Norwegian rail operations ceases
and passenger demand recovers more slowly than our base
case assumes.
Liquidity and covenant headroom
Under all of the modelled scenarios, positive liquidity headroom
exists throughout the going concern period and the Group
remains in compliance with its covenants. There is significant
availability of liquidity, as explained on page 11 of this Annual
Report with committed bank facilities in place for the period
to June 2024.
In assessing the future prospects of the Group in the current
situation, the Board has relied on a base case financial forecast
which has been stress tested by overlaying severe but plausible
scenarios of the principal risks and uncertainties set out on
pages 54 to 58, and the likely effectiveness of mitigating actions.
The Group also has investment grade long term credit ratings
from Standard & Poor’s BBB- (stable outlook) and Moody’s Baa3
(stable outlook). The ratings have been maintained in the year
ended 27 June 2020 and have been reconfirmed since the start
of the COVID-19 pandemic.
It is assumed that regional bus will eventually recover to
pre-crisis levels by the end of the forecast period, and that
contracts in London and International Bus divisions will operate
in a similar manner to the pre-crisis environment. UK rail
contracts are assumed to continue to the end of their existing
franchises under the recently awarded Emergency Measures
Agreement (EMA) and Emergency Recovery Measures
Agreement (ERMA) contracts.
The forecast assumes continued operations in all three divisions:
regional bus, London & International bus and rail, both in the UK
and in defined international areas as detailed by the Group’s
international strategy. Although forecasts assume ongoing costs
of bidding for various international contract opportunities, no
contract wins are assumed.
Funding for the Group is assumed to be reasonably available
in the form of capital markets debt, bank debt or alternatives.
Sufficient funding is also assumed to be available in all plausible
market conditions, including if required, additional finance facilities.
Viability statement
Based on their assessment of the prospects and viability
of the Group, the directors have concluded that they have
a reasonable expectation that the Group will be able to
continue in operation and meet all of its liabilities as they
fall due during the viability review period and that the
likelihood of extreme scenarios which would lead to a breach
of covenant is remote.
The directors also confirm that in making this statement it
carried out a robust assessment of the principal and emerging
risks facing the Group, including those that would threaten
its business model, future performance, solvency or liquidity.
59
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Going concern
UK Corporate Governance Code 2018
The revised UK Corporate Governance Code published in July 2018
(the Code) requires the Board to state whether it considers it
appropriate to adopt the going concern basis of accounting in
preparing the financial statements, and to identify any material
uncertainties to the Group’s ability to continue as a going
concern over a period of at least 12 months from the date of
approval of the financial statements.
The financial statements for the year ended 27 June 2020 were
approved by the Board on 23 September 2020.
We also have responsibilities in relation to going concern under
UK legislation, the Financial Conduct Authority’s Listing Rules
and International Accounting Standard 1 Presentation of
Financial Statements.
The Code further suggests that the Board should state whether
it has a reasonable expectation that the Company will be able to
continue in operation and meet its liabilities as they fall due over
a longer period of assessment, drawing attention to any
qualifications or assumptions as necessary.
It suggests that, taking account of the Group’s current position
and principal risks, the Board should explain how it has assessed
the prospects of the Group, over what period it has done so and
why it considers that period to be appropriate.
Background
The COVID-19 pandemic has had a significant impact on the
business of the Group.
During the crisis, we have had three priorities: to safeguard the
health and wellbeing of our colleagues and customers; to play our
role in society in challenging times; and to protect our business.
The Group has a resilient business model, with limited exposure
to changes in passenger demand, and has received various forms
of government support in all divisions. Our businesses are key
parts of the communities they serve and they have played a
fundamental role in supporting them through this crisis.
Both governments and our clients recognised that it was critical
to maintain essential services for key workers to get to their
places of work and to provide appropriate funding to sustain
services. This funding is testament to the importance of our
business and wider industry.
In response to COVID-19, we have taken decisive action to
protect our business by reducing our cost base, reducing our
capital expenditure and reducing the effect of the revenue
downturn on our cashflow. Where possible, we have frozen
capital expenditure and chosen to lease rather than buy
necessary vehicles to reduce cash outflows.
Cost reduction actions included the suspension of the interim
dividend and not proposing a final dividend to shareholders, a
20 per cent reduction in Board members’ salaries and fees, the
use of the UK Government’s Coronavirus Job Retention Scheme
and a freeze on all discretionary expenditure.
While it has been necessary to reduce supplier orders in line with
our own service reductions, we have adopted a structured and
fair process, in line with our Sustainable Supply Chain Charter. We
have taken active steps to protect our essential supply chain,
including continuing to pay suppliers in line with the Prompt
Payment Code. All short term decisions have been taken with
consideration for the longer term impacts they may have.
In all our geographies, uncertainties remain around government
guidelines and restrictions as well as their impact on public
transport usage. The quantum and duration of government
support measures, particularly in our regional bus business, also
remains uncertain and will evolve throughout the coming months.
It is unclear how and when these support measures will be
withdrawn and, if the crisis persists for a much longer period,
the extent to which governments will continue to have the ability
to provide financial and contractual support.
Going concern assessment
The Board used the financial forecasts prepared for business
modelling and liquidity projection purposes as the basis for its
assessment of the Group’s ability to continue as a going concern
for at least 12 months from the date of the financial statements.
As part of the this assessment, the Group has also considered the
FRC Company Guidance (updated 20 May 2020) (COVID-19),
which has encouraged companies to assess current forecasts
(corporate plans) with more vigour, consider the impact of
different potential scenarios along with a likelihood assessment,
and consider both the uncertainty and the likely success of any
realistic mitigations.
The Board has recognised the challenges around reliably estimating
and forecasting the effects of COVID-19 on our business.
Key areas of forecasting uncertainty include:
• The extent and duration of COVID-19 restrictions in the UK
and across the world.
• The duration and scale of government support measures to the
bus sector, including the COVID-19 Bus Services Support Grant
for eligible local bus services in England.
• Revenue recovery rates in Norwegian rail operations along with
the duration and scale of government support.
• Recovery rates in regional bus revenue, including airline and
coach services, and the size of the network required to support
that level of passenger demand.
• Further losses on our German rail contracts following the
challenging operational performance which has impacted
the franchise since its commencement of operations.
• Ongoing cash restrictions within the UK rail businesses under
Emergency Measures Agreements or Emergency Recovery
Measures Agreements.
60
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report In particular, regional bus passenger demand assumptions reflect
the consideration of a number of competing factors, which were
debated by the Board during its annual Strategy Day in May 2020:
is borne by the transport authority client. Our forecasts assume
that revenue support from the Norwegian Government will
continue as long as necessary for our rail operation in Norway.
• COVID-19 accelerating trends of increased home working,
online shopping, telemedicine and home education and the
impact of these trends on travel patterns.
In reaching its conclusion on the going concern assessment, the
Board considered the findings of the work performed to support
the statement on the long term viability of the Group.
• The opportunity to secure the long term economic, social,
health and environmental benefits brought by the reduced
volume of car traffic and lower carbon emissions seen during
COVID-19.
• The modal shift from private cars to active travel and more
sustainable public transport, tackling climate change with
strong government action to reduce car use, including as part
of the committed £3bn government funding package. There is
evidence of a modal shift towards bus travel in difficult
economic circumstances.
• The growing trend in favour of "staycation" and increase in
local leisure journeys as international or long distance travel is
constrained by travel restrictions and health-related concerns;
post-lockdown sense of community and sense of loneliness in
lockdown driving more local journeys and a trend towards the
flattening of the peak in passenger demand
The forecasts were modelled using the base case described in the
viability assessment and based on the Group’s three-year
corporate plan.
Reasonable worst case scenario
As noted in the viability statement, this included assessing
forecasts of severe but plausible downside scenarios related to
our principal risks, notably the extent to which the recovery in
passenger demand and levels of government support are less
favourable than assumed in our base case forecasts.
The reasonable downside scenario assumptions used were:
Regional bus
A)
• Slower recovery of passenger demand in regional bus
with passenger demand increasing to only 80 per cent
of pre-COVID-19 levels and service levels commensurate
with that demand.
• The ceasing of government support from December 2020
except for the Bus Services Operators Grant (BSOG) and
concessionary travel income.
• Under this scenario mitigating actions are required via
cost reductions.
The base case
The regional bus forecast assumes that:
B)
• Passenger demand remains below 85 per cent of pre-COVID-19
• Regional bus operates 100 per cent of core weekday mileage
from July 2020 with adjustments for ad hoc "out of scope"
services (Park & Ride, airport, tourism, universities, etc.).
• Passenger levels return to c.50 per cent in September 2020,
gradually ramping up to c.90 per cent by January 2021, with
passenger demand back to pre-COVID-19 levels by July 2021.
• The UK Government’s Coronavirus Job Retention Scheme
ceases at the end of October 2020, as per current plans, and
the COVID-19 Bus Services Support Grant (CBSSG) continues
to the end of December 2020, although the Government has
committed to the continuation of this funding for as long as it
is required.
In the London & International bus division, passenger demand risk
is borne by our transport authority clients. Contractual payments
have been maintained through the crisis at pre-COVID-19 levels
with variable cost savings being returned to the clients and
funding towards additional costs provided where necessary.
Mileage has now reverted to pre COVID-19 levels or in some
cases more to allow for social distancing. Whilst all clients are
expected to come under some financial pressure, there is no
evidence that this will have an immediate impact on contractual
payments or financial support. Consequently, the base case for
the London & International bus division is consistent with
pre-COVID-19 operational performance.
In rail, Southeastern is contracted to remain under its EMA for the
duration of its franchise which extends beyond the assessment
period. GTR is contracted to remain under the recently signed
Emergency Recovery Measures Agreement (ERMA) for the
duration of the assessment period. In our German rail operations
contractual payments are protected and passenger revenue risk
levels;
• CBSSG support remaining in place until June 2021.
• Under this scenario (which may be likely if a second lockdown
occurs) no mitigating actions are required as service levels
would be held at constant levels.
The CBSSG funding scenario ensures operators broadly break
even. The alternative (Scenario A) of a slower recovery offset
with mitigations via cost reductions if passenger demand does
not return gives a broadly similar expected outcome.
London & International bus
• Reduced contractual income and lower Quality Incentive
Contract income in London bus due to lower passenger
demand and financial pressures on Transport for London.
Rail
• As a result of EMA and ERMA support, all cash remains
restricted in our UK rail businesses for the duration of the
assessment period.
• Operational issues in our German rail operation lead to higher
operational losses than those already included in the base case.
• Government support for our Norwegian rail operations ceases
despite passenger demand recovering more slowly than our
base case assumes.
In addition to the base case and the reasonable worst case
scenario as detailed, the Board has reviewed reverse stress tests,
in which the Group has assessed the set of circumstances that
would be necessary for the Group to breach the limits of its
covenant tests. These are explained in the section on liquidity
and covenant testing overleaf.
61
The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Going concern continued
Liquidity and covenant testing
The Group has no debt maturities ahead of 2024. We have a
strong balance sheet and good liquidity with adjusted net debt at
27 June 2020 of £965.9m (around £321.6m on a pre-IFRS 16 basis)
and unutilised facilities and cash of £229.8m at the year end.
Funding is covered by a £250m corporate bond, which matures
on 6 July 2024, and the Revolving Credit Facility of £280m which
matures in July 2024 (a further one-year extension is available
which if exercised would extend the maturity to July 2025).
These arrangements extend beyond the viability review period.
The Bank of England has also confirmed our eligibility for up
to £300m additional financing through its Covid Corporate
Financing Facility (CCFF). This has not been utilised and its use is
not included in any of our forecasting and modelling.
We maintain a positive dialogue with our lenders and keep our
current facilities under review. In the final quarter of the year,
Moody’s and S&P reaffirmed credit ratings at Baa3 and BBB-,
respectively; both consider the Group’s outlook to be stable.
Our primary bank covenant continues to be assessed on a
pre-IFRS 16 basis. At the year end, adjusted net debt was £321.6m
on a pre-IFRS 16 basis (2019: £270.3m). Consequently, reflecting a
reduction, adjusted net debt to EBITDA was 1.96 times, comfortably
within our target range and allowing adequate headroom on our
primary bank covenant of 3.5 times. Our covenants are measured
twice a year, at full year and half year, and are measured under
frozen accounting standards and therefore exclude the effects
of IFRS 16.
Under the modelled scenarios as detailed above, positive liquidity
headroom exists throughout the going concern period and the
Group remains in compliance with its covenants.
In addition to the base case and the reasonable worst case
scenario, the Board has reviewed reverse stress tests, in which
the Group has assessed the set of circumstances that would be
necessary for the Group to breach the limits of its covenant tests.
Covenants would be breached before the Group breaches the
limits of its borrowing facilities.
Even in the most severe of the downside scenarios as detailed
above, there remains sufficient liquidity with minimum thresholds
achieved throughout the going concern period after taking
account of controllable mitigating actions.
In applying the reverse stress test to this the directors have
concluded that the set of circumstances required to exhaust
this level of liquidity are considered to be remote.
Mitigating action
The Board has considered all mitigations that would be within
their control if faced with a short term material EBITDA reduction
that would reduce covenant headroom. These include cost
efficiencies, additional restructuring, reduction or postponement
of capital expenditure, extended suspension of dividend
payments, and sale of other assets. Whilst these mitigating
actions cover the entire business, they are particularly focused
on the regional bus division where, in the absence of further
government funding, revenue risk is reintroduced as well as
the opportunity to vary costs.
Other mitigations could be considered in more severe
circumstances, including requests for amendments or waivers of
covenants, raising further equity, sale and leaseback of vehicles,
disposal of properties and disposal of investments or other assets.
Restructuring
A review of operations of the regional bus business to address
the challenge on longer term reductions in passenger demand
was considered. Regional bus business developed optimal solutions
in a scenario where passenger demand only built back up to
between 80 and 90 per cent of pre-COVID levels, delivering
variable cost reductions along with specific targeted restructures
of parts of the business. These reductions would include reduction
in service levels across the network to match demand, cessation
of operation of marginal cost routes’, back office and discretionary
spend reductions and specific items such as depot and outstation
closures. All of which are within the control of the business.
Capital expenditure
Consideration was given to altering existing capital expenditure
plans by leasing all vehicles originally planned to be purchased
during the 2021 financial year. Beyond year one of our Corporate
Plan, £50–£60m of capital expenditure is forecast in regional bus
each year which could be postponed or leased, reducing the
overall levels of debt.
Going concern statement
The directors have assessed, in light of current and
anticipated economic conditions, the Group’s ability to
continue as a "going concern". The directors confirm they
are satisfied that the Group has adequate resources to
continue in operational existence for a period of 12 months
from the date of approval of the financial statements.
For this reason, they continue to adopt the "going concern"
basis in preparing the Annual Report and Accounts.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Strategic report Governance
In this section
64 Chairman’s introduction to corporate governance
66 Board of directors
68 Governance in action
71 Board leadership and purpose
76 Board evaluation
79 Nomination committee report
82 Audit committee report
90 Directors’ remuneration report
113 Directors’ report
116 Statement of directors’ responsibilities
63
The Go-Ahead Group plc Annual Report and Accounts 2020
Chairman’s introduction to corporate governance
Setting the benchmark
for high standards
Clare Hollingsworth
Chairman
Dear Shareholder
I am pleased to present my first corporate governance report
as Chairman of Go-Ahead. Since joining the business, I have been
reassured to see how Go-Ahead’s governance framework is integral
to everything we do. It sets the benchmark for high standards
and ensures Go-Ahead’s culture and values are led from the top.
This is evident not only with the Board, but throughout the
business into all our operating companies, which is particularly
important given our devolved management structure.
I hope this report will provide you with an overview of the way in
which the Board has operated over the last year and insights into
how our robust corporate governance principles underpin the
decisions we take.
COVID-19
The timing of this report coincides with the ongoing COVID-19
pandemic and you will have read in the strategic report about
the actions we have taken as a business.
As a Board, we have adapted quickly to these unprecedented
times, holding weekly meetings during the peak of the crisis.
Our purpose is to be the local partner taking care of journeys
that enhance the lives and wellbeing of our communities
across the world. This has driven the actions we have taken
within our governance framework, with our devolved operating
model proving invaluable at providing a tailored response
quickly to the communities we serve.
The Board’s collective values, experience and diversity of
viewpoint have been important during this time as we guide the
business through the crisis and beyond and return to a position of
strength. I would like to thank my Board colleagues for their time
and commitment both in and outside of the boardroom over the
last year, but particularly over the last few months.
Recognising the scale of the impact of COVID-19 and the ongoing
significant levels of uncertainty, we have gone back to examine
the fundamentals of the way we operate, challenge our assumptions
and test our beliefs, to find the best way to emerge from this
crisis and become stronger for the longer term.
Corporate governance
Last year’s report explained how already we complied with
many of the changes introduced by the revised UK Corporate
Governance Code published in July 2018 (the Code) and during
the year we have continued to make further changes to embed
best practice governance throughout the business.
This is the first year in which Go-Ahead has reported under the
Code and our statement of compliance can be found on page 65.
Go-Ahead has always sought to build a good reputation for
corporate governance, adopting best practice and reporting. I am
committed to upholding this ambition, and ensuring we continue
to meet our responsibilities and duties both to our stakeholders
and the communities we serve.
Board and committee changes
Good succession planning and the composition and diversity
of the Board and its committees are an integral part of good
governance and board effectiveness. Over 50 per cent of
our Board roles are now held by women and the nomination
committee regularly reviews Board composition, structure and
executive succession to ensure that the right skills, experience,
behaviours, characteristics and diversity are in place, and that any
refreshment of the Board is well planned. Biographical details of
Board members and their skills, experience and contributions can
be found on pages 66 and 67.
As reported last year, our succession planning resulted in a
number of changes to the Board and our committees following
the 2019 AGM, including my appointment as Chairman. Further
details are provided on page 79 of the nomination committee
report. Since joining the Board, I have undertaken a comprehensive
and tailored induction, details of which can be found on page 75.
Board effectiveness
The Board appointed Independent Audit Limited to undertake an
external effectiveness review this year. While unfortunately this
work had to be postponed due to the onset of COVID-19, we
resumed the review as soon as possible. Fortuitously the delay
gave us a valuable opportunity to assess how the Board performed
during the crisis and any key learnings can be used to strengthen
our performance going forward.
At the time of writing this report, the review is not finalised but is
nearing completion and you can find further information of the process
we have undertaken, in addition to the Board’s review of progress
against the actions from last year’s internal review, on page 77.
Stakeholder engagement
The Board has always placed great importance on listening to all
our stakeholders and we have established processes in place to
make sure that their voices are heard and inform the decisions
we take.
64
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance This has been particularly important during the COVID-19 crisis,
where feedback from stakeholders has been at the forefront of
the Board’s deliberations. It has been clear that the partnerships
built before the crisis have served us well, as we have collaborated
with stakeholders to resolve issues and create the best solutions
together. An overview of how and why we engage with our
stakeholders, the key topics raised, together with examples of
how we responded, can be found on pages 22 to 25.
Earlier in the year, the Board also reviewed the arrangements we
introduced last year for workforce engagement. As a result,
Harry Holt was appointed as the non-executive director
responsible for workforce engagement. You can read more
about these arrangements and how they support better
engagement on page 70.
Sustainability and the community
We are determined to drive positive change both within our
business and in partnership with suppliers, customers, local
government, investors and local communities. Our strategy and
business model aim to deliver sustainable growth for all stakeholders
including the communities we support. You can read more about
how environmental, social and governance (ESG) factors are
integral to our decision-making process and management of our
business throughout the strategic report on pages 1 to 62.
Looking ahead
The decision not to make an interim or final dividend payment for
the 2020 financial year was not taken lightly. It was made with
the intention of strengthening our balance sheet and maximising
liquidity at a time of unprecedented uncertainty. We thank our
shareholders for their continued support during this time. The
business has always enjoyed proactive engagement with investors
and appreciates their understanding in allowing management the
time and space to stabilise the business and start to work
through the implications of the pandemic for the future.
The AGM this year will be held later than usual on 24 November 2020.
Unfortunately, because of the ongoing difficulties in holding
meetings during the current lockdown, the Board has taken the
decision to adapt the format of this year's AGM and shareholders
will not be able to attend in person. This has been a difficult
decision, but one taken with the safety of our shareholders in
mind. Details of the arrangements, including how shareholders
can vote electronically and submit questions in advance, can be
found on page 78.
Our focus over the year ahead will be to continue to develop our
strategic response to the unprecedented challenges we are facing.
We will be relentless in our efforts to return public transport back
to its rightful place: being recognised as the safe and most
sustainable mode of travel for the communities we serve. To do
this, maintaining a safe working environment for our colleagues
and a safe travelling environment for our customers will be key,
as will working in partnership with our different stakeholders.
The Board understands the importance of dividends to Go-Ahead
shareholders and will continue to assess the appropriate timing
for the resumption of dividend payments, taking into consideration
the Group's financial performance and level of Government
support, balance sheet strength and outlook. In the meantime,
the Board will strive to ensure that we make the right decisions to
support the long term sustainable success of our business.
Clare Hollingsworth
Chairman
23 September 2020
Compliance with the 2018 UK Corporate Governance Code (the Code)
It is the view of the Board that The Go-Ahead Group plc substantially complies* with the principles and provisions of the July 2018 edition of the
UK Corporate Governance Code issued by the Financial Reporting Council (available from www.frc.org.uk). Further information on how Go-Ahead
applied the principles and provisions throughout the year can be found as follows:
Section 1 – Board leadership and Company purpose
• Chairman’s introduction to corporate governance
• Board of directors
• Board leadership and purpose
• Shareholder and stakeholder engagement
• People and culture
• Workforce engagement
Section 2 – Division of responsibilities
• Governance framework
• Roles and responsibilities
•
•
Independence and time commitments
Information and support
Section 3 – Composition, succession and evaluation
• Board evaluation
• Nomination committee report, including:
– Chairman's letter
– Board composition and succession planning
– Diversity and inclusion
– Annual re-election of directors
– Gender pay gap reporting
Section 4 – Audit, risk and internal control
• Audit committee report, including:
– Chairman’s letter
– Risk management and internal controls
– Fair, balanced and understandable
– External audit
– Risk management
– Viability statement
– Going concern
Section 5 – Remuneration
• Directors' remuneration report, including:
– Chairman’s annual statement
– Remuneration 2020 at a glance
(including summary of the remuneration policy)
– Annual report on remuneration
Page 82
Page 85
Page 87
Page 88
Page 50
Page 59
Page 60
Page 90
Page 95
Page 99
* We are currently working towards implementing Provision 36 of the Code,
where a formal policy for post-employment shareholdings will be introduced
in conjunction with the new remuneration policy vote at the 2021 AGM.
More details will be included in next year's Annual Report and Accounts.
Page 64
Page 66
Page 71
Page 73
Page 73
Page 70
Page 68
Page 68
Page 80
Page 74
Page 76
Page 79
Page 79
Page 80
Page 81
Page 80
65
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance
Board of directors
Clare Hollingsworth, Non-Executive Chairman
N
R
Appointment: Clare Hollingsworth joined the Board as
Non-Executive Chairman Designate on 1 August 2019 before
becoming Non-Executive Chairman of the Group on 31 October
2019.
Independent: On appointment.
Relevant skills, experience and contributions: Extensive Board
experience both at executive and non-executive level across a
range of sectors, including safety critical businesses in rail, aviation
and healthcare. Worked nationally and internationally, and within
different ownership models. Significant stakeholder management
experience, including across regulators and UK Government.
Former Non-Executive Chairman of Eurostar International Ltd,
Non-Executive Director at Savills plc and Assura plc and CEO of
Caledonian Airways Ltd, Bupa Hospitals Ltd and Spire Healthcare Ltd.
Other appointments: Non-Executive Director of UK Government
Investments and Molnlycke AB and Senior Independent Director
of The LTA.
David Brown, Group Chief Executive
Appointment: David Brown was appointed to the Board as
Deputy Chief Executive on 1 April 2011 before becoming Group
Chief Executive on 3 July 2011.
He regards stakeholder and shareholder engagement crucial and
spends considerable time hosting colleague briefings and
maintaining sector-wide relationships in the transport industry.
Independent: Not applicable.
Relevant skills, experience and contributions: With over
37 years of experience in the bus and rail industry, David offers
a wealth of commercial, financial and general management
experience. He has extensive practice of leading and growing
businesses, both in the UK and overseas, and for delivering
transformational change. David has an in-depth knowledge
of the Group's operations and markets, which helps him to lead
the business and be a key contributor to Board discussions.
David has previously served as Managing Director of Surface
Transport at Transport for London and as Chief Executive of
Go-Ahead's London bus business.
Other appointments: Director of Rail Delivery Group Limited,
Director of ATOC Limited (Chairman of the remuneration
committee) and Senior Independent Director of Renew Holdings plc
(Chairman of the remuneration committee and member of the
nomination and audit committees).
Elodie Brian, Group Chief Financial Officer
Appointment: Elodie Brian was appointed to the Board as Group
Chief Financial Officer on 5 June 2019.
Independent: Not applicable.
Relevant skills, experience and contributions: Elodie graduated
from the HEC School of Management, and has over 16 years of
experience in financial management. She has extensive international
capability and contributes considerable financial insight to the
Board from the perspective of consumer markets. Elodie has
wide-ranging knowledge of the rail industry and financial
negotiations, gained in part from spending over ten years working
at Southeastern Railway, latterly as the Finance and Contracts
Director. She brings a high level of probity and a sharp awareness
of risks to the Board, and her comprehensive understanding of
the financial position of the Group is invaluable when engaging
with shareholders.
Elodie has a proven track record of driving and delivering results
and her extensive knowledge and technical experience of
accounting principles, financial planning and analysis to support
operating/commercial decisions are critical in Board discussions
and in serving the long term interests of the Group.
Other appointments: None.
Adrian Ewer, Senior Independent Director
N A
R
Appointment: Adrian Ewer joined the Board on 25 April 2013 and
succeeded Katherine Innes Ker as Senior Independent Director
with effect from 31 October 2019.
experience and understanding of different points of view and
business circumstances underpin his appointment as Senior
Independent Director.
Independent: Yes.
Relevant skills, experience and contributions: Adrian is a
chartered accountant who brings extensive experience gained
from senior financial roles at a number of financial services and
listed companies. He also has comprehensive knowledge of public
transport infrastructure and investment gained in part from his
seven years as CEO at John Laing plc. Adrian's extensive board
Adrian brings to the Board a wealth of proficiency in major long
term contracts. He displays strong customer focus and aptitude
for finance and strategy and, as a fellow member of the Institute
of Chartered Accountants in England and Wales, ensures that the
Board has access to sound, recent and relevant financial information.
Other appointments: None.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Key
Executive directors
Chairman and non-executive directors
Group Company Secretary and Committee Secretary
N Nomination committee
A Audit committee
R Remuneration committee
Committee Chair
Leanne Wood, Non-Executive Director
N A
R
Appointment: Leanne Wood joined the Board on 23 October 2017
and succeeded Katherine Innes Ker as Remuneration Committee
Chair with effect from 31 October 2019.
remuneration decisions, drawing on her understanding of the
employee and wider business perspectives, allows her to be an
effective Remuneration Committee Chair.
Independent: Yes.
Relevant skills, experience and contributions: Leanne's
contribution to the Board is enhanced by her broad expertise in
leading corporate strategy and organisational transformation
obtained while working in senior roles at major consumer brands,
including Burberry and Diageo. She has a particular strength for
customer insight, which is key in leading Board discussions on
stakeholder engagement and considering the views of the
workforce. Her ability to consider the consequences of
Leanne has extensive corporate experience working in several
international executive roles. She is a graduate of the University
of Cambridge, holding both a Master of Arts and an MBA from
Institut Européen d'Administration des Affaires (INSEAD).
Other appointments: Chief Human Resources Officer at
Vodafone Group plc and non-independent Non-Executive
Director of Vodacom (member of the remuneration
and nomination committees).
Harry Holt, Non-Executive Director
N A
R
Appointment: Harry Holt joined the Board on 23 October 2017
and is the non-executive director responsible for workforce
engagement.
Independent: Yes.
Relevant skills, experience and contributions: After a
distinguished career in the British Army, Harry is now a proven
business leader having fulfilled a number of senior executive
positions at Rolls-Royce. Most recently he was President of their
Nuclear Business Division, before taking up his current role as
Chief People Officer, leading an ambitious transformation and
restructuring programme across the company. He is skilled in all
aspects of leadership, with a deep and practical experience of
leading large organisations through change to successful attainment
of their strategic ambitions. Harry brings to the Board a broad range
of experiences and capabilities including: operational management,
strategy, health and safety, employee engagement and cultural
transformation.
Harry previously served eight years as Chairman of the Royal
Foundation's Endeavour Fund, complementing his listed company
experience with a non-corporate perspective.
Other appointments: Chief People Officer at Rolls-Royce plc and
Chairman of Rolls-Royce Submarines Limited.
Katherine Innes Ker, Non-Executive Director
N
Appointment: Katherine Innes Ker joined the Board on 9 July 2010
and was appointed as Remuneration Committee Chair in February
2012 and Senior Independent Director in April 2013. Katherine
stepped down as Senior Independent Director and Remuneration
Committee Chair on 31 October 2019 and will be standing down
from the Board after the 2020 AGM.
Independent: No.
Relevant skills, experience and contributions: Katherine has a
strong track record of delivering operational excellence and has
significant experience in financial, commercial and strategic roles.
Her experience of working with major listed companies both at
executive and non-executive levels allows her to have a deep
insight into the impact of strategic changes on the bus and rail
transport sectors and brings a highly knowledgeable perspective to
the Board's business discussions.
Katherine also contributes helpful insights to shareholder relations
through the differing perspectives gained in her various roles. She is
a graduate of Oxford University, holding both a Master's degree in
Chemistry and a Doctorate in Molecular Biophysics.
Other appointments: Non-Executive Chairman of The Mortgage
Advice Bureau (Chairman of the remuneration and nomination
committees and member of the audit committee), Senior
Independent Director of Forterra plc (Chairman of the remuneration
committee and member of the audit and nomination committees),
Non-Executive Director of Vistry Group PLC (member of the
remuneration, audit and nomination committees) and Independent
Chairman of the remuneration committee, Balliol College, Oxford.
Carolyn Ferguson, Group Company Secretary
N A
R
Appointment: Carolyn Ferguson was appointed as Group
Company Secretary on 1 July 2006.
Independent: Not applicable.
Relevant skills, experience and contributions: Carolyn is an
experienced Company Secretary and governance professional with a
proven track record of working with the Group Board and senior
management team to the highest of ethical and professional
standards, supported by robust corporate governance principles. She
is also an effective driver of pensions de-risking strategy for the
Group's defined benefit bus schemes. She is a Fellow of the Institute
of Chartered Secretaries and Administrators and a qualified and
practising coach and mentor. Carolyn began working for the Group
as Assistant Company Secretary in 2001, before being appointed to
Group Company Secretary in 2006. Her previous employment
includes working for Northern Electric, predominantly in the field of
pensions.
Other appointments: Non-Executive Director of Better Boards
Ltd and Trustee Director of The Go-Ahead Group Pension Plan.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Governance in action
Governance framework
The Board is responsible for maintaining a strong and effective
system of governance throughout the Group.
Experienced leadership
As illustrated in our governance
framework on pages 68 and 69, the
Group operates a devolved operating
model. Day-to-day management of
the Group’s activities, governance and
oversight has been delegated to the
executive directors. They are supported
in this role by a team of highly skilled and
experienced senior managers who are
encouraged and empowered to operate
our subsidiary companies as autonomous
business units.
The senior management team comprises
the managing directors of each operating
company, along with individuals responsible
for the key centralised Group functions.
Further details of our senior management
team can be found on our website. The
executive directors meet with the senior
management team on a monthly basis,
through local operating company board
meetings and Group executive committee
meetings. These more formal meetings
are supported by several cross-business
forums that serve to facilitate the sharing
of knowledge, ideas and best practice.
These meetings and forums are an
essential part of the Group’s devolved
management approach, facilitating quality
discussion and decision making while
also preserving the management and
autonomy of local operations within
the Group’s core beliefs and attitudes.
We believe that this approach encourages
the right balance between local and
Group initiatives and facilitates the
sharing of best practice and expertise
across the Group, while ensuring that we
deliver more operating collectively than
we would independently.
D
e
l
e
g
a
t
i
o
n
The Board – roles and responsibilities
Go-Ahead is led by a
Board which is responsible for
creating and delivering long
term sustainable value for the
business. The Board is
accountable for balancing
the varying interests of the
business, including those of our
shareholders, colleagues and
customers and
the communities we serve.
Chairman
• Leads the Board, sets the agenda and promotes
a culture of open and constructive debate
• Ensures individual director and collective Board
effectiveness and Board succession planning
• Promotes the highest standards of corporate
governance, in line with best practice
• Ensures effective engagement with all
stakeholders, including shareholders and colleagues
• Ensures Board decisions are taken on
a sound and well-informed basis
Non-Executive Directors
• Contribute to strategy development
• Scrutinise and challenge management's execution
of strategy within the Group's risk appetite and
control framework
• Provide a range of external perspectives
and encourage robust debate
Senior Independent Director
• Provides a sounding board to the Chairman
• Appraises the Chairman's performance
• Acts as an intermediary for other directors, if needed
• Available to respond to shareholder concerns when
contact through the normal channels is inappropriate
Group Chief Executive
Group Company Secretary
• Leads the senior management team, including development and
• Acts as independent advisor
succession planning
• Responsible for corporate governance, good information flows and
• Promotes the Group’s purpose, vision and culture agenda
ensuring best practice
• Ensures the execution of strategy, with responsibility for the
• Provides a sounding board for all directors
• Facilitates effective two-way communication between the Board,
development and effectiveness
• Supports the Chairman to facilitate induction programmes, Board
Group’s overall performance
the business and the workforce
Group Chief Financial Officer
• Supports the Group Chief Executive in implementing the
Group’s strategy
• Provides strategic and financial guidance to ensure that
the Group’s financial commitments are met
• Responsible for the preparation and integrity of
financial reporting
• Ensures maintenance of effective internal controls and risk
management procedures
Board committees – roles and responsibilities
Delegated to by the Board
and responsible for maintaining
effective governance. The
detailed responsibilities of
the Board’s three committees
are set out in their terms
of reference, available on
our website.
Nomination committee
Ensures the Board and its committees have the
correct balance of skills, experience and behaviours
and that appropriate succession plans are in place
Audit committee
Remuneration committee
Oversees the Group’s financial reporting, maintains an appropriate
Establishes the Group’s remuneration policy and ensures there is
relationship with the external auditor and monitors the Group’s
a clear link between performance and executive remuneration
internal control and risk management system
Read more on pages 90 to 112
Read more on pages 79 to 81
Read more on pages 82 to 89
Senior management team – roles and responsibilities
Responsible for executing
strategic objectives and
realising competitive business
performance within our risk
management framework,
compliance policies, internal
control systems and
reporting requirements.
Operating company boards
• Operate autonomously and led by local
senior management
• Board meetings held on a monthly basis with
the executive directors chairing
• Local senior management report to the executive
directors directly on management issues including risk
• Local senior management ensure operating
compliance with Group policies and procedures
• Acting as an intermediary with the Board, executive
directors ensure there is meaningful two-way
feedback with operating company boards
Cross-business rail and bus steering groups
Group executive committee
• Comprise the managing directors in each operating company
• Comprises senior managers responsible for the key centralised
• Meet with the executive directors on a regular basis to explore
and identify new opportunities and initiatives
• Meets monthly with the executive directors to review the business
Group functions
and policies
• Share knowledge, experience and best practice across operations
• Supported by a number of cross-business forums including safety,
engineering, HR, diversity and inclusion, commercial and
• Monitors and assesses the extent to which vision and culture have
been embedded throughout the Group
marketing, customer experience, operations and finance.
•
Identifies synergies which can then be cascaded through cross-
business groups and forums
• Shares knowledge and collaborates on key Group-wide projects
68
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance
The Board – roles and responsibilities
Go-Ahead is led by a
Board which is responsible for
creating and delivering long
term sustainable value for the
business. The Board is
accountable for balancing
the varying interests of the
shareholders, colleagues and
customers and
the communities we serve.
business, including those of our
governance, in line with best practice
Chairman
• Leads the Board, sets the agenda and promotes
a culture of open and constructive debate
• Ensures individual director and collective Board
effectiveness and Board succession planning
• Promotes the highest standards of corporate
• Ensures effective engagement with all
stakeholders, including shareholders and colleagues
• Ensures Board decisions are taken on
a sound and well-informed basis
Non-Executive Directors
• Contribute to strategy development
• Scrutinise and challenge management's execution
of strategy within the Group's risk appetite and
control framework
• Provide a range of external perspectives
and encourage robust debate
Senior Independent Director
• Provides a sounding board to the Chairman
• Appraises the Chairman's performance
• Acts as an intermediary for other directors, if needed
• Available to respond to shareholder concerns when
contact through the normal channels is inappropriate
Board committees – roles and responsibilities
Delegated to by the Board
Nomination committee
Ensures the Board and its committees have the
correct balance of skills, experience and behaviours
and that appropriate succession plans are in place
Senior management team – roles and responsibilities
and responsible for maintaining
effective governance. The
detailed responsibilities of
the Board’s three committees
are set out in their terms
of reference, available on
our website.
Responsible for executing
strategic objectives and
realising competitive business
performance within our risk
management framework,
compliance policies, internal
control systems and
reporting requirements.
Operating company boards
• Operate autonomously and led by local
senior management
• Board meetings held on a monthly basis with
the executive directors chairing
• Local senior management report to the executive
directors directly on management issues including risk
• Local senior management ensure operating
compliance with Group policies and procedures
• Acting as an intermediary with the Board, executive
directors ensure there is meaningful two-way
feedback with operating company boards
Group Chief Executive
• Leads the senior management team, including development and
Group Company Secretary
• Acts as independent advisor
succession planning
• Responsible for corporate governance, good information flows and
• Promotes the Group’s purpose, vision and culture agenda
ensuring best practice
• Ensures the execution of strategy, with responsibility for the
• Provides a sounding board for all directors
Group’s overall performance
• Supports the Chairman to facilitate induction programmes, Board
• Facilitates effective two-way communication between the Board,
development and effectiveness
the business and the workforce
Group Chief Financial Officer
• Supports the Group Chief Executive in implementing the
Group’s strategy
• Provides strategic and financial guidance to ensure that
the Group’s financial commitments are met
• Responsible for the preparation and integrity of
financial reporting
• Ensures maintenance of effective internal controls and risk
management procedures
Read more on pages 79 to 81
Read more on pages 82 to 89
Audit committee
Oversees the Group’s financial reporting, maintains an appropriate
relationship with the external auditor and monitors the Group’s
internal control and risk management system
Remuneration committee
Establishes the Group’s remuneration policy and ensures there is
a clear link between performance and executive remuneration
Read more on pages 90 to 112
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Cross-business rail and bus steering groups
• Comprise the managing directors in each operating company
Group executive committee
• Comprises senior managers responsible for the key centralised
• Meet with the executive directors on a regular basis to explore
Group functions
and identify new opportunities and initiatives
• Meets monthly with the executive directors to review the business
• Share knowledge, experience and best practice across operations
and policies
• Supported by a number of cross-business forums including safety,
engineering, HR, diversity and inclusion, commercial and
marketing, customer experience, operations and finance.
• Monitors and assesses the extent to which vision and culture have
been embedded throughout the Group
•
Identifies synergies which can then be cascaded through cross-
business groups and forums
• Shares knowledge and collaborates on key Group-wide projects
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Corporate governance
Corporate governance
Governance in action continued
Workforce engagement
Our devolved management structure means it is important that our operating
companies retain autonomy and responsibility for engagement with their own
colleagues. The changes we made to improve the Board’s engagement with our
workforce have necessarily sought to preserve this.
Last year we introduced a process whereby acting as intermediary for the Board,
operating companies were delegated responsibility for ensuring that there was an
effective mechanism for genuine two-way engagement between their operating
company boards and colleagues. Feedback generated from each operating
company was shared with the Board. In turn, the Board reviewed this feedback and
considered what Board information should be cascaded back to the operating
companies for them to share with their colleagues.
These more formal feedback channels are supplemented with the Board’s rolling
programme of visits to Go-Ahead’s operating companies, which are an important
part of the Board’s engagement with colleagues across the business. During the
year, the Board visited Go North East, Go-Ahead Ireland and Plymouth Citybus, in
addition to the Chairman’s introductory visits to a number of businesses. While
further visits were planned, those that had to be postponed as a result of the
COVID-19 crisis will be rescheduled over the coming year. By spending time with
management, customer-facing and operational colleagues, the Board can hear first
hand about the work and initiatives underway and gain understanding into how
our values and culture are being brought to life in a day-to-day setting. These
valuable insights are then taken back to the boardroom and factored into the
Board’s deliberations.
Since Harry Holt's appointment as the non-executive director designated to
review and support workforce engagement across the business, the Board has
further strengthened its approach to engagement with colleagues and the wider
workforce. In addition to the Board's rolling programme of operating company
visits now including a specific meeting with employee forum representatives, an
annual review of the effectiveness of these arrangements has also been introduced.
The Board believes it is important for these arrangements to be effective and
provide a genuine means of two-way engagement with the workforce.
At the Board’s visit to Plymouth Citybus
earlier in the year, Harry commented:
“ The Platinum status accreditation
Plymouth Citybus received under
the Investors in People programme
was a key area of discussion on
the Board’s visit. Understandably
they are all very proud of this
achievement – as indeed they
should be – but it was fascinating
to learn about all the hard work
that had gone into this success.
As we walked around the business,
talking to many colleagues, it was
easy to see why this accreditation
had been earned and what a
significant difference it had made
to employee engagement. It was
also no coincidence that the
customer satisfaction scores
were so strong. There is a lovely
virtuous circle between leading
your people well, high levels of
employee engagement and
excellent customer satisfaction.
The Plymouth Citybus team are
firmly in that sweet spot and my
thanks to the great team there for
an informative and enjoyable visit.”
Whistleblowing, fraud and anti-bribery procedures
At Go-Ahead, we are committed to the highest standards of ethical conduct, honesty and integrity in our business practices.
The Board recognises that transparent communication is essential to maintain our business values and is supportive of a culture
where there is genuine means for the workforce to raise any concerns. During the year, in line with the revised UK Corporate
Governance Code published in July 2018, the Board reviewed the whistleblowing policies in place across the Group. Our findings
were positive, confirming that our policies were comprehensive and accessible, providing colleagues with the opportunity to
raise concerns about any form of wrongdoing in confidence, anonymously and with protection from retaliation.
The Group also has zero tolerance of corruption, fraud, criminality (including financial crime), or the giving and receiving of bribes
for any purpose. The Group's Code of Conduct sets out what is expected from colleagues and stakeholders to ensure they
protect themselves as well as the Group's reputation and assets. Additionally, the Group has tailor-made online training for
competition law, anti-bribery and corruption, which colleagues in high-risk areas (including the Board and senior management)
are required to complete periodically. Any breach of procedures will be regarded as serious misconduct, potentially justifying
immediate dismissal.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Board leadership and purpose
Board governance
Our Board is collectively responsible for creating and delivering the
long term sustainable success of the Group, generating value for
stakeholders and contributing to wider society.
The Board’s role
The Board has responsibility for leading the Group and to
ensure its long term success, taking into consideration the views
and interests of all stakeholders. The Board sets the Group’s
strategy to deliver on its purpose, within an agreed risk appetite,
ultimately ensuring implementation within our risk management
and governance framework. The Board’s role is integral to the
Group’s values and culture.
In conjunction with the appointment of a new Chairman, the
Board undertook a comprehensive review of board policies and
procedures, including the roles and responsibilities of the Chairman,
the Group Chief Executive and the Senior Independent Director,
the schedule of matters reserved for the board, terms of reference
for all committees and the board’s delegated authorities policy.
A full description of the Board’s role, including its specific
responsibilities, is available on our website.
The size and composition of the Board and its committees is
kept under review by the nomination committee to ensure there
is an appropriate balance of capabilities, business experience,
independence and diversity on the Board and its committees
to meet the Group’s business needs.
Board meetings
The Board agenda is set in collaboration between the Chairman,
Group Chief Executive and Group Company Secretary. Pre-agreed
meeting agendas, supported by the Board’s Forward Planner,
ensure time is balanced between different elements of our
strategy and operational performance, as well as the Board’s
wide-ranging governance and regulatory responsibilities.
Ensuring there is sufficient time allocated to key strategic
decisions is an important consideration to enable directors to
discharge their duties fully and effectively.
A clearly defined schedule of matters reserved for the board and
the Group Company Secretary ensures all board procedures are
complied with. To allow directors to utilise their time and skills
effectively at Board meetings, papers are circulated securely and
electronically to all directors a week before each meeting.
Members of the senior management team and advisors are
regularly invited to attend and present at meetings, providing the
non-executive directors with a broader perspective and insight.
The Board holds nine scheduled meetings a year including a
meeting dedicated exclusively to discussing the Group’s strategy.
Informal meetings and Board dinners are held usually either
before or after Board meetings to allow directors to spend more
time together, enabling a healthy boardroom culture that
encourages open, transparent and constructive debate.
Unscheduled meetings are held as required where topics warrant
more time or decisions need to be made outside of the normal
cycle of meetings. At the height of the COVID-19 crisis, for
example, the Board was holding weekly meetings.
Each director is expected to attend all meetings of the Board and
of those committees on which they serve and is required to be
able to devote sufficient time to the Group’s affairs allowing
them to fulfil their duties effectively as directors.
Considering stakeholders in our decision-making
The Board believes that listening and engaging effectively
with our key stakeholders is critical to ensuring the right
decisions are made which take into account their needs and
priorities. Our stakeholders’ interests are therefore
considered as part of the Board’s decision-making processes
throughout the year, in addition to receiving more formal
stakeholder updates as part of our established reporting
process twice a year. In these updates, the Board undertakes
a review of the Group’s key stakeholders, including why we
engage, how we engage, key topics of engagement and how
this engagement informs our decisions.
Our devolved management operating model is also a key
feature of the Board’s decision making process, with the
executive directors who sit on the board of each operating
company acting as an intermediary with the Board, ensuring
there is two-way feedback between the Board and operating
company boards. In line with this approach, the viability of a
number of principal decisions (for example, acquisitions,
disposals and major capital investments) will first be
considered at operating company board meetings. If
approved, the executive directors will then submit a proposal
to the Group Board. This process supports the Board
performing its duties in compliance with section 172 of the
Companies Act 2006.
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Corporate governance
Board leadership and purpose continued
Key focus areas
Examples of some of the key matters considered by the Board
during the year are set out below. Each scheduled Board meeting
includes a report from the Group Chief Executive, including
safety, operational and overall business performance and a report
from the Group Chief Financial Officer including financial
performance, cashflow and net debt, analysts’ reviews, share
price performance, analysis of the shareholder register and
shareholder feedback.
Allocation of time
2020
Operations and safety risk: 20%
Progressing strategic initiatives: 20%
Financial strength, risks
and controls: 25%
Board effectiveness: 10%
Environmental, social and governance
matters: 10%
Shareholders and stakeholder
engagement: 15%
Strategy formulation and monitoring
An important focus area during the year has been the execution
of our international strategy. This routinely involves the Board
reviewing target opportunities in the current and future pipeline,
approving the allocation of resources to support the growth plan,
target bid and contract reviews and monitoring performance
against plan.
In response to the mobilisation challenges within our German rail
operations, the Board has taken decisive action to turn around
performance and decided to pause development activities in new
international rail markets while further consideration is given to
our strategic options. Supplementary to this, the Board has also
undertaken a detailed governance review to see what lessons can
be learned going forward.
The timing of the annual Board Strategy Day also enabled the
Board to reconsider our strategy with its three strategic pillars
against the backdrop of COVID-19, and test whether it remained
relevant. Although at a time of great uncertainty, when the
Government itself was still unclear as to how and when to start
to lift the measures put in place to reduce the spread of COVID-19,
the Board Strategy Day provided an opportunity to step back
from the immediate impact of the crisis. As a Board we sought to
navigate the current state of uncertainty by assessing a range of
possible outcomes and building scenarios, which we will continue
to review and develop over time.
Financial reporting, risk and controls
The Board has approved the Group’s 2020 Annual Report and
Accounts, ensuring they are fair, balanced and understandable,
in addition to approving the half year statements and trading
updates earlier in the year. A comprehensive assessment of the
prospects and viability of the Group and the appropriateness of
preparing the financial statements on the going concern basis
has also been undertaken.
Extensive discussions have taken place on the Group’s budgets
and forecasting in light of COVID-19, which has included
scenario modelling, capital investment, cashflow, net debt
and liquidity considerations. Capital allocation and dividend
policy have been reviewed in the context of COVID-19 and
remain under consideration as part of the Board’s wider
decision-making framework.
How the Board focused on colleague engagement during the year
July 2019
The Group's Annual Management Conference
provided an opportunity for the Board to meet
with senior management from across the Group
and operating companies
October 2019
A visit to Go-Ahead Ireland represented the
last visit from the former Go-Ahead Chairman.
The Board enjoyed a meeting with the local
company directors and senior management as
well as touring the Ballymount and Naas depots
September 2019
The Chairman Designate met with
senior management during her
first visit to Brighton. Themed
discussions took place around
stakeholders and the community,
diversity and inclusion, the
environment and customer focus
October 2019
Travelling in a new "X-lines" bus, the Board
enjoyed a tour of the Gateshead Riverside
and Consett depots, as well as receiving
an executive overview presentation from
Go North East directors
As part of the new Chairman's induction,
she also visited Go-Ahead London,
Govia Thameslink Railway and Southeastern
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Corporate governance
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+
10
+
10
+
15
+
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Health and safety and cyber security remain key risk focus areas
for the Board, with regular updates and reviews of policy and
KPI reporting. The Board takes its responsibility for the oversight
of defining and managing risk very seriously. As well as reviewing
the processes in place to calculate and manage risk effectively,
the Board also regularly reviews its risk appetite statement.
This year the actual and expected impact of the COVID-19 was
taken into account, with modest changes made to Go-Ahead’s
risk appetite statement as a result.
Environmental, social and governance (ESG)
The Board recognises that there is a growing sense of urgency for
businesses to do the right things and be more transparent about
their impact on the world and the people in it. Our business has
been responding to the changing societal and environmental
trends for some time now, assessing the potential impact and
interacting with our stakeholders to help shape our strategy for
the future. During the year, this focus has continued with climate
change being one of the Board’s in-depth risk reviews and the
Board’s Strategy Day including a dedicated session on ensuring
our environmental, societal and governance priorities are aligned
to our long term sustainability. You can read more about the
Group’s commitment to ESG and the Board’s priorities during
throughout the strategic report on pages 1 to 62.
People and culture
We have continued to monitor our culture to ensure it is aligned
with the Group’s values, strategy and purpose. In conjunction
with our operating companies, the Board spent time reviewing
and strengthening its workforce engagement processes and
reviewing workforce and remuneration policies.
Our reviews have been positive and consistent with the Group’s
values which support and reinforce a healthy culture. Further
details on how the Board has strengthened its engagement with
the workforce can be found on page 70.
The Board continues to believe that a healthy culture is
embedded throughout the organisation through its monitoring
and assessment of the Group's health and safety policy, targets
and performance; colleague engagement survey results and
action plans; and customer satisfaction survey results.
The nomination committee also spent time this year reviewing
diversity and inclusion strategy and policy, gender pay gap
reporting and how talent more broadly is nurtured and
developed. You can read more on this on page 80.
Shareholders and stakeholder engagement
Actively listening to and engaging effectively with our wide
variety of stakeholders is key to ensuring responsible decisions
are made. Pages 22 to 25 provide insight into the views and
interests of all our stakeholders who are represented in the
boardroom, together with the key topics raised and examples
of how we responded. The Board appreciates the need to ensure
that the decisions we take create value for all our stakeholders
and support creation of long term sustainable value so that,
ultimately, we can continue to be a vital part of the communities
we serve.
Last year, we increased the regularity of updates to the Board and
improved the quality of briefings received from senior management
on the key views and areas of focus for each of our stakeholder
groups. This year, the Board has overseen increased levels of
engagement across all stakeholder groups. This has been part of
a desire to build stronger relationships that enable constructive
and two-way meaningful input into Board decision making.
To read more about our engagement with shareholders, see page 78.
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December 2019
Harry Holt was appointed as the
non-executive director responsible
for workforce engagement
Postponed visits
Visits to Go-Ahead Ireland, Go North West and
Go South Coast previously arranged between March
and June 2020 as part of the new Chairman's induction
were postponed due to COVID-19. These will be
rescheduled once safety restrictions have been lifted
February 2020
A highlight of the Board's visit to
Plymouth Citybus was learning from
colleagues about all the hard work
that had gone into the success of
earning the Platinum status
accreditation
March 2020
At the Board's March 2020 meeting,
an update was given on rail and head
office colleague engagement survey
results, with actions taking place both
at Group and operating companies to
improve engagement
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Corporate governance
Board leadership and purpose continued
Board and committee meeting attendance
The following table shows the directors' attendance at scheduled meetings they were eligible to attend:
Board6
Audit committee
Remuneration committee7
Nomination committee8
Board attendance
Scheduled
Scheduled
Scheduled
Scheduled
Total meetings
Clare Hollingsworth1,2
David Brown3
Elodie Brian3
Katherine Innes Ker4
Adrian Ewer
Leanne Wood
Harry Holt5
9
8/8 – 100%
9/9 – 100%
9/9 – 100%
9/9 – 100%
9/9 – 100%
9/9 – 100%
8/9 – 88.9%
5
—
—
—
2/2 – 100%
5/5 – 100%
5/5 – 100%
5/5 – 100%
4
3/3 – 100%
—
—
3/3 – 100%
4/4 – 100%
4/4 – 100%
4/4 – 100%
2
2/2 – 100%
—
—
2/2 – 100%
2/2 – 100%
2/2 – 100%
2/2 – 100%
1.
The Chairman attends audit committee meetings by invitation as appropriate, which have not been included.
2. The Chairman joined the Board as Chairman Designate and member of the nomination and remuneration committees on 1 August 2019 and succeeded Andrew Allner
as Group Chairman and Nomination Committee Chairman from the conclusion of the 2019 AGM.
3. The executive directors attend committee meetings by invitation as appropriate, which have not been included.
4. Katherine Innes Ker has now served on the Board for over ten years. Following the 2019 AGM, she ceased to be a member of the audit and remuneration committees
(in addition to stepping down as Senior Independent Director). This ensured compliance with the 2018 UK Corporate Governance Code, which requires members of the
audit and remuneration committees to be wholly independent.
5. Harry Holt was unable to attend one scheduled Board meeting on 21 January 2020 on account of the original date of the meeting being changed at short notice and the
revised meeting date conflicting with a long-standing prior commitment. Harry was sent all papers in advance, with the opportunity to provide input before and after the
meeting via the Group Company Secretary.
6. Unscheduled Board meetings were held on 2 August 2019, 20 March 2020, 27 March 2020, 3 April 2020 and 17 April 2020, with all but one in response to COVID-19.
7. An unscheduled remuneration committee meeting was held on 22 May 2020 to discuss executive remuneration and the impact of COVID-19.
8. An unscheduled nomination committee meeting was held on 16 April 2020 to discuss emergency cover options in response to COVID-19.
Board training and development
The Board believes that continuous director training and
development supports Board effectiveness. With the ever-evolving
regulatory landscape in which the Group operates, it is critical
that the Board maintains a good working knowledge of the
transport sector and how the Group operates within its sector,
as well as being aware of recent and upcoming developments in
the wider legal and regulatory environment.
To assist the Board in undertaking its responsibilities, regular
presentations are provided from senior management. Examples
during the year included updates on ESG, health and safety, cyber
security, Section 172 and stakeholder and workforce engagement.
Additionally, the Group Company Secretary provides regular
updates on corporate governance, legislative and regulatory
matters. An example during the year was the update provided to
the Board on the evolving approaches to governance matters
during the COVID-19 crisis, with key focus areas for the Board
including: engagement and communication, AGMs, dividends,
executive pay, financial reporting and additional capital.
Examples of other ongoing training and development
opportunities provided to all directors include:
• Key focus area updates and in-depth risk reviews
• Compliance and legal briefings including competition law,
anti-bribery and corruption
• Board policies and committee terms of reference
• Site visits to operating companies
• Attendance at the annual management conference
• Participation in the Board’s annual effectiveness review
Directors are encouraged to be proactive and identify areas
where they would like additional information to ensure that they
are adequately informed about the Group.
The Board confirms that all members have the requisite
knowledge, ability and experience to perform the functions
required of a director of a UK premium listed company.
Information and support
The Board is supplied with high quality information, presented in
a form designed to enhance Board effectiveness. A comprehensive
Board Procedures Manual is maintained, which includes formal
procedures for the working of the Board and its committees,
delegated authorities, the timely provision of appropriate
information and the duties and responsibilities of directors,
including standards of conduct and compliance. Last year, a new
Board Mandate was adopted which articulates the Board’s purpose
and accountabilities, with particular regard to the Board leading
by example and demonstrating the Group’s culture and values.
Directors have access to the advice and services of the Group
Company Secretary and may also take independent legal and/or
financial advice at the Group’s expense when it is judged necessary
in order to discharge their responsibilities effectively.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Board induction programme
All new directors receive an extensive and tailored induction
programme either shortly before or upon joining the Board.
This programme ensures that new Board members have a full
understanding of the business and their responsibilities and duties
as directors so that they can be effective in their roles.
Chairman induction — Clare Hollingsworth
“ My induction has been well tailored and
professionally organised. It has enabled
me to quickly develop my knowledge of
all parts of the business and to gain an
understanding of the interaction
between the Group’s centralised
functions and the devolved,
autonomous operating companies.”
Clare Hollingsworth
Chairman
The Chairman's induction was tailored to her role as
Chairman of a public limited company, listed on the
London Stock Exchange. The programme was
designed to cover all regulatory and compliance
aspects, in addition to ensuring the Chairman gained
sufficient knowledge and understanding of the
business to effectively lead the Board in its strategic
discussions and oversight of the Group.
Key focus areas of the Chairman’s induction:
• Board – how it leads by example, discharges directors’
duties and strives for excellence.
• Strategy – how we create, deliver and manage long term
sustainable value.
• ESG – how these priorities are aligned to our broader strategy.
• Risk – reviewing key risks, internal controls and the
Group's articulated risk appetite.
• Stakeholders – how the Group listens to and balances the
interests of different stakeholders in decision making.
• Culture – how our culture underpins our purpose, values
and strategy.
• Governance and regulation – how our governance
framework and regulatory compliance support
the business.
The Chairman was given access to all Board and committee
meeting papers, in addition to an overview of the Board’s
Resource Centre, where information such as the Board
Procedures Manual, policies and Board Mandate can be
found. Introductory meetings were arranged with each
Board member and the senior management team, in addition
to visits to all of the Group’s operating companies. While
COVID-19 has prevented the Chairman from visiting all
operating companies within her first year, these will be
rescheduled as soon as the current restrictions are lifted.
The Chairman also met independently with some
shareholders as well as the Group’s key advisors, including
the internal and external auditors.
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Corporate governance Evaluation
Board evaluation
In line with best practice, the Board is now undertaking an externally
facilitated effectiveness review.
An internal review facilitated by the Group Company Secretary
has been undertaken for the last two years. These reviews have
built upon the findings of the externally facilitated Board
effectiveness programme which the Board last undertook three
years ago. In line with best practice, the Board is now undertaking
an externally facilitated effectiveness review, this time with
Independent Audit Limited (Independent Audit) which has been
appointed to facilitate an interview based approach. Independent
Audit does not have any other connection to the Group or
individual directors.
The Board believes that an interview based approach will add
more value than purely a questionnaire based approach as it
enables more in-depth discussion and provides for deeper
insights. Of particular importance will be the opportunity to
consider any changes that may be appropriate, given a change
of Chairman. It will also enable the Board to reflect upon how it
performed in response to the COVID-19 crisis.
The process, which was delayed at the outset due to COVID-19, is
now well underway. Following initial meetings with the Chairman
and Group Company Secretary, Independent Audit is meeting
with each individual Board member by video-conference on a
one-to-one basis. Board and committee meeting papers have
been reviewed and a full suite of Board and committee meetings
observed by video-conference. Independent Audit will shortly
discuss its findings on an anonymous basis with the Chairman
and the Group Company Secretary, following which a final report
will be produced for discussion and action planning with the
wider Board.
Individual director effectiveness
The Chairman also met with each director on an individual basis
to discuss their personal performance and the perceived
effectiveness of the Board and its committees. The Senior
Independent Director will lead the process of evaluating the
performance of the Chairman, in conjunction with the findings
of the externally facilitated review.
Board committee effectiveness
A review of the nomination, audit and remuneration committees'
effectiveness will be carried out by Independent Audit as part of
the external evaluation outlined above. Findings will be disclosed
in next year’s report.
Audit
Commercial
Data Management
2
Employee
engagement
Financial/
capital markets
Governance
Board skills and experience
3
Logistics
2
6
5
7
7
Marketing/
consumer
Operational
International
operations
Safety
Strategy
Technology/digital
3
Transportation
Legal
2
3
5
6
6
6
7
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Progress against the principle areas of Board focus from the 2019 Board effectiveness review
The Group Company Secretary led the assessment of the progress against the principal areas of Board focus arising from last
year’s review and as set out on page 79 of the 2019 Annual Report and Accounts. The Board discussed these key areas at both
the half year and the year end to ensure that it was making progress throughout the year, with the year end review also considering
how the implementation of the actions had positively contributed to overall Board effectiveness. A summary of the Board's
conclusions are as follows:
Composition and succession planning
There had been a well-managed transition and induction for the
new Chairman. Senior management succession planning processes
had been strengthened, in addition to a review of executive
succession planning. The Board’s wider succession planning will
be reviewed again as part of the externally facilitated Board
effectiveness review, and at the end of the Chairman’s first year
with the Group. The objective will be to ensure the Board remains
well positioned for the future, with the right balance of skills,
experience and diversity to support the Group's long term success.
Colleague and stakeholder engagement
Good progress had been made with increasing the frequency and
quality of information to the Board, in addition to a strengthening
of the engagement channels and processes implemented last year.
For colleague engagement in particular, the appointment of
Harry Holt as the non-executive director responsible for
workforce engagement had resulted in further progress being
made to develop the ways by which the Board ensured there was
genuine two-way engagement with the workforce within our
devolved management framework. The Board’s visits to
operating companies also now include the non-executive
directors meeting with employee forum representatives, thereby
providing an opportunity for the Board to understand local
themes and take key messages back into the boardroom.
People strategy and culture
The Board’s oversight of the wider workforce had been enhanced
through the reviews of workforce policies and practices, and
diversity policy and strategy for the wider Group. These reviews
supplemented the reviews the Board already undertook of a
broad range of cultural indicators which included colleague
engagement survey results, diversity and inclusion initiatives,
graduate programmes, talent development and senior
management succession planning.
Strategy and structure
The Board reviewed the impact of new business and international
expansion on the current organisational model to ensure that
the governance framework and resourcing would support the
development and delivery of strategy. Given the challenges
experienced with mobilising the rail contracts in Germany,
the current arrangements for governance and resourcing
are under further review.
Governance
The Board received regular governance updates during the year
to ensure that the appropriate processes were in place to comply
with the revised UK Corporate Governance Code published
in July 2018. These included updates to the nomination and
remuneration committees, where the remits of these committees
in particular had been extended. A number of the measures also
introduced have also supported the Board’s fulfilment of its
responsibilities under Section 172 of the Companies Act 2006.
Process for Board and committee
evaluation
January 2020 — Board discussed and agreed that an externally
facilitated evaluation should be undertaken.
February 2020 — Chairman and Group Company Secretary
consider the different approaches and providers.
March 2020 — Decision to appoint Independent Audit
to undertake the externally facilitated evaluation approved
by the Board.
April 2020 — Review paused for COVID-19.
July 2020 — Preparatory planning meetings between Chairman,
Group Company Secretary and Independent Audit.
August and September 2020— Review formally resumed with
a series of interviews with individual directors conducted
by video-conference.
September 2020— Independent Audit observed Board
and committee meetings by video-conference,
with access provided to papers in advance.
October 2020 — Draft findings and confidential feedback
to be provided to the Chairman and Group Company Secretary.
November 2020— Independent Audit to discuss its final report
findings with the wider Board.
November and December 2020— Priority development
areas to be agreed and action plans prepared, with progress
to be tracked over the year ahead (and reported on in next
year’s Annual Report).
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Corporate governance Evaluation continued
Engagement with shareholders
The Board believes that effective communication and
proactive engagement with shareholders is important in
establishing a mutual understanding of both the Group and
shareholder objectives. We place great importance on our
relationships with our shareholders and continually strive to
provide high levels of transparency and build trust. This
commitment has been particularly important in recent
months as we have sought to provide regular updates and
maintain an open channel of communication between the
Group and its shareholders throughout the COVID-19 pandemic.
The Group Chief Executive and Group Chief Financial Officer
are the Board’s principal contacts with institutional investors.
The Chairman, the Senior Independent Director and the
Committee Chairs are also available to shareholders to discuss
strategy, governance and any concerns they may have.
The Group has a dedicated Investor Relations team which
acts as the primary point of contact with the investor
community. Throughout the year, we maintained open and
frequent dialogue with investors, providing updates on
significant events affecting the Group, including business
strategy and financial performance.
The Group Chief Financial Officer and the Investor Relations
team provide the Board with regular reports and updates,
including analysts’ reviews and analysis of the shareholder
register. Output from effective two-way engagement with
shareholders is an important contribution to the Board’s
strategic discussions.
Institutional investors and analysts receive regular
communications from the Group. This includes formal
full year and half year results presentations followed by
meetings to promote a better understanding of the business
and its strategic plans. In the intervening periods, Go-Ahead
continues its dialogue with the investor community by
meeting key investor representatives and attending
conferences. We aim to provide access to operational parts
of our business where possible, such as the site visit to our
all-electric bus depot in Waterloo, London, in 2019.
We communicate with the wider investment community,
including our smaller shareholders, through regulatory news
releases and trading updates via the London Stock Exchange,
which are also published on our website. Our corporate
website, in particular the Investor section, provides a wealth
of information including a dedicated results centre, access to
reports, factsheets, latest news and presentations, as well as
a share price analysis. Investors, and other interested parties,
can subscribe to receive news through email updates by
registering their details on our website, which is fully
responsive to mobile devices.
Annual General Meeting (AGM)
The AGM will be held later this year on 24 November 2020.
To comply with the public health and safety social distancing
requirements currently in force, the AGM will be run as a
closed meeting and it will not be possible for shareholders to
attend in person (other than those directors designated as
attending for the purposes of the quorum).
Shareholders will be able to vote and submit questions in
advance and full details of the business to be discussed at
the AGM will be posted to registered shareholders at least
20 working days in advance of the meeting and will also
be available on our website. We will consider all questions
received and, to the extent practicable, publish answers
on our website.
The results of the voting will be announced to the London
Stock Exchange and made available on our corporate website
as soon as practicable after the meeting.
At last year’s AGM, all resolutions were passed with votes in
support ranging from 90.52 per cent to 99.99 per cent.
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Corporate governance Board composition and succession
Nomination committee report
Clare Hollingsworth
Chairman
Dear Shareholder
On behalf of the Board, I am pleased to present the nomination
committee's report for the year ended 27 June 2020, my first as
the Nomination Committee Chairman of Go-Ahead.
Board and committee changes
I was appointed Chairman Designate with effect from 1 August 2019
and succeeded Andrew Allner as Chairman and Nomination
Committee Chairman following last year's AGM. A change in
Chairman is an opportunity for any company and my tailored and
thorough induction programme during the year has been well
paced, enabling me to quickly develop my knowledge of all parts
of the business. I would like to thank my colleagues on the Board
and throughout the business for the support they have provided
during my transition into this role. You can read more about my
induction programme on page 75. The process followed for my
appointment last year is set out on page 83 of the 2019 Annual
Report and Accounts.
Katherine Innes Ker has now served on the Board for over ten
years. She was succeeded as Senior Independent Director by
Adrian Ewer and as Remuneration Committee Chair by Leanne
Wood following last year's AGM. Now Katherine has overseen
the transition of my chairmanship, she will be standing down
from the Board following this year's AGM. On behalf of the Board,
I would like to thank Katherine for her collegiate support and
valuable contribution to the business over the years.
Board effectiveness
I am pleased that the timing of our triennial external Board
evaluation process coincided with the first year of my
appointment. This provides me and the Board more generally
with an independent perspective of our effectiveness as well as
insights for how we could improve our individual and collective
performance. This external review complements the individual
performance discussions I have held with each director at the
end of my first year.
Despite the challenges of COVID-19 delaying the start of the
external process, I believed it was important that an external
effectiveness review of the Board still be undertaken. In addition
to supporting the committee’s assessment of Board composition
and succession planning, it also provides a unique opportunity to
consider how the Board performed in response to the ongoing
COVID-19 pandemic. Given the scale and the unprecedented
nature of the crisis, we were keen to capture any direct learnings
that would inform our responses to similar events in the future.
More information on the external Board effectiveness review
process that is now well underway can be found on pages 76
and 77.
Board composition and succession planning
Board composition and succession planning are two key
responsibilities of the committee. You will have read in my
governance overview how the Board adapted quickly to the impact
of COVID-19, with one immediate priority for the nomination
committee being to review and agree the emergency cover
succession plans for our executive directors. This was done to
prepare for a situation where one or both of our executive directors
were unable to fulfil their roles due to the pandemic and was
supplementary to the annual review of Board succession planning.
During the year, the committee assessed the plans in place for
the orderly succession to senior management positions below
Board level and undertook a review of the senior management
team demographic.
“Go-Ahead's commitment to diversity,
which starts at the top, makes our
business stronger, smarter and
more representative of the
communities we serve.”
The committee also received updates on the initiatives underway
to build a diverse talent pipeline aligned to our culture and values,
including executive, senior leadership and management
development, executive and senior management development
programmes, as well as operations management training,
apprenticeship and graduate programmes.
Read more about the work we are doing in this area on pages 28 and 29
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Corporate governance Board composition and succession continued
Diversity and inclusion
The Board recognises the benefits of having a diverse and
inclusive Board, seeing it as essential to the success of Go-Ahead's
strategy and building competitive advantage. It is the Board's
belief that a diverse Board with different perspectives enhances
the quality of debate and decision making to the benefit of all
stakeholders. Despite being relatively small in number, the
Board wants its membership to reflect as broad a combination
of skills, experience, age, disability, ethnicity, gender, sexuality,
education and social background as possible. When selecting
new members for the Board, the committee will always take
these considerations into account.
The Board believes that it has a responsibility to support the
business in building a culture where everyone feels included and
rewarded for the work they do and individual differences are
recognised and valued. The Board’s Diversity Policy forms part
of Go-Ahead’s Group-wide diversity and inclusion strategy which
seeks to have a workforce which reflects the diversity of the
communities we serve. In our colleague engagement surveys this
year, it was encouraging to see that the number of colleagues
responding positively to "individual differences are respected by
Go-Ahead" had increased.
As reported last year, progress has been made with gender
diversity on the Board. Following my appointment as Chairman,
57 per cent of Board roles are held by women. This exceeds the
33 per cent target set out in the Hampton-Alexander Review.
The Board is also mindful of the recommendation of the Parker
Review Report for FTSE 250 companies to have at least one
director from an ethnic minority background by 2024. With
no such representation on our Board presently, this will be an
important consideration for the committee when next refreshing
the Board.
The Board's policy also sets out our commitment to developing
and strengthening our senior talent pipeline and culture to
support career progression and improve diversity in all its forms.
During the year, the committee started to take a more active role
in setting diversity objectives, with a particular focus on ethnicity
as well as gender, where targets were agreed with the committee.
Supported by regular updates from the Group People Director,
the committee’s oversight now encompasses the Board, the
senior management population, as well as the wider workforce
and includes monitoring progress against these targets.
The committee has seen the positive impact our initiatives and
programmes can have in providing an inclusive environment to
our workforce, with our graduate and apprenticeship schemes
notably bringing more ethnic and gender diversity into the
business. Going forward, we will continue to focus on developing
the talent pipeline across the workforce, supporting the work of
the People Steering Group – a cross-business, cross-functional
team created during the year.
You can read more about our Group-wide diversity and inclusion initiatives on
page 29
Gender pay gap
We believe that the fair treatment and reward of all employees,
regardless of gender, is fundamental to performing successfully
as a company. Transport has historically been a male-dominated
industry, which skews the balance of pay. Our businesses are
working hard to improve female representation by aiming to
recruit, develop and retain women at every level across
the organisation.
We have recently published our third year of gender pay gap
data for our bus and rail divisions. It is pleasing to note that our
median pay gap across the UK bus business is 7.1 per cent, which
is substantially lower than the UK average of 17.3 per cent.
Our median pay gap in UK rail is 20.1 per cent.
Read more about the strategies and initiatives underway to
improve the representation of women throughout our bus and
rail divisions and narrow the gender pay gap on page 29.
Assessment of independence and time commitments
of the non-executive directors
Following our assessment this year, the committee is satisfied
that throughout the year, all non-executive directors remained
independent as to both character and judgement and in
accordance with the revised UK Corporate Governance Code
published in July 2018 (the Code). This was with the exception of
Katherine Innes Ker who is designated as a non-independent
non-executive director, having served for more than ten years on
the Board. The committee gave specific consideration to Adrian
Ewer’s continuing independence given his tenure now exceeds
seven years and is confident that he continues to demonstrate
independent judgement in all Board discussions.
Before appointing prospective directors, the Board takes into
account the other demands on the directors' time and any
significant time commitments are disclosed prior to appointment.
The letters of appointment for the Chairman and non-executive
directors set out their expected time commitments to the Group.
Any additional external appointments following appointment to
the Board require prior approval by the Board in accordance with
the Code.
This year, full consideration was again given to the number
of external appointments held by the non-executive directors,
including the time commitment required for each. The nomination
committee did not identify any instances of overboarding and
confirms that all individual directors have sufficient time to fulfil
their responsibilities and are fully engaged with the Group's
business. This was particularly evident by the additional time
each non-executive director devoted during the peak of the
COVID-19 pandemic and beyond. No approvals were sought
during this year for any external appointments. The full list of
external appointments held by our directors can be found on
pages 66 and 67.
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Corporate governance Annual re-election of directors
As required by the Code, all directors will be subject to re-election
at the next Annual General Meeting (AGM) except for Katherine
Innes Ker who will stand down from the Board after this year's
AGM. Details setting out why each director is deemed to be
suitable for reappointment, and how their contribution continues
to be important to the Group’s long term success, can be found
on pages 66 and 67.
Looking ahead
The committee's focus over the year ahead will be to continue
to build a more diverse and inclusive business. This is more
important than ever, as we work closely with the communities
we serve to plan and operate transport systems that fully meet
all stakeholders needs.
Nomination committee
Board and senior management succession planning and
strengthening our senior talent pipeline and culture to support
career progression and improve diversity in all its forms will also
remain key priorities. We look forward to considering the findings
of this year's external Board effectiveness review, as well as
monitoring our compliance with the Code.
Clare Hollingsworth
Nomination Committee Chairman
23 September 2020
Membership
• During the year, the nomination committee comprised the
• Board and Group-wide diversity policy, strategy and targets
• External Board effectiveness review
Committee Chairman (Clare Hollingsworth), three
independent non-executive directors (Adrian Ewer, Harry
Holt and Leanne Wood) and one non-independent non-
executive director (Katherine Innes Ker)
Meetings
• The committee usually meets at least twice a year. This year,
one additional meeting was held to discuss emergency
cover options in response to COVID-19. Attendance by
members at committee meetings can be found on page 74
• By invitation, the Group Chief Executive, Group Chief
Financial Officer and Group People Director regularly
attend meetings, with presentations from external advisors
as appropriate
Key responsibilities and terms of reference
• Board and committee composition, structure and size
• Balance of skills, knowledge, experience and diversity
• Review of time commitments and external directorships
• Leading the process for Board appointments
• Board diversity policy and targets
• Group-wide diversity policy and targets
• Gender pay gap results
• Oversight of the leadership talent development pipeline
• Board evaluation
• Committee effectiveness, including terms of reference
The committee’s terms of reference are reviewed annually and
approved by the Board. During the year, the terms of reference
were updated in accordance with best practice and a copy is
available on our website or upon request from the Group
Company Secretary.
Key focus areas during the year
• Tailored induction for the new Chairman (see page 75)
• Compliance with the Code and committee remit
• Board and senior management succession planning
• Talent management and leadership development oversight
Conflicts of interest
• The committee keeps under annual review any conflict or
potential conflict of interest situations authorised by the
Board in accordance with the Group's articles of association
and Conflicts of Interest Policy
• Following a review of the above in 2020, the committee
concluded that no changes were required to the
conflicts register
Effectiveness
• The internal review of the committee’s effectiveness last
year concluded that the committee was fully effective in
discharging its duties and responsibilities. The review this
year is being carried out by Independent Audit Limited as
part of the external effectiveness review outlined on
pages 76 and 77, the findings from which will be disclosed
in next year’s Annual Report
Future focus
• Board and senior management succession planning
• External Board effectiveness review findings
• Monitor diversity strategy and progress against targets
• Talent management and leadership development oversight
• Monitor compliance with the 2018 Code and committee remit
Allocation of time
Board composition and
succession planning: 40%
Talent development
effectiveness: 15%4020
and pipeline: 20%
pay gap: 25%
Governance and committee
Diversity, inclusion and gender
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Accountability and transparency
Audit committee report
Adrian Ewer
Audit Committee Chair
Dear Shareholder
As Audit Committee Chair, I am pleased to present the
committee’s report for the year ended 27 June 2020. The
committee plays a critical role in the Group’s governance
framework, providing independent challenge and oversight
across the Group’s financial reporting, risk management and
internal control procedures.
This report aims to give you some insight into the committee’s
activities during the year, how shareholder interests are
protected, and how the Group’s long term strategy is supported.
These activities have been more important than ever as we
navigate the COVID-19 crisis.
Response to COVID-19
The onset of the COVID-19 pandemic has had, and continues to
have, a significant effect on the Group and, more broadly, the
transport industry. As a committee we have monitored the
situation closely and have scrutinised the Group’s related market
updates.
The committee supported management in safeguarding liquidity
and minimising the impact on earnings and net debt whilst
continuing to run essential services during the crisis. The committee
also supported the Board’s decision to suspend the interim dividend
and not to propose a final dividend. The combination of these
actions has enabled the Group to maintain a strong balance sheet
throughout the crisis, with all three operating divisions remaining
cash generative.
Reflecting its responsibility to ensure financial reporting remains
robust, and in recognition of the challenges faced in completing
the audit work, the committee worked with management and the
external auditor to agree the extension of the reporting timetable.
Further details on our response to the pandemic are included
throughout this report and within the strategic report on
pages 1 to 62.
Health and safety
Since the onset of the COVID-19 pandemic, managements' main
priority has been to safeguard the health and wellbeing of our
colleagues and customers. The high health and safety standards
in place across the Group meant we were well positioned to
monitor health and safety-related risks, as well as to rapidly
implement COVID-19-related enhancements.
To that end, and in line with government and health service
guidelines, each operating company responded quickly and
professionally with social distancing measures, personal
protective equipment and hand washing and sanitising
procedures, as well as vehicle cleaning regimes.
In addition to its ongoing monitoring of these COVID-19 specific
health and safety standards, the committee assessed the findings
from the operating companies' annual health and safety audit
programmes, with a particular focus on the international and
new business audit arrangements. These programmes include
an emphasis on driving the right behaviours, while also ensuring
compliance with policies, procedures and legislative requirements.
A key focus area again this year was contractor safety management,
where there has been an extensive review of contractor
management procedures to validate supplier competence
and provide corporate assurance.
“The committee supported management
in safeguarding liquidity.”
Risk management and internal controls,
going concern and long term viability
The Board has delegated responsibility to the audit committee
for monitoring the Group’s risk management and assurance
arrangements. The committee strongly believes that an effective
risk management and internal controls system is key to the long
term sustainable growth of the Group.
The committee's review of the Group’s risk management and
internal controls system became increasingly critical in the last
quarter of the financial year with the emergence of COVID-19
and the immediate, and potentially long term, human, social,
economic and business impact. Alongside our usual risk
assessment, an assessment of each of the Group’s principal risks was
also undertaken in respect of the disruptive impact of the
COVID-19 outbreak.
Due to the ongoing uncertainty surrounding the impact of the
pandemic, the committee considered going concern as a
significant matter in this year’s report, along with the reviews
undertaken of tangible and intangible assets and the carrying
value of goodwill, focusing on the operating companies most at
risk in light of the ongoing pandemic. Full details of our going
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Corporate governance In addition to the committee’s ongoing scrutiny of our rail contracts,
the carrying value of mobilisation costs in relation to the Group’s
international contracts remained a critical judgement for the
committee, with the costs associated with contract mobilisation
in Germany, Ireland and Norway discussed at length with
management and the Group’s external auditor. While the
mobilisation costs are expected to be recovered in Ireland and
Norway, the £16.4m of mobilisation assets in Germany have been
impaired in the 2020 financial statements. The committee will
continue to scrutinise these costs and ensure that the financial
disclosures are appropriate and transparent.
The committee also undertook an assessment of the GTR franchise
and the Group’s rail contracts in Germany to ensure the accounting
was appropriate. This assessment included a detailed review of
future forecast and operational plans, with the assumptions
underpinning future revenue projections challenged as appropriate.
The committee will keep this position under review during the
year ahead.
Fair, balanced and understandable
As requested by the Board, the committee has reviewed the
content of this Annual Report and Accounts and advised that,
taken as a whole, it is fair, balanced and understandable and
provides the information necessary for shareholders to assess
the Group’s position, performance, business model and strategy.
A more detailed analysis of the committee’s review can be found
within this audit committee report on page 87.
Looking ahead
Over the year ahead the committee will continue to provide
independent challenge and oversight of the Group’s financial
reporting. This will include detailed scrutiny of the assumptions
behind forecasts that influence tangible and intangible assets,
the carrying value of goodwill, mobilisation costs and the going
concern assessment. We will also review the processes in place
for managing international bids, which will include progress
against the mobilisation of the Group’s German rail contracts.
Further details on the Group's critical accounting judgements
in relation to German rail are disclosed on page 143.
Adrian Ewer
Audit Committee Chair
23 September 2020
concern review are contained on page 60 to 62. Following the
review, we concluded that Go-Ahead continues to be a viable
business and remains a going concern. Our viability statement
can be found on page 59.
In light of the COVID-19 crisis, the committee also considered,
with the Board, the Group’s risk appetite and tolerance against
each of its principal risks and uncertainties and our updated risk
appetite statement can be found on page 53. Confirmation of the
Board’s robust assessment of the Group’s emerging and principal
risks, together with a description of the controls in place to
ensure they are adequately managed and mitigated, can be found
on pages 50 to 58. These are kept under regular review by
management and the committee to ensure that prevailing and
emerging risks are appropriately identified and prioritised and
kept within the Group’s risk appetite.
During the year, the committee also recommended that the
Board undertake a number of in-depth risk reviews during the
financial year, which included safety, IT, resilience, cyber security,
and climate change. The Board has also already undertaken an
initial risk review of the lessons learned from COVID-19.
Impact of IFRS 16
Building on our prior year assessment, the committee continued
to monitor the Group’s implementation of the new accounting
standard IFRS 16 Leases which was adopted, for the first time,
for the financial year ended 27 June 2020. The Group has applied
IFRS 16 using the modified retrospective approach on a lease-by-
lease basis. Therefore, right of use assets have been recognised
on the balance sheet with a corresponding lease liability as at
30 June 2019. In the income statement, the operating lease
expense has been replaced by a combination of depreciation
and interest.
Following the adoption of IFRS 16 on 30 June 2019, we recognised
£782.7m right of use assets and £781.1m of lease liabilities. As reported
in the Group’s half year financial results, the adoption of IFRS 16
has impacted our rail division results more significantly than our
regional and London & International bus divisions. Since entering
into the Direct Award Franchise Agreement on 1 April 2020,
Southeastern, where the franchise term now exceeds 12 months,
has also been required to review all leases and implement IFRS 16.
For further details on the impact of IFRS 16 to the Group’s results,
please see note 2 and note 13 of the Group's financial statements.
Other critical rail judgements
In addition to the judgements mentioned above, the committee
spent considerable time discussing those critical judgements
associated with the rail division. This included our German rail
operations, the financial performance of which has been adversely
impacted by availability and reliability of new trains and driver
shortages. Particular focus was given to the internal auditor’s
financial controls health check and the Group Corporate
Services Director’s safety visit to Stuttgart and Essingen depot.
In the second half of the year, the committee was updated
on improvements to operational performance and service
availability. As a committee we will continue to monitor the
situation closely, including the progress of legal claims against
the rolling stock provider. Further details on the Group’s critical
accounting judgements in relation to German rail are disclosed
on pages 142 to 143.
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Corporate governance
Accountability and transparency continued
Audit committee
Membership
• During the year, the audit committee comprised the
Key focus areas during the year
• Integrity of financial reporting
Committee Chairman (Adrian Ewer) and two independent
non-executive directors (Harry Holt and Leanne Wood)
• The Audit Committee Chair has recent and relevant
financial experience
• Detailed information on the experience, skills and
qualifications of all committee members can be found on
pages 66 and 67. The Board has confirmed it is satisfied that
the committee members have the appropriate range of
financial, commercial and sectoral expertise
Meetings
• Meetings of the committee generally take place
immediately prior to a Board meeting to maximise the
effectiveness of Board meetings. Attendance by members
at committee meetings can be seen on page 74. There were
five scheduled meetings during the year
• The Chairman, Group Chief Executive, Group Chief Financial
Officer, Non-Independent Non-Executive Director, Group
Financial Controller and internal and external auditors are
regularly invited to attend meetings
• The Audit Committee Chair holds pre-audit committee
meetings with management and key advisors between
scheduled committee meetings and, at least once a year, the
committee members hold separate meetings with the
external and internal auditors, without the executive
directors being present
• Impact of COVID-19
• Impact of IFRS 16
• Mobilisation costs in international businesses
• Carrying value of goodwill and tangible and intangible assets
• Onerous rail contract assessments
• Risk management and internal controls
• Going concern and long term viability assessment
• Health and safety standards and auditing
• IT-related risks including resilience and cyber security
Effectiveness
• The internal review of the committee’s effectiveness last
year concluded that the committee was fully effective in
discharging its duties and responsibilities. The review this
year is being carried out by Independent Audit Limited
as part of the external effectiveness review outlined on
pages 76 and 77, the findings from which will be disclosed
in next year’s Annual Report
Future focus
• Monitor the integrity of the Group's financial reporting
• Review the effectiveness of the Group's risk management
and internal control procedures
• Review internal audit arrangements
• Health and safety standards and auditing
Key responsibilities and terms of reference
• Monitoring the integrity of the Group’s financial statements
and reviewing significant financial reporting judgements
• Review of the assumptions behind forecasts that influence
the carrying value of goodwill and tangible and intangible
assets, mobilisation costs and the going concern assessment
• Reviewing the system of risk management and internal
• Review the processes for monitoring the mobilisation of
controls
German rail franchises
• Health and safety standards and auditing
• Monitor the ongoing liquidated and consequential damage
• Reviewing the effectiveness of the audit process and the
independence and objectivity of the external auditor
• Developing and implementing policy on engaging the
external auditor to supply non-audit services
• Reviewing the external auditor’s remuneration, terms of
engagement and reappointment
• Setting and monitoring the internal audit plan and internal
auditor effectiveness
• Committee effectiveness, including terms of reference
The committee’s terms of reference are reviewed annually and
approved by the Board. During the year, the terms of reference
were updated in accordance with best practice and a copy is
available on our website or upon request from the Group
Company Secretary.
claims against the rolling stock provider for German
rail franchises
• Continued scrutiny of the key estimates and judgements
underpinning the provisions in rail
• Review the process for managing international bids
Allocation of time
External audit and financial
reporting: 50%
effectiveness: 10%5020
and safety: 20%
controls: 20%
Risk management and internal
Internal audit including health
Governance and committee
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Risk management and internal controls
A summary of the key features of the Group’s risk
management and internal controls system is set out below:
Group structure
The Group’s devolved organisational structure supports an
effective top down/bottom up approach to risk management
and control
Leadership
Clear leadership from the Board with the executive directors
playing an integral role in working with operating companies
Board reporting
Regular review of reports received from the Group’s
internal auditor, external auditor, executive directors
and senior management
Health and safety reporting
Regular review of health and safety reports and audits,
including best practice and standards across operating
companies (both UK and international)
Financial reporting
A comprehensive Group-wide system of financial reporting,
budgeting and cash forecasting and control through which
the consolidated financial accounts are prepared and
submitted to the Board and from which the consolidated
financial reporting is derived
Compliance management
Annual certification by each operating company that it has
adhered to the Group’s Policies and Procedures Manual, which
reinforces the Group’s corporate governance, internal control
processes and management of risk
Assessment of the Group’s risk management
and internal controls system
The Board has confirmed that, through the committee’s review of
the key financial and internal control matters for 2020 as detailed
on pages 86 and 87, it has reviewed the effectiveness of the
system of internal, financial, operational and compliance controls
and risk management and considers that such systems operated
effectively throughout the financial year and up to the date on
which the financial statements were signed.
Internal audit
The Group’s internal audit function has been outsourced to
PricewaterhouseCoopers LLP's (PwC), with overall responsibility
and direction being retained by the audit committee. PwC
provides assurance over the effectiveness of key internal controls
as identified as part of the risk assessment process. In addition to
meetings with local management, PwC reports to the committee
at least four times a year.
In accordance with the previously agreed internal audit plan for
the year ended 27 June 2020, the committee reviewed reports
from our rolling programme of financial control reviews. These
included findings from the internal audit reviews undertaken, the
actions to implement the recommendations and the status of
progress against previously agreed actions. This year, an in-depth
financial control health check was also undertaken for several of
the Group’s international contracts. Reviews are scheduled where
there has been significant change in operational or financial
teams which allows prompt identification of those areas where
internal control risk is expected to increase. This in turn enables a
focus on monitoring and swift resolution.
During the year, the committee also approved the internal audit
plan for the year ending 3 July 2021. The detail of the plan was
developed through a number of discussions with the committee,
the Group Chief Financial Officer and the Group Financial
Controller. Meetings were also held with operating company
finance and business assurance teams to understand key focus
areas before finalising the plan with the committee.
The committee keeps under review the internal audit relationship
with PwC and maintains the procedures necessary to ensure
appropriate independence of the internal audit function.
Internal audit function effectiveness
Internal audit effectiveness is continually monitored and is
formally reviewed annually by the Audit Committee Chair,
Group Chief Financial Officer and Group Financial Controller, with
feedback reviewed by the wider committee. An annual meeting
between the committee and the internal auditor is also held,
without management present.
Following the formal review this year, the committee concluded
that the internal audit function was operating effectively and
provided assurance over the Group’s risk and controls environment.
There were no significant concerns raised. The necessary
procedures were also in place to ensure the appropriate
independence of the internal audit function.
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Corporate governance Accountability and transparency continued
Corporate governance
Key financial and internal control matters
During the year, the committee considered the following key financial and internal control matters in relation to the Group’s financial
statements and disclosures, with input from management and the external auditor:
Key financial and internal control
matters for 2020
How the committee addressed these key financial and internal control matters
Compliance with franchise terms and
conditions relating to the rail components
of the Group, specifically relating to the
accounting for related income and costs
arising from franchise agreements.
See page 142 for more information
The committee regularly reviews the accounting policies relating to income and
costs arising from franchise agreements and considers a range of reasonably
probable outcomes. At interim and year end reviews, a full schedule of material
income statement and balance sheet figures is assessed against the committee’s
expectations and discussed with the Group Chief Executive, the Group Chief
Financial Officer and, where appropriate, the external auditor.
The committee also considered the accounting for Rail as a consequence of the
Emergency Measures Agreements and agreed with the treatment that was applied
including the assessment and recognition of performance rates bonuses.
Ongoing review of provisions for
liabilities, specifically relating to third
party claims, lease return and
dilapidation provisions for rolling stock,
stations, depots and other properties
and measurement of uninsured liabilities.
See note 24 of the consolidated financial statements
At interim and year end, the levels of provision for third party claims, lease return and
dilapidation provisions are reviewed with the Group Chief Executive and the Group
Chief Financial Officer. Management’s review is supported by reports from appropriate
third-party experts who independently assess the required provision based on their
industry knowledge and an understanding of the Group’s specific circumstances.
Increases in provisions, utilisation and release of provisions are all reviewed for
reasonableness in light of these reports and the Group’s specific circumstances.
Impairment testing in respect of the value
of goodwill and tangible and intangible
assets on the Group’s investments.
See note 14 of the consolidated financial statements
The ongoing review of goodwill, tangible and intangible assets and carrying value of
investments, as presented by management, is challenged by the committee. This is
done by assessing the expected performance of the individual cash generating units
and ensuring that relevant risk factors are imputed to the rate of return used to
assess net present value of future cashflows. The committee also reviews historical
performance against expectations set in previous years.
Assessment of the Group’s German rail
contracts and carrying value of
associated assets.
See note 7 of the consolidated financial statements
The German business commenced the operation of its rail services during the year and
its operational losses were significantly higher than initially expected. This performance
was deemed to be an internal impairment indicator and in line with IAS36, a full review of
the forecast and operational plans was performed including the assessment of the
carrying value of the assets. The committee considered and challenged the inputs of
these models and cash flow forecasts as presented by management.
Assessment of the available resources to
support the going concern assumption
and the long-term viability statements.
See page 59 to 62 for more information
The committee reviewed and challenged management’s forecasts and the impact of
various possible downside scenarios including reverse stress assumptions. These
took account of the potential ongoing impact of COVID-19 on passenger volumes,
the availability and duration government funding measures and the mitigating
actions that the group may undertake.
Following the review, which the committee carried out at its meeting in September
2020, the committee recommended to the Board the adoption of both the going
concern and viability statements for inclusion in this report.
Assumptions underpinning the
calculation of the Group’s defined
benefit pension liabilities.
See note 28 of the consolidated financial statements
Pension scheme liabilities are assessed on behalf of the Group by independent actuaries.
Additionally, management reviews and challenges the underlying assumptions with
other professional advisors to ensure that the actuaries’ own assumptions are
appropriate for the Group. The committee also discusses the appropriateness of the
assumptions with the Group’s external auditor.
Understanding and treatment of
exceptional items in the year end accounts.
See note 7 of the consolidated financial statements
The committee has considered separate disclosure of exceptional costs in light of the
FRC recommendations of a balanced and consistent approach. The committee is mindful
of the need to understand the underlying trends of each division within the business with
the impact of large and unusual items separated out as necessary to avoid distortions
from such non-recurring aspects.
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Key financial and internal control
matters for 2020
How the committee addressed these key financial and internal control matters
Implementation of IFRS 16 which applied
for the first time during the year ended
27 June 2020.
IFRS 16 establishes principles for the recognition, measurement, presentation and
disclosure of leases. A full assessment has been carried out and concluded that
IFRS 16 does have a material impact on the Group’s balance sheet.
The committee, together with the Group Chief Executive and the Group Chief
Financial Officer, approves the scope of internal audit including the cycle of visits to
test operating company compliance and financial controls, based on a risk assessment.
The results of the internal audit visits are considered by the committee, together
with management’s responses to any improvement points. Control matters and
reporting issues identified as part of the external auditor interim and year end audits
are also reviewed by the committee, which considers the adequacy of any management
responses which, in particular, were in respect of IT controls during the period. In addition,
management ensures that the recruitment and review process for operating
company directors gives confidence in the calibre of the operating company teams
and their management, and the control environment in which they operate.
The committee received regular updates on progress throughout the COVID-19
crisis and challenged and supported management to ensure all appropriate steps
had been taken.
See note 2 of the consolidated financial statements
Ensuring operating company compliance
with Group policies and procedures and
maintaining the required financial
control environment.
COVID-19 had a material impact on the
business from an operational level. The
Group acted swiftly to reorganise its
operating model including ensuring the
vast majority of non-operational staff could
work from home. We have ensured the
business continues to operate to group
policies and procedures in an appropriate
control environment, ensuring the
continuation of the essential services we
operate were done in a safe manner in line
with government policy.
Fair, balanced and understandable
At the request of the Board, the committee has considered whether, in its opinion, the 2020 Annual Report and Accounts
(collectively the Annual Report), taken as a whole, is fair, balanced and understandable, and whether or not it provides the
information necessary for shareholders to assess the Group’s position, performance, business model and strategy.
The process was led by the internal Annual Report Team (ART),
consisting of members drawn from the Group Finance,
Group Company Secretariat and Investor Relations teams.
The inclusion of these various departments, with input from
the executive directors and senior management within the
Group and its operating companies as appropriate, ensures
the balance, completeness and accuracy of the Annual Report.
The ART was responsible for regularly reviewing work and
ensuring balanced reporting with appropriate links between
key messages and sections of the Annual Report.
The committee reviewed the Annual Report in its later stages
and advised of any areas which would benefit from further
clarity. Feedback was then incorporated ahead of final
approval by the Board.
When forming its opinion, the committee reflected on the
information it had received and its discussions throughout
the year.
In particular, the committee considered:
Is the Annual Report fair?
Is the Annual Report balanced?
Is the Annual Report understandable?
Page 88 of the 2019 Annual Report and Accounts provides
further details on the committee’s considerations against each
of these key questions last year, which the committee
followed again this year.
Conclusion
Following its review, the committee was able to provide
assurance to the Board that the Annual Report for the year
ended 27 June 2020 is representative of the year and presents
a fair, balanced and understandable overview, providing the
necessary information for shareholders to assess the Group’s
position, performance, business model and strategy.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Accountability and transparency continued
Corporate governance
External audit
The committee has primary responsibility for overseeing the
relationship with, and performance of, the external auditor. This
includes making the recommendation as to the appointment,
reappointment and removal of the external auditor, assessing its
independence on an ongoing basis and negotiating the audit fee.
Assessing the effectiveness of the external audit process
The assessment of the audit effectiveness for the year ended
29 June 2019 was undertaken during the year, following the
completion of that audit. As always, the approach taken was fully
independent and objective. The process was based on constructive,
honest and open dialogue with the external auditor to ensure
that optimum assurance was being derived from the audit.
The process of assessment was divided into five key areas:
Objectives
Clear objectives and desired outcomes
were agreed at the outset.
Timing
A timetable with appropriate milestones
was agreed, with assessments being
incorporated at both the planning and
completion stages.
Resources
The committee considered whether the
external auditor had appropriate resources
and expertise to conduct the audit.
Evaluation and
assessment
The committee challenged and scrutinised
the external auditor’s strategy based on its
own internal assessment. Key risks to audit
quality were discussed with assurance
provided by the external auditor on how
these risks would be mitigated.
Reporting
The committee reviewed the quality of
reporting from the external auditor and its
recommendations.
Using the FRC’s Audit Quality Practice Aid as guidance to support
the committee, effectiveness was also assessed against a range
of valuation components including mindset and culture, quality
control, judgement and skills and knowledge.
The committee’s assessment took into account views from the
Group Chief Financial Officer, the Group Company Secretary and
the Group Financial Controller. Deloitte also provided feedback
on its own performance, measured against its internal performance
objectives. Feedback arising from the process was passed to the
Group’s lead audit engagement partner so that any areas of
improvement could be followed up.
The observations from the assessment were presented and
discussed at a committee meeting and it was concluded that
Deloitte had performed its 2019 audit effectively. Appropriate
focus had been given to understanding the key areas of audit risk
and Deloitte had applied robust challenge throughout the audit.
Following the onset of the COVID-19 pandemic, and as part of the
committee’s planning phase of the audit, the committee reviewed
the process and procedures for the 2020 year end audit. Given
the ongoing uncertainties relating to the pandemic and resulting
accounting complexities, additional meetings were held with
management and the committee to revise the approach to the
audit this year to ensure it could be undertaken proactively and
effectively, while also taking into account the impact of remote
working. One of the key changes arising from this process was
to delay the reporting of the final year end results by two weeks.
We will report on the outcome of the audit effectiveness
assessment for the financial year ended 27 June 2020 in next
year's Annual Report.
Independence and objectivity of external auditor
The Board recognises the importance of auditor independence
and is aware of the situations which may give rise to the
impairment of auditor independence. The committee considers
carefully the objectivity of the auditor on an annual basis in
relation to both the audit process and the relationship with
the Group.
Policy on the provision of non-audit services
The committee is responsible for developing, implementing and
monitoring the Group’s policy on the engagement of the external
auditor to supply non-audit services. The principal requirements
of that policy are:
• The auditor will only be used for the provision of non-audit
work if it can be demonstrated that the engagement will not
impair independence or is a natural extension of its audit work
or there are other overriding reasons that make it the most
suitably qualified to undertake the work
• The auditor will not provide certain categories of non-audit
services to the Group, such as internal audit and litigation
support, the full list of which can be found in the committee’s
terms of reference
• The provision of certain non-audit services (including
accounting and tax services if the fees exceed a cumulative
£50,000) is subject to approval by the audit committee
• The ratio of the external auditor’s audit to non-audit fees
during the year, as a proportion of the annual external audit fee,
is kept under review by the committee
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Fees of external auditor
During the financial year, the Group external auditor’s fees were
£1.2m (2019: £0.9m); in addition, non-audit fees of £0.1m (2019: £0.1m)
were payable to the Group’s external auditor.
External audit partner rotation
On behalf of the Board, the committee oversees the relationship
with the external auditor. Deloitte LLP was appointed as the auditor
of the Group in October 2015 and reappointed at the 2019 AGM.
Chris Powell, who has held the role of lead audit partner since the
audit engagement began five years ago, is stepping down from
his role in line with the FRC’s Ethical Standard. Scott Bayne
replaced Chris Powell with effect from the completion of the
2020 audit.
External audit tenure
In accordance with requirements set out within the Competition
and Markets Authority’s regulations (the Statutory Audit
Services for Large Companies Market Investigation (Mandatory
Use of Competitive Tender Processes and Audit Committee
Responsibilities) Order 2014) and the UK Corporate Governance
Code, published in July 2018, the committee is required to
retender the external audit contract by no later than the 2025
financial year, this being ten years since appointment.
The committee has assessed the quality, effectiveness and
continuity of the relationship with Deloitte as the Group’s current
external auditor. It has recommended to the Board that it is in the
best interests of the Group and shareholders to tender the audit
contract by a date no later than that stipulated by the current
regulations, 2025. At that point, there is no contractual obligation
to retain the incumbent audit firm, with the choice of firm
remaining a topic of consideration for the committee.
Reappointment of external auditor for the 2021 financial year
Through open and honest dialogue with the external auditor as
well as feedback received from the Group Chief Financial Officer
and senior management, the committee is satisfied with the
objectivity and independence of the external auditor. The committee
is also satisfied that Deloitte continues to perform its audit work
to a high standard and with robust challenge. On this basis, the
committee has recommended to the Board that Deloitte be
reappointed at the 2020 AGM.
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Corporate governance Remuneration
Directors’ remuneration report
Leanne Wood
Remuneration Committee Chair
Dear Shareholder
On behalf of the Board, I am pleased to present the directors’
remuneration report for the year ended 27 June 2020, my first as
the Remuneration Committee Chair of Go-Ahead. I would like to
thank Katherine Innes Ker for her hard work and dedication in her
role as Committee Chair before me.
The report is divided into three principal sections:
• This annual statement, which provides the context for the
committee’s decisions during the year
• A summary of the remuneration policy which was adopted at
the 2018 AGM and remuneration paid to the Board in respect
of the 2020 financial year
• The annual report on remuneration, which provides details of
remuneration paid to the Board during the 2020 financial year
and how we will apply the remuneration policy for the
forthcoming year 2021
COVID-19
I would firstly like to acknowledge the serious impact COVID-19
has had and continues to have on the Group’s business and
stakeholders in recent months. As noted in the Group Chief
Executive’s report, our priorities during this time have been to
safeguard the health and wellbeing of our colleagues and
customers, to play our role in society in challenging times, and to
protect our business. It has been critically important to ensure we
continue to be an integral part of public transport infrastructure,
keeping vital services running for key workers and more recently,
increasing service levels to provide safe travel as people return to
their day-to-day lives. The significant contribution made by our
colleagues cannot go unrecognised, with their hard work and
innovation enabling the Group to respond quickly, supporting
communities and Government during this challenging time.
Overall, our financial results for the year ended 27 June 2020 have
been significantly impacted by the pandemic despite this only
being present for just over a quarter of our financial year. The
immediate and significant fall in passenger numbers meant that
the Group had to take decisive action quickly to conserve cash
and protect our business. This included suspending the interim
dividend and not proposing a final dividend to shareholders,
furloughing many of our colleagues, ceasing all non-essential
capital expenditure and postponing investment in new vehicles.
The committee also acknowledges that Government support
and funding has been essential to ensure we have continued
to provide vital services to our communities during this crisis,
while also ensuring our businesses have remained viable.
The committee has considered the impact of all of these factors
on our current executive remuneration arrangements, both in
terms of outcomes for the current financial year and targets for
the year ahead. In immediate response to the crisis, the Group
Chief Executive, Group Chief Financial Officer, Chairman and
non-executive directors voluntarily reduced their salaries/fees
by 20 per cent on a temporary basis from 1 April 2020 to the end
of the UK Government's Coronavirus Job Retention Scheme on
31 October 2020, in addition to waiving the 1 April 2020 annual
salary review. The committee has also used its discretion to not
pay bonuses for the 2020 financial year as well as defer the 2020
LTIP grants and target setting.
There is no doubt that the impact of COVID-19 will shape even
more of the decisions we make over the coming months and we
will continue to consider the alignment of executive remuneration
decisions with the stakeholder experience, Government support
and funding and against the background of the performance of
the business.
“It is important that our policy is aligned
to both shareholders' and other key
stakeholders' interests and continues to
operate in line with our long term
business strategy, culture and values.”
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Corporate governance Performance for the 2020 financial year
For more details on how the business has performed during the
2020 financial year, please read refer to the strategic report on
pages 1 to 62.
The majority of the executive directors’ annual bonus was based
on challenging financial measures. Performance against the
operating profit (65 per cent) and cashflow (10 per cent) targets
was below the threshold level and performance in respect of the
remaining strategic measures (25 per cent) was mixed. The
committee considered its exercise of discretion very carefully and
in the context of the impact of COVID-19 on the Group’s wider
stakeholders, it was agreed that it would not be appropriate to
pay an annual bonus to the executive directors for the 2020
financial year.
Vesting of the LTIP award granted to the Group Chief Executive
in November 2017 was determined by performance against
earnings growth (EPS), total shareholder return (TSR) and
customer service metrics. Performance against the EPS and TRS
metrics was below the threshold level and while customer service
had improved over the three year period such that an element of
this metric would have vested, the additional financial underpin
for the customer service metric resulted in no vesting of the
Group Chief Executive's 2017 LTIP award.
The committee recognises and appreciates the hard work and
contribution of the executive directors throughout the full
financial year and, in particular, their commitment and swift
response to mitigating the impact of COVID-19 on the business
so that it is well placed to emerge strongly. Notwithstanding this,
the committee believes that the 2020 pay outcomes are
appropriate in the context of aligning the executive directors’
interests with those of our stakeholders at this time.
The remuneration policy operated over the 2020 financial year
as intended by the committee. Full details of the relevant targets
and performance achieved are set out in section one of the
annual report on remuneration on pages 99 to 103.
Discretion
The committee applies the exercise of discretion very carefully
when considering the total amounts earned under the annual
performance-related bonus and LTIP, including the overall
performance of the Group and any exceptional factors. As
explained earlier in my letter, the committee determined that
discretion should be exercised to override the annual bonus
outcome for 2020 to deliver no bonus payouts. The committee
also determined that no discretion needed to be applied to
override the LTIP outcome.
When determining the future vesting of any in-flight LTIP awards,
the committee will carefully consider whether any discretion is
required to ensure outcomes are fair and appropriate.
Executive remuneration 2021
Over the last year, the committee reviewed the current
remuneration framework, measures and targets in the context
of the ever-changing political and industry landscape and more
recently in light of COVID-19. It is important that our policy is
aligned to both shareholders’ and other key stakeholders’
interests and continues to operate in line with our long term
business strategy, culture and values.
We are committed to ensuring that executives are properly
rewarded for performance and not failure. In order to deliver our
strategy successfully as well as providing motivation to perform,
remuneration plays an important retention role and needs to be
appropriately competitive without being excessive.
The annual performance-related bonus rewards executive
directors for delivering our short term financial and operational
goals with half of any bonus earned deferred in Go-Ahead shares
for a period of three years. The financial and non-financial
objectives against which annual performance-related bonus
targets are assessed include Group operating profit, Group
cashflow and strategic objectives. As usual, the annual bonus
targets will be disclosed retrospectively in next year’s report.
The long term focus of our strategy is supported through
our LTIP under which performance is tested over three years.
In-flight performance metrics currently include a mix of earnings
growth, shareholder return, customer service and more recently
international operating profit targets. A significant proportion of
our executive directors’ variable pay opportunity is represented
by the LTIP to ensure that investment decisions are made, and
operating efficiency achieved, against a background which is long
term and aligned with our stakeholders’ interests.
Given the exceptional circumstances, the committee has decided
to defer the 2020 LTIP grants and target setting until there is
greater visibility of the continuing impact of COVID-19. The
committee will consider the potential impact of stock market
movements on the number of shares to be granted under the 2020
LTIP. In any event, on vesting of these awards, the committee will
carefully consider whether any discretion is required to ensure
outcomes are fair and avoid any inappropriate windfall gains. We
expect to provide full details of the targets in the regulatory news
announcement when awards are made, as well as in next year's
remuneration report.
We anticipate that executive directors' salaries and Board fees
will be reviewed at the normal time during 2021, with any
increases taking into account the business, social and economic
environment at that point, as well as the salary position in
respect of the wider workforce.
IFRS 16
As explained in last year’s report, the committee will consider the
impact of the new statutory accounting standard IFRS 16 on
outstanding and future executive remuneration measures and
targets. This, however, does not apply to the executive directors’
remuneration for the 2020 financial year on account of no
variable remuneration being paid.
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Corporate governance Engagement with shareholders
We thank our major shareholder and representative bodies for
their engagement last year in supporting the committee to vary
the weighting and choice of metrics used in the 2019 LTIP award
and align the Group Chief Executive’s pension arrangements to
that of the majority of the workforce. Following this consultation,
the committee confirmed the revised weighting and choice of
LTIP metrics to our major shareholders and representative
bodies, in addition to providing full details in the regulatory news
announcement issued when awards were made in November
2019. Full details of all the LTIP metrics for the 2019 LTIP award
can be found on page 107.
The committee will also consult with shareholders in advance
if there any substantive changes to the performance conditions
for the 2020 LTIP grant
Remuneration committee advisor review
During the year, PricewaterhouseCoopers LLP (PwC) was
appointed as the Group's new independent remuneration advisor
to the committee following a tender process. Full details can be
found on page 94.
Corporate governance
Last year, we made good progress with the early adoption of the
majority of the provisions of the revised UK Corporate
Governance Code, published in July 2018 (the Code) and other
new regulatory requirements. Whilst not formally incorporated
into the remuneration policy until the AGM 2021, the changes we
made were effective immediately and included the alignment of
the executive pension provision with our wider workforce;
approval of a new malus and clawback policy and senior
management remuneration policy; implementation of
discretionary power to override formulaic outcomes for LTIP
awards; share price impact scenario reporting; and CEO pay ratio.
See page 97 of the 2019 Annual Report and Accounts for further
information.
Details of how the current policy addresses the provisions of the
Code, including clarity, simplicity, risk, proportionality and alignment
to culture, are provided in the 2019 Annual Report and Accounts.
This year, we continued to build on and strengthen our
governance and reporting processes. The committee considers
that it has always felt well informed about the pay and related
policy arrangements for the Group’s wider workforce and so has
been able to consider wider employee pay as context for any
decisions taken with respect to the executive directors.
During the year, however, we formalised our processes for
reviewing these arrangements with an annual update now
provided by the Group People Director to the committee on
a business-by-business basis. It is pleasing to note that our
first formal review during the year found the wider workforce
arrangements to be consistent with our values and supporting
a healthy culture. Over the year ahead, the committee intends to
supplement this formal review by working with Harry Holt, who
was appointed by the Board during the year as the non-executive
director designated to oversee colleague engagement across the
Group, to explain how executive pay arrangements align with the
wider Group pay policy. Despite the Board’s rolling programme
of site visits having to be suspended in light of the current
pandemic, we look forward to the opportunity to gain first-hand
feedback in two-way discussion with the workforce.
Looking ahead
The Group has demonstrated its strength with a resilient
business model and the commitment of our people who have
served our stakeholders well during this crisis. The last few
months have highlighted how vital our role is in society, with our
purpose and values remaining core to how we operate.
The year ahead marks the final year under the current
remuneration policy, which was supported at the 2018 AGM
with 99 per cent of shareholders voting in favour. Given the
continued uncertainty we face in both the wider economy and
the industry in which we operate, it is important that our future
policy supports the delivery of our strategic goals and the
creation of our shareholder value against the current backdrop.
A key focus for the year ahead is therefore to carry out a full
review of our policy, taking account of developments in market
best practice and investor expectations, as well as the specific
needs of our business and the sector in which we operate. This
review will also include the adoption of post-employment
shareholding guidelines.
I look forward to engaging with shareholders prior to seeking
approval for our new policy at the 2021 AGM.
Leanne Wood
Remuneration Committee Chair
23 September 2020
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Corporate governanceRemuneration continued Remuneration committee
Membership
• During the year, the remuneration committee comprised of
the Committee Chair (Leanne Wood) and three
independent non-executive directors (Clare Hollingsworth,
Adrian Ewer and Harry Holt). Katherine Innes Ker stepped
down as Committee Chair at the AGM last year
• The members of the committee have no personal interests
in the matters to be decided by the committee other than as
shareholders and have no conflicts of interest arising from
cross-directorships
• The Group Chief Executive and the Group People Director
attended relevant parts of the committee meetings during the
year. No individual was present when their own remuneration
was being determined
Meetings
• The committee met five times during the year. Four of these
meetings were scheduled, with one additional meeting held
to discuss executive remuneration and the impact of
COVID-19. Attendance by members at committee meetings
can be found on page 74
• Approved the 2019 directors’ remuneration report
• Considered the impact of the new statutory accounting
standard IFRS 16
• Reviewed senior management and Chairman remuneration
• Reviewed executive remuneration policy
• Reviewed the advisory services to the committee and
approved the appointment of PwC as independent
remuneration advisor
The committee also considered and approved the following
during the year, which were subsequently waived due to the
onset of COVID-19:
• Executive director and senior management salary increases
from 1 April 2020
• Chairman and non-executive director fee increases from
1 April 2020
The Board subsequently volunteered to take a temporary
20 per cent reduction in their fees/salaries from 1 April 2020 to
the end of the UK Government's Coronavirus Job Retention
Scheme on 31 October 2020
Key responsibilities and terms of reference
A summary of the key responsibilities of the remuneration
committee includes:
• Designing remuneration policy and practices to support
long term strategy, purpose and value
• Developing policy on executive remuneration and
determining senior management, new director and
Chairman remuneration
Effectiveness
• The internal review of the committee’s effectiveness last
year concluded that the committee was fully effective in
discharging its duties and responsibilities. The review this
year is being carried out by Independent Audit Limited
as part of the external effectiveness review outlined on
pages 76 and 77, the findings from which will be disclosed
in next year’s Annual Report
• Reviewing pension arrangements for the executive directors
to ensure alignment with the wider workforce
Future focus
• Executive remuneration policy review ahead of the 2021 AGM
• Reviewing workforce remuneration and related policies to
ensure consistency with Group values and culture
• Ensuring remuneration policy promotes long term
shareholdings by executive directors that align with
shareholders interests
• Selecting, appointing and setting the terms for any
remuneration consultants to advise the committee
• Committee effectiveness, including terms of reference
The committee's terms of reference are reviewed annually and
approved by the Board. During the year, the terms of reference
were updated in accordance with best practice and a copy is
available on our website or upon request from the Group
Company Secretary.
Key focus areas during the year
• Set targets for the 2019 LTIP award and 2020 annual
performance-related bonus
• Consulted with major shareholders and representative
bodies on 2019 LTIP award metrics and weightings and
alignment of Group Chief Executive pension arrangements
with the wider workforce
• Approved 2019 annual performance-related bonus payout
and nil vesting of the 2016 LTIP award
• Review the alignment of executive performance-related pay
targets to support and deliver Go-Ahead's strategy, taking
into account the ongoing impact of COVID-19
• Review and determine senior management remuneration
• Review the effectiveness and transparency of remuneration
reporting
• Monitor compliance with the Code and develop further
remunerated-related engagement with the workforce
Allocation of time
effectiveness 10%3535
advisor review: 5%
Executive remuneration policy: 35%
Annual target setting and outcomes 35%
Senior management remuneration 15%
Remuneration committee
Governance and committee
93
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance
+
15
+
5
+
10
+
L
External advisors to the committee
New Bridge Street (NBS) (part of Aon plc) acted as an independent remuneration advisor to the committee from the start of the
financial year to 31 May 2020, when it ceased to provide independent remuneration committee advice to listed companies. At the time
of their appointment by the committee, a thorough tender process was undertaken. Neither Aon Hewitt Limited nor the wider Aon plc
provided any other services to the Group during this time and therefore the committee was satisfied that it provided objective and
independent advice. NBS is a member of the Remuneration Consultants Group and complies with its Code of Conduct. The fees
payable to NBS for advice throughout the year were £44,458 (2019: £64,300), charged on a time and material basis.
PwC was appointed independent remuneration consultant by the committee with effect from 28 June 2020 after a rigorous tender process
led by the Remuneration Committee Chair and the Group Company Secretary. PwC is one of the founding members of the Remuneration
Consultants Group Code of Conduct and adheres to this code in its dealings with the committee. PwC also acts as the Group’s internal
audit function, providing assurance over the effectiveness of key internal controls as identified as part of the risk assessment process.
The committee is comfortable that the PwC engagement partner and team who provide remuneration advice to the committee, do
not have connections with the Group or individual directors of the Group, that might impair their independence. The advice received
is independent and objective.
Statement of voting at Annual General Meeting
At last year’s AGM (31 October 2019), the directors’ remuneration report received the following votes from shareholders:
Remuneration report
Votes for and
discretionary
30,557,653
98.74%
Votes against
Total votes
Withheld
388,774 30,946,427
100.00%
1.26%
8,563
The remuneration policy was last approved for the year ended 30 June 2018 at the Annual General Meeting held on 1 November 2018,
the voting outcome of which was:
Remuneration policy
Votes for and
discretionary
30,249,362
99.00%
Votes against
Total votes
Withheld
307,034 30,556,396
100.00%
1.00%
19,230
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Corporate governanceRemuneration continued
Remuneration 2020 at a glance
Summary of directors’ remuneration policy
This report sets out a summary of Go-Ahead’s policy on remuneration for executive and non-executive directors which was approved
by shareholders at the AGM on 1 November 2018 and applies until the 2021 AGM. The full policy report is set out on pages 97 to 103
of our 2019 Annual Report and Accounts, available on our website. The policy is designed to attract, retain and motivate our leaders
within a structure designed to support both the financial objectives and strategic priorities of the Group which is aligned with
shareholders’ and stakeholders’ long term interests.
Element of
remuneration
Base salary
Link to strategy
Enables the Group to recruit
and retain individuals of the
calibre required to deliver its
strategic objectives.
Framework
(operation and maximum opportunity)
Performance measures
Normally reviewed annually with changes
effective from 1 April.
N/A
No maximum salary level, but salary
increases will not normally exceed the
average increase awarded to other UK
based employees.
Benefits
To provide a market
competitive level of benefits
for executive directors.
Family private healthcare, death in service
and life assurance cover, free travel on the
Group’s services and professional
membership subscriptions.
N/A
Pension
allowance
Pension provision for executive
directors has been aligned with
the majority of the workforce.
Reasonable business-related expenses (if
determined to be a taxable benefit).
Other benefits introduced for the wider
workforce.
Benefits are intended to be market
competitive but not subject to
a maximum.
Executive directors are eligible to
participate in the Workplace Savings
Section of The Go-Ahead Group Pension
(which is the pensions auto-enrolment
vehicle for the majority of employees) or
receive a cash alternative equivalent.
N/A
Performance-
related bonus
Focuses on key strategic
objectives for year ahead.
Deferral of half of bonus into
Group shares aligns executive
directors’ interests with those
of shareholders.
Maximum is 3 per cent of qualifying
earnings as pension provision.
Maximum of 150 per cent of salary.
Awards normally delivered: 50 per cent in
cash following AGM and 50 per cent in
shares deferred for a period of
three years.
Subject to malus and clawback provisions
for three years following the award.
Based on Group strategic objectives
set for the year ahead. The majority
of bonus will be subject to
challenging financial targets.
Performance below threshold results
in zero payment, with no more than
25 per cent bonus available at
threshold. Payments rise from
0 per cent to 100 per cent of the
maximum opportunity levels for
performance between threshold
and maximum targets.
A quality of earnings review and a
health and safety underpin apply
to the full bonus.
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Corporate governance Summary of directors’ remuneration policy continued
Element of
remuneration
Long Term
Incentive Plan
(LTIP)
Link to strategy
Framework
(operation and maximum opportunity)
Performance measures
Aligned to the strategic
objectives of the Group to
deliver long term returns to
shareholders.
Maximum annual award of 150 per cent of
base salary for the Group Chief Executive,
and 100 per cent for the Group Chief
Financial Officer.
Awards normally vest based on
performance over a period of three years
(with the accrual of dividend equivalents).
Post-tax number of shares vesting will be
subject to an additional two-year holding
period.
Subject to malus and clawback provisions,
for three years following vesting.
Subject to a combination of financial
and/or non-financial measures, tested
over a period of at least three years.
Performance below the threshold
results in zero vesting. The starting
point for the vesting of each
performance element will be no
higher than 25 per cent and rises on
a straight-line basis to 100 per cent
for attainment of levels of
performance between threshold and
maximum targets.
Performance measures may be
introduced or reweighted so they are
directly aligned with the Group’s
strategic objectives.
Performance metrics currently
include compound annual growth in
adjusted earnings per share (EPS*)
and relative total shareholder return
with each accounting for at least
25 per cent of the award. The
committee has the discretion to vary
the weighting and choice of metrics
including the comparator groups
prior to each award.
All-employee
shares plans
Encourage share ownership.
Share
ownership
Aligns the financial interests of
the executive directors with
those of shareholders.
Chairman and
non-executive
directors’ fees
Fees are set at a level to attract
and retain individuals with
appropriate expertise to
complement the Group’s
strategy.
Participation is on the same basis as other
eligible employees and in accordance with
HMRC limits and guidelines as amended
from time to time.
Executive directors are required to retain
50 per cent of the post-tax gain on vested
LTIP and deferred share awards until such
time as they have a holding of 200 per
cent of base salary.
N/A
N/A
Fees are reviewed annually each year with
reference to comparable listed
companies.
N/A
Additional fees may be paid for any
committee chairmanship and/or for the
Senior Independent Director.
The aggregate level of non-executive
directors’ fees shall not exceed the
maximum limit set out in the articles of
association.
Non-executive directors are not eligible
to receive performance-related
remuneration or pension entitlements or
to participate in share option schemes.
*
In line with our commitment to transparent reporting, EPS is reported on a statutory basis. Where targets have been based on adjusted EPS (EPS before exceptional items),
vesting will be determined by a calculation on an adjusted basis, based on reported Group operating profit adding back any exceptional items, which is consistent with prior
years. The committee will also consider the impact of IFRS 16 on outstanding and future executive remuneration measures and targets. Any impact on executive remuneration
will be neutralised (by converting IFRS 16 outturns back to IAS 17) to ensure that the executive directors are neither rewarded or penalised vis-a-vis the basis on which their
awards were based.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued Summary e xecutive remuneration 2020
Basic salary and pension
Base salary (£’000)
% increase from prior year1
Temporary reduced base salary (£’000)1
Pension (£’000)2
2020 annual performance-related bonus
Maximum opportunity (% of salary)
Actual outcome following remuneration
committee discretion
(% of salary)
Cash amount
Amounts satisfied in shares
2017 LTIP award
Maximum opportunity (% of salary)
Award vesting (percentage of
maximum opportunity)
Group Chief Executive, David Brown
Group Chief Financial Officer, Elodie Brian
£582
0%
£465
£1
150%
0%3
£nil
nil
150%
nil
£335
0%
£268
£1
150%
0%3
£nil
nil
N/A4
N/A
1.
In response to COVID-19, the executive directors volunteered to take a temporary 20 per cent reduction in their base salary with effect from 1 April 2020 to the end of the
UK Government's Coronavirus Job Retention Scheme on 31 October 2020, in addition to waiving the 1 April 2020 annual salary review. The 2020 incentive opportunities
will be based on full unadjusted salary.
2. Last year, pension provision for the executive directors was aligned with the majority of the workforce. The executive directors are therefore eligible to participate in the
Workplace Savings Section of The Go-Ahead Group Pension Plan (which is the pensions auto-enrolment vehicle for the majority of employees) or receive an equivalent
cash allowance. Both executive directors have opted to receive an equivalent cash allowance which represents 3 per cent of qualifying earnings.
3. The committee considered its exercise of discretion carefully. In the context of the impact of COVID-19 on the Group's wider stakeholders, it was agreed that it would not
be appropriate to pay an annual bonus to the executive directors for the 2020 financial year.
4. The Group Chief Financial Officer’s first LTIP award was granted in November 2019 for the three-year performance period 2020–2022.
The total single remuneration figure for our executive directors for the year ended 27 June 2020 is shown below:
Total single remuneration figure for 2020 (£’000)
Group Chief Executive, David Brown
Group Chief Financial Officer, Elodie Brian
2020
558
320
2019
1,269
46
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Executive directors’ remuneration – actual vs policy (£’000)
The charts show a comparison of the total single remuneration figure received by the executive directors for the year ended 27 June 2020
compared with the fixed, target and maximum opportunity which was available under Go-Ahead’s remuneration policy. Pursuant to
The Companies (Miscellaneous Reporting) Regulations 2018, we have also included an illustration of the maximum opportunity available
following 50 per cent share price growth on the maximum LTIP award value.
David Brown – Group Chief Executive
Elodie Brian – Group Chief Financial Officer
Fixed
Target
Max
Max plus SPG
£587
£1,242
Fixed
Target
Max
£2,333
£2,770
Max plus SPG
£336
£671
£1,174
£1,341
Actual
£558
Actual
£320
(cid:31) Fixed
(cid:31) Bonus (cid:31) LTIP (cid:31) 50% SPG
(cid:31) Fixed
(cid:31) Bonus (cid:31) LTIP (cid:31) 50% SPG
Executive remuneration compared with FTSE 250
When setting the remuneration for the executive directors, one of the factors the committee considers is the relevant markets for the
executive directors, which we believe is the FTSE 250, and the size of the Group compared with industry peers (FirstGroup plc,
Stagecoach Group plc and National Express Group plc). Despite the recent fall in market capitalisation of the Group as a result of
COVID-19, the committee believes that the FTSE 250 is still an appropriate benchmark for external comparison as it reflects the size
and complexity of the Group and executive roles. This benchmark, however, will continue to be regularly reviewed.
The charts below shows the relative position of the Group Chief Executive's and Group Chief Financial Officer’s base salaries in
comparison with the lower median and upper quartiles of the FTSE 250.
David Brown – Group Chief Executive
Elodie Brian – Group Chief Financial Officer
Positioning of target total compensation of the Group relative to market benchmarks
(cid:31) FTSE 250 Lower Quartile (cid:31) FTSE 250 Median (cid:31) FTSE 250 Upper Quartile
Shareholding requirement
David Brown – Group Chief Executive (% of salary)
Shareholding requirement
Current shareholding (as per table on page 105)
Value of /gain on interests over shares
(i.e. unvested awards subject to performance conditions)
111, 226 shares
106,129 shares
51,141 shares
Elodie Brian – Group Chief Financial Officer (% of salary)
0%
50%
100%
150%
200%
Shareholding requirement
64,054 shares
Current shareholding (as per table on page 105)
5, 119 shares
Value of /gain on interests over shares
(i.e. unvested awards subject to performance conditions)
8,664 shares
0%
50%
100%
150%
200%
Notes:
Current shareholding includes: (a) beneficial holdings including beneficial interests in shares held under the Group's Share Incentive Plan and (b) unvested ordinary shares
under the deferred share bonus plan (DSBP) (on a net-of-tax basis). Unvested shares under the LTIP have not been included.
The current shareholding and value of/gain on interests over shares as a percentage of salary has been calculated using the Group Chief Executive's and Group Chief Financial
Officer’s full base salaries of £581,710 and £335,000 respectively.
The Group Chief Executive and Group Chief Financial Officer purchased 932 and 2,500 shares respectively between the period 30 June 2019 and 27 June 2020.
The value of the ordinary shares shown above has been based on the average share price between the period 30 June 2019 and 27 June 2020, being £10.46.
Value of/gain on interests over shares comprises unvested 2017, 2018 and 2019 LTIP awards for the Group Chief Executive and the unvested 2019 LTIP award for the Group
Chief Financial Officer on a net-of-tax basis.
Unvested LTIP shares do not count towards satisfaction of the shareholding guidelines.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued
Annual report on remuneration
Set out below is the annual report on directors’ remuneration for the year ended 27 June 2020 which, together with the annual
statement from the Remuneration Committee Chair, will be put to shareholders for an advisory vote at the AGM on 24 November 2020.
The remuneration committee has prepared this report on behalf of the Board in line with the Companies Act 2006, Schedule 8 of the
Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013 and the Listing Rules of
the Financial Conduct Authority and applies the main principles relating to remuneration which are set out in the revised UK Corporate
Governance Code published in July 2018.
The annual report on remuneration is divided into three sections:
Section 1: Single figure tables
Section 2: Additional information on 2020 remuneration
Section 3: Implementation of remuneration policy in 2021
The external auditor has reported on certain sections of this report and stated whether, in its opinion, those sections have been
properly prepared. Those sections which have been subject to audit are clearly indicated.
Section 1: Single figure tables
Executive directors’ single figure table (audited)
The table below summarises all remuneration that was earned by each executive director during the year.
The remuneration committee reviews all incentive awards prior to payment and uses judgement to ensure that the final assessments
of performance are fair and appropriate.
Short term incentives
(performance-related bonuses)
Salary 1
£’000
Taxable
benefits 2
£’000
Cash bonus 3
£’000
Deferred
share bonus 3
£’000
Long Term
Incentive
Plan (LTIP) 4
£’000
Pension
allowance 5
£’000
Other
remuneration
£’000
Total single
remuneration
figure
£’000
Total fixed
pay
£’000
Total variable
pay
£’000
Executive directors
Group Chief Executive, David Brown
2020
2019
553
571
4
4
—
330
Group Chief Financial Officer, Elodie Brian
2020
2019
319
46
—
—
—
—
—
330
—
—
—
—
—
—
1
—
1
—
—
34 6
—
—
558
1,269
320
46
558
575
320
46 *
—
694
—
—
* Elodie Brian was appointed as a statutory director from 5 June 2019. The salary received between 5 June 2019 and 29 June 2019 was backdated to 1 April 2019 in
recognition of the qualifying services she performed during April and May in advance of her permanent statutory appointment.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Section 1: Single figure tables continued
Commentary on the executive directors’ single figure table
1. Salary
Base salary levels for the executive directors are shown below and will remain in place until April 2021 when they are reviewed again.
No salary increases were awarded this year on account of the COVID-19 pandemic. In addition, the executive directors volunteered to
temporarily waive 20 per cent of their base salaries on a temporary basis from 1 April 2020 to the end of the UK Government's Job
Retention Scheme on 31 October 2020, the revised salaries for which are shown in brackets below:
Executive directors
Group Chief Executive, David Brown
Group Chief Financial Officer, Elodie Brian
From
1 April 2020
From
1 April 2019
%
increase
£581,710
(£465,368)
£335,000
(£268,000)
£581,710
£335,000
—
—
2. Taxable benefits
The taxable benefit for the Group Chief Executive comprises family healthcare membership.
3. Cash bonus and deferred share bonus (annual performance-related bonus)
The table below illustrates the components of the annual performance-related bonus award at maximum and actual payouts for
business objectives set at the start of the year for the executive directors.
Metric
Performance measure
Group profit
Group cashflow
Strategic KPIs
Total
Group operating profit 2020
Net debt after adding back restricted cash
See page 101
Weighting
(percentage
of maximum)
Maximum
opportunity
(percentage
of salary)
Actual payout
(percentage
of salary)
Achieved
65%
10%
25%
100%
97.5%
15%
37.5%
150%
0%
0%
0%
0%
0%
0%
0%
0%
The following tables illustrate in more detail the actual performance against each individual metric.
Group operating profit (65 per cent)
For Group operating profit for the year ended 27 June 2020, target vesting was proportionately weighted between the operating profit
contribution from bus (45.5 per cent) and rail (19.5 per cent), with payout on a sliding scale. The actual Group operating profit for bus
was £68.1m and the actual Group operating profit for rail was £nil resulting in no payout for either bus or rail. These figures have been
calculated on a pre-IFRS 16 and a pre-exceptional basis.
Measure
Bus (70%)
Rail (30%)
Actual Group
operating
profit
(bus)
Actual
payout
(bus)
Actual Group
operating
profit
(rail)
Actual
payout
(rail)
Weighting
(% of bonus)
Threshold vesting: £88.5m Threshold vesting: £11.7m
0%
Group operating
profit 2020
Target vesting: £93.2m
Target vesting: £16.7m
50%
£68.1m
0%
£nil
0%
Maximum vesting: £97.9m Maximum vesting: £21.7m
100%
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued
Cashflow (10 per cent)
The target for Group cashflow (defined as net debt after adding back restricted cash) was £274.9m, with maximum vesting at £261.2m.
Actual Group cashflow for the year ended 27 June 2020 was £321.6m (2019: £237.4m on an adjusted basis), resulting in a 0 per cent payout.
This has been calculated on a pre-IFRS 16 basis.
Measure
Target
Net debt 2020
Target vesting: £274.9m
Maximum vesting: £261.2m
Weighting
(% of bonus)
Actual
net debt
Actual payout
0%
100%
£321.6m*
0%
* Net debt has increased by circa £80.0m following the lock up of unrestricted cash following the introduction of the Emergency Measures Agreements for both UK rail operations.
Strategic KPIs (25 per cent)
The committee's assessment of the three key strategic targets is outlined below, with discretion applied such that no bonus will be
payable for this element of the annual performance-related bonus.
Target
Assessment
Maximise profit in Southeastern, including end of
franchise arrangements
Ensure the strategic growth of the business, including
securing and mobilising international operations and/or
identifying major opportunities
Achieved – in response to COVID-19, the DfT introduced Emergency
Measures Agreements (EMAs) across the industry. For Southeastern,
the EMA terms were extended to a direct award contract of at least 18
months from 1 April 2020
Not achieved – No new contract wins. Operations mobilised in Ireland,
Germany and Norway.
Achieve a colleague engagement index of at least 68 per cent
and deliver the 2018 Group-wide engagement plans
Achieved – Overall engagement score of 74 including growth in GTR
and Southeastern
Health and safety target threshold
The annual performance-related bonus includes a health and safety underpin that enables the committee to use its discretion to
reduce bonus payments potentially to zero should it be considered appropriate. The committee concluded that no scaling back of
bonus would have been required in light of the Group’s health and safety performance having been maintained during the year.
Rail customer service threshold
There was an additional underpin that enabled the committee to use its discretion if customer satisfaction across the Group’s train
operating companies in Spring 2020 (as measured by the Transport Focus National Rail Passenger Survey (NRPS) averaged across the
Group’s rail operating companies) was less than the London and South East Sector NRPS score of 81 per cent in Spring 2019. As the
Spring 2020 NRPS score for the Group’s train operating companies was 82 per cent and higher than the NRPS threshold, the committee
agreed that no scaling back of bonus would have been required.
4. Nil vesting of 2017 LTIP award – Group Chief Executive only
The table on page 102 summarises the performance conditions for the Group Chief Executive’s 2017 LTIP award and the actual
performance achieved. This award was subject to performance conditions measured over the three financial years ending with the 2020
financial period.
As shown overleaf, none of the performance measures were achieved for this award.
The customer service targets for rail and bus (each with 10 per cent targets respectively) were measured by the independent
passenger watchdog Transport Focus (formerly Passenger Focus):
• For the rail customer service target, the benchmark was the London and South East Sector NRPS score, with the threshold being the
Spring 2017 London and South East Sector NRPS of 82 per cent. The target was to increase the score to 86 per cent over the three-
year performance period.
• For the bus customer service target, the threshold was to maintain the 2017 Bus National Passenger Survey (NPS) score of 90 per cent,
with the target to increase the score to 93 per cent over the three year performance period.
• While performance for both the rail and bus customer service targets was at, or above, threshold, in accordance with the additional
profit threshold, there was nil vesting for the customer service element of the award. This threshold required earnings per share
(EPS) growth over the three-year period to be greater than RPI +2 per cent before any element of this award could vest. For the year
ended 27 June 2020, EPS growth was -36.1 per cent resulting in nil vesting for the customer service element of the 2017 LTIP award.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Weighting
(% of total award)
Below threshold
—
0%
Section 1: Single figure tables continued
Performance conditions and actual performance achieved for the 2017 LTIP award
Earnings per share (EPS)
Total shareholder return (TSR)
Customer
EPS payout
(% of each
element)
Compound
annual growth in
adjusted EPS
Payout
(% of TSR
element)
Relative TSR vs
FTSE 250
(excluding
certain sectors)
Payout
(% of each
customer
element)
Rail customer
service target
Bus customer
service target
40%
—
40%
—
10%
10%
Threshold
10%
RPI + 2% p.a.
25%
Median
Less than RPI
+ 2% p.a.
0% Below median
0%
10%
Less than
82%
Less than
90%
82%
90%
Between
threshold and
maximum
Between
10% and
100%
Between RPI
+ 2% p.a. and RPI
+ 10% p.a.
Between 25%
and 100%
Between
median and
upper quartile
Between 10%
and 100%
Between 82%
and 86%
Between 90%
and 93%
Maximum
100%
RPI + 10% p.a.
100% Upper quartile
100%
86%
93%
Performance
achieved
Adjusted EPS
of 56.6p.
From a base of
181.6p this is
equivalent to RPI
(34.66)% p.a.
68th out of
113 “live”
companies
82%
91%
Actual % vesting
0%
0%
0%
0%
0%
0%
0%
In line with our commitment to transparent reporting, EPS and Group operating profit are now reported on a statutory basis. At the
time of this LTIP award, the targets were based on adjusted EPS and adjusted Group operating profit (before amortisation and exceptional
items) and on a pre-IFRS 16 basis. The performance of the 2017 LTIP award has therefore been calculated on an adjusted basis, based on
reported Group operating profit adding back amortisation and any exceptional items, which is consistent with prior years and it had
also been neutralised (by converting IFRS 16 outturns back to IAS 17) to ensure that the executive directors were neither rewarded or
penalised vis-a-vis the basis on which their rewards were based.
5. Pension allowance
Further to aligning pension provision for the executive directors with the majority of the workforce last year, both the Group Chief
Executive and Group Chief Financial Officer have opted to receive a cash allowance of 3 per cent of qualifying earnings. This is
equivalent to the employer contribution rate they would have received had they participated in the Workplace Savings Section
of The Go-Ahead Group Pension Plan (the pensions auto-enrolment vehicle for the majority of employees). For the purposes of
auto-enrolment legislation, qualifying earnings for the tax year 2020/21 are gross taxable earnings between £6,240 pa and £50,000 pa.
The lower and upper thresholds are reviewed each year by the government.
6. Other remuneration
The value of the gross cumulative dividend payment is in relation to the Group Chief Executive’s deferred share bonus award which
was granted on 29 October 2015, for the year ended 27 June 2015, and which vested on 29 October 2018 following the end of the
three-year deferral period.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued Non-executive directors’ remuneration for the year ended 27 June 2020 (audited)
The table below sets out the total single remuneration figure received by each non-executive director for the year ended 27 June 2020
and the prior year:
Committee membership and other responsibilities as at 27 June 2020
Total single remuneration figure
Non-executive director
Nomination
committee
Audit
committee
Remuneration
committee
Other
Clare Hollingsworth1 Chair
Adrian Ewer2
Member
Katherine Innes Ker3 Member
Member
Harry Holt
Leanne Wood4
Member
Andrew Allner5
—
—
Chair
—
Member
Member
—
Member
Member
—
Member
Chair
—
Chairman
Senior Independent Director
—
—
—
—
2020
£’000
164
61
54
50
55
63
2019
£’000
—
60
65
52
52
185
1. Clare Hollingsworth joined the Board as Non-Executive Chairman Designate on 1 August 2019 and succeeded Andrew Allner as Chairman of the Board and
Nomination Committee Chairman with effect from the conclusion of the 2019 AGM.
2. Adrian Ewer succeeded Katherine Innes Ker as Senior Independent Director with effect from the conclusion of the 2019 AGM.
3. Katherine Innes Ker stepped down as Senior Independent Director and Remuneration Committee Chair with effect from the conclusion of the 2019 AGM and ceased
to be a member of the audit and remuneration committees.
4.
Leanne Wood succeeded Katherine Innes Ker as Remuneration Committee Chair with effect from the conclusion of the 2019 AGM.
5. Andrew Allner retired as Chairman of the Board and Nomination Committee Chairman with effect from the conclusion of the 2019 AGM.
Fees payable to the Chairman and non-executive directors (audited)
Base fee levels for the Chairman and non-executive directors are shown below and will remain in place until April 2021 when they
are reviewed again.
No fee increases were awarded this year on account of the COVID-19 pandemic. In addition, the Chairman and non-executive
directors volunteered to take a temporary 20 per cent reduction in their fees with effect from 1 April 2020 to the end of the UK
Government's Coronavirus Job Retention Scheme on 31 October 2020, the revised fees for which are shown in brackets below:
Chairman and non-executive directors’ annual fees with effect from 1 April 2020
Chairman
Non-executive director
Senior Independent Director
Audit Committee Chair
Remuneration Committee Chair
£’000
189 (151)
53 (42)
5 (4)
8 (6)
8 (6)
103
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance
Section 2: Additional information on 2020 remuneration
Directors’ shareholdings and share plan interests (audited)
A summary of all directors’ shareholdings and share plan interests as at 27 June 2020 are shown in the table below:
Outstanding scheme interests as at 27 June 2020
Actual shares held5
Unvested
scheme
interests
(subject to
performance
measures) 1
Unvested
scheme
interests
(not subject to
performance
measures) 2
Vested but
unexercised
share options
Total shares
subject to
outstanding
scheme
interests
Total of all
share scheme
interests and
shareholdings
as at
27 June 2020 8
As at
30 June 2019
As at
27 June 2020
146,485
16,347
34,735
3,405
—
1,537 3
181,220 4
21,289
86,583
—
87,719 6
2,500 7
268,939
23,789
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
3,018
116
—
294
1,242
2,290
3,022
116
—
294
N/A
2,290 9
3,022 10
116
—
294
N/A 11
Executive directors
David Brown
Elodie Brian
Non-executive directors
Clare Hollingsworth
Adrian Ewer
Katherine Innes Ker
Harry Holt
Leanne Wood
Andrew Allner
1. LTIP awards still subject to performance measures. Excludes 2020 LTIP awards which have been deferred until there is greater visibility of the continuing impact of COVID-19.
2. Deferred share bonus plan awards that have not vested.
3. Relates to vested but unexercised 2014, 2015 and 2016 deferred share bonus awards which were granted on 25 November 2014, 19 November 2015 and 15 November 2016
respectively when Elodie Brian was Finance and Contracts Director of Southeastern.
4. Of the 181,220 ordinary shares, 49,993 related to the 2017 LTIP award which will lapse in November 2020 following the remuneration committee’s determination that there
should be a nil vesting for this LTIP award as performance conditions have not been met. Further details can be found on pages 101 and 102.
5. Actual shares are beneficial holdings which include the directors’ personal holdings and those of their spouses. They also include the beneficial interests in shares which
are held in trust under the Group’s Share Incentive Plan.
6. During the year, David Brown’s beneficial shareholding increased by 1,136 ordinary shares. This consisted of 94 ordinary shares acquired through the Group’s Sharesave
Scheme which matured on 1 May 2019 and was exercised in October 2019. David Brown purchased 932 shares in March 2020 and a further 110 shares were purchased
during the period 30 June 2019 to 27 June 2020 under the Group’s Share Incentive Plan. In the period 28 June 2020 to 23 September 2020, David Brown’s ordinary
shareholding increased from 87,719 to 87,784 as a result of shares purchased under the Group’s Share Incentive Plan. There have been no other changes in the
shareholdings of the executive directors between 28 June 2020 and the date of this Annual Report and Accounts.
7. During the year, Elodie Brian’s beneficial shareholding increased by 2,500 shares which she purchased on 21 April 2020.
8. All share plan interests, vested, unvested and unexercised, together with any holdings of ordinary shares.
9. Clare Hollingsworth purchased 2,290 ordinary shares on 13 March 2020.
10. Adrian Ewer’s shareholding increased by four ordinary shares during the year following the reinvestment of dividend income.
11. Andrew Allner retired as Chairman with effect from the conclusion of the 2019 AGM.
External appointments
In accordance with their service agreements, the executive directors are able to accept external appointments and are permitted to
retain any fees paid for such services, provided that approval is given by the Board. The Group Chief Executive is a director of the Rail
Delivery Group Limited and ATOC Limited and he does not receive any fees for either of these roles. He is also a non-executive director
of Renew Holdings plc, for which he received £43,537 for the period 30 June 2019 to 27 June 2020 (2019: £45,000). The Group Chief
Financial Officer does not have any external appointments.
104
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued
Directors’ share ownership guidelines (audited)
Executive directors are encouraged to build up a high level of personal shareholding to ensure a continuing alignment of interests with
shareholders as soon as possible and within five years of their date of appointment. The shareholding guidelines require executive
directors to hold ordinary shares equal in value to 200 per cent of their salary as set out in the table below.
Executive directors are required to retain 50 per cent of the post-tax gain on vested LTIP and deferred share awards until the shareholding
requirement is met. Additionally, LTIP awards must be retained for a further two years from the vesting (other than to pay tax and
National Insurance Contributions due on receipt of shares). For LTIP awards granted from 2019, this holding period has been extended
to the fifth anniversary from date of grant.
As mentioned earlier in this report, the remuneration committee intends to implement a formal policy for post-employment
shareholdings in conjunction with the next remuneration policy vote at the 2021 AGM. More details will be included in next year’s
Annual Report.
The table below sets out the number of shares held by the executive directors at the beginning and end of the financial year and the
impact on the value of these shares taking the average opening price and closing price for the year. The differences of (£0.8m) and
£0.02m for the Group Chief Executive and Group Chief Financial Officer respectively show their shareholdings as a comparison to their
single figure. A material proportion of the Group Chief Executive's wealth is tied to the share price of the Group, aligning him with the
ownership experience of other shareholders during the period. The Group Chief Financial Officer was appointed on 5 June 2019 and
has not been eligible to receive any performance-related bonus share awards relating to her statutory appointment during the year.
Both the Group Chief Executive and the Group Chief Financial Officer purchased shares out of their own funds during the financial year.
It should be noted that the average share price fell during the period (£19.50 for the period 1 June 2019 to 29 June 2019 compared with
£10.46 for the period 1 June 2020 to 27 June 2020).
Number of
eligible
ordinary
shares
held at
30 June
2019 1
Value of
eligible
ordinary
shares
held at
30 June
2019 2
£m
Number of
eligible
ordinary
shares
held at
27 June
2020 1
Value of
eligible
ordinary
shares
held at
27 June
2020 3
£m
2020 total
single
remuneration
figure
Difference
£m
Share
ownership
as % of
salary as at
27 June
2020 4
Guideline
on share
ownership
as %
of salary
Guideline
met
96,447
1.9
106,129
1.1
(0.8)
£557,826
191%
200%
No 5
1,293
0.03
5,119
0.05
0.02
£320,308
16%
200%
No
Group Chief Executive
David Brown
Group Chief Financial Officer
Elodie Brian
1. Eligibility of shares: (a) beneficial holdings including beneficial interests in shares held under the Group’s Share Incentive Plan have been included; (b) unvested ordinary
shares under the deferred share bonus plan, which represent deferral of earned bonus, are eligible and count towards the requirement on a net-of tax basis and (c)
unvested ordinary shares under the LTIP are not eligible and do not count towards the requirement during the performance period.
2. Value of ordinary shares is based on the average share price between the period 1 June 2019 and 29 June 2019, being £19.50.
3. Value of ordinary shares is based on the average share price between the period 1 June 2020 and 27 June 2020, being £10.46.
4. Share ownership as a per cent of salary has been calculated using the Group Chief Executive and Group Chief Financial Officer’s full base salary of £581,710 and £335,000
respectively. The Group Chief Executive and Group Chief Financial Officer’s share ownership increases to 239 per cent and 20 per cent respectively when their temporary
base salaries, which were reduced by 20 per cent between the period of 1 April 2020 and the end of the UK Government's Coronavirus Job Retention Scheme on 31
October 2020, are used.
5. The Group Chief Executive's share ownership as a percentage of salary fell from 290 per cent last year to 191 per cent this year due to the fall in share price arising from the
COVID-19 pandemic.
105
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Section 2: Additional information on 2020 remuneration continued
Executive directors’ interests in outstanding share awards and options (audited)
The following tables set out details of the executive directors’ outstanding share awards (which will vest in future years subject to
performance conditions and/or continued service).
Group Chief Executive, David Brown
Mid-market
price on
date
of grant
£
Date of
grant
Plan
Option
price
£
Balance at
30 June
2019
Granted
in year
Exercised
in year
Lapsed
in year
Sharesave1
22.03.16
—
19.11
94
Balance at
27 June
2020
—
18,612
16,123
18,612
—
—
—
16,123
—
—
94
—
—
—
—
—
— 39,698
49,993
—
—
—
— 39,698 5
—
—
— 49,993
—
—
53,912
—
— 42,580
—
—
— 53,912
— 42,580
162,309
58,703
94
39,698 181,220
2017 LTIP award eligible
for vesting 2020 6
Vested
Lapsed
Balance
post
lapsing of
2017 LTIP
award
—
18,612
16,123
—
—
—
—
49,993
—
—
— 53,912
— 42,580
49,993
131,227
—
—
—
—
—
—
—
—
Deferred Share
Bonus Plan
LTIP
Total
16.11.18
15.11.19
16.11.16
17.11.17
16.11.18
15.11.19
15.61 2
20.49 3
20.47 4
16.58 4
15.79 4
20.49 4
1. Sharesave is an all-employee share option plan and has no performance condition as per HMRC Regulations. David Brown’s sharesave options were granted in 2016,
matured in May 2019 and were exercised in October 2019.
2. The number of shares over which the 2018 DSBP was granted was calculated using the average of the middle market quotations during the period of 20 dealing days
immediately prior to the date of grant in accordance with the Plan Rules.
3.
In accordance with emerging best practice, the number of shares over which the 2019 DSBP award was granted was calculated using the average of the middle market
quotations during the period of five dealing days immediately prior to the date of grant also in accordance with the Plan Rules.
4. The number of shares over which the 2016–2019 LTIP awards were granted was calculated using the average of the middle market quotations during the period of five
dealing days immediately prior to the date of grant in accordance with the Plan Rules.
5. As none of the performance conditions was achieved, the 2016 LTIP lapsed in full in November 2019.
6. Relates to the 2017 LTIP award following the three year performance period ended 27 June 2020.
Group Chief Financial Officer, Elodie Brian
Plan
Deferred Share Bonus Plan
LTIP
Total
Date of
grant
25.11.14
19.11.15
15.11.16
17.11.17
16.11.18
15.11.19
15.11.19
Mid-market price
on date of grant
£
Balance at
30 June
2019
Granted
in year
Lapsed
in year
24.74 1
25.17 1
20.81 1
17.27 1
15.61 1
20.49 1
20.49 2
505 3
658 3
374 3
402 3
500 3
—
—
—
—
—
—
2,503
—
16,347
2,439
18,850
—
—
—
—
—
—
—
—
Balance at
27 June
2020
505 4
658 4
374 4
402
500
2,503
16,347
21,289
1. The number of shares over which the 2014–2018 DSBP awards were granted was calculated using the average of the middle market quotations during the period of
20 dealing days immediately prior to the date of grant in accordance with the Plan Rules. In accordance with emerging best practice, the number of shares over which the
2019 DSBP was granted was calculated using the average of the middle market quotations during the period of five dealing days immediately prior to the date of grant in
accordance with the Plan Rules.
2. The number of shares over which the 2019 LTIP award was granted was calculated using the average of the middle market quotations during the period of five dealing
days immediately prior to the date of grant in accordance with the Plan Rules.
3. Relates to the deferred share bonus awards granted to Elodie Brian between 2014 and 2018, prior to her statutory appointment to the Board in June 2019, and during her
employment as Finance and Contracts Director for Southeastern.
4. Relates to the deferred share bonus awards granted between 2014 and 2016 and vested on 25 November 2017, 19 November 2018 and 15 November 2019 and remain unexercised.
106
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued
Long Term Incentive Plan
2019 LTIP award granted during the year ended 27 June 2020 (audited)
LTIP awards were granted to the executive directors during the year ended 27 June 2020, structured as a nil cost option, exercisable at the
end of a three-year performance period commencing at the start of the 2020 financial period and ending with the 2022 financial period,
subject to the satisfaction of performance conditions. The LTIP award is subject to malus and clawback provisions for three years
following vesting. It is also subject to a holding period that applies until the later of (i) the fifth anniversary of the grant date or (ii) the
second anniversary of vesting. During this time, any vested awards cannot be sold (other than to pay any tax or NICs due on exercise).
This results in an overall five-year period before executives can realise the gain on the vested shares.
The 2020 grant policy was to grant an award with a face value of 150 per cent of base salary for the Group Chief Executive and 100 per cent
of salary for the Group Chief Financial Officer as follows:
Executive director
David Brown
Basis of
award granted
Share price
at grant date
Number of
shares over
which award
was granted 1
Face value
of award 2
£’000
150% of salary
£21.12
42,580
899
Elodie Brian
100% of salary
£21.12
16,347
345
% of award which
vests as threshold
Vesting determined
by performance over
10% for EPS, 25% for
TSR, 10% for each
customer element and
10% for international
operating profit
10% for EPS, 25% for
TSR, 10% for each
customer element and
10% for international
operating profit
Three financial
years ending on
2 July 2022
Three financial
years ending on
2 July 2022
1. The number of shares over which the award was granted was calculated using a share price of £20.49, this being the average of the middle market quotations during the
period of five dealing days immediately prior to the date of grant in accordance with the Plan Rules.
2. The face value of the award has been calculated on a share price of £21.12. This was the share price on 15 November 2019, the date of grant.
Performance conditions attaching to the 2019 LTIP award
Following consultation with our major shareholders and shareholder representative bodies regarding proposed changes to the LTIP’s
performance targets and weightings, the performance conditions attaching to the 2019 LTIP award were as follows:
Weighting
(% of total award)
Below threshold
Threshold
Between threshold
and maximum
Earnings per share (EPS)
Total shareholder return (TSR)
Customer
International operating profit
Payout
(% of
element)
Compound
annual
growth
in EPS
Relative TSR
vs FTSE 250
(excluding
certain
sectors)
Payout
(% of
element)
Payout
(% of
element)
Average bus
customer
service
target
Average
rail
customer
service
target
—
20%
—
50%
—
10%
10%
Payout
(% of
element)
—
Target
10%
0% Less than
RPI + 2%
p.a.
10%
RPI +2 %
p.a.
0%
Below
median
0% Less than
90%
Less than
80%
0% Less than
£10m
25% Median
10%
90%
80%
10%
£10m
Between
10% and
100%
Between
RPI + 2%
p.a. and
RPI + 10%
p.a.
Between
25% and
100%
Between
median
and upper
quartile
Between
10% and
100%
Between
90% and
94%
Between
80% and
84%
Between
10% and
100%
Between
£10m and
£15m
Maximum
100% RPI + 10%
p.a.
100%
Upper
quartile
100%
94%
84%
100%
£15m
107
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Section 2: Additional information on 2020 remuneration continued
Total shareholder return (TSR) performance graph 2010- 2020
The graph below shows a comparison of The Go-Ahead Group plc cumulative TSR against that achieved by the FTSE 250 Index for
the last ten financial years to 27 June 2020. The chart also shows cumulative TSR over the same period for the other major UK
transportation groups. Despite the recent fall in market capitalisation of the Group as a result of COVID-19, the committee believes
that the FTSE 250 index comparator group is still an appropriate and fair benchmark in assessing the performance of the Group's TSR.
This benchmark, however, will continue to be regularly reviewed.
(cid:31) The Go-Ahead Group plc (cid:31) National Express Group plc (cid:31) FirstGroup plc (cid:31) Stagecoach Group plc (cid:31) FTSE 250
)
d
e
s
a
b
e
r
(
)
£
(
e
u
a
V
l
400
350
300
250
200
150
100
50
0
3/07/2010
2/07/2011
30/06/2012
29/06/2013
28/06/2014
27/06/2015
2/07/2016
1/07/2017
30/06/2018
29/06/2019
27/06/2020
This graph shows the value, by 27 June 2020, of £100 invested in The Go-Ahead Group plc on 3 July 2010, compared with the value of £100
invested in the FTSE 250 Index and the peer group (National Express Group plc, FirstGroup plc and Stagecoach Group plc) on the same date.
The other points plotted are the values at intervening financial year ends.
Remuneration of the Group Chief Executive over the last ten years
The table below shows the remuneration of the Group Chief Executive for the period from 3 July 2010 to 27 June 2020. The total remuneration
figure includes the performance-related bonus and LTIP awards (and the percentage of the maximum opportunity that these represent).
Group Chief Executive’s remuneration history
Year
2020
2019
2018
2017
2016
2015
2014
2013
2012
2011
2011
2010
Group Chief Executive
David Brown
David Brown
David Brown
David Brown
David Brown
David Brown
David Brown
David Brown
David Brown
David Brown
Keith Ludeman
Keith Ludeman
Single total
remuneration figure
£’000
Annual performance-related bonus
(actual award vs maximum opportunity)
£’000 (and % vesting)
Long term incentive vesting
(vesting vs maximum opportunity)
£’000 (and % vesting)
558
1,269
1,175
782
1,214
2,134
1,960
942
1,022
251 8
1,564
1,349
Nil 1
660 (75.8%) 3
582 (68.3%) 5
Nil 7
Nil 7
558 (69.6%)
766 (97.5%)
422 (55.3%)
513 (68.0%)
125 (100.0%)
530 (100.0%)
689(100.0%)
Nil 2
Nil 4
Nil 6
220 (54%)
647 (90%)
1,067 (100.0%)
666 (80.0%)
—
—
—
—
73 (21.7%)
1. Based on the assessment of performance against targets, the Group Chief Executive was awarded no annual performance-related bonus for the year ended 27 June 2020.
2. The 2017 LTIP award will lapse in full from November 2020 on account of none of the performance measures being met following the three-year performance period
ended 27 June 2020.
3. Based on the assessment of performance against targets, the Group Chief Executive was awarded an overall bonus of 75.8 per cent of the maximum bonus opportunity
(113.6 per cent of base salary) for the year ended 29 June 2019.
4. The 2016 LTIP award lapsed in full from November 2019 on account of none of the performance measures being met following the three-year performance period ended 29 June 2019.
5.
In accordance with the executive directors’ request to reduce any performance-related bonus by 25 per cent, the committee exercised discretion and reduced the Group
Chief Executive’s overall 2018 bonus by 25 per cent resulting in an actual bonus of 68.3 per cent of maximum bonus (102.4 per cent of salary).
6. The 2015 LTIP award lapsed in full in November 2018 on account of none of the performance measures being met following the three-year performance period ended 30 June 2018.
7. At the request of the Group Chief Executive, there were no annual performance-related bonuses paid for the years 2017 and 2016.
8. Following his appointment in April 2011, the Group Chief Executive was paid a pro-rata performance-related bonus for the financial year 2011.
108
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued
Annual change in directors’ remuneration compared to average employee remuneration
In accordance with The Companies (Directors’ Remuneration Policy and Directors’ Remuneration Report) Regulations 2019, the table
below shows the percentage change in each executive and non-executive directors’ total remuneration compared with the average
change for all employees of the parent company for the year ended 27 June 2020. Going forward, this disclosure will build up over time
to cover a rolling five-year period.
Given the parent company only employs a small proportion of the workforce (circa 200 employees), from next year, we intend to disclose
the change in directors’ remuneration compared with all employees, including overseas, as a more representative comparison alongside
the statutory disclosure. It was not possible to do so this year due to the timing and impact of COVID-19.
David Brown
Elodie Brian
Clare Hollingsworth
Adrian Ewer
Katherine Innes Ker
Harry Holt
Leanne Wood
Andrew Allner
Average employees10
% change from 2019 to 2020
Salary 1
Benefits
Bonus
(3.2)%
(4.8)% 4
N/A 5
1.7% 6
(16.0)% 7
(3.2)%
6.3% 8
N/A 9
3.6%
7.3% 2
0.0%
(100)% 3
0.0% 3
N/A
N/A
N/A
N/A
N/A
N/A
0.9%
N/A
N/A
N/A
N/A
N/A
N/A
(100)%
1. No executive or non-executive director was awarded a base salary or fee increase this year. In immediate response to COVID-19, each director also volunteered to reduce
their salaries/fees by 20 per cent on a temporary basis from 1 April 2020 to the end of the UK Government's Job Retention Scheme on 31 October 2020.
2. The Group Chief Executive received family healthcare membership in the amount of £4,325 for the year ended 27 June 2020 (2019: £4,030).
3. Neither the Group Chief Executive or the Group Chief Financial Officer were awarded an annual performance-related bonus for the year ended 27 June 2020
(2019: £660,822 and £nil respectively).
4. The Group Chief Financial Officer was appointed as statutory director from 5 June 2019. To provide a representative comparison, the percentage change has been
calculated as if she received her full base salary of £335,000 for the full year ended 27 June 2020.
5. Clare Hollingsworth was appointed to the Board as Non-Executive Chairman Designate on 1 August 2019 before succeeding Andrew Allner as Non-Executive Chairman at
the conclusion of the 2019 AGM. No remuneration was received for the year ended 29 June 2019.
6. Adrian Ewer succeeded Katherine Innes Ker as Senior Independent Director with effect from the conclusion of the 2019 AGM. He receives an additional £5,000 per annum
for this role.
7. Katherine Innes Ker stepped down as Senior Independent Director and Remuneration Committee Chair with effect from the conclusion of the 2019 AGM. Her annual fees
have reduced by £5,000 and £8,000 per annum for these roles respectively.
8. Leanne Wood succeeded Katherine Innes Ker as Remuneration Committee Chair with effect from the conclusion of the 2019 AGM. She receives an additional £8,000 per
annum for this role.
9. Andrew Allner retired as Chairman of the Group with effect from the conclusion of the 2019 AGM.
10. Reflects the average percentage change in salary, benefits and bonus for employees of the parent company for the year ended 27 June 2020 (excluding the Board) on
a full time equivalent basis. Leavers, joiners and employees on reduced pay (due to sick pay, maternity leave etc) have been excluded as have employees on secondment.
For furloughed employees, their reduced salaries of 80 per cent have been included in the calculation plus any annual leave taking during the furlough period which was
paid at 100 per cent, whilst receiving a reduction in salary.
109
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Section 2: Additional information on 2020 remuneration continued
Group Chief Executive pay ratio
The table below sets out the ratios of the Group Chief Executive
to the equivalent pay for the lower quartile, median and upper
quartile UK employees (calculated on a full time basis). The ratios
have been calculated in accordance with The Companies
(Miscellaneous Reporting) Regulations 2018.
Year
2020
2019
Method
25th percentile
pay ratio
50th percentile
pay ratio
75th percentile
pay ratio
Option A
Option A
22:1
47:1
17:1
37:1
13:1
29:1
Total pay and benefits
Year
2020
2019
CEO
£’000
558
1,269
25th percentile
pay ratio
£’000
50th percentile
pay ratio
£’000
75th percentile
pay ratio
£’000
25
27
33
34
43
44
Base salary component of total pay and benefits
Year
2020
2019
CEO
(£’000)
553
571
25th percentile
pay ratio
(£’000)
50th percentile
pay ratio
(£’000)
75th percentile
pay ratio
(£’000)
17
9
25
32
29
23
The Group Chief Executive’s remuneration package comprises
a fixed element (base salary, family healthcare membership
and a pension cash allowance), an annual performance-related
bonus (maximum of 150 per cent of base salary with half paid
in cash and half paid in shares deferred for a period of three
years under the DSBP) and LTIP (maximum of 150 per cent
of base salary). A significant proportion of the Group Chief
Executive’s potential remuneration is, therefore, performance
related and dependent on the achievement of a broad range of
challenging financial and non-financial targets. In addition, a
significant proportion of the Group Chief Executive’s
remuneration is delivered in Go-Ahead Group shares. This
means that the ratios will depend significantly on the Group
Chief Executive’s annual performance-related bonus and LTIP
outcomes and may fluctuate significantly from year to year.
Only the executive directors participated in the LTIP during
the year. However, both the executive directors and other
senior employees also receive part of their remuneration in
shares through participation in the DSBP and all employees
with at least six months’ notice are eligible to participate in
share-based incentives via the Group’s HMRC approved Share
Incentive Plan.
The median pay ratio has fallen between 2019 and 2020 due
to the Group Chief Executive’s total pay and benefits having
decreased by £711,000. This is attributable to the lower base
salary he received after volunteering to temporarily waive
20 per cent of his base salary in response to the COVID-19
pandemic between the period 1 April 2020 and the end of the
UK Government's Job Retention Scheme on 31 October 2020,
in addition to not receiving any variable performance-related
remuneration for the year ended 27 June 2020.
The committee believes that the median pay ratio is
consistent with the Group’s pay, reward and progression
policies. Base salaries of all colleagues, including the executive
directors, are set with reference to a range of factors including
market comparators, individual experience and performance
in role.
1.
2.
3.
4.
5.
6.
7.
8.
“Option A” methodology was selected on the basis that it
provides the most robust and statistically accurate means
of identifying the median, lower quartile and upper quartile
colleagues.
The Group Chief Executive remuneration is the total single
figure remuneration for the year ended 27 June 2020
contained on page 99.
The workforce comparison is based on actual payroll data
for the period 30 June 2019 to 27 June 2020.
The total single figure remuneration calculated for each
employee includes full time equivalent base pay, annual
bonuses for the 2019 performance year, overtime, benefits,
allowances and employer pension contributions. For
furloughed employees, total single figure remuneration is
based on reduced salaries of 80 per cent.
Due to the timing constraints of when employee annual
bonuses are determined and paid across the Group, the
value of employee annual bonus payments included in the
calculation is in respect of the year ended 29 June 2019.
Part time workers have been included by calculating the
full time equivalent value of their pay and benefits.
Leavers, joiners and employees on reduced pay (due to sick
pay, maternity leave, etc.) have been included.
Smart pension reductions have been excluded on the basis
that these are a voluntary arrangement whereby an
employee forgoes part of their salary in exchange for
additional pension contributions rather than a reduction in
the salary provided.
110
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governanceRemuneration continued Relative importance of spend on pay
The following table sets out the percentage change in dividends and overall spend on pay in the financial year being reported
compared with the previous year.
Dividends
Overall expenditure on pay
2020
£m
30.9
1,355.9
2019
£m
43.8
1,272.7
%
change
(29.4)% 1
6.5% 2
1.
In light of the rapidly evolving COVID-19 situation, the Board took the prudent decision to suspend the 2020 interim dividend of 30.17p per share and not propose a final
dividend to shareholders for the year ended 27 June 2020.
2. The 6.5 per cent increase in overall expenditure on pay has largely been driven by new operating companies which were not trading or only part trading last year. If these
increases are removed the overall increase would be 3.6 per cent, which is in line with the prior year.
The Group has not made any other significant distributions and payments or other uses of profit or cashflow deemed by the directors
to assist in understanding the relative importance of spend on pay.
Payments to former directors and payments for loss of office (audited)
There were no payments made to former executive directors or payments for loss of office during the year ended 27 June 2020
(2019: £nil).
Material contracts
There have been no other contracts or arrangements during the financial year in which a director of the Group was materially
interested and/or which were significant in relation to the Group’s business.
111
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance
Remuneration continued
Section 3: Implementation of remuneration
policy in 2021
The committee is not proposing any changes to the
remuneration policy for the financial year 2021.
Executive directors’ 2021 base salaries
The base salaries of the executive directors for the period from
1 April 2020 to the end of the UK Government's Coronavirus
Job Retention Scheme on 31 October 2020 were £465,368 and
£268,000 for the Group Chief Executive and Group Chief
Financial Officer respectively, reflecting a 20 per cent reduction.
From 1 November 2020, the base salaries of the executive
directors will be £581,710 and £335,000 for the Group Chief
Executive and Group Chief Financial Officer respectively and
will remain unchanged until the next annual review.
Benefits
The benefits for both executive directors will be adopted in line
with the remuneration policy, approved during the 2018 AGM as
summarised on pages 95 and 96, with the full policy report being
set out on pages 97 to 103 of the 2019 Annual Report and
Accounts, available on our website.
Pensions
Pension provision for executive directors has been aligned with
the majority of the workforce, with the executive directors being
eligible to receive 3 per cent of qualifying earnings as pension
provision or receive a cash alternative equivalent. Such provision
will remain effective for the forthcoming financial year.
Any bonus payable will be satisfied 50 per cent in cash and
50 per cent in deferred shares. Malus and clawback provisions
will apply to the full performance-related bonus and the audit
committee will undertake a formal end-of-year quality of profit
and budget review in conjunction with the auditor before
approval of any bonus payment.
2020 LTIP awards
Given the exceptional circumstances, the committee has decided
to defer the 2020 LTIP grants and target setting until there is
greater visibility of the continuing impact of COVID-19. The
committee will consider the potential impact of stock market
movements on the number of shares to be granted under the
2020 LTIP. In any event, on vesting of these awards, the
committee will carefully consider whether any discretion is
required to ensure outcomes are fair and avoid any inappropriate
windfall gains. We expect to provide full details of the targets in
the regulatory news announcement when awards are made, as
well as in next year’s remuneration report.
As described earlier in this report, the committee intends to carry
out a full review of the remuneration policy during 2021, including
developing a formal policy for post-employment shareholdings.
An amended policy will be presented for approval at the 2021 AGM.
Non-executive directors’ fees
The non-executive directors’ fees will remain unchanged until the
next annual fee review is undertaken.
2021 performance-related bonus
The performance measures and weightings for 2021, which
remain unchanged from 2020, are as follows:
Leanne Wood
Remuneration Committee Chair
23 September 2020
Metric
Operating profit
Group cashflow
Strategic KPIs
Weighting (% of maximum bonus)
65%
10%
25%
Operating profit, cashflow and strategic KPI targets will be
stretching for the 2020 financial year and more information on the
specific targets and performance against them will be provided
retrospectively in next year’s remuneration report to the extent that
they are not commercially sensitive at the time.
A health and safety underpin will continue to apply to the full
bonus, with the remuneration committee having discretion to
reduce or not pay the bonus if health and safety performance
was not satisfactory.
112
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Directors’ report
The directors present their report and audited financial statements for the year ended 27 June 2020. This directors’ report forms
part of the management report as required under the Disclosure Guidance and Transparency Rules.
Information incorporated by reference
The following information is provided in other appropriate sections of this Annual Report and Accounts and is incorporated by reference:
Information
Reported in
Corporate governance
Corporate governance statement
Directors’ statement of responsibilities
Directors
Board of directors
Employees
Non-financial information statement
Directors’ remuneration report – directors’ shareholdings and share interests
Strategic report – employee policies, employee engagement
and information on diversity and inclusion
Directors report – employee involvement
(including policy on employment of disabled persons)
Business model
Strategic report
Likely future developments in the business
Strategic report
Important events since 27 June 2020
Strategic report
Greenhouse gas emissions
Strategic report
Appendix to shareholder information
Risk factors and principal risks
Strategic report
Stakeholder engagement
Strategic report
Corporate governance report
Viability statement
Going concern
Strategic report
Strategic report
Page(s)
64 to 78
116
66 and 67
90 to 112
1
28 and 29
114
20 and 21
1 to 62
115 and 200
35 and 36
225 to 227
50 to 58
22 to 25
64 to 78
59
60 to 62
Listing Rule 9.8.4R disclosures
The table below sets out where information required to be disclosed under Listing Rule 9.8.4R can be found in this Annual Report and
Accounts (to the extent applicable to the Group).
Listing Rule 9.8.4R
Required disclosure
Interest capitalised and tax relief
Publication of unaudited financial information
Details of long term incentive schemes
Reference
Not applicable
Not applicable
Note 6 of the financial statements and directors’
remuneration report on pages 90 to 112
Waiver of emoluments by a director
Directors' remuneration report on pages 90 to 112
Waiver of future emoluments by a director
Directors' remuneration report on pages 90 to 112
Non-pre-emptive issues of equity for cash
Not applicable
Non-pre-emptive issues of equity for cash by major subsidiary undertakings Not applicable
Parent participation in a placing by a listed subsidiary
Contracts of significance
Provision of services by a controlling shareholder
Shareholder waivers of dividends
Shareholder waivers of future dividends
Not applicable
Not applicable
Not applicable
Directors’ report on page 115
Directors’ report on page 115
113
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Directors’ report continued
Group’s articles of association (the articles)
The articles may only be amended by a special resolution at a
general meeting of shareholders and must comply with the
provisions of the Act and the FCA’s Disclosure Guidance and
Transparency Rules. Shareholders of the Group can request a
copy of the articles by contacting the Group Company Secretary
at the registered office.
Directors’ conflicts of interests
The Board has established robust procedures for ensuring that its
power to authorise conflicts of interest is operated in accordance
with the Group's articles of association and Conflicts of Interest
Policy. All Board directors are required to make the Board aware
of any other commitments and potential conflicts of interest are
advised to and approved by the Board and recorded in the
conflicts register.
The Board has delegated authority to the nomination committee
to keep under annual review any conflict or potential conflict of
interest situations authorised by the Board and to determine
whether it is appropriate for such matter(s) to remain so
authorised. Following a review in 2020, the nomination
committee concluded that no changes were required to the
conflicts register.
Appointment and removal of directors
The appointment and removal of directors are governed by the
articles, the UK Corporate Governance Code published in July
2018, the Companies Act 2006 (the Act) and related legislation.
Directors may be appointed by the Company, by ordinary
resolution or by the Board. The Company may, by ordinary
resolution, remove any director before the expiry of the director’s
period of office. The powers of the directors are set out in the
articles and the Act.
In accordance with the Board’s succession plan, Katherine Innes
Ker will be standing down from the Board after the 2020 AGM
and will therefore not be standing for re-election. All other
directors will be submitting themselves for re-election at the
2020 AGM.
The Board is satisfied that each director is qualified for re-election
by virtue of their skills, experience and contribution to the Board.
Biographical details of all directors for the year ended 27 June 2020
can be found on pages 66 and 67.
Directors’ indemnities
In accordance with our articles, and to the extent permitted by
law, directors are granted an indemnity from the Group in respect
of liability incurred as a result of their office. In addition, we
maintained a directors’ and officers’ liability insurance policy
throughout the year. Neither an indemnity nor the insurance
provides cover in the event that a director is proven to have
acted dishonestly or fraudulently. Qualifying third party
indemnity provisions (as defined in Section 234 of the Act) were
in force during the year ended 27 June 2020 and continue to
remain in force.
Employee involvement and equal opportunities
Go-Ahead is committed to employee involvement throughout
the business. The Group is intent on motivating staff, keeping
them informed on matters that concern them in the context
of their employment, and involving them through local
consultative procedures.
Employees are kept well informed on matters of interest
and the financial and economic factors affecting the Group’s
performance. This is done through management channels, Group
forums, meetings, publications and intranet sites. More detail
on inclusion and development, together with information on
employee engagement and learning and development, can be
found in the better teams section of the strategic report.
Go-Ahead supports employee share ownership by providing,
whenever possible, employee share plan arrangements which are
intended to align employees’ interests with those of shareholders.
The Company operates an all-employee Share Incentive Plan, of
which approximately 2,000 colleagues currently participate in.
The Group believes in equal opportunities regardless of gender, age,
religion or belief, sexual orientation, race and, where practicable,
disability. This approach is underpinned by our commitment to
providing equal opportunities to our current and potential
employees and applying fair and equitable employment practices.
The Group gives full and fair consideration to job applications
from people with disabilities, considering their skills and abilities.
In respect of existing colleagues who may become disabled, the
Group’s policy is to provide continuing employment, training and
career development. The Group’s Equal Opportunities, Diversity
and Inclusion Policy forms part of our Code of Conduct and
Ethics policy.
Change of control
Details of the change of control provisions in place across the
Group can be found on page 223.
There are no agreements between the Group and its directors
or employees providing for compensation for loss of office or
employment (whether through resignation, purported redundancy
or otherwise) that occurs because of a takeover bid.
114
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Profit and dividend
The loss for the financial year, after taxation, amounts to £12.1m.
In the prior financial year, the profit after taxation, amounted to
£75.1m. As a result of the impact of the COVID-19 pandemic, the
Board suspended the interim dividend and has decided not to
propose a final dividend to shareholders for the year ended
27 June 2020 (2019 total dividend: 102.08p).
The Board recognises that dividends are an important
component of total shareholder return for many investors and
remains committed to reinstating a sustainable dividend at the
appropriate time, having regard to the Group's financial
performance, balance sheet and outlook.
Political donations and expenditure
It is the Group’s policy not to make political donations and,
accordingly, no such payments were made in the year (2019: £nil).
Additionally, the Group did not incur any political expenditure as
defined in the Act (2019: £nil).
Post balance sheet events
On the 26 August 2020, the Land Transport Authority (LTA) of
Singapore awarded the Group a two year contract extension to
the existing contract which will now run to September 2023.
On 19 September 2020, the Department for Transport (DfT)
awarded an Emergency Recoveries Measurement Agreement
(ERMA) to the GTR franchise. This agreement replaces the
existing franchise agreement and has been awarded for a period
of 12 months. The contract end date of September 2021 is the
same as the previous franchise agreement.
Financial instruments
Details of the Group’s financial risk management in relation to its
financial instruments are available in note 23 of the consolidated
financial statements.
Auditor
Resolutions to reappoint Deloitte LLP as auditor of the Group and
to authorise the audit committee to determine its remuneration
will be proposed at the 2020 AGM. Further details on the external
auditor are provided on pages 88 and 89.
Share capital and substantial shareholdings
All information relating to the Group’s capital structure, rights
attaching to shares, dividends, any restrictions on the transfer
of shares, the policy to repurchase the Group’s own shares,
substantial shareholdings and other shareholder information
is shown on pages 222 to 224.
Share schemes
Employee Benefit Trust
Computershare Trustees (Jersey) Limited, the Trustee of The
Go-Ahead Group Employee Trust (the Trust), holds shares for the
benefit of the Group’s executive directors and senior managers,
and in particular for the satisfying of awards made under the
Group’s Long Term Incentive Plan (LTIP) and Deferred Share
Bonus Plan (DSBP). During the financial period, as part of a
planned programme of monthly share purchases, the Trust
purchased a total of 39,770 ordinary shares at a total price of
£692,349 (including all associated costs). The average price was
£18.41 per share. On 20 April 2020, in light of the COVID-19
situation and the Board's priority of prudent cash management
during this unprecedented time, the Board took the decision
to suspend the monthly share purchase until further notice.
As at 23 September 2020 (being the latest practicable date prior
to the date of this report) the Trust held 169,323 ordinary shares
representing 0.4 per cent of the issued share capital of the Group,
less treasury shares, in trust for the benefit of the executive
directors and senior managers of the Group under the LTIP and
DSBP. The voting rights in relation to these shares are exercised by
the Trustee and dividends are waived while the shares are held by
the Trustee.
Share Incentive Plan
The Group operated a Share Incentive Plan during the year under
review, enabling employees of the Group to acquire shares in The
Go-Ahead Group plc. In order to preserve certain tax benefits,
these shares are held in a trust by EES Corporate Trustees Limited
for participating employees. Whilst these shares are held in trust,
the voting rights attached to them will not be exercised by
the Trustee or the employees for whom they are held. As at
23 September 2020 (being the latest practicable date prior to the
date of this report), 1 per cent of the issued share capital of the
Group, less treasury shares, was held by EES Corporate Trustees
Limited. In the event of an offer being made to acquire these
shares, the employees are entitled to direct EES Corporate
Trustees Limited to accept an offer in respect of the shares held
on their behalf.
By order of the Board
Carolyn Ferguson
Group Company Secretary
23 September 2020
115
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Statement of directors’ responsibilities
The directors are responsible for preparing the Annual Report
and Accounts in accordance with applicable law and regulations.
Detailed below are statements made by the directors in relation
to their responsibilities and disclosure of information to the auditor.
The directors are responsible for the maintenance and integrity
of the Group’s website. Legislation in the United Kingdom
governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
Directors’ responsibilities in respect of the preparation of the
financial statements
Company law requires the directors to prepare Group financial
statements for each financial year. The directors are required to
prepare the Group financial statements in accordance with
International Financial Reporting Standards (IFRSs) as adopted by
the European Union.
Under company law, the directors must not approve the Group
financial statements unless they are satisfied that they give a
true and fair view of the state of affairs of the Group at the end
of the financial year and of the profit or loss of the Group for
that period.
In preparing the Group financial statements, the directors are
required to:
• Select suitable accounting policies and apply them consistently
• Make judgements and accounting estimates that are
reasonable and prudent
• State whether applicable IFRSs as adopted by the European
Union (EU) have been followed, subject to any material
departures disclosed and explained in the financial statements
• Prepare the financial statements on a going concern basis
unless it is inappropriate to presume that the Group will
continue in business
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Group’s
transactions and disclose at any time and with reasonable
accuracy the financial position of the Group, and to enable them
to ensure that the Group financial statements and the directors’
remuneration report comply with the Companies Act 2006 (the
Act) and, as regards the Group financial statements, Article 4 of
the IAS Regulation.
The directors are also responsible for safeguarding the assets of
the Group and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
Each of the directors, whose names and functions are listed on
pages 66 and 67 of the Annual Report and Accounts, confirm
that, to the best of their knowledge:
• The Group financial statements, which have been prepared in
accordance with the applicable set of accounting standards,
give a true and fair view of the assets, liabilities, financial
position and profit or loss of the Group and the undertakings
included in the consolidation taken as a whole
• The strategic report includes a fair view of the development
and performance of the business and the position of the Group
and the undertakings included in the consolidation taken as a
whole, together with a description of the principal risks and
uncertainties that they face
• The Annual Report and Accounts, taken as whole, is fair,
balanced and understandable and provides the information
necessary for shareholders to assess the Group's position
and performance, business model and strategy
Disclosure of information to the auditor
Each of the persons who are directors at the date of approval
of this report confirms that:
• There is no relevant audit information (as defined in Section 418(3)
of the Act) of which the Group’s auditor is unaware
• The directors have taken all the steps they ought to have taken
as directors to make themselves aware of any relevant audit
information and to establish that the Group’s auditor is aware
of that information
This confirmation is given and should be interpreted in
accordance with the provisions of Section 418 of the Act.
By order of the Board
Carolyn Ferguson
Group Company Secretary
23 September 2020
116
The Go-Ahead Group plc Annual Report and Accounts 2020
Corporate governance Financial statements
In this section
Group financial statements
118 Independent auditor’s report to the members of The Go-Ahead Group plc
135 Consolidated income statement
136 Consolidated statement of comprehensive income
137 Consolidated statement of changes in equity
138 Consolidated balance sheet
140 Consolidated cashflow statement
142 Critical accounting judgements and key sources of estimation uncertainty
145 Notes to the consolidated financial statements
Company financial statements
201 Company balance sheet
202 Company statement of changes in equity
203 Directors’ responsibilities in relation to the company financial statements
204 Notes to the company financial statements
Shareholder information
222 Shareholder information
225 Greenhouse gas emissions
228 Corporate information
117
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
Independent auditor’s report to the members of The Go-Ahead Group plc
Report on the audit of the financial statements
1. Opinion
In our opinion:
• the financial statements of The Go-Ahead Group plc (the ‘parent company’) and its subsidiaries (the ‘group’) give a true and
fair view of the state of the group’s and of the parent company’s affairs as at 27 June 2020 and of the group’s loss for the year
then ended;
• the group financial statements have been properly prepared in accordance with International Financial Reporting Standards
(IFRSs) as adopted by the European Union and IFRSs as issued by the International Accounting Standards Board (IASB);
• the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted
Accounting Practice, including Financial Reporting Standard 101 “Reduced Disclosure Framework”; and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 and, as regards
the group financial statements, Article 4 of the IAS Regulation.
We have audited the financial statements which comprise:
• the consolidated income statement;
• the consolidated statement of comprehensive income;
• the consolidated and parent company statements of changes in equity;
• the consolidated and parent company balance sheets;
• the consolidated cash flow statement;
• the critical accounting judgements and key sources of estimation uncertainty; and
• the related notes to the consolidated financial statements 1 to 30 and to the parent company financial statements 1 to 20.
The financial reporting framework that has been applied in the preparation of the group financial statements is applicable law and
IFRSs as adopted by the European Union. The financial reporting framework that has been applied in the preparation of the parent
company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure
Framework”.
2. Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the auditor’s responsibilities for the audit of the financial statements
section of our report.
We are independent of the group and the parent company in accordance with the ethical requirements that are relevant to our audit of
the financial statements in the UK, including the Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard as applied to listed public
interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. The non-audit services
provided to the group and parent company for the year are disclosed in note 5 to the consolidated financial statements. We confirm
that the non-audit services prohibited by the FRC’s Ethical Standard were not provided to the group or the parent company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
118
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 3. Summary of our audit approach
Key audit matters
The key audit matters that we identified in the current year were:
• Going concern;
• Franchise compliance and associated income under rail contracts;
• Rail franchise, dilapidation and other provisions and accruals;
• Valuation of uninsured liabilities;
• Valuation of pension scheme assets and liabilities and related disclosures;
• Revenue recognition for the bus division;
• Accounting treatment for government support packages;
• Recoverability and impairment of regional bus assets and investments in subsidiaries; and
• Assessment of potential onerous contracts in Germany.
Within this report, key audit matters are identified as follows:
! Newly identified
> Increased level of risk
>
<> Similar level of risk
>
> Decreased level of risk
Materiality
Scoping
The materiality that we used for the group financial statements was £4.3m which was determined as 2% of
net assets, adjusted for the pension surplus.
Full scope audit procedures were performed on 8 principal locations, with specified procedures performed
at a further 2 locations. The locations in full scope represent the principal business units and account for 83%
of the group’s net assets, 91% of the group’s revenue and 86% of the group’s operating profit.
Significant changes
in our approach
Due to the significant impact that COVID-19 has had on the business in the current year, we have identified
three new key audit matters related to:
• Going concern
• Accounting treatment for government support packages; and
• Recoverability and impairment of regional bus assets and investments in subsidiaries.
We have also identified a new key audit matter in relation to:
• Assessment of potential onerous contracts in Germany.
This is due to the significant operational difficulties that the German business has incurred in its first full year
of trading.
We have also reassessed the pension valuation key audit matter since last year, relating to scheme liabilities,
to additionally include the valuation of pension scheme assets. This is due to some of the assets not having an
active market and the presence of stale prices in some of the pension asset funds at year-end.
In addition, we have changed the benchmark used to determine materiality from profit before tax (pre-
exceptional items) in the prior year, to net assets adjusted for pension surplus in the current year. The reason
for the change in benchmark is due to the impact that COVID-19 has had on the profitability of the business in
the current year and the anticipated continued impact expected for the following year.
119
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Independent auditor’s report to the members of The Go-Ahead Group plc continued
4. Conclusions relating to going concern, principal risks and viability statement
4.1 Going concern
We have reviewed the directors’ statement in note 2 to the financial statements about whether they
considered it appropriate to adopt the going concern basis of accounting in preparing them and their
identification of any material uncertainties to the group’s and company’s ability to continue to do so
over a period of at least twelve months from the date of approval of the financial statements.
We considered as part of our risk assessment the nature of the group, its business model and related
risks including where relevant the impact of the COVID-19 pandemic and Brexit, the requirements of the
applicable financial reporting framework and the system of internal control. We evaluated the directors’
assessment of the group’s ability to continue as a going concern, including challenging the underlying
data and key assumptions used to make the assessment, and evaluated the directors’ plans for future
actions in relation to their going concern assessment.
We are required to state whether we have anything material to add or draw attention to in relation to
that statement required by Listing Rule 9.8.6R(3) and report if the statement is materially inconsistent
with our knowledge obtained in the audit.
4.2 Principal risks and viability statement
Based solely on reading the directors’ statements and considering whether they were consistent with
the knowledge we obtained in the course of the audit, including the knowledge obtained in the
evaluation of the directors’ assessment of the group’s and the company’s ability to continue as a going
concern, we are required to state whether we have anything material to add or draw attention to in
relation to:
• the disclosures on pages 50 to 58 that describe the principal risks, procedures to identify emerging
risks, and an explanation of how these are being managed or mitigated;
• the directors' confirmation on page 53 that they have carried out a robust assessment of the principal
and emerging risks facing the group, including those that would threaten its business model, future
performance, solvency or liquidity; or
• the directors’ explanation on page 59 as to how they have assessed the prospects of the group, over
what period they have done so and why they consider that period to be appropriate, and their
statement as to whether they have a reasonable expectation that the group will be able to continue in
operation and meet its liabilities as they fall due over the period of their assessment, including any
related disclosures drawing attention to any necessary qualifications or assumptions.
We are also required to report whether the directors’ statement relating to the prospects of the group
required by Listing Rule 9.8.6R(3) is materially inconsistent with our knowledge obtained in the audit.
Going concern is the basis
of preparation of the
financial statements that
assumes an entity will
remain in operation for a
period of at least 12
months from the date of
approval of the financial
statements.
We confirm that we have
nothing material to report,
add or draw attention to in
respect of these matters.
Viability means the ability
of the group to continue
over the time horizon
considered appropriate by
the directors.
We confirm that we have
nothing material to report,
add or draw attention to in
respect of these matters.
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements
of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we
identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the
audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 5.1. Going concern !
Key audit matter
description
How the scope of
our audit responded
to the key audit
matter
The group operates public transport services in the United Kingdom, Ireland, Singapore, Norway and Germany.
In light of current economic events as a result of COVID-19, management’s adoption of the going concern
basis of accounting has been determined as a key audit matter. This is primarily due to the significant impact
of COVID-19 on the transport sector, particularly in relation to passenger demand, both current and future,
and the consequences for profitable operation of the group’s operations. The group has benefitted from
various government support packages but the ongoing nature and extent of these is not certain.
The group has a £250m corporate bond which matures in July 2024, and a Revolving Credit Facility of £280m
which matures in July 2024. These facilities have covenants, which the directors have considered in their going
concern assessment. In addition to this, the group has confirmed it’s eligibility for additional financing of
£300m with the Bank of England through the Coronavirus Corporate Funding Facility (CCFF). The group have
not yet drawn down on this and therefore have not included this additional financing in any of the modelling.
As per note 2 and the critical accounting judgements and key sources of estimation uncertainty note in the
consolidated financial statements, based on their assessment of the current and future prospects of the
group, the directors have concluded that the going concern basis of accounting is appropriate. Given the
significant amount of judgement involved in forecasting future performance of the business, we deemed this
a potential fraud risk for our audit.
Management performed a detailed risk assessment and scenario modelling in order to reach their conclusion.
This included the identification of the following risks and scenarios:
• Slower than anticipated recovery in regional bus;
• Operational issues in Germany leading to higher operational losses than those already included in the base
case scenario;
• Lower than anticipated income from Quality Incentive Contracts in London bus; and
• Nordics passenger numbers not returning to pre-COVID levels and no further support from the Norwegian
government when funding ceases post October 2020.
Management have modelled a base case scenario, a downside scenario and several “break-it” scenarios in
order to reach their conclusion. See pages 60 to 62 of the Annual Report for further detailed information.
Our audit procedures included:
• Obtained an understanding of the relevant controls over the going concern process
• Performed accuracy, completeness and reasonableness checks on the underlying data in the base case
scenario by comparing to historic results and detailed knowledge of the business
• Assessed the veracity of management’s models by comparing the consolidated position to historical results
and auditing the mathematical accuracy and integrity of the underlying model that management have used
in their assessment
• Challenged each of management’s assumptions applied by agreeing to supporting evidence such as
contractual agreements, and performing additional sensitivity on model’s where necessary
• Assessed whether management’s assumptions were in line with our understanding of the external factors
and forecast market trends
• Applied more aggressive downside sensitivities in order to test the resilience of the business under more
pessimistic scenarios
• Assessed any contradictory evidence as part of our audit work and the impact on management’s conclusion
• Performed a lookback exercise on the accuracy of management’s historic ability to forecast in order to
support the likelihood of their latest forecasting being accurate
• Understood covenant requirements and assessed for the going concern period
• Performed covenant compliance tests and sensitivities on key variables
• Understood the Coronavirus Corporate Financing Facility (CCFF) and checked that management have
correctly excluded this from their models in line with guidance
• Assessed the results of the group for the period after the reporting date compared to budget in order to assess
if there are any early indicators that management have been too optimistic in their forecasting for the current
year or whether there are any other indicators that the business may not be able to continue as a going concern
• Reviewed the appropriateness of the disclosures made by management within the financial statements.
Key observations
The results of our procedures were satisfactory and we concurred with management’s conclusion that
adopting the going concern assumption for the group financial statements is appropriate.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Independent auditor’s report to the members of The Go-Ahead Group plc continued
5.2. Franchise compliance and associated income under rail contracts <>
Key audit matter
description
How the scope of
our audit responded
to the key audit
matter
In respect of the two UK train operating companies (TOCs), a franchise agreement details the arrangements
covering entitlement to revenue, certain costs and performance conditions. Due to the complexity of the
arrangements, there is a risk that the financial statements do not appropriately reflect the correct revenue
and costs in terms of completeness, measurement and occurrence. There is a risk that income/penalties that
can arise based on the actual performance of the individual TOC under the franchise agreement are not
accounted for appropriately due to the judgement involved. The COVID-19 related measures of franchise
compliance and associated income are considered separately within this report below. Revenue for the two
UK TOCs for the year-ended 27 June 2020 totalled £2,815.5m (2019: £2,669.4m).
This is noted in the critical accounting judgements and key sources of estimation uncertainty note on pages
142 to 144 of the financial statements.
Due to the complexity of the franchise arrangements, and the level of management judgement involved,
we deemed this a potential fraud risk for our audit.
During the year, management reviewed the application of their accounting policy relating to certain
revenue items within the UK TOC’s, with reference to IFRS 15, as set out in note 2 of the consolidated
financial statements. Management determined that there was a material misclassification of certain
amounts between revenue and operating costs in the prior year and have therefore restated the prior
year amounts in the financial statements.
Our audit procedures included:
• Obtained an understanding of the relevant controls over the franchise compliance process
• Read the key elements of the franchise agreements to understand the critical elements, to inform our
planned audit approach and challenge the accounting treatments adopted. This also included reviewing the
key elements of the Emergency Measures Agreement (EMA) put in place from 1 March 2020, which has
been discussed further in key audit matter 5.7 below
• Challenged management’s assessment of all significant assets, provisions and accruals by reviewing against
external evidence where appropriate, significant being quantitatively or qualitatively material. We also
tested the associated revenue or costs recognised to assess whether their recognition and quantum was
appropriately stated, and whether there were any indicators that the balances held should no longer be
recognised due to the passage of time, changes in contractual commitments, or legal requirements
• Held meetings with each of the franchise compliance managers to assess whether there were any new
issues of non-compliance or expected non-compliance, and whether any franchise committed obligations
will not be delivered
• Tested the supporting documentation for these balances as prepared by management to source
information, evaluated whether it was compliant with the franchise agreements, and tested the calculations
applied including recalculation where relevant
• Held meetings with the finance directors and members of the finance team to assess on a case by case basis
the movements in the provisions and accruals, during the period under audit, and challenged management
both on the recognition of new provisions and accruals, and also the continued recognition of long standing
provisions and accruals
• Reviewed board minutes and board papers to assess whether there was any inconsistency in the
determination of the provisions and accruals balances or any significant judgements which have not been
accounted for by management
• Reviewed relevant legal documentation and minutes of meetings held with the DfT
• Performed a detailed review of UK rail franchise revenue and costs in the context of IFRS 15 in order to
assess the appropriateness of the prior year restatement
• Assessed disclosure of this area within the financial statements as a critical judgement against the
requirements of IAS 1
Key observations
The results of our procedures were satisfactory. We concur with the judgements made at the year-end in
respect of accounting for income or penalties resulting from compliance with the franchise agreements.
We concur with management’s accounting treatment and prior year restatement.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 5.3. Rail franchise, dilapidation and other provisions and accruals <>
Key audit matter
description
This key audit matter relates to the valuation of contractual and property related liabilities for the group’s UK
TOC’s. These include contingent liabilities, in particular third party claims from customers or suppliers, and
dilapidation provisions relating to rolling stock, depots and stations – as disclosed in notes 24 and 27 of the
consolidated financial statements.
How the scope of
our audit responded
to the key audit
matter
Given the nature of these balances, there is judgement involved in determining whether they are classified as a
provision or contingent liability based on the definitions of IAS 37. The accounting for these commitments also
requires significant judgement by management in determining the correct value of provisions to be held and
therefore, we deemed this a potential fraud risk for our audit.
As of 27 June 2020, total rail franchise, dilapidation and other provisions and accruals totalled £184.6m (2019:
£166.7m) in the UK TOC’s.
This is noted in the critical accounting judgements and key sources of estimation uncertainty note on pages 142
to 144 of the financial statements.
Our audit procedures included:
• Obtained an understanding of the relevant controls over the rail franchise, dilapidations, other provisions
and accruals accounting process
• Gained an understanding of each significant accrual or provision, the basis of estimate and the range of
possible outcomes with the finance directors and relevant members of the finance teams
• Completed a review of supporting documentation and evidence for the existence of the obligation,
obtaining correspondence directly from third parties where relevant. We have re-performed management’s
calculations to assess the quantum of the obligation outstanding at year-end, challenging whether the
obligation exists based on reviews of clauses in the franchise agreements and other contracts and any
correspondence with the DfT or other relevant claimant
• Assessed whether the provisions meet the criteria for recognition per IAS 37 and whether they have been
appropriately classified as provisions or as an accrual depending on the level of uncertainty of the liability as
in certain cases the amount to be paid can become known
• Assessed disclosures within the financial statements against the relevant accounting standards, particularly
with regard to contingent liabilities to determine if the balance met the definition of a provision
• Assessed whether the third parties used to estimate relevant valuations have the appropriate experience,
qualifications and knowledge of the business, and agreed the findings from their surveys into the provision
• Reviewed relevant legal documentation and correspondence with Network Rail regarding the condition of
the stations and depots
• Reviewed reports from rolling stock leasing companies (ROSCOs) and management’s valuation experts on
their inspections and surveys on the condition of the rolling stock
• Assessed disclosure of this area within the financial statements as a critical judgement against the
requirements of IAS 1
Key observations
The results of our procedures were satisfactory. We concur with the level of provisions held at the year-end.
5.4. Valuation of uninsured liabilities <>
Key audit matter
description
This key audit matter relates to the valuation of insurance related provisions and in particular the
completeness of motor and other provisions relating to transport incidents. Judgement is required in the
assessment of the recognition criteria in each individual circumstance and the level of the provision held.
The methodology of calculating the self-insurance provision also requires management judgement regarding
the level of provision required in respect of claims incurred but not reported (IBNR) based on historic trends.
Due to this, we deemed this a potential fraud risk for our audit.
The uninsured claims provision held in the Group financial statements at 27 June 2020 was £49.9m
(2019: £43.4m) (see note 24 to the consolidated financial statements). The IBNR element represents £9.5m
(2019: £8.3m) of the £49.9m (2019: £43.4m) total self-insurance provision.
During the year, management revised their accounting policy in relation to the accounting treatment of the
provision. This is now measured on a gross basis with a separate reimbursement asset recognised for amounts
recoverable from insurance providers (see note 2 of the consolidated financial statements). Management
determined that retrospective application of this change in accounting policy was not material, and have
therefore not adjusted comparative figures in the financial statements.
123
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Independent auditor’s report to the members of The Go-Ahead Group plc continued
How the scope of
our audit responded
to the key audit
matter
Our audit procedures included:
• Obtained an understanding of the relevant controls over the valuation of uninsured liabilities accounting process
• Gained an understanding of the group’s obligations under its insurance policies with relevant members of
the finance team and reviewed the relevant documents
• Assessed the methodology used to calculate the claims incurred liabilities
• Assessed the approach used to determine the provision for claims incurred but not received and tested this
provision against historical trends
• Tested completeness of the self-insurance claims provision by sampling individual claims reported to the
individual operating companies and tracing back to the claim handlers' reports, and the provision held at
group level
• Reviewed group and subsidiary Board minutes, Board papers and held discussions with management to identify
any significant matters which should have been considered when creating the provision and to identify any
inconsistencies between the minutes and our understanding from the review of provisions performed
• Assessed the self-insurance provision to settle claims for incidents which arose prior to the balance sheet
date (including those for incidents incurred but not reported) for completeness and accuracy through
discussions held with the finance team and a review and testing of third party reports
• Performed detailed testing on the additional reimbursement asset, following the revised accounting policy
• Assessed whether a prior year adjustment was required as a result of the change in accounting policy
• Assessed disclosure of this area within the financial statements as a critical judgement against the
requirements of IAS 1
Key observations
The results of our procedures were satisfactory and we concurred with the level of provisions held. We concur
with management’s accounting treatment of the provision, including the change in accounting policy and
concluded that no prior period adjustment was required.
5.5. Valuation of pension scheme assets and liabilities and related disclosures >
>
Key audit matter
description
The group operates a number of defined benefit pension schemes, which can be categorised as Bus retirement
benefit schemes and Rail retirement benefit schemes.
Each Bus scheme’s pension asset or liability is calculated as the total for each plan of the present value of the
defined benefit obligation, less fair value of plan assets, out of which the obligations are to be settled directly.
This is then presented in the group balance sheet. As of 27 June 2020, the Bus schemes were in a net surplus
before taxation of £53.0m (2019: £48.7m) as presented in note 28 of the consolidated financial statements.
For the Rail schemes, the group’s TOCs participate in the Railways Pension Scheme (RPS), which is an
industry-wide defined benefit scheme. The group is obliged to fund the relevant section of the schemes over
the period for which the franchises are held and therefore the Rail scheme’s defined benefit asset or liability
is not presented in the group balance sheet owing to the fact that a franchise adjustment is applied. As of
27 June 2020, the group’s TOCs gross deficit was £1,056.3m (2019: £738.3m) as presented in note 28 of the
consolidated financial statements.
Given the quantum of these schemes, managing the liabilities is complex and significant judgement is required
in determining the value of the liabilities provided in accordance with IAS 19 revised. See the critical accounting
judgements and key sources of estimation uncertainty note on pages 142 to 144.
The significant judgements relating to the assumptions underpinning the calculation of the defined benefit
pension liabilities, include the inflation rate, discount rate, future salary and mortality assumptions applied in
arriving at the liability value. These could materially impact the group’s balance sheet position for the Bus
schemes. There is also complexity involved in the accounting treatment of the RPS due to the franchise
adjustment, as mentioned above.
In addition to this, both the Bus and Rail schemes held a significant amount of assets as at 27 June 2020 that
do not have an active market. The Secure Income Fund within the Bus schemes had a total asset value of £78m
as at 27 June 2020, of which 60% of the assets have been valued using stale prices. The assets held by the
RPS including stale prices totalled £2.2bn. Appropriately determining the fair value of such assets requires
significant judgement without an active market, particularly given the market volatility caused by COVID-19
in the current year.
The effect of these matters is a potential range of reasonable outcomes for the valuations of these assets.
The changes in the Bus schemes’ assets would impact the group’s balance sheet. However, the changes in
valuations of the RPS assets do not impact the group’s balance sheet for the reasons mentioned above.
See note 28 of the consolidated financial statements.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements How the scope of
our audit responded
to the key audit
matter
Our audit procedures included:
Pension liabilities:
• Obtained an understanding of the relevant controls over the pension scheme liabilities accounting process
and the process for the related disclosures within the Annual Report
• Involved our actuarial specialists to assess whether the values used by management’s actuaries for key
assumptions at the year-end are within Deloitte’s acceptable range with a focus on estimations of future
changes in salaries, inflation and longevity of current and deferred members and the selection of a suitable
discount rate
• Involved our actuarial specialists to assess the appropriateness of the methodology used by management’s
actuaries to calculate the liabilities for the pension schemes
• Tested the membership data utilised by the actuaries to calculate the liabilities for the pension scheme
Pension assets:
• Obtained an understanding of the relevant controls over the pension scheme assets accounting process
and the process for the related disclosures within the Annual Report
• Given the market volatility caused by COVID-19 we have inquired with investment managers to determine
whether stale prices were used in their valuation of pension assets as at 27 June 2020. Where stale prices
were identified we have:
– Worked with asset valuation specialists to test the accuracy of the year-end valuation by using alternate
benchmarks where relevant
– Obtained direct confirmation of the year-end valuation from the investment managers
– Obtained an understanding of the relevant controls at the investment managers and their competency to
perform the valuations
– Reviewed appropriateness of management’s disclosures within the financial statements
Disclosures:
• Reviewed the accounting treatment of the Rail Pension Scheme for compliance with the group’s accounting
policy and IFRS
• Assessed the pension disclosures in the financial statements and considered their compliance with the
requirements of IAS19 revised
• Assessed disclosure of this area within the financial statements as a critical judgement against the
requirements of IAS 1
Key observations
The results of our procedures were satisfactory and we concurred with the assumptions applied in respect of
the valuation of the scheme liabilities. These assumptions fall within the middle of our acceptable range.
While we note the significant estimation uncertainty in relation to the adjustments made in respect of stale
prices as a result of the COVID-19 pandemic, in our testing all but two funds fell within our reasonable range
established by our pension asset specialists. These funds were in relation to the RPS which does not impact
the group’s balance sheet. This resulted in only a potential reclassification misstatement which management
and we did not consider material to the financial statements. We consider the valuation of the unquoted
investments to be acceptable.
125
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Independent auditor’s report to the members of The Go-Ahead Group plc continued
5.6. Revenue recognition for the bus division <>
Key audit matter
description
How the scope of
our audit responded
to the key audit
matter
In the bus division the key audit matter over revenue recognition has been focused on whether recognising
revenue in relation to concessionary fare income, contract sales and most significantly Quality Incentive
Contract premiums (QICs) in London Bus is appropriate. Judgement is involved in determining QICs revenue
which is based on performance measures associated with the contract. QICs income reflects the area of most
judgement in the Bus division reflecting that it requires an assessment of the likely additional revenue
receivable under the contractual terms with Transport for London for performance in the period.
Revenue for the year ended 27 June 2020 totalled £1,012.9m (2019: £1,002.2m) for the bus operating segment
(see note 4 of the consolidated financial statements). Due to the management judgement involved in
determining QICs revenue we deemed this a potential fraud risk for our audit. QICs revenue represented
£14.3m (2019: £18.3m) of the total bus revenue balance. See note 2 of the consolidated financial statements.
Our audit procedures included:
• Obtained an understanding of the relevant controls relating to the revenue process
• Reviewed the amount recognised against the terms of the contract
• Obtained a breakdown of the revenue balances and agreed a sample through to bank statements
• Recalculated the revenue based on the terms of the contract, including the number of days operated taking
account of new contracts, terminated contracts and price adjustments during the year
• Performed detailed testing to supporting documentation, being third party where relevant, of the key
revenue balances at each in scope bus business including a focus on the QICs premium income recognised
in London Bus
Key observations
The results of our procedures were satisfactory and we concurred with the recognition of revenue in the
bus division.
5.7. Accounting treatment for government support packages !
Key audit matter
description
This key audit matter relates to the accounting treatment of government support packages across the group
received as a result of the impacts of COVID-19 on the business operations during the current year.
The group was the recipient of government support packages during the year following the COVID-19
pandemic. The UK support received was as follows:
• The group’s UK regional bus services received the COVID-19 Bus Services Support Grant (CBSSG) of £20.1m
• The group’s two UK rail companies received support through the Emergency Measures Agreement (EMA)
Given the complexity of the government support contracts and judgement involved in determining “allowable
costs”, this has been determined as a potential fraud risk for the current year audit in relation to revenue
recognition under IFRS 15.
It is noted in the critical accounting judgements and key sources of estimation uncertainty note on pages 142
to 144 and in the key financial and internal control matters in the Audit Committee report on pages 82 to 89 of
the Annual Report.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements How the scope of
our audit responded
to the key audit
matter
Our audit procedures included:
UK regional bus
• Obtained an understanding of the relevant controls over the accounting treatment of the CBSSG income
within the regional bus businesses
• Performed a recalculation of the bus CBSSG grants and the subsequent accrued income recognised and
reviewed agsinst the group’s policy and the requirements of CBSSG, being that operators may not recognise
a profit
• Performed testing over the accuracy and completeness of the data inputs (being passenger numbers and
mileage) behind management’s calculation
• Assessed the disclosures made in the financial statements, particularly under IAS 1 where judgements or
estimates are present
UK rail
• Obtained an understanding of the relevant controls over the accounting treatment of the EMA
• Reviewed the EMA to determine appropriateness of treatment of EMA under IFRS 15
• Gained a detailed understanding of disallowable costs and other key terms in the agreement
• Profiled costs and performed detailed testing of costs to determine whether they meet the definition of
allowable costs and challenged management on those that involved management judgement, requesting
additional evidence to support management’s position, where appropriate
• Reviewed periodic reports and correspondence with DfT and specifically focused our challenge of
management on any discussion points that the DfT raised in relation to various costs
• Reviewed periodic actual versus budget analysis with management explanations and challenged
management by focusing on those areas where actual costs were higher than those budgeted to fully
understand the costs incurred
Key observations
The results of our procedures were satisfactory and we concurred with the accounting treatment of the
government support packages across the group.
5.8. Recoverability and impairment of regional bus assets and investments in subsidiaries !
Key audit matter
description
As of 27 June 2020, the group holds £436.6m (2019: £456.4m) of property, plant and equipment and £24.6m
(2019: £20.9m) of intangible assets across regional bus and Germany, post-impairment. In light of the current
economic environment, there is a risk that the carrying value of the tangible and intangible assets may be
higher than their recoverable amount.
How the scope of
our audit responded
to the key audit
matter
The quantum of impairments posted across the group this year is £42.7m (being £21.2m in regional bus and
£21.5m in Germany) as noted in note 7 of the consolidated financial statements. Given the level of judgement
involved and the negative impact that COVID-19 has had on the business, we have determined that this is a
key audit matter for the current year audit.
It is noted in the critical accounting judgements and key sources of estimation uncertainty note on pages 142
to 144 and in the key financial and internal control matters in the Audit Committee report on pages 82 to 89
of the Annual Report.
Our audit procedures included:
• Obtained an understanding of the relevant controls over the impairment process
• In regional bus, we challenged management on the determined recoverable amount of the coaches that had
been written down by considering whether using scrap value was appropriate for the write down of
coaches in regional bus entities, given forecasted future recovery post-COVID
• In Germany, we have reviewed and assessed management’s judgements and calculations and also
challenged the reasonableness of the assumptions used to determine the recoverable amount of assets by
testing the accuracy, completeness and appropriateness of the assumptions used in the discounted cash
flows (including the forecasted future cash flows, growth rates and discount rates) and in particular
focusing on the availability of supporting evidence
• Challenged the other operating companies and investments balances to assess whether impairment
beyond those management identified are required, by reviewing the performance of subsidiaries across
the group and assessing the future forecasted cash flows in these subsidiaries
• Assessed the classification of the impairment as an exceptional item in accordance with IAS 1
Key observations
The results of our procedures were satisfactory and we concurred with management’s approach to the
impairment arising in the financial statements.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Independent auditor’s report to the members of The Go-Ahead Group plc continued
5.9. Assessment of potential onerous contracts in Germany !
Key audit matter
description
Since Go-Ahead Germany commenced the operation of its rail services in June 2019, it has experienced
significant operational difficulties in relation to the Baden-Württemberg franchise, leading to significant
financial losses for the year-ended 27 June 2020. Whilst initial operating losses were planned, the losses have
been higher than expected owing to a shortage of both trains and drivers. As a result, management have
performed both an impairment review and assessment of the need for a provision for onerous contract in all
German contracts by determining the value-in-use and discounted cash flows factoring in relevant
assumptions in the following key areas:
• the level of penalties (revenue deductions);
• inflation assumptions including driver costs;
• improvements regarding operating cost efficiencies; and
• the applicability of management’s discount rate in relation to risk-adjustment.
For the year ended 27 June 2020, management have recognised a provision of £7.2m relating to committed,
irrecoverable franchise set-up costs in relation to the Bavarian franchise. Management have assessed the
future forecasts relating to the Baden-Württemberg franchise and have determined that the contract is
not onerous.
It is noted in the critical accounting judgements and key sources of estimation uncertainty note on pages 132
to 134 and in the key financial and internal control matters in the Audit Committee report on pages 86 and 87
of the Annual Report.
Our audit procedures included:
• Obtained an understanding of the relevant controls over the onerous contracts assessment process
• Understood the contracts in the German business
• Reviewed and challenged the reasonableness of the assumptions used to determine management’s value in
use models in respect of each of the German rail contracts by testing the accuracy, completeness and
appropriateness of the assumptions used in the DCFs and in particular focusing on the availability of
supporting evidence
• Validated the material individual assumptions by discussing them with management and by assessing them
with the relevant regulations of the respective contract, using experience from previous projects and
expectations of the industry
• Performed sensitivity analysis on key assumptions in the models, including the level of penalties (revenue
deductions), inflation assumptions including driver costs and improvements regarding operating cost efficiencies
How the scope of
our audit responded
to the key audit
matter
Key observations
The results of our procedures were satisfactory and we concurred with management’s provisions in respect of
the Bavarian contract of £7.2m.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 6. Our application of materiality
6.1 Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions
of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work
and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Group financial statements
Parent company financial statements
Materiality
£4.3m (2019: £5.8m)
£1.5m (2019: £2.3m)
Basis for
determining
materiality
We determined materiality of the group based on
2% of net assets adjusted for the pension surplus
(2019: 5% of profit before tax pre-exceptional items).
Rationale for
the benchmark
applied
In the current year, we determined materiality as 2% of
net assets adjusted for the pension surplus. In 2019, we
determined materiality with reference to profit before
tax adjusted for exceptional items. Prior year materiality
expressed as a percentage of 2019 net assets adjusted
for pension surplus was 2%.
The reason for the change in benchmark is due to the
impact that COVID-19 has had on the profitability of the
business in the current year and the anticipated
continued impact expected for the following year.
Parent company materiality equates to less than 1% of
net assets (2019: less than 1%), which is capped at 40%
of group materiality (2019: capped at 40% of group
materiality).
Net assets has been selected as an appropriate measure
on which to determine materiality as the parent
company is a holding company.
Net assets adjusted
for pension surplus
£233.6m
Net assets adjusted for pension surplus
Group materiality
Group materiality
£4.3m
Component
materiality range
£1.5m to £2.0m
Audit Committee
reporting threshold
£0.2m
6.2 Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and
undetected misstatements exceed the materiality for the financial statements as a whole. Group performance materiality was set at
70% of group materiality for the 2020 audit (2019: 70%). In determining performance materiality, we considered the following factors:
• The quality of the financial reporting process and control environment;
• The level of corrected and uncorrected misstatements in the prior periods; and
• The potential impact of COVID-19 on the control environment.
6.3 Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £0.2m (2019: £0.3m), as
well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit
Committee on disclosure matters that we identified when assessing the overall presentation of the financial statements.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
Independent auditor’s report to the members of The Go-Ahead Group plc continued
7. An overview of the scope of our audit
7.1. Identification and scoping of components
Our group audit scope was determined after obtaining an understanding of the group and its environment, including group-wide
controls, and assessing the risks of material misstatement at the group level. Based on that assessment, we focused our group audit
scope primarily on the audit work at 8 (2019: 11) principal locations including both of the UK rail businesses which were subject to a full
scope audit. The change year on year was reflective of our continued assessment of financial significance of each component to the
group. In addition to this, we performed specified procedures at a further 2 locations, one of which being the Norwegian franchise that
commenced in December 2019.
The locations in full audit scope represent the principal business units and account for 83% (2019: 95%) of the group’s net assets,
91% (2019: 98%) of the group’s revenue and 86% (2019: 87%) of the group’s operating profit. The locations were selected to provide
an appropriate basis for undertaking audit work to address the risks of material misstatement identified above. Our audit work at the
principal locations was executed at levels of materiality applicable to each individual entity which were lower than group materiality
and within the range disclosed above.
Our scoping decisions considered a number of factors including the individual financial significance of a component, and whether the
key audit matters were applicable to the components. In the current year our audit scoping has risk assessed the commencement of
rail operations in Norway in 2019 and also the impact of a full year of operations for rail operations in Germany.
Component materiality was used to perform the audit work at all component locations and for the current year audit, this ranged from
£1.5m to £2.0m (2019: £2.3m to £4.1m). Component materiality is used to reduce to an appropriately low level the probability that the
aggregate of uncorrected and undetected misstatements in the group financial statements exceeds materiality for the group financial
statements as a whole.
7.2. Working with other auditors
The group audit team have directed and supervised the work of the component audit teams during the course of the year. We issued
detailed instructions to our component audit teams and included all component teams in our team briefing, discussed their risk
assessment and remained in contact throughout the audit process. In addition, we attended planning and close meetings with them
and component management teams, and reviewed their component reporting. For all UK components, the Senior Statutory Auditor
has access to the audit files and directly reviews the work performed in key risk areas relevant to the group, including significant risk
areas. For overseas components, we remained in close communication with them throughout the audit process and reviewed
significant work papers to gain sufficient oversight of the work performed. In addition, we performed desktop reviews for the non-
scope entities.
At the group level, we also tested the consolidation process and carried out analytical procedures to confirm our conclusion that there
were no significant risks of material misstatement of the aggregated financial information of the remaining components not subject
to audit.
Revenue
911
Full audit scope: 91%
Specified audit procedures: 1%
Review at group level: 8%
Net assets
834
Full audit scope: 83%
Specified audit procedures: 4%
Review at group level: 13%
Profit
before tax
8613
Full audit scope: 86%
Specified audit procedures: 13%
Review at group level: 1%
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
+
8
+
L
+
1
+
L
+
13
+
L
8. Other information
The directors are responsible for the other information. The other information comprises the information included in the Annual
Report, other than the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in
our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a
material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
In this context, matters that we are specifically required to report to you as uncorrected material misstatements of the other
information include where we conclude that:
• Fair, balanced and understandable – the statement given by the directors that they consider the Annual Report and financial
statements taken as a whole is fair, balanced and understandable and provides the information necessary for shareholders to assess
the group’s position and performance, business model and strategy, is materially inconsistent with our knowledge obtained in the
audit; or
• Audit Committee reporting – the section describing the work of the Audit Committee does not appropriately address matters
communicated by us to the Audit Committee; or
• Directors’ statement of compliance with the UK Corporate Governance Code – the parts of the directors’ statement required
under the Listing Rules relating to the company’s compliance with the UK Corporate Governance Code containing provisions
specified for review by the auditor in accordance with Listing Rule 9.8.10R(2) do not properly disclose a departure from a relevant
provision of the UK Corporate Governance Code.
We have nothing to report in respect of these matters.
9. Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial
statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is
necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s ability to
continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic
alternative but to do so.
10. Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial
statements.
Details of the extent to which the audit was considered capable of detecting irregularities, including fraud and non-compliance with
laws and regulations are set out below.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/
auditorsresponsibilities. This description forms part of our auditor’s report.
131
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Independent auditor’s report to the members of The Go-Ahead Group plc continued
11. Extent to which the audit was considered capable of detecting irregularities, including fraud
We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design
and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide
a basis for our opinion.
11.1 Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws
and regulations, we considered the following:
• the nature of the industry and sector, control environment and business performance including the design of the group’s
remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets;
• results of our enquiries of management and the Audit Committee about their own identification and assessment of the risks of
irregularities;
• any matters we identified having obtained and reviewed the group’s documentation of their policies and procedures relating to:
– identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
– detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and
– the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
• the matters discussed among the audit engagement team including significant component audit teams and involving relevant
internal specialists, including tax, valuations, pensions and IT specialists regarding how and where fraud might occur in the financial
statements and any potential indicators of fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and
identified the greatest potential for fraud in the following areas: going concern, franchise compliance and associated income under rail
contracts, rail franchise, dilapidation and other provisions and accruals, valuation of uninsured liabilities, revenue recognition for the
bus division and accounting treatment for government support packages. In common with all audits under ISAs (UK), we are also
required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the group operates in, focusing on provisions of those
laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements.
The key laws and regulations we considered in this context included the UK Companies Act, Listing Rules, pension legislation and
tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but
compliance with which may be fundamental to the group’s ability to operate or to avoid a material penalty. These include compliance
with the terms of the group’s schedules of the franchise agreements for the train operating companies which are fundamental to the
group’s business operations.
132
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 11.2 Audit response to risks identified
As a result of performing the above, we identified the following key audit matters related to the potential risk of fraud or non-
compliance with laws and regulations:
• Going concern
• Franchise compliance and associated income under rail contracts
• Rail franchise, dilapidation and other provisions and accruals
• Valuation of uninsured liabilities
• Revenue recognition for the bus division
• Accounting treatment for government support packages
The key audit matters section of our report explains the matters in more detail and also describes the specific procedures we
performed in response to those key audit matters.
In addition to the above, our procedures to respond to risks identified included the following:
• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of
relevant laws and regulations described as having a direct effect on the financial statements;
• enquiring of management, the Audit Committee and in-house/external legal counsel concerning actual and potential litigation and
claims;
• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material
misstatement due to fraud;
• reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with
the DfT in relation to the rail operating franchises; and
• in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other
adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including
internal specialists and significant component audit teams, and remained alert to any indications of fraud or non-compliance with laws
and regulations throughout the audit.
Report on other legal and regulatory requirements
12. Opinions on other matters prescribed by the Companies Act 2006
In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the
Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the strategic report and the directors’ report for the financial year for which the financial statements
are prepared is consistent with the financial statements; and
• the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the
course of the audit, we have not identified any material misstatements in the strategic report or the directors’ report.
133
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Independent auditor’s report to the members of The Go-Ahead Group plc continued
13. Matters on which we are required to report by exception
13.1 Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not received all the information and explanations we require for our audit; or
• adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from
branches not visited by us; or
• the parent company financial statements are not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
13.2 Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors’ remuneration have not
been made or the part of the directors’ remuneration report to be audited is not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
14. Other matters
14.1 Auditor tenure
Following the recommendation of the Audit Committee, we were appointed by the Company’s members on 22 October 2015 to audit
the financial statements for the year ending 2 July 2016 and subsequent financial periods. The period of total uninterrupted engagement
including previous renewals and reappointments of the firm is 5 years, covering the years ending 2 July 2016 to 27 June 2020.
14.2 Consistency of the audit report with the additional report to the Audit Committee
Our audit opinion is consistent with the additional report to the Audit Committee we are required to provide in accordance with ISAs (UK).
15. Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them
in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we
have formed.
Christopher Powell, FCA (Senior statutory auditor)
for and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
23 September 2020
134
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Consolidated income statement
for the year ended 27 June 2020
Group revenue
Operating costs
Group operating profit
Share of result of joint venture
Finance revenue
Finance costs
Profit/(loss) before taxation
Tax expense
Profit/(loss) for the year from continuing
operations
Attributable to:
Equity holders of the parent
Non-controlling interests
Earnings per share
– basic
– diluted
Dividends paid (pence per share)
Final dividend proposed (pence per share)
8
8
9
10
10
11
11
Pre-
exceptional
2020
£m
3,898.4
(3,820.5)
Notes
4
5–7
Exceptional
items
2020
£m
Post-
exceptional
2020
£m
Pre-
exceptional
2019 *
£m
Exceptional
items
2019
£m
3,898.4
(3,877.6)
3,674.2
(3,553.1)
—
(57.1)
(57.1)
—
—
—
(57.1)
6.3
20.8
(0.6)
5.4
(25.8)
(0.2)
(11.9)
77.9
(0.6)
5.4
(25.8)
56.9
(18.2)
38.7
(50.8)
(12.1)
22.2
16.5
38.7
(50.8)
—
(50.8)
(28.6)
16.5
(12.1)
121.1
(0.5)
5.1
(11.9)
113.8
(24.7)
89.1
72.8
16.3
89.1
Post-
exceptional
2019 *
£m
3,674.2
(3,569.9)
104.3
(0.5)
5.1
(11.9)
97.0
(21.9)
75.1
58.8
16.3
75.1
—
(16.8)
(16.8)
—
—
—
(16.8)
2.8
(14.0)
(14.0)
—
(14.0)
51.6p
51.5p
(118.1)p
(117.9)p
(66.5)p
(66.4)p
169.4p
169.0p
(32.6)p
(32.5)p
136.8p
136.5p
71.91p
—
102.08p
71.91p
At 30 June 2019, the Group implemented IFRS 16 Leases using the modified retrospective transition method. As a result, the comparative figures have not been restated and are
presented on an IAS 17 basis.
* Restated (see note 2).
The consolidated income statement includes the majority of our income and expenses for the year with the remainder
recorded in the consolidated statement of comprehensive income
Highlights of the movements in the year are set out below:
Revenue
Revenue increased by 6.1% to £3,898.4m (2019: £3,674.2m restated). Rail operations comprised 74.0% of the total revenue and increased by
8.0% during the year to £2,885.5m. Regional bus comprised 10.5% of revenue, decreasing by 5.6% to £408.8m whilst London & International
bus comprised the remaining 15.5%, growing by 6.1% to £604.1m. The prior year revenue has been restated following a change in the
recognition of certain revenue streams within rail, as explained in note 2. Segmental performance is shown in note 4.
Operating profit
Overall, the operating profit, before exceptional items, decreased 35.7% from £121.1m to £77.9m reflecting the impact of COVID-19 and
a challenging performance in the German rail operation. The pandemic has mostly impacted performance in the regional bus division
and margins have declined from 10.3% to 5.0%. The London & International bus division has been more resilient, and margins decreased
to 8.0% from 9.0%. Rail profit margins decreased from 1.0% (restated) to 0.3% as a result of of the significant losses in our German
operation and lower margins in the Southeastern franchise, as a result of revised contractual terms.
Exceptional operating item
During the year, an exceptional charge of £57.1m has been recognised. £26.7m related to the regional bus division following the impact
of COVID-19 and a strategic review into the decline of operational performance. £30.4m related to the rail division following challenges
within the German rail operation. Both strategic reviews resulted in exceptional items in respect of asset impairments, provisions and
restructuring costs, as detailed in note 7.
Finance costs
Net finance costs have increased following the adoption of IFRS 16 which directly resulted in an additional finance costs of £13.7m in the
year. Finance revenue remained consistent.
Tax expense
The tax expense decreased from £21.9m in 2019 to £11.9m. On a pre-exceptional basis, the 2020 effective tax rate is 32.0% (2019: 21.7%).
This includes a £5.5m charge in relation to the change in the UK deferred taxation rate from 17% to 19%; excluding this, the effective tax
rate is 22.3% (2019: 21.7%). The effective rate is higher than the statutory rate in both years due to the impact of bidding in and
mobilising operations in international markets.
135
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
Consolidated statement of comprehensive income
for the year ended 27 June 2020
(Loss)/profit for the year
Other comprehensive income
Items that will not be reclassified to profit or loss:
Remeasurement (losses)/gains on defined benefit pension plans
Tax relating to items that will not be reclassified
Items that may subsequently be reclassified to profit or loss:
Unrealised losses on cashflow hedges
Losses/(gains) on cashflow hedges taken to income statement – operating costs
Tax relating to items that may be reclassified
Foreign exchange differences on translation of foreign operations
Other comprehensive (losses)/gains for the year, net of tax
Total comprehensive (losses)/income for the year
Attributable to:
Equity holders of the parent
Non-controlling interests
Notes
28
9
23
23
9
2020
£m
(12.1)
(3.1)
0.4
(2.7)
(25.3)
5.7
3.8
(1.8)
(17.6)
(20.3)
(32.4)
(48.9)
16.5
(32.4)
2019
£m
75.1
21.6
(3.7)
17.9
(4.9)
(8.8)
2.4
—
(11.3)
6.6
81.7
65.4
16.3
81.7
The consolidated statement of comprehensive income records all of the income and losses generated for the year
Highlights of the movements in the year are set out below:
Loss for the year
The loss for the year after taxation is £12.1m and includes amounts attributable to equity shareholders and non-controlling interests.
Remeasurement of defined benefit pension plans
As analysed in note 28 the remeasurement losses on defined benefit pension plans were £3.1m, which consisted of rail pension plans
showing remeasurements of £nil and bus pension plans showing remeasurements of £3.1m.
Unrealised losses on cashflow hedges
The Group manages its exposure to the future cost of diesel through a programme of hedging. At each period end, the derivatives used
are marked to a market price and the amounts attributable to future periods are revalued through the statement of comprehensive
income. Due to decreases in market prices a loss in the year arose.
136
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
Consolidated statement of changes in equity
for the year ended 27 June 2020
Share
capital
£m
Reserve for
own shares
£m
Hedging
reserve
£m
Share
premium
reserve
£m
Capital
redemption
reserve
£m
Translation
reserve
£m
Retained
earnings
£m
Total
shareholders’
equity
£m
Non-
controlling
interests
£m
14.8
—
(11.3)
—
(11.3)
—
—
—
—
—
3.5
—
(15.8)
—
—
At 30 June 2018
Profit for the year
Net movement on hedges
(net of tax) (note 23)
Remeasurement on defined
benefit retirement plans
(net of tax) (note 28)
Total comprehensive
income/(losses)
Exercise of share options
Share based payment charge
(and associated tax) (note 6)
Acquisition of own shares
Share issue
Dividends (note 11)
74.2
—
(71.3)
—
—
—
—
—
—
—
0.5
—
—
—
—
1.0
—
(1.0)
—
—
At 29 June 2019
74.7
(71.3)
(Loss)/profit for the year
Net movement on hedges
(net of tax) (note 23)
Remeasurement on defined
benefit retirement plans
(net of tax) (note 28)
Foreign exchange
Total comprehensive
(losses)/income
Exercise of share options
Share based payment charge
(and associated tax) (note 6)
Acquisition of own shares
Share issue
Dividends (note 11)
—
—
—
—
—
—
—
—
0.5
—
—
—
—
—
—
0.7
(15.8)
—
—
(0.7)
—
—
—
—
—
—
1.6
—
—
—
—
—
—
—
—
—
1.6
—
—
—
—
—
—
—
—
—
—
0.7
—
—
—
—
—
—
—
—
—
0.7
—
—
—
—
—
—
—
—
—
—
267.9
58.8
287.9
58.8
31.5
16.3
—
(11.3)
17.9
17.9
76.7
(1.0)
1.1
—
—
(43.8)
300.9
65.4
—
1.1
(1.0)
0.5
(43.8)
310.1
(28.6)
(28.6)
—
—
16.3
—
—
—
—
(12.7)
35.1
16.5
—
—
—
—
—
—
—
—
—
—
—
—
—
Total
equity
£m
319.4
75.1
(11.3)
17.9
81.7
—
1.1
(1.0)
0.5
(56.5)
345.2
(12.1)
—
(15.8)
—
(15.8)
—
(1.8)
(1.8)
—
—
—
—
—
(2.7)
—
(2.7)
(1.8)
(31.3)
(0.7)
1.6
—
—
(30.9)
(48.9)
—
1.6
(0.7)
0.5
(30.9)
—
—
16.5
—
—
—
—
(14.7)
(2.7)
(1.8)
(32.4)
—
1.6
(0.7)
0.5
(45.6)
At 27 June 2020
75.2
(71.3)
(12.3)
1.6
0.7
(1.8)
239.6
231.7
36.9
268.6
The consolidated statement of changes in equity shows the movements in equity shareholders’ funds and
non-controlling interests
Equity shareholders’ funds decreased from £310.1m to £231.7m as a result of the retained loss for the year, dividend payments, losses on
the remeasurement of defined benefit retirement plans and losses on the fuel hedge derivatives.
Non-controlling interests have increased from £35.1m to £36.9m and consist of the appropriate share of UK rail profits, less dividends
paid to non-controlling interests during the year.
The hedging reserve reflects the movements on the fuel hedge derivatives which are marked to a market price. The decrease is due
to reductions in market prices resulting in a loss in the year.
137
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Consolidated balance sheet
as at 27 June 2020
Assets
Non-current assets
Property, plant and equipment
Right of use assets
Goodwill and intangible assets
Deferred tax assets
Other financial assets
Retirement benefit assets
Current assets
Inventories
Trade and other receivables
Other financial assets
Assets classified as held for sale
Current tax asset
Cash and cash equivalents
Total assets
Liabilities
Current liabilities
Trade and other payables
Other financial liabilities
Interest-bearing loans and borrowings
Lease liabilities
Current tax liabilities
Provisions
Non-current liabilities
Trade and other payables
Other financial liabilities
Interest-bearing loans and borrowings
Lease liabilities
Retirement benefit obligations
Deferred tax liabilities
Provisions
Total liabilities
Net assets
Capital and reserves
Share capital
Reserve for own shares
Hedging reserve
Share premium reserve
Capital redemption reserve
Translation reserve
Retained earnings
Total shareholders’ equity
Non-controlling interests
Total equity
Notes
2020
£m
2019
£m
12
13
14
9
23
28
17
18
23
16
9
19
20
23
21
13
9
24
20
23
21
13
28
9
24
25
25
25
25
25
25
589.0
648.9
96.1
2.9
0.1
63.3
1,400.3
19.7
268.5
0.1
7.2
4.9
569.8
870.2
2,270.5
631.9
—
108.8
0.2
1.5
53.8
796.2
16.8
350.3
4.4
2.7
—
630.8
1,005.0
1,801.2
(718.0)
(9.9)
(6.1)
(517.3)
(0.9)
(46.1)
(847.7)
(0.8)
(5.5)
(1.8)
(13.1)
(34.8)
(1,298.3)
(903.7)
(15.6)
(5.6)
(403.9)
(131.3)
(10.3)
(49.0)
(87.9)
(703.6)
(9.0)
(0.8)
(401.6)
(4.3)
(5.1)
(49.5)
(82.0)
(552.3)
(2,001.9)
(1,456.0)
268.6
345.2
75.2
(71.3)
(12.3)
1.6
0.7
(1.8)
239.6
231.7
36.9
268.6
74.7
(71.3)
3.5
1.6
0.7
—
300.9
310.1
35.1
345.2
At 30 June 2019, the Group implemented IFRS 16 Leases using the modified retrospective transition method. As a result, the comparative figures have not been restated and are
presented on an IAS 17 basis.
The financial statements were approved by the Board of Directors on 23 September 2020 and were signed on its behalf by:
Clare Hollingsworth – Chairman
Elodie Brian – Group Chief Financial Officer
138
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
The consolidated balance sheet shows all of our assets and liabilities at the year end
Further details of the major movements of our assets and liabilities in the year are set out below:
Property, plant and equipment
Overall, property, plant and equipment totalled £589.0m, down £42.9m on the prior year, with the vast majority held in the bus division
in freehold land and buildings and bus vehicles. During the year, the Group spent £72.6m on assets, £56.6m in the bus division and £16.0m
in the rail division; offsetting this were depreciation charges of £84.1m, £66.2m in the bus division and £17.9m in the rail division. Assets
of £21.3m were impaired at year end and included £16.1m in the bus division, following a strategic review and the impact of COVID-19.
This was mainly relating to coaching contracts and airline routes. In rail, £4.4m was impaired in Germany in relation to freehold land and
buildings following a strategic review of this business.
Right of use assets
The Group adopted IFRS 16 Leases on 30 June 2019 and the impact of this standard saw £782.7m of right of use assets come onto the
balance sheet at this date. A further £236.9m of assets were added during the year, mainly as a result of the Southeastern direct award
contract being awarded from 1 April 2020. Depreciation of £375.5m is significant and is due to the majority of the leases relating to the
UK rail businesses, which have short lease terms due to the remaining terms of the current franchises.
Goodwill and intangible assets
The total intangible balance of £96.1m is down £12.7m on the prior year. Additions, which comprised £5.3m of software costs and £13.1m
of franchise set-up costs, are offset by impairments totalling £21.5m relating to franchise set-up costs, software assets, customer
contracts and goodwill, mainly in the rail division. The amortisation charge for the year totalled £9.4m.
Other current assets
The Group’s current assets totalled £870.2m, down £134.8m on the prior year. Of this decrease, £61.0m was in cash and the remainder of
the movement was due to lower trade receivables. Both of these reductions were mainly in the UK rail businesses and arose from the
impact of COVID-19 and the franchises operating under the Emergency Measures Agreements (EMAs).
Other financial assets and liabilities
Included in current assets is £0.1m and in non-current assets is £0.1m, offset by current liabilities of £9.9m and non-current liabilities of
£5.6m. These represent the mark to market value of the fuel hedges, split between those due within one year and those due in more
than one year.
Trade and other payables
Trade and other payables have decreased by £129.7m to £718.0m, mainly attributable to the impact of COVID-19 on deferred season
ticket income and the impact of funding under the EMAs in the rail division.
Interest-bearing loans and borrowings
Non-current interest-bearing loans and borrowings totalled £403.9m, up from £401.6m in 2019. Principal balances within this are
amounts drawn on our revolving credit facility of £147.4m and the £250.0m corporate bond, offset by deferred debt issue costs.
Current interest-bearing loans and borrowings totalled £6.1m, £5.5m in 2019. Interest rates and movements on these balances are
shown in full in note 21.
Lease liabilities
The Group adopted IFRS 16 Leases on 30 June 2019. The impact of this standard saw £781.1m of lease liabilities come onto the balance
sheet at this date. During the year the liability has decreased to £648.6m mainly due to the majority of the leases relating to the rail
businesses which have short lease terms due to the remaining term of the current franchises.
Retirement benefit schemes
Further details of the retirement benefit schemes in both bus and rail are shown in note 28. The net surplus on the bus schemes totals
£53.0m and represents the excess of current assets compared to future liabilities in the pension fund. An asset-backed off-balance
sheet funding arrangement is in place, as agreed with the scheme trustees. The rail deficit is £nil reflecting that the franchise adjustment
(for the amounts which are the ongoing responsibility of the Department for Transport (DfT) or others beyond the franchise term)
offsets the pension scheme deficit calculated.
Provisions
As shown in note 24, the Group provides for both uninsured claims and for rail franchise commitments including property and rolling
stock dilapidations.
The total provision for uninsured claims of £49.9m is £6.5m higher than in 2019. Rail franchise commitments are £9.6m higher than prior
year at £73.6m. The Group engages with external third party professionals to assist in the calculation of these provisions.
Capital and reserves
Movements in equity and reserves are described in the commentary on the consolidated statement of changes in equity.
139
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Consolidated cashflow statement
for the year ended 27 June 2020
(Loss)/profit after tax for the year
Net finance costs
Tax expense
Depreciation of property, plant and equipment
Depreciation of right of use assets
Amortisation of intangible assets
Asset impairment
Investment impairment
Exceptional items
Share of result of joint venture
Loss on sale of assets held for sale
Profit on sale of property, plant and equipment
Share based payment charges
Difference between pension contributions paid and amounts recognised in the income statement
Increase in inventories
Decrease/(increase) in trade and other receivables
(Decrease)/increase in trade and other payables
Movement in provisions, excluding exceptional items
Cashflows generated from operations
Taxation paid
Net cashflows from operating activities
Cashflows from investing activities
Interest received
Proceeds from sale of property, plant and equipment
Proceeds from sale of property, plant and equipment held for sale
Purchase of property, plant and equipment
Purchase of property, plant and equipment held for sale
Purchase of intangible assets
Purchase of businesses
Net cashflows used in investing activities
Cashflows from financing activities
Interest paid on lease liabilities
Other interest paid
Dividends paid to members of the parent
Dividends paid to non-controlling interests
Proceeds from issue of shares
Payment to acquire own shares
Repayments of borrowings
Proceeds from borrowings
Payment of lease liabilities
Net cashflows used in financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at 29 June 2019
Effect of foreign exchange rate changes
Cash and cash equivalents at 27 June 2020
Notes
8
9
12
13
14
7
6
9
15
11
19
19
2020
£m
(12.1)
20.4
11.9
84.1
375.5
9.4
0.9
—
57.1
0.6
—
(0.9)
1.6
(7.3)
(2.9)
78.4
(128.1)
9.9
498.5
(28.2)
470.3
5.5
0.7
2.0
(72.6)
(4.8)
(18.4)
—
(87.6)
(13.9)
(11.5)
(30.9)
(14.6)
0.5
(0.7)
(0.8)
2.5
(374.3)
(443.7)
(61.0)
630.8
—
569.8
2019
£m
75.1
6.8
21.9
79.3
—
4.8
—
0.3
16.8
0.5
0.1
(0.2)
1.0
(7.1)
(1.6)
(10.6)
55.6
13.5
256.2
(32.5)
223.7
5.0
3.4
12.4
(72.6)
(2.1)
(22.2)
(11.5)
(87.6)
(0.3)
(14.2)
(43.8)
(12.7)
0.5
(1.0)
(0.7)
13.7
(3.3)
(61.8)
74.3
556.5
—
630.8
At 30 June 2019, the Group implemented IFRS 16 Leases using the modified retrospective transition method. As a result, the comparative figures have not been restated and are
presented on an IAS 17 basis.
Cash balances of £474.8m (2019: £484.9m) were restricted at 27 June 2020. Following the introduction of the Emergency Measures
Agreements (EMAs) in the UK rail companies on the 1 March 2020, all cash balances in these businesses became restricted. Further
details are shown in note 19.
140
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
The consolidated cashflow statement shows the cashflows from operating, investing and financing activities for the year
Net cash/debt
Closing adjusted net debt on a post-IFRS 16 basis was £965.9m, an increase of £695.6m from opening adjusted net debt of £270.3m.
Closing adjusted net debt on a pre-IFRS 16 basis was £321.6m
Cashflow reconciliation
A reconciliation of cash generated by operations to free cashflow and net debt, two non-GAAP measures used by management, is shown
below. Free cashflow and adjusted net debt are measures used by management, which reflect the impact of restricted cash on cashflows.
Summary cashflow
EBITDA
Cash restricted under EMA
Working capital
Cashflow generated from operations (excluding restricted cash
movements)
Tax paid
Net interest paid
Net capital investment
Dividends paid to non-controlling interests
Free cashflow
Net acquisitions
Other
Payments to acquire own shares
Proceeds from issue of shares
Inception of new leases
IFRS 16 lease liabilities onto balance sheet
Dividends paid to members of the parent
Movement in adjusted net debt*
Opening adjusted net debt*
Closing adjusted net debt*
* Adjusted net debt represents net cash less restricted cash.
IFRS 16
basis
£m
547.8
(45.7)
6.5
508.6
(28.2)
(19.9)
(93.1)
(14.6)
352.8
—
(1.2)
(0.7)
0.5
(235.0)
(781.1)
(30.9)
(695.6)
(270.3)
2020
IFRS 16
effect
£m
383.9
—
1.6
385.5
—
(13.7)
—
—
371.8
—
—
—
—
(235.0)
(781.1)
—
(644.3)
—
IAS 17
basis
£m
163.9
(45.7)
4.9
123.1
(28.2)
(6.2)
(93.1)
(14.6)
(19.0)
—
(1.2)
(0.7)
0.5
—
—
(30.9)
(51.3)
(270.3)
(965.9)
(644.3)
(321.6)
2019
IAS 17
basis
£m
205.5
—
4.4
209.9
(32.5)
(9.5)
(81.1)
(12.7)
74.1
(11.5)
0.4
(1.0)
0.5
—
—
(43.8)
18.7
(289.0)
(270.3)
Increase/
(decrease)
£m
342.3
(45.7)
2.1
298.7
4.3
(10.4)
(12.0)
(1.9)
278.7
11.5
(1.6)
0.3
—
(235.0)
(781.1)
12.9
(714.3)
n/a
n/a
EBITDA (earnings before interest, tax, depreciation and amortisation) increased to £547.8m due to the impact of IFRS 16. On a pre-IFRS 16
basis, EBITDA decreased to £163.9m as result of the COVID-19 pandemic and operational challenges within the German business.
Capital expenditure, net of sale proceeds, was £12.0m higher in the year at £93.1m (2019: £81.1m) due to lower sales proceeds offset
by lower purchases.
Tax payments in the year decreased by £4.3m to £28.2m primarily due to the settlement of the HMRC inquiry in the prior year and lower
operating profit offset by the changes in timing for payments on account introduced by HMRC.
EBITDA reconciliation
(Loss)/profit after tax for the year
Exceptional operating items
Net finance costs
Tax expense
Depreciation of property, plant and equipment
Depreciation of lease liabilities
Amortisation of intangible assets
Share of result of joint venture
Asset impairment
Investment impairment
EBITDA
141
The Go-Ahead Group plc Annual Report and Accounts 2020
2020
£m
(12.1)
57.1
20.4
11.9
84.1
375.5
9.4
0.6
0.9
—
2019
£m
75.1
16.8
6.8
21.9
79.3
—
4.8
0.5
—
0.3
547.8
205.5
Group financial statements
Critical accounting judgements and key sources of estimation uncertainty
The preparation of the financial statements requires
management to make judgements, estimates and assumptions.
Although these judgements and estimates are based on
management’s best knowledge, actual results ultimately may
differ from these estimates.
No areas of critical accounting judgements or key sources of
estimation uncertainty have been identified in relation to Brexit.
Critical accounting judgements
The following are the critical judgements, apart from those
involving estimations, that the directors have made in the
process of applying the Group’s accounting policies and that
have the most significant effect on the amounts recognised in
the financial statements:
Going concern
During the financial year, and up to the date of signing the
annual report and accounts, the COVID-19 pandemic has had
a significant impact on the Group. Whilst the Group has seen
positive trends emerging in the past few weeks, it is difficult to
assess what the long-term impact of the pandemic will be to the
wider economy and, in particular, the transport section in which
the Group operates. Owing to this, the going concern assessment
is considered a critical accounting judgement. However the directors’
have considered the Group’s current and future prospects and
continue to adopt the going concern basis of preparation as they
are satisfied that the Group can continue to pay its liabilities as
they fall due for a period of at least 12 months from the date of
approval of these financial statements. Please refer to the
directors' report for the Group’s going concern statement.
COVID-19: Rail – Emergency Measures Agreements (EMAs)
The COVID-19 pandemic has had a major impact on the global
economy and has had an impact on the Group’s operational
performance during the current year. The Group has received
government support in each area of its divisional operations and
it is expected that this support will continue as operations
gradually return to normal.
In the rail division, from 1 March 2020, UK operations have seen all
the revenue and cost risk being transferred to the Government by
way of Emergency Measures Agreements (EMAs).
As part of these agreements, signed by the DfT, GTR and
Southeastern, there are two income streams. A management fee
to run a revised National Rail timetable across the UK and a
performance payment bonus receivable from the DfT once the
EMA term ends. The term end for GTR was 19 September 2020
and for Southeastern it is 17 October 2021.
The management fee is recognised within franchise subsidy
revenue, in line with the revenue recognition policy for subsidy
receipts received from the DfT.
The performance payment bonus is assessed through an EMA
review process, which awards the rail franchisees with a score
of 1, 2 or 3 against three criteria over the entire term of the EMA
in areas of operational performance, customer experience and
acting as a good and efficient operator. The performance
payment bonus can range between £nil and £4.7m over the
EMA term for GTR and between £nil and £8.0m for Southeastern.
The EMA review process is subjective, and the directors’ consider
there is not a sufficient basis to recognise any revenue in respect
of these performance payments, in the year ended 27 June 2020.
Whilst GTR was already operating within a management
contract, the new terms have removed the risk to changes in the
cost base but also other revenue such as car parking and retail
commission. The GTR EMA was in place for an initial period to
19 September 2020. Post this date, GTR is operating under an
Emergency Recovery Measures Agreement (ERMA) for a further
12 months. The ERMA is similar in nature to that of the EMA with
GTR continuing to receive a management fee for the remainder
of its franchise.
In Southeastern, the EMA is in place until 16 October 2021 due to
a new 18-month (plus six-month extension option) direct award
contract being agreed from 1 April 2020. The terms of this EMA
were backdated and were effective from 1 March 2020.
In Germany, the rail contracts currently in operation are
management contracts. Consequently, there is no material
revenue risk associated with these contracts.
In Norway, the rail contract is partly subject to revenue risk, in
relation to the unsubsidised part of the contract. The Norwegian
Government has supported the rail industry with a package
covering revenue lost since March 2020. This is expected to
continue while demand remains suppressed.
Exceptional operating items
In certain years the Group presents as exceptional operating items
on the face of the income statement material items of revenue or
expense which, because of the size or the nature and expected
infrequency of the events giving rise to them, merit separate
presentation to allow better understanding of financial performance.
The determination of whether items merit treatment as exceptional
in a particular year is therefore a matter of judgement.
During the year, the following strategic reviews took place and
resulted in material, one-off costs arising. A review of the regional
bus operation was initiated during the financial year, following
a decline in the operational performance which resulted in
restructuring in some operations with certain routes being
terminated due to them no longer being financially viable.
In addition, the impact of COVID-19 brought about further
challenges which led to asset impairments.
Further exceptional costs have been recognised in association
with the Group’s German business, which has had a challenging
first year of operation. This includes restructuring, one-off costs,
asset impairments and a provision recognised as a result of
irrecoverable future franchise set-up costs. Further details are
given in note 7.
During the prior year, a charge in relation to the impact of the
Guaranteed Minimum Pensions (GMP) ruling on the Group
defined benefit schemes was classified as exceptional.
Accounting for the Railways Pension Scheme (RPS)
The UK train operating companies participate in the Railways
Pension Scheme (RPS), a defined benefit pension scheme which
covers the whole of the UK rail industry. In contrast to the pension
schemes operated by most businesses, the RPS is a shared cost
scheme which means that costs are formally shared 60% employer
and 40% employee. The Group only recognises amounts in
relation to its share of costs in the income statement. The RPS is
partitioned into sections and the Group is responsible for the
funding of these sections whilst it operates the relevant franchise.
At the end of the franchise term, responsibility for the funding,
and consequently any deficit or surplus existing at that date, is
passed to the next franchisee. At each balance sheet date a
142
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements franchise adjustment is recognised to the IAS 19 net pension
asset or liability to reflect that portion expected to pass to the
next franchisee.
The directors view this arrangement as synonymous to the
circumstances described in paragraphs 92–94 of IAS 19 Employee
Benefits (Revised), with a third party taking on the obligation for
future contributions. As there is no requirement to make
contributions to fund the current deficit, then it is assumed that
all of the current deficit will be funded by another party and
hence none of the deficit is attributable to the current franchisee.
In respect of the future service costs, there is currently no
pension obligation in respect of those costs. When the costs are
recognised in the income statement, the extent to which the
committed contributions fall short determines the amount that
is to be covered by contributions of another party in the future,
which is recognised as an adjustment to service cost in the
income statement. As a result, any portion of service cost not
expected to be covered by contributions paid during the
franchise but expected to transfer at the end of the franchise is
treated as an adjustment to the income statement.
Under circumstances where contributions are renegotiated, for
example, following a statutory valuation, an adjustment will be
recognised in the income statement, whilst changes in actuarial
assumptions continue to be recognised through the statement of
other comprehensive income.
The directors deem this to be the most appropriate interpretation
of IAS 19 to reflect the specific circumstances of the RPS where
the franchise commitment is only to pay contributions during the
period in which we run the franchise. An alternative approach
would involve not limiting the measurement of the service cost
through the recognition of an income statement franchise
adjustment, but recognising all movements on the franchise
adjustment as a movement in a reimbursement right in other
comprehensive income. For the year ended 27 June 2020, the
impact of this alternative treatment, on a post-tax basis, would
be an increase in costs of £72.6m (2019: £59.5m) to the income
statement and a debit to other comprehensive income of £185.0m
(2019: debit of £74.5m). Since the franchise contract only refers to
the contribution requirements during the franchise term, and not
any reimbursement rights, the directors consider that viewing
the treatment as contribution sharing with the next franchisee
is most appropriate.
German rail franchises
The Group has a number of contractual commitments in
Germany in respect of its current rail franchises in Baden-
Württemberg and Bavaria. IAS 37 Provisions, Contingent
Liabilities and Contingent Assets requires a provision to be made
for an onerous contract where it is probable that the future
economic benefits to be derived from the contract are less than
the unavoidable costs under the contract.
The estimation of both the forecasts and discount rate involves a
significant degree of judgement. Cashflow forecasts are derived
from the most recent corporate plan for 2020/21 and the Group’s
three-year plan. Cashflows for the remainder of the contract
years are extrapolated based on the third year of the corporate
plan, updated to reflect the past performance and expected
future developments. The pre-tax discount rates applied are
derived from the Group’s weighted average cost of capital,
adjusted for country-specific risk, in order to match the discount
rate with the underlying risk in the cash generating units.
The Group has concluded that the assets in relation to the Baden-
Württemberg franchise are impaired, however, it holds the view
that the contract is not onerous as the estimated value in use is
positive, based on expected future cashflows and using a
risk-adjusted discount rate.
The future forecasts, relating to the Baden-Württemberg
franchise, are most sensitive to a change in assumptions used
most notably on the assessment of future performance penalties
and that of driver costs. A change of 0.5% in the level of
performance penalties would increase or decrease the present
value of future cashflows by approximately £4.0m and an
increase in driver costs of 5% would decrease the present value
of future cashflows by approximately £3.0m. In addition,
liquidated and consequential damage claims are ongoing against
the rolling stock provider. Due to the current status of the claims
these are not recognised as an asset or contingent asset in the
financial statements, but any settlement in part of full in relation
to these claims would increase future cashflows. The maximum
amount of upside in relation to these claims is £26.0m.
In relation to the Bavarian franchise, the Group has concluded
that the assets are impaired and a provision of £7.2m relating
largely to committed, irrecoverable franchise set-up costs has
been recognised during the current year due to uncertainty
surrounding the estimated value in use of the contract, based
on expected future cashflows and using a risk-adjusted discount
rate. The franchise forecasts are most sensitive to changes the
assessment of future performance penalties, driver costs and
the costs of franchise set-up. A change of 0.5% in the level of
performance penalties would increase or decrease the present
value of future cashflows by approximately £5.0m and an
increase in driver costs of 5% would decrease the present value
of future cashflows by approximately £3.0m. Changes in franchise
set up costs relating driver training and recruitment costs of 5%
would result in a change of £1.0m to the provision. The provision
is included within franchise commitments and further details can
be found in note 24.
Leases
At the lease commencement date, the lease liability is calculated
by discounting the lease payments. The discount rate used should
be the interest rate implicit in the lease (IRIIL). However, if that
rate cannot be readily determined, the lessee’s incremental
borrowing rate (IBR) is used, being the rate that the individual
lessee would have to pay to borrow the funds necessary to obtain
an asset of similar value to the right of use asset in a similar
economic environment with similar terms, security and conditions.
Due to the capital structure of the Group, the Group’s cost of
debt forms the base of the IBR with specific finance and lease
adjustments made, when applicable, which are linked to the lease
term, country of lease and start date.
Management exercises judgement in determining the likelihood
of exercising break or extension options in determining the lease
term. Break and extension options are aligned with specific
contract and franchise agreements which contain possible
extension options, with the awarding of such extensions outside
the control of the Group. Hence at commencement of the lease,
break or extension options are not typically considered reasonably
certain that they will be exercised. Leases are regularly reviewed
and will be revalued if it becomes likely that a break clause or
option to extend the lease is exercised.
143
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements Critical accounting judgements and key sources of estimation uncertainty continued
Key sources of estimation uncertainty
The key sources of estimation uncertainty that have a significant
risk of causing material adjustments to the carrying value of assets
and liabilities within the next financial year are in relation to:
COVID-19: Bus – Bus Services Support Grant (CBSSG)
In the regional bus division, government support has been received
in the form of the COVID-19 Bus Services Support Grant (CBSSG)
from 17 March 2020. This is a grant payable to bus operators in
respect of commercial services in return for making available
sufficient capacity to run an agreed level of commercial miles.
In the year ended 27 June 2020, the Group has recognised revenue
of £20.1m, being the amount the Group considers it is reasonably
certain to receive in line with the terms and conditions of this
scheme. This grant income has been recognised within other
revenue in the income statement.
Estimating the amount receivable for the year ended 27 June 2020
involves significant estimation uncertainty. The scheme is subject
to a cap on the level of funding available for the scheme and
therefore the extent to which that budget cap is sufficient to
cover the relevant shortfalls of revenue versus costs of all eligible
operators is a function of all those operators’ revenues and costs.
While the Group has visibility of its own revenues and costs, it
does not have visibility of other operators’ revenues and costs
and the grant mechanism is subject to interpretation. As such,
estimating the extent to which the budget cap will limit the
Group’s CBSSG grant income involves estimation uncertainty.
The Group’s operating companies have initially estimated that
should the budget cap not be applicable, they are potentially
entitled to CBSSG of £27.4m for the year ended 27 June 2020, £7.3m
higher than the amount recognised in the financial statements.
Contract and franchise accounting
The commercial entities in the UK rail industry were created at
the time of privatisation and the relationships between them are
governed by a number of contracts between the major participants,
the DfT, Network Rail and train operating companies (TOCs).
These contracts include detailed performance regimes which
determine the allocation of financial responsibility relating to the
attribution of delays. The processes for attribution, whilst well
understood, require detailed assessment and can take significant
time to resolve, particularly in unusual circumstances.
The Group makes provision for income and costs relating
to performance regimes and contractual obligations relating
to operating delays caused by Network Rail or caused by our
own operating companies. This process can be based primarily
on previous experience of settling such claims, or, in certain
circumstances, based on management’s view of the most likely
outcome of individual claims. The Group has significant internal
expertise to assess and manage these aspects of the agreements
and the issues relating to delay attribution to enable management
to assess the most probable outcomes; nonetheless significant
judgements are required, which can have material impacts on the
financial statements.
Accordingly, judgements in these and other areas are made on a
continuing basis with regard to amounts due and the recoverable
carrying value of related assets and liabilities arising from franchises
and other contracts. Regular reviews are performed on the expected
outcome of these arrangements, which require assessments and
judgements relating to the expected level of revenues and costs.
Please refer to note 27 for details of contingent liabilities relating
to these judgements and estimations.
As a result of the COVID-19 pandemic, on 23 March 2020 the
UK Government suspended all rail franchise agreements and
introduced an industry-wide Emergency Measures Agreement
(EMA) scheme to support train operating companies. The GTR
EMA was in place for an initial period to 19 September 2020.
Post this date, GTR is operating under an Emergency Recovery
Measures Agreement (ERMA) for a further 12 months. The ERMA
is similar in nature to that of the EMA with GTR continuing to
receive a management fee for the remainder of its franchise.
The accounting for EMAs is deemed to be a critical accounting
judgement, rather than a source of estimation uncertainty and
as such no sensitivity analysis has been disclosed.
Contract and franchise accounting specific to the rail business
is disclosed in the segmental analysis in note 4.
Measurement of franchise commitments
The measurement of franchise commitments, comprising
dilapidation provisions on rolling stock, depots and stations,
within the UK rail franchises, and a provision relating to the
franchise set-up costs of the German Bavaria franchise, is set
out in note 24.
Significant elements of the dilapidation provisions are subject
to interpretation of franchise agreements and rolling stock
agreements. The Group has significant internal expertise
to assess and manage these aspects of the agreements and to
enable management to assess the most probable outcomes.
Where appropriate, and specifically in assessing dilapidation
provisions, this process is supported by valuations from
professional external advisors to support provision levels.
The forecasts in relation to the estimated value in use of the
German franchise are subject to estimation due to the assumptions
used. The most sensitive assumptions relate to the assessment
of future performance penalties, driver costs and costs of
franchise set up.
Sensitivity analysis with respect to franchise commitments
is provided in note 24.
Retirement benefit schemes – bus
The measurement of defined benefit pension schemes requires
the estimation of future changes in salaries, inflation, longevity
of current and deferred members and the selection of a suitable
discount rate, as set out in note 28. The Group engages Willis
Towers Watson, a global professional services company whose
specialisms include actuarial advice, to support the process of
establishing reasonable bases for all of these estimates, to ensure
they are appropriate to the Group’s particular circumstances.
Management also benchmark these assumptions on a periodic
basis with other professional advisors. Sensitivity analysis on the
bus retirement defined benefit schemes is detailed in note 28.
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Group financial statements Notes to the consolidated financial statements
1. Authorisation of financial statements and statement of compliance with International Financial Reporting Standards (IFRSs)
The consolidated financial statements of The Go-Ahead Group plc (the Group) for the year ended 27 June 2020 were authorised for
issue by the Board of directors on 23 September 2020 and the balance sheet was signed on the Board’s behalf by Clare Hollingsworth
and Elodie Brian. The Group is a public company, limited by shares, that is incorporated, domiciled and registered in the England and
Wales. The registered office is 3rd Floor, 41–51 Grey Street, Newcastle upon Tyne, NE1 6EE, UK. The Group’s ordinary shares are publicly
traded on the London Stock Exchange and it is not under the control of any single shareholder.
The consolidated financial statements of the Group have been prepared in accordance with IFRSs. The financial statements have also
been prepared in accordance with IFRSs adopted by the European Union (EU) and therefore the Group financial statements comply
with Article 4 of the EU IAS Regulations.
The Group is required to comply with IFRSs under IAS 1 Presentation of Financial Statements, except in extremely rare circumstances
where management concludes that compliance would be so misleading that it would conflict with the objective to “present fairly” its
financial statements.
2. Summary of significant accounting policies
Basis of preparation
This note details the accounting policies which have been applied in the Group’s consolidated financial statements. New accounting
standards and interpretations which require adoption in future years have also been listed, along with our current view of the impact
they will have on financial reporting.
The financial statements are prepared under the historical cost convention, as modified by the fair value of financial instruments.
The consolidated financial statements are presented in pounds sterling and all values are rounded to the nearest one hundred
thousand (£0.1m) except when otherwise indicated.
Going concern
The directors have considered the Group’s current and future prospects, risks and uncertainties set out in the risk management
objectives and policies, and its availability of financing, and are satisfied that the Group can continue to pay its liabilities as they fall
due for a period of at least 12 months from the date of approval of these financial statements. For this reason, the directors continue
to adopt the going concern basis of preparation for these financial statements. Further detailed information is provided in the going
concern statement in the directors’ report and is therefore not replicated here.
New standards
The following new standards or interpretations are mandatory for the first time for the financial year ended 27 June 2020:
• IFRS 16 Leases
• IFRIC 23 Uncertainty over Income Tax Treatments
• Amendments to IFRS 9 Prepayment Features with Negative Compensation
• Amendment to IAS 28 Long Term Interests in Associates and Joint Ventures
• Amendments to IAS 19 Plan Amendment, Curtailment or Settlement
• Annual improvements to IFRSs 2015–17 cycle
IFRS 16 Leases
The Group initially adopted IFRS 16 Leases on 30 June 2019. IFRS 16 replaces IAS 17 Leases and three interpretations (IFRIC 4 Determining
Whether an Arrangement Contains a Lease, SIC 15 Operating Leases – Incentives and SIC 27 Evaluating the Substance of Transactions
Involving the Legal Form of a Lease).
The new standard establishes principles for the recognition, measurement, presentation and disclosure of leases and eliminates the
operating lease classification meaning lessees are required to recognise right of use assets and lease liabilities for all leases on the
balance sheet. On the income statement, the operating lease expense has been replaced by a combination of depreciation and interest.
On the cashflow statement, the total amount of cash paid is now recognised in financial activities and is split between the principal
portion and interest.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 2. Summary of significant accounting policies continued
New standards continued
IFRS 16 Leases continued
Adoption approach
On transition the Group has applied IFRS 16 using the modified retrospective approach on a lease by lease basis. Prior periods have not
been restated and are presented as previously reported under IAS 17.
•
•
IAS 17
Prior to the adoption of IFRS 16, leases were either classified as operating or finance leases. Payments made in respect of operating
leases were charged to the income statement on a straight-line basis over the duration of the lease. Finance leases were recognised
on the balance sheet with depreciation and interest being charged to the income statement.
IFRS 16 – the standard
IFRS 16 establishes principles for the recognition, measurement, presentation and disclosure of leases. Under IFRS 16, a contract is,
or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration.
The new standard eliminates the operating lease classification and therefore lessees are required to recognise right of use assets
and lease liabilities for all leases on the balance sheet, unless lease terms are less than 12 months, are of low value or are exempt
due to the application of other accounting standards. In the income statement, the operating lease expense has been replaced
by a combination of depreciation and interest.
For leases previously classified as finance leases, the Group has recognised the carrying amount of the finance lease asset and
liability under IAS 17 as at 29 June 2019 as the carrying amount of the right of use asset and the lease liability under IFRS 16 at
30 June 2019.
•
IFRS 16 adoption – lease identification
On transition to IFRS 16, the Group elected to apply the practical expedient allowing the standard to be applied only to contracts
that were previously identified as leases under IAS 17 and IFRIC 4. Therefore, the definition of a lease under IFRS 16 has been applied
only to contracts entered into or changed on or after 30 June 2019.
Impact of adoption
The Group's incremental borrowing rate applied to the lease liabilities as at 29 June 2019 ranged from 1.38% to 2.54% and the Group’s
weighted average incremental borrowing rate was 2.03%.
This rate is the interest rate the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value over a
similar term and with similar security to the right of use asset in a similar economic environment.
•
IFRS 16 impact – balance sheet
In respect of leases that would previously have been classified as operating leases, the Group has recognised £782.7m of right
of use assets and £781.1m of lease liabilities as at 30 June 2019.
Assets
Property, plant and equipment
Right of use assets
Trade and other receivables
Other assets not impacted by IFRS 16
Total assets/impact on assets
Liabilities
Trade and other payables
Interest-bearing loans and borrowings
Current lease liabilities
Non-current lease liabilities
Other liabilities not impacted by IFRS 16
Total liabilities/impact on liabilities
Net assets
Capital and reserves
Retained earnings
Other equity not impacted by IFRS 16
Total equity
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The Go-Ahead Group plc Annual Report and Accounts 2020
30 June 2019
IFRS 16 basis
£m
IFRS 16
effect
£m
29 June 2019
IAS 17 basis
£m
623.0
791.6
348.7
819.0
—
782.7
(1.6)
—
623.0
8.9
350.3
819.0
2,582.3
781.1
1,801.2
(856.7)
(407.1)
(325.7)
(461.5)
(186.1)
—
—
(323.9)
(457.2)
—
(856.7)
(407.1)
(1.8)
(4.3)
(186.1)
(2,237.1)
(781.1)
(1,456.0)
345.2
300.9
44.3
345.2
—
—
—
—
345.2
300.9
44.3
345.2
Group financial statementsNotes to the consolidated financial statements continued
2. Summary of significant accounting policies continued
New standards continued
IFRS 16 Leases continued
Impact of adoption continued
The lease liabilities as at 30 June 2019 can be reconciled to the opening lease commitments as at 29 June 2019 as follows:
Operating lease commitments as at 29 June 2019
Rail charges for track, station and depot access
Rolling stock leases in the international rail business which are not considered to be right of use assets
Components of leases which do not meet the definition of a lease under IFRS 16 as they relate to the ongoing
maintenance of the assets
Short term leases where the lease term ends within 12 months from the date of initial application
Leases entered into but where the commencement date is after 30 June 2019
Effect of discounting
Other
Lease liabilities recognised as at 30 June 2019
30 June 2019
IFRS 16 basis
£m
2,644.8
(829.1)
(400.3)
(303.3)
(233.3)
(77.6)
(19.5)
(0.6)
781.1
•
IFRS 16 impact – income statement
In respect of the income statement impact, the application of IFRS 16 resulted in a decrease in other operating expenses and an
increase in depreciation and interest expense compared to IAS 17.
During the year ended 27 June 2020, the Group recognised £375.5m of depreciation charges, £13.9m of interest costs from all leases,
including those recognised as finance leases under IAS 17, and short term and low value lease expenses of £112.9m.
Other new standards
Adoption of the other standards and interpretations had no material impact on the Group’s financial position or related performance.
Prior year restatement
During the year, there was a change to how certain revenue streams in the rail division have been recognised. For the year ended
29 June 2019, the amounts payable to the DfT exceeded the amounts receivable from the DfT in relation to the GTR franchise.
In accordance with IFRS 15 Revenue from Contracts with Customers, the financial statements should have reflected the amounts
received from passengers as income and the net payments to the DfT as an expense. In the prior year, while some of the amounts
relating to DfT were correctly recognised as an expense, £115.0m was incorrectly recorded as an adjustment (increase) to revenue. In
relation to the Southeastern franchise, it was also noted that a net amount of £17.9m payable to the DfT (relating to profit share and
Schedule 7.1 payments) should have been netted against subsidy revenue in accordance with IFRS 15.70, rather than presented as an
operating cost, as this amount was not paid in respect of goods/services that were distinct from the operation of the rail franchise itself.
These changes have resulted in a prior year restatement of £132.9m within revenue and operating costs (decrease to both) in the consolidated
income statement and the corresponding notes. There is no impact to operating profit and no impact on the other primary statements.
Basis of consolidation
The consolidated financial statements comprise the financial statements of the Group and the entities it controls (its subsidiaries) as at
27 June 2020. Control is achieved when the Group:
• Has the power over the investee
• Is exposed, or has rights, to variable returns from its involvement with the investee
• Has the ability to use its power to affects its returns
The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more
of the three elements of control listed above.
When the Group has less than a majority of the voting rights of an investee, it considers that it has power over the investee when the voting
rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Group considers all relevant
facts and circumstances in assessing whether or not the Group’s voting rights in an investee are sufficient to give it power, including:
• The size of the Group’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders
• Potential voting rights held by the Group, other vote holders or other parties
• Rights arising from other contractual arrangements
• Any additional facts and circumstances that indicate that the Group has, or does not have, the current ability to direct the relevant
activities at the time that decisions need to be made, including voting patterns at previous shareholders’ meetings
Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on
which control is transferred out of the Group. The financial statements of subsidiaries for use in the consolidation are prepared for the
same reporting year as the parent company and are based on consistent accounting policies. All intra-group balances and transactions,
including unrealised profits arising from intra-group transactions, have been eliminated in full.
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Group financial statements
2. Summary of significant accounting policies continued
Basis of consolidation continued
Non-controlling interests represent the equity interests not held by the Group in Govia Limited, a 65% owned subsidiary, and are
presented within equity in the consolidated balance sheet, separately from shareholders’ equity.
Joint ventures represent the 50% equity interest held by the Group in respect of On Track Retail Limited, which is accounted for as a
joint arrangement, and disclosures are limited in this Annual Report as the business is currently immaterial to the Group.
Joint arrangements
A joint arrangement is defined as an arrangement by which two or more parties have joint control and rights to the net assets. Joint
control is the contractually agreed sharing of control, which exists only when decisions about the relevant activities require unanimous
consent of the parties sharing control. Interests in joint arrangements are accounted for as either a joint venture or a joint operation in
accordance with IFRS 11 Joint Arrangements.
A joint arrangement is accounted for as a joint venture when the Group, along with other parties, has joint control and rights to the net
assets of the arrangement. Joint ventures are equity accounted in accordance with IAS 28 Investments in Associates and Joint Ventures
(Revised). A joint arrangement is accounted for as a joint operation when the Group, along with other parties, has joint control of the
arrangement, rights to the assets and obligations for the liabilities relating to the arrangement. Joint operations are accounted for by
including the Group’s share of the assets, liabilities, income and expense on a line by line basis.
Revenue recognition
The revenue of the Group, arising from it's contracts with customers, mainly comprises income from road passenger transport and rail
passenger transport.
The Group has a number of revenue streams which consist of revenue from passengers, contracts, franchise subsidy as well as other
miscellaneous revenue streams. Revenue is recognised on satisfaction of performance obligations which are generally clear. Revenue is
measured based on the fair value of the consideration received or receivable (excluding discounts, rebates, VAT and other sales taxes
or duty) to which the Group expects to be entitled to and excludes amounts collected on behalf of third parties.
An explanation of the main revenue streams is set out below:
Passenger revenue
Passenger revenue mainly relates to revenue from ticket sales in the regional bus and rail divisions.
In regional bus, passenger revenue mainly consists of commercial and concessionary revenue. Commercial passenger revenue relates
to ticket sales for travel on the regional bus transport services and is recognised in the period in which the travel occurs. Season tickets
and travel cards enable passengers to use travel services over a period of time. Management assess the revenue recognised in the
period and future revenue is deferred, within liabilities, and subsequently recognised in the income statement within the applicable
accounting period.
Concessionary revenue is received from public bodies, such as local authorities, with a performance obligation to transport certain
eligible passengers free of charge. Revenue is recognised in the period of travel and the transaction price varies between agreements
and can include areas of estimation. Revenue is only recognised when the amount can be measured reliably and it is highly probable
that a significant reversal in the amount of cumulative revenue will not occur.
In UK rail, revenue comprises amounts based principally on agreed models of route usage by Railway Settlement Plan Limited (RSP)
(which administers the income allocation system within the UK rail industry), in respect of passenger receipts and other related
services such as rolling stock maintenance and commission on tickets sold. In relation to the GTR franchise, passenger revenue is
collected and remitted to the DfT net of management charges. In accordance with the GTR franchise agreement and IFRS 15 Revenue
from Contracts with Customers, passenger revenue is regarded as income and an expense is recognised for the net amount paid to
the DfT. Over their lifetime, the UK rail franchises may switch between being in a ‘premium’ position (when the amounts payable to the
DfT exceed the amounts received from them) and being in a ‘subsidy’ position (when the amounts received from the DfT exceed the
amounts paid to them). When the franchises are in a subsidy position subsidy revenue is recognised, in addition to passenger revenue.
In Germany, in line with the requirements of IFRS 15, passenger revenue is allocated by the tariff authority in each region between the
various transport providers based on ticket income declared, passenger counts, tariff authority estimates and historical trends. Revenue
is recognised based on the allocations made; where these are not yet available, on the payments on account made by the tariff
authority or on other best estimates.
In Norwegian rail, passenger revenue is dependent on passenger numbers and the type of ticket purchased. It is recognised when the
passenger travels and the service is delivered.
Contract revenue
Contract revenue mainly relates to the London & International bus division and comprises contractual income from government bodies
which are recognised in the period to which they relate. Quality incentive contracts (QICs) are received as part of the contract revenue
and the potential premiums or penalties are assessed cumulatively on a contract by contract basis, at the end of each period based on
key performance obligations. The whole of cumulative penalties/premiums are recognised in the income statement on a pro rata basis
to the contract year.
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Group financial statementsNotes to the consolidated financial statements continued 2. Summary of significant accounting policies continued
Revenue recognition continued
Contract revenue continued
When determining the QICs income to be recognised, the Group utilises a weighted average approach to estimate the variable consideration
element, but constrains this estimate to ensure that variable consideration is only included in revenue to the extent that it is highly
probable that it will not reverse when the final outcomes are known. The determination of this constrained estimate includes consideration
of past performance and other performance expectations. Reflecting the current consistent portfolio of contracts which are spread
throughout the year there is not expected to be a material impact from this approach in year on year performance.
In regional bus, revenue generated from services provided on behalf of local transport authorities is also recognised as income in the
period to which it relates.
Other revenue
Other revenue mainly relates to revenue for ancillary services, such as rail replacement, maintenance and cleaning. Other revenue
also includes rental income which is generated from rental of surplus properties and subleasing of railway infrastructure access.
Other revenue is recognised in the period to which it relates, for the transaction price specified in the contract.
Revenue in relation to the COVID-19 Bus Services Support Grant (CBSSG) has been recognised within other revenue and is recognised
in the period in which the operational revenue and costs it is supporting relates to. CBSSG requires that a minimum level of service is
operated, revenue is variable and includes areas of estimation when determining the transaction price with the actual revenue not
confirmed until the reconciliation process is complete. The Group have recognised revenue where the amount can be measured reliably
and it is highly probable that a significant reversal in the amount of cumulative revenue will not occur. Given the uncertainty of the outcome
of the reconciliation process, no reliable estimate for recognition can be made for any additional potential receipts that may be due.
Franchise subsidy
Franchise subsidy revenue arises in the rail division and comprises receipts, from the relevant local transport authorities, which are
receivable under the terms of the franchise agreements. The franchise agreements include minimum specifications of passenger
services to be provided, which is the performance obligation. Franchise premium payments to the DfT, for amounts due under the
terms of the UK franchises, are recognised in operating costs.
The Emergency Measures Agreements (EMAs) in the UK transferred all revenue and cost risk to the Government for an initial period
from 1 March 2020. UK rail companies are paid a small management fee to continue running a revised National Rail timetable across
the UK. Net EMA funding, including the management fee, is recognised as franchise subsidy within revenue.
In Germany, the franchise contracts determine subsidy revenue without reference to the passenger revenue; the shortfall between
passenger revenue and franchise contract revenue is paid as a subsidy by the Public Transport Authority (PTA). Franchise contract
revenue is based among other factors on mileage and performance/quality levels. Revenue is recognised based on the performance
figures reported monthly to the PTA. In accordance with IFRS 15, costs payable to the PTA are netted against subsidy income.
In Norway, subsidy revenue is received from the Rail Directorate as per the Traffic Agreement. This is fixed although there are variable
elements with penalties payable based on performance. The revenue subsidy is interrelated with a number of costs payable to the
customer. These are costs payable to the state, are specified by the Traffic Agreement and are accounted for as a reduction in
transaction price. Following the impact of COVID-19, the revenue subsidy has been amended and is now variable and the agreement
ensures that the business can operate the agreed service in the period without incurring operating losses.
All franchise subsidies are recognised in the period to which they relate.
Profit and revenue sharing/support agreements
The UK rail companies have certain revenue and profit sharing agreements with the DfT. An accrual is made within amounts payable to
central government for the estimated cost to the Group of the relevant amounts accrued at the balance sheet date. Payments are
charged to operating costs.
Revenue support is provided by the DfT typically in the last two years of a franchise. Receipts are shown in revenue.
Property, plant and equipment
Property, plant and equipment is stated at cost or deemed cost on transition to IFRSs less accumulated depreciation, any impairment
in value and any residual value. Freehold land is not depreciated.
Residual values and useful economic lives are reviewed annually. Depreciation is charged on all additions to, or disposals of, depreciating
assets in the year of purchase or disposal and over their expected useful life on a straight-line basis, to operating costs in the income
statement, as follows:
Leasehold land and buildings
The life of the lease
Freehold buildings
Over 50 to 100 years
Bus vehicles
Plant and equipment
Over 8 to 15 years
Over 3 to 15 years
The carrying values of items of property, plant and equipment are reviewed for impairment when events or changes in circumstances
indicate the carrying value may not be recoverable. If any such indication exists the assets are written down to their recoverable
amount, being the higher of value in use or fair value less costs of disposal. Any impairment in value is recognised immediately in the
income statement.
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Group financial statements
2. Summary of significant accounting policies continued
Government grants
Government grants are recognised at their fair value where there is reasonable assurance that the grant will be received and all
attaching conditions will be complied with. When the grant relates to an expense item, it is recognised in operating costs within the
income statement over the period necessary to match on a systematic basis to the costs that it is intended to compensate. Where the
grant relates to a non-current asset, the value is credited to a deferred income account and is released to the income statement over
the expected useful life of the relevant asset.
Government grants have also been recognised in relation to the ongoing COVID-19 pandemic. These comprise amounts receivable
under the Coronavirus Job Retention Scheme (CJRS).
CJRS comprises grants receivable in relation to the costs incurred by the Group for furloughed employees and is recognised in the
income statement, within operating costs, in the same period as the related costs and when there is reasonable assurance that the
grant will be received.
Share based payment transactions
The cost of options granted to employees is measured by reference to the fair value at the date at which they are granted, determined
by an external valuation using an appropriate pricing model. In granting equity-settled options, conditions are linked to some or all of
the following: the price of the shares of the Group (market conditions); conditions not related to performance or service (non-vesting
conditions); performance conditions (a vesting condition); and service conditions (a vesting condition).
The cost of options is recognised in the income statement over the period from grant to vesting date, being the date on which the
relevant employees become fully entitled to the award, with a corresponding increase in equity. The cumulative expense recognised
at each reporting date reflects the extent to which the period to vesting has expired and the directors’ best estimate of the number of
options that will ultimately vest or, in the case of an instrument subject to a market or non-vesting condition, be treated as vesting as
described above. This includes any award where non-vesting conditions within the control of the Group or the employee are not met.
No cost is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market or
non-vesting condition. These are treated as vesting irrespective of whether or not the market or non-vesting condition is satisfied,
provided that all other performance and/or service conditions are satisfied. Where an equity-settled award is cancelled, it is treated
as if it had vested on the date of cancellation, and any cost not yet recognised for the award is recognised immediately.
Exceptional operating items
The Group presents as exceptional operating items on the face of the income statement material items of revenue or expense which,
because of the size or the nature and expected infrequency of the events giving rise to them, merit separate presentation to allow
better understanding of financial performance.
Finance revenue
Interest on deposits is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.
Interest-bearing loans and borrowings
Debt is initially stated at the amount of the net proceeds, being the fair value of the consideration received after deduction of issue costs.
Following initial recognition the carrying amount is measured at amortised cost using the effective interest method. Amortisation of
liabilities and any gains and losses arising on the repurchase, settlement or other derecognition of debt are recognised directly in the
income statement. Issue costs relating to any term extensions are offset against the proceeds and amortised over the life of the extension.
Leases
Lease identification
At inception of a contract, the Group shall assess whether a contract is, or contains, a lease. A contract is, or contains, a lease if the
contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
Right of use asset
Right of use assets are measured initially at cost based on the value of the associated lease liability, adjusted for any payments made
before inception, initial direct costs and an estimate of the dismantling, removal and restoration costs required in the terms of the lease.
The right of use assets are subsequently depreciated on a straight-line basis over the shorter of the estimated useful life of the asset
or the lease term. The lease term shall include the period of an extension option where it is reasonably certain that the option will be
exercised. Where the lease contains a purchase option the asset is written off over the useful life of the asset when it is reasonably
certain that the purchase option will be exercised.
In addition, the right of use asset is periodically reduced by impairment losses, if applicable, and adjusted for certain remeasurements
of the lease liability.
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Group financial statementsNotes to the consolidated financial statements continued 2. Summary of significant accounting policies continued
Leases continued
Lease liability
At the commencement date of the lease, the lease liability is initially measured at the present value of lease payments to be made
over the lease term with payments discounted at the rate implicit in the lease or, where that cannot be measured, at the Group’s
incremental borrowing rate.
The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease
payments that depend on an index or a rate, and amounts expected to be paid by the Group under residual value guarantees. The lease
payments also include the exercise price of a purchase option if the Group is reasonably certain to exercise that option. Payments of
penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate the lease, are also included.
The lease liability is subsequently measured by increasing the carrying amount to reflect the interest on the lease liability and reducing
the carrying amount to reflect the lease payments made. The carrying value is remeasured when there is a change in future lease
payments arising from the effective date of a change in an index or rate, if there is a change in the Group’s estimate of the amount
expected to be payable under a residual value guarantee, or if the Group changes its assessment of whether it will exercise a purchase,
extension or termination option.
Short term and low value asset leases
The Group has elected not to recognise right of use assets and lease liabilities for short term leases that have a lease term of less than
12 months and leases of low value assets. Lease payments relating to short term leases and leases of low value assets are recognised as
an expense on a straight-line basis over the lease term.
Taxation
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities on an
undiscounted basis at the tax rates that are expected to apply when the related asset is realised or the liability is settled, based on tax
rates and tax laws that have been enacted or substantively enacted at the balance sheet date.
Deferred tax is provided, using the liability method, on temporary differences at the balance sheet date between the tax base of
assets and liabilities for taxation purposes and their carrying amounts in the financial statements. It is provided for on all temporary
differences, except:
• On the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time
of the transaction, affects neither the accounting profit nor taxable profit or loss
• In respect of taxable temporary differences associated with investments in subsidiaries where the timing of the reversal of the
temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future
Deferred tax assets are only recognised to the extent that it is probable that the temporary differences will be reversed in the
foreseeable future and taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.
Tax relating to items recognised outside the income statement is recognised in other comprehensive income, or directly, in equity
in correlation with the underlying transaction. Otherwise, tax is recognised in the income statement.
Business combinations and goodwill
Business combinations are accounted for under IFRS 3 Business Combinations (revised) using the acquisition method. The cost of
an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition-date fair value and the amount
of any non-controlling interest in the acquiree. The choice of measurement of non-controlling interest, either at fair value or at the
proportionate share of the acquiree’s identifiable assets, is determined on a transaction by transaction basis. Acquisition costs incurred
are expensed and included in administrative expenses.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and
designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.
This includes the separation of embedded derivatives in host contracts by the acquiree.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent
changes to the fair value of the contingent consideration which is deemed to be an asset or liability will be recognised in accordance
with IFRS 9 in the income statement.
Goodwill is initially measured at cost, being the excess of the aggregate of the acquisition-date fair value of the consideration transferred
and the amount recognised for the non-controlling interest (and where the business combination is achieved in stages, the acquisition-
date fair value of the acquirer’s previously held equity interest in the acquiree) over the net identifiable amounts of the assets acquired
and the liabilities assumed in exchange for the business combination. Assets acquired and liabilities assumed in transactions separate
from the business combinations, such as the settlement of pre-existing relationships or post-acquisition remuneration arrangements,
are accounted for separately from the business combination in accordance with their nature and applicable IFRSs. Identifiable intangible
assets, meeting either the contractual-legal or separability criterion, are recognised separately from goodwill. Contingent liabilities
representing a present obligation are recognised if the acquisition-date fair value can be measured reliably.
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Group financial statements 2. Summary of significant accounting policies continued
Business combinations and goodwill continued
If the aggregate of the acquisition-date fair value of the consideration transferred and the amount recognised for the non-controlling
interest (and where the business combination is achieved in stages, the acquisition-date fair value of the acquirer’s previously held
equity interest in the acquiree) is lower than the fair value of the assets, liabilities and contingent liabilities and the fair value of any
pre-existing interest held in the business acquired, the difference is recognised in the income statement.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing,
goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash generating units (or
groups of cash-generating units) that are expected to benefit from the combination, irrespective of whether other assets or liabilities
of the acquiree are assigned to those units. Each unit or group of units to which goodwill is allocated shall represent the lowest level
within the entity at which the goodwill is monitored for internal management purposes and not be larger than an operating segment
before aggregation.
Where goodwill forms part of a cash generating unit and part of the operation within that unit is disposed of, the goodwill associated
with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the
operation. Goodwill disposed of in this circumstance is measured based on the relative values of the operation disposed of and the
portion of the cash generating unit retained.
Software
Software, which is not integral to the related hardware, is capitalised as an intangible asset and stated at cost less amortisation and
any impairment in value. Amortisation is charged to the income statement evenly over its expected useful life of three to five years.
Franchise set-up costs
A key part of the Group’s activities is the process of bidding for and securing franchises, principally to operate rail services in the UK
and bus and rail services internationally. In the UK, all franchise bid costs incurred prior to achieving preferred bidder status are treated
as an expense in the income statement irrespective of the ultimate outcome of the bid. Internationally, all franchise bid costs incurred
prior to a contract win are treated as an expense in the income statement irrespective of the ultimate outcome of the bid. Directly
attributable, incremental costs incurred after achieving preferred bidder status, entering into a franchise extension or winning an
international bid are capitalised as an intangible asset and amortised on a straight-line basis over the life of the franchise, which ranges
from 5 to 13 years. The amortisation expense is taken to the income statement as operating costs.
Customer contracts
Customer contracts relate to the value attributed to contracts and relationships purchased as part of the Group’s acquisitions.
The value is based on the unexpired term of the contracts at the date of acquisition. Customer contracts have a residual value of £nil
and are amortised on a straight-line basis over the unexpired contract term, which is determined on an individual customer basis.
The amortisation expense is taken to the income statement as operating costs.
Impairment of assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists,
or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount, being the
higher of the asset’s or cash generating unit’s fair value less costs to sell and its value in use. Value in use is determined for an individual
asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets, and
the estimated future cashflows are discounted to their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset.
Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered to be impaired and is written down to
its recoverable amount.
Impairment losses (including goodwill impairment) of continuing operations are recognised in the income statement in those expense
categories consistent with the function of the impaired asset. An assessment is made at each reporting date as to whether there is
any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the
recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates
used to determine the asset’s recoverable amount since the last impairment loss was recognised. Goodwill impairment losses are not
reversed. The reinstated amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no
impairment loss been recognised for the asset in prior years. After such a reversal, the depreciation charge is adjusted in future periods
to allocate the asset’s revised carrying amount, on a systematic basis less any residual value, over its remaining useful life.
Non-current assets held for sale
Non-current assets classified as held for sale are measured at the lower of carrying amount and fair value less costs to sell. Non-current
assets are classified as held for sale if their carrying amount will be recovered through a sale transaction rather than through continuing
use. This condition is regarded as met only when the sale is highly probable and the asset is available for immediate sale in its present
condition. Management must be committed to the sale which should be expected to qualify for recognition as a completed sale within
one year from the date of classification.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 2. Summary of significant accounting policies continued
Inventories
Inventories of fuel and engineering spares are valued at the lower of cost and net realisable value on a first in first out basis after
making due allowance for obsolete and slow moving items. Cost comprises direct materials and costs incurred in bringing the items
to their present location and condition. Net realisable value represents the estimated selling price less costs of sale.
Cash and cash equivalents
Cash and short term deposits in the balance sheet comprise cash at bank and in hand, and short term deposits with an original
maturity of three months or less. For the purpose of the consolidated cashflow statement, cash and cash equivalents consist of
cash and cash equivalents as defined above, net of outstanding bank overdrafts.
Financial instruments
Financial assets
The Group’s financial assets are initially recognised at fair value, being the transaction price plus, in the case of financial assets
not recorded at fair value through profit or loss in the income statement, directly attributable transaction costs. Financial assets are
subsequently classified as being measured at amortised cost, fair value through other comprehensive income, or fair value through
the income statement.
The Group’s financial assets at amortised cost are non-derivative financial assets held for collection of contractual cash flows where
those cash flows represent solely payments of principal and interest. Financial assets at amortised cost are subsequently measured
using the effective interest method and are subject to impairment. Gains and losses are recognised in the income statement when the
asset is derecognised, modified or impaired.
The Group does not have any financial assets held at fair value through the income statement.
The Group does not have any financial assets held at fair value through other comprehensive income.
The Group uses an impairment model with impairment provisions based on expected credit losses rather than incurred credit losses.
The Group applies the IFRS 15 simplified approach and measures the loss allowance on the lifetime expected credit losses at each
reporting date.
Financial liabilities
The Group’s financial liabilities include trade payables, accruals, interest-bearing loans and borrowings and derivative financial
instruments. At initial recognition, the Group measures financial liabilities at fair value plus, in the case of a financial liability not at fair
value through the income statement, transaction costs that are directly attributable to the issue of the financial liability.
With the exception of derivative financial instruments, all other financial liabilities are subsequently measured on an amortised costs basis.
The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired.
The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised
in the income statement
When the Group exchanges with the existing lender one debt instrument into another one with the substantially different terms, such
exchange is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly,
the Group accounts for substantial modification of terms of an existing liability or part of it as an extinguishment of the original financial
liability and the recognition of a new liability. It is assumed that the terms are substantially different if the discounted present value of the
cash flows under the new terms, including any fees paid net of any fees received and discounted using the original effective rate is at least
10 per cent different from the discounted present value of the remaining cash flows of the original financial liability. If the modification is
not substantial, the difference between: (1) the carrying amount of the liability before the modification; and (2) the present value of the
cash flows after modification should be recognised in profit or loss as the modification gain or loss within other gains and losses.
Derivative financial instruments
The Group uses derivatives to hedge its risks associated with fuel price fluctuations. Such derivatives are initially recognised at fair value
by reference to market values for similar instruments, and subsequently remeasured at fair value at each balance sheet date.
At the inception of the hedge relationship, the Group documents the relationship between the hedging instrument and the hedged
item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the
inception of the hedge and on an ongoing basis, the Group documents whether the hedging instrument is highly effective in offsetting
changes in fair values or cashflows of the hedged item attributable to the hedged risk, which is when the hedging relationships meet all
of the following hedge effectiveness requirements:
• There is an economic relationship between the hedged item and the hedging instrument
• The effect of credit risk does not dominate the value changes that result from that economic relationship
• The hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the Group
actually hedges and the quantity of the hedging instrument that the Group actually uses to hedge that quantity of hedged item
If a hedging relationship ceases to meet the hedge effectiveness requirement relating to the hedge ratio but the risk management
objective for that designated hedging relationship remains the same, the Group adjusts the hedge ratio of the hedging relationship
(i.e. rebalances the hedge) so that it meets the qualifying criteria again.
153
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 2. Summary of significant accounting policies continued
Fair value measurement
The Group measures financial instruments (derivatives) and non-financial assets at fair value at each balance sheet date. Fair values of
financial instruments measured at amortised cost are disclosed in note 23.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset
or transfer the liability takes place either:
• In the principal market for the asset or liability
• In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible to the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or
liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits
by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and
best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure
fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value
hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
• Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities
• Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or
indirectly observable
• Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines whether transfers
have occurred between levels in the hierarchy by reassessing categorisation (based on the lowest level input that is significant to the
fair value measurement as a whole) at the end of each reporting period.
At each reporting date, the Group analyses the movements in the values of assets and liabilities which are required to be remeasured or
reassessed as per the Group’s accounting policies. For this analysis, the Group verifies the major inputs applied in the latest valuation
by agreeing the information in the valuation computation to contracts and other relevant documents.
The Group also compares the changes in the fair value of each asset and liability with relevant external sources to determine whether
the change is reasonable.
When required, the Group presents the valuation results to the audit committee. This includes a discussion of the major assumptions
used in the valuations.
For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature,
characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an
outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. If the effect is material,
expected future cashflows are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability.
Where the Group expects some or all of a provision to be reimbursed, the reimbursement is recognised as a separate asset but only
when recovery is virtually certain. The expense relating to any provision is presented in the income statement net of any
reimbursement. Where discounting is used, the increase in the provision due to unwinding the discount is recognised as a finance cost.
The Group provides for property, station and fleet dilapidations, where appropriate, based on the future expected repair costs required
to restore them to their fair condition at the end of their respective lease terms, where it is considered a reliable estimate can be made.
Uninsured liabilities
The Group limits its exposure to the cost of motor, employer and public liability claims through insurance policies issued by third
parties. These provide individual claim cover, subject to high excess limits for total claims within the excess limits. A discounted
provision is recognised for the estimated cost to settle claims for incidents occurring prior to the balance sheet date.
The estimation of this provision is made after taking appropriate professional advice and is based on an assessment of the expected
settlement on known claims, together with an estimate of settlements that will be made in respect of incidents occurring prior to the
balance sheet date but that have not yet been reported to the Group by the insurer.
Provisions are accounted for on a gross basis with a separate reimbursement asset recognised for amounts recoverable from insurance providers.
154
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 2. Summary of significant accounting policies continued
Treasury shares
Reacquired shares in the Group, which remain uncancelled, are deducted from equity. Consideration paid and the associated costs are
also recognised in shareholders’ funds as a separate reserve for own shares. Any gain or loss on the purchase, sale, issue or cancellation
of the Group’s shares is transferred from the reserve for own shares to revenue reserves.
Investments
Investments are held at cost less impairment.
Retirement benefits
The Group operates a number of pension schemes, both defined benefit and defined contribution. The costs of these are recognised in
the income statement.
Bus retirement benefit schemes
The cost of providing benefits under the defined benefit plans is determined separately for each plan using the projected unit credit
method, which attributes entitlement to benefits to the current period (to determine current service cost) and to the current and prior
periods (to determine the present value of defined benefit obligation) and is based on actuarial advice. Net interest is calculated by
applying the discount rate to the net defined benefit liability or asset.
Remeasurements, comprising actuarial gains and losses, the effect of the asset ceiling (excluding net interest) and the return on plan
assets (excluding net interest) are recognised in the statement of comprehensive income in the period in which they occur.
The current service cost is recognised in the income statement within operating costs. The net interest expense or income is
recognised in the income statement within finance costs.
The defined benefit pension asset or liability in the balance sheet comprises the total for each plan of the present value of the defined benefit
obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to
be settled directly. Fair value is based on market price information and in the case of quoted securities is the published bid price.
Past service costs are recognised in the income statement on the earlier of the date of the plan amendment or curtailment, and the
date that the Group recognises restructuring-related costs. When a settlement (eliminating all obligations for benefits already accrued)
or a curtailment (reducing future obligations as a result of a material reduction in the scheme membership or a reduction in future
entitlement) occurs, the obligation and related plan assets are remeasured using current actuarial assumptions and the resultant
gain or loss is recognised in the income statement during the period in which the settlement or curtailment occurs.
Contributions payable under defined contribution schemes in both regional bus and London & International bus are charged to
operating costs in the income statement as they fall due.
Rail retirement benefit schemes
The Group’s UK Train Operating Companies (TOCs) participate in the Railways Pension Scheme (RPS), which is an industry-wide defined
benefit scheme. The Group is obligated to fund the relevant section of the scheme over the period for which the franchise is held.
All the costs, and any deficit or surplus, are shared 60% by the employer and 40% by the members. In addition, at the end of the
franchise, any deficit or surplus passes to the subsequent franchisee with no compensating payments from or to the outgoing
franchise holder. The Group’s obligations are therefore limited to its contributions payable during the period over which it operates the
franchise, these contributions being subject to change on consideration of future statutory valuations. The net liability reflects the
Group’s obligation to fund the statutory deficits of the relevant RPS sections over the franchise term.
The last statutory valuation of the RPS scheme sections in which the Group is involved, carried out on 31 December 2013 as noted in note 28,
and its IAS 19 actuarial valuation are carried out for different purposes and may result in materially different amounts. There are ongoing
funding deficits across the RPS schemes in which the Group participates and the IAS 19 valuation is set out in the disclosures below.
The accounting treatment for the time based risk-sharing feature of the Group’s participation in the RPS is not explicitly considered by IAS 19
Employee Benefits (Revised). Since the contributions currently committed to being paid to each TOC section are lower than the share of the
service cost (for current and future service) than would normally be calculated under IAS 19 Employee Benefits (Revised), the Group does not
account for uncommitted contributions towards the sections current or expected future deficits. This reflects the legal position that some
of the existing deficit and some of the service costs in the current year will be funded in future years beyond the term of the current franchise
and committed contributions. As a result, the Group consequently reduces any section deficit balance and reduces any service costs that
would give rise to an increase in such deficit through the use of a franchise adjustment. The franchise adjustment reflects the extent to
which third parties are expected to contribute towards the cost of the plan as a consequence of the deficit transferring at the end of the
franchise, which is deemed, in the directors’ view, in line with paragraphs 92–94 of IAS 19 Employee Benefits (Revised). Under circumstances
where contributions are renegotiated, for example, following a statutory valuation, an adjustment will be recognised in the income
statement, whilst changes in actuarial assumptions continue to be recognised through the statement of other comprehensive income.
Contributions payable under defined contribution schemes in Germany and Norway are charged to operating costs in the income
statement as they fall due.
Please refer to note 28 for further details.
155
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 2. Summary of significant accounting policies continued
New standards and interpretations not applied
The International Accounting Standards Board (IASB) has issued the following standards and interpretations with an effective date
after the date of these financial statements:
International Accounting Standards
(IAS/IFRSs)
Effective date
(periods beginning on or after)
Amendments to references to conceptual framework in IFRSs
IFRS 17 Insurance Contracts
Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets Between an Investor and its Associate or
Joint Venture
Amendments to IFRS 3 Definition of a Business
Amendments to IAS 1 and IAS 8 Definition of Material
Conceptual framework amendments to references to the conceptual framework in IFRSs
1 January 2020
1 January 2021
Not yet announced by
IASB
1 January 2020
1 January 2020
1 January 2020
3. Reconciliation of alternative profit measures (APMs)
The Group uses a number of alternative performance measures (APMs) throughout the Annual Report and Accounts. Management believes
that adjusting for these items provide them with a better understanding of the Group’s operating performance and financial position.
The APMs used by the Group are disclosed below:
Operating profit pre-exceptional items
Exceptional operating items represent material items of revenue or expenses which, because of the size or nature and the expected
infrequency of the events giving rise to them, distort the Group’s underlying performance.
Reconciliation of pre and post operating profit:
Operating profit
Exceptional items:
– Asset impairments and restructuring costs – regional bus
– Asset impairments, provisions and restructuring costs – rail
– Charge in relation to GMP equalisation
Operating profit pre-exceptional items
Further detailed information on the exceptional items is given in note 7.
A summary of impact of the exceptional items on other statutory measures is as follows:
2020
£m
20.8
26.7
30.4
—
77.9
2019
£m
104.3
—
—
16.8
121.1
Group operating profit
Profit/(loss) before taxation
Tax expense
Profit/(loss) for the year from
continuing operations
Attributable to:
– Equity holders of the parent
– Non-controlling interests
Earnings per share
– basic
– diluted
Pre-
exceptional
2020
£m
Exceptional
2020
£m
Post-
exceptional
2020
£m
Pre-
exceptional
2019
£m
Exceptional
2019
£m
Post-
exceptional
2019
£m
77.9
56.9
(18.2)
(57.1)
(57.1)
6.3
20.8
(0.2)
(11.9)
38.7
(50.8)
(12.1)
22.2
16.5
38.7
(50.8)
—
(50.8)
(28.6)
16.5
(12.1)
121.1
113.8
(24.7)
89.1
72.8
16.3
89.1
(16.8)
(16.8)
2.8
(14.0)
(14.0)
—
(14.0)
104.3
97.0
(21.9)
75.1
58.8
16.3
75.1
51.6p
51.5p
(118.1)p
(117.9)p
(66.5)p
(66.4)p
169.4p
169.0p
(32.6)p
(32.5)p
136.8p
136.5p
156
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
3. Reconciliation of alternative profit measures (APMs) continued
Adjusted net debt
Adjusted net debt is the net cash/debt position of the Group adjusted to reflect the impact of restricted cash on cashflows. Net cash/
debt is the value of cash and cash equivalents offset by borrowings, including interest-bearing loans and borrowings and lease liabilities.
Restricted cash represents amounts held in the rail division which can only be distributed with the agreement of the relevant local
transport authorities and are therefore outside of management’s control.
The components of adjusted net debt are shown within note 21.
Free cashflow
Free cashflow is used by management to determine the amount of cash the Group has generated in the year from its operations that
can utilised for strategic purposes. A summary of free cashflow and the reconciliation between the cashflow statement and the adjusted
net debt position is presented as part of the consolidated cashflow statement.
4. Segmental analysis
The Group’s businesses are managed on a divisional basis. Selected financial data is presented on this basis below.
For management purposes, the Group is organised into three reportable segments: regional bus, London & International bus and rail.
Operating segments are reported to the chief operating decision maker, considered to be the Group Chief Executive, on a periodic basis
for the purposes of resource allocation and assessment of segmental performance. Segments are organised based on the long term
economic characteristics as well as the similar nature of the business activities and are reported as follows:
The regional bus division comprises UK bus operations outside London.
The London & International bus division comprises bus operations in London under the control of Transport for London (TfL), rail
replacement and other contracted services in London, bus operations in Singapore under the control of the Land Transport Authority
(LTA) of Singapore and bus operations in Ireland under the control of the National Transport Authority (NTA) of Ireland. These are
aggregated as a single segment for internal management purposes given the similar contractual nature of the services and how these
services are provided, the type of customer, the similar economic characteristics and the similar regulatory environment. The
operations are also governed and controlled by a distinct management team.
The rail division comprises UK and overseas rail operations. The UK rail operation, through an intermediate holding company,
Govia Limited, is 65% owned by Go-Ahead and 35% by Keolis and comprises two rail franchises: Southeastern and GTR. The registered
office of Keolis (UK) Limited is in England and Wales. Overseas rail operations commenced on 15 June 2019 in Germany and on 15
December 2019 in Norway. A further two contracts are being mobilised in Germany. These operations are 100% owned by Go-Ahead.
Rail operating companies have similar business activities and objectives, to provide passenger rail services and to achieve a modest
profit margin through franchise arrangements with the relevant local transport authorities in their respective countries. Each company
targets similar margins, has similar economic risks and operates services under heavily controlled regimes and specifications, set by the
local transport authorities. The operations are internally controlled and governed by a distinct management team and are viewed as
one segment by the chief operating decision maker.
Management will continue to assess the appropriateness of the operating reporting segments, in accordance with the requirements of
IFRS 8 Operating Segments, going forward.
The information reported to the Group Chief Executive in his capacity as chief operating decision maker does not include an analysis of
assets and liabilities and accordingly IFRS 8 does not require this information to be presented. Segment performance is evaluated based
on operating profit or loss, on a pre- and post-exceptional basis below.
Transfer prices between operating segments are on an arm’s length basis similar to transactions with third parties.
157
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 4. Segmental analysis continued
The following tables present information regarding the Group’s reportable segments for the year ended 27 June 2020 and the year
ended 29 June 2019.
Year ended 27 June 2020
Passenger revenue
Contract revenue
Other revenue
Franchise subsidy
Segment revenue
Inter-segment revenue
Group revenue
Operating costs
Regional
bus
£m
London &
International
bus
£m
347.1
67.6
31.6
—
446.3
(37.5)
408.8
(388.3)
—
627.3
3.7
—
631.0
(26.9)
604.1
(555.6)
Total
bus
£m
347.1
694.9
35.3
—
Rail
£m
1,949.0
0.6
211.2
760.4
Total
operations
£m
2,296.1
695.5
246.5
760.4
1,077.3
(64.4)
1,012.9
(943.9)
2,921.2
(35.7)
3,998.5
(100.1)
2,885.5
(2,876.6)
3,898.4
(3,820.5)
Group operating profit (pre-exceptional items)
Exceptional operating items
Group operating profit (post-exceptional items)
Share of result of joint venture
Net finance costs
Loss before tax and non-controlling interests
Tax expense
Loss for the year
Further information on exceptional operating items is disclosed in note 7.
20.5
48.5
69.0
8.9
77.9
(57.1)
20.8
(0.6)
(20.4)
(0.2)
(11.9)
(12.1)
Other segment information
Capital expenditure
– Additions
– Intangible assets
– Right of use assets
Depreciation
– Owned assets
– Right of use assets
Regional
bus
£m
London &
International
bus
£m
39.1
2.0
8.2
38.0
5.0
17.5
2.4
23.6
28.2
16.7
Total
bus
£m
56.6
4.4
31.8
66.2
21.7
Rail
£m
Total
operations
£m
16.0
14.0
205.1
17.9
353.8
72.6
18.4
236.9
84.1
375.5
Inter-segment revenue relates to transactions between the Group’s operating segments and includes rail replacement services and
sub-leasing of rolling stock.
At 27 June 2020, there were non-current assets included within the London & International bus segment of £12.4m (2019: £12.1m)
relating to operations in Singapore and Ireland. Operations in Singapore generated a revenue of £56.9m (2019: £59.6m) and operations
in Ireland generated a revenue of £33.4m (2019: £16.5m) during the year.
Non-current assets included within rail of £34.6m (2019: £37.7m) relate to international operations in Germany and the Nordics.
The revenue generated in the year from these operations was £69.9m (2019: £2.6m).
We have two major customers which individually contribute more than 10% of Group revenue, one of which contributed £736.1m (2019:
£114.4m restated), and the other contributed £506.4m (2019: £486.2m). No other individual customer contributed 10% or more to the
Group's revenue in either the current or prior year.
158
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
4. Segmental analysis continued
Year ended 29 June 2019
Passenger revenue
Contract revenue
Other revenue
Franchise subsidy
Segment revenue
Inter-segment revenue
Group revenue
Operating costs
Group operating profit (pre-exceptional items)
Exceptional operating items
Group operating profit (post-exceptional items)
Share of result of joint venture
Net finance costs
Profit before tax and non-controlling interests
Tax expense
Profit for the year
* Restated (see note 2).
Other segment information
Capital expenditure:
– Additions
– Acquisitions
– Intangible assets
Depreciation
Rail *
£m
Total
operations *
£m
London &
International
bus
£m
—
592.4
4.5
—
596.9
(27.7)
569.2
(518.0)
Total
bus
£m
384.1
661.5
18.9
—
1,064.5
(62.3)
1,002.2
(906.5)
Regional
bus
£m
384.1
69.1
14.4
—
467.6
(34.6)
433.0
(388.5)
44.5
2,357.7
—
242.8
114.6
2,715.1
(43.1)
2,672.0
(2,646.6)
51.2
95.7
25.4
2,741.8
661.5
261.7
114.6
3,779.6
(105.4)
3,674.2
(3,553.1)
121.1
(16.8)
104.3
(0.5)
(6.8)
97.0
(21.9)
75.1
Regional
bus
£m
London &
International
bus
£m
40.4
11.9
3.1
36.9
9.6
—
4.8
28.2
Total
bus
£m
50.0
11.9
7.9
65.1
Rail
£m
Total
operations
£m
22.6
—
14.3
14.2
72.6
11.9
22.2
79.3
5. Operating costs
Detailed below are the key amounts recognised in arriving at our operating costs. For accounting policies see ‘Profit and revenue
sharing/support agreements’, ‘Property, plant and equipment’, ‘Government grants’ and ‘Franchise set-up costs’ in note 2.
Employee costs (note 6)
Rail operating charges1 (see below)
Energy costs (see below)
DfT franchise agreement payments/(receipts)
Depreciation (see below)
Intangible amortisation
Auditor’s remuneration (see below)
Impairment losses on trade receivables
Loss on sale of assets held for sale
Other operating income
Government grants
Government grants: COVID-19
Profit on disposal of property, plant and equipment
Other operating costs
2020
£m
1,355.9
990.8
261.8
93.3
459.6
9.4
1.3
2.6
—
(27.1)
(3.6)
(27.2)
(0.9)
704.6
2019 *
£m
1,272.7
1,247.2
262.7
(1.1)
79.3
4.8
1.0
0.9
0.1
(28.7)
(2.7)
—
(0.2)
717.1
Total operating costs (pre-exceptional operating items)
3,820.5
3,553.1
* Restated (see note 2).
1. Rail operating charges constitute costs that were previously classified as operating leases payments under IAS 17.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
5. Operating costs continued
Further analysis of the above operating costs is as follows:
Rail operating charges1
– bus vehicles
– non-rail properties
– other non-rail
– rail rolling stock
– other rail
Total lease and sublease payments recognised as an expense (excluding rail access charges)
– rail access charges
2020
£m
—
—
—
212.9
194.4
407.3
583.5
2019
£m
16.1
2.1
0.1
522.7
173.9
714.9
532.3
Total lease and sublease payments recognised as an expense
990.8
1,247.2
Depreciation
– owned assets
– right of use assets
Total depreciation expense
Auditor’s remuneration
– audit fee for the audit of the parent financial statements
– audit fee for the audit of the subsidiary financial statements
Total audit fees for the audit of the financial statements
Total non-audit fees
Total auditor’s remuneration
Energy costs
– bus fuel
– rail diesel fuel
– rail electricity
– cost of site energy
Total energy costs
84.1
375.5
459.6
0.1
1.1
1.2
0.1
1.3
98.3
2.4
145.1
16.0
261.8
78.0
1.3
79.3
0.1
0.8
0.9
0.1
1.0
103.2
3.1
140.9
15.5
262.7
1. Rail operating charges constitute costs that were previously classified as operating leases payments under IAS 17.
The Group adopted IFRS 16 Leases on 30 June 2019. The Group previously categorised the majority of its bus leases (vehicles and property)
and rail rolling stock leases as operating leases, under IAS 17. These have now been taken to the balance sheet as right of use assets.
On adoption, the rail rolling stock leases in the Southeastern franchise were classified as short term assets, as the franchise had less
than a year to run, and so were not recognised as right of use assets on transition. On 1 April 2020 Southeastern entered a direct award
contract, with a term exceeding 12 months, and all associated leases became right of use assets at that point.
The Group’s rail operating companies hold agreements with different local entities for access to the railway infrastructure
(track, stations and depots). These are now classified as rail operating charges as they do not constitute a right of use asset.
Government grant income of £3.6m (2019: £2.7m) is mainly attributable to the release of grants received to support the mobilisation
of international business operations and service improvements including smart ticketing, deliverable over a period of up to 15 years.
Government grant income in relation to the COVID-19 pandemic of £27.2m (2019: £nil) primarily relates to the Coronavirus Job
Retention Scheme (CJRS) in the UK, and the equivalent schemes in our international operations. The amounts recognised reflect the
grants receivable in respect of the year ended 27 June 2020 and relate to the costs reclaimable for furloughed employees to the extent
that it is reasonably certain that the grant will be received.
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Group financial statementsNotes to the consolidated financial statements continued
6. Employee costs
This note shows total employment costs, inclusive of share based payment charges. We have a number of share plans used to award
shares to directors and employees. A charge is recognised over the vesting period in the consolidated income statement, based on the
fair value of the award at the date of grant. The note also shows the average number of people employed by the Group during the year.
For accounting policies see ‘Share based payment transactions’ in note 2.
Wages and salaries
Social security costs
Other pension costs
Share based payments charge
The average monthly number of employees during the year, including directors, was:
Administration and supervision
Maintenance and engineering
Operations
2020
£m
1,181.2
117.0
56.1
1.6
2019
£m
1,109.7
111.2
50.8
1.0
1,355.9
1,272.7
2020
3,643
2,763
23,594
30,000
2019
3,489
2,581
22,125
28,195
The detailed information required by Schedule 8 of the Large and Medium-sized Companies and Groups (Accounts and Reports)
(Amendment) Regulations 2013 is provided in the directors’ remuneration report. Aggregate directors emoluments are also disclosed
in note 29.
Sharesave scheme
Shareholder approval was obtained at the 2013 AGM for a Savings-Related Share Option Scheme, known as The Go-Ahead Group plc
2013 Savings-Related Share Option Scheme (the Sharesave scheme) for employees of the Group and its operating companies.
The Sharesave scheme is open to all full time and part time employees (including executive directors) who have completed at least six
months of continuous service with a Go-Ahead Group company at the date they are invited to participate in a scheme launch. To take
part, qualifying employees have to enter into a savings contract for a period of three years under which they agree to save a monthly
amount, from a minimum of £5 to a maximum (not exceeding £500) specified by the Group at the time of invitation. For the February
2016 launch (Sharesave 2016), the maximum monthly savings limit set by the Group was £50. Participants were given the choice of
taking their money back, or to purchase Go-Ahead Group shares at a 20% discount of the market price set at the date of invitation.
Sharesave 2016 participants had six months from the maturity date to exercise their options. Sharesave 2016 matured on 1 May 2019.
There are no current active Sharesave schemes in place.
The fair value of equity-settled share options granted is estimated as at the date of grant using the Black-Scholes model, taking into
account the terms and conditions upon which the options were granted. The key assumptions input into the model are future share
price volatility, future dividend yield, future risk free interest rate, forfeiture rate and option life.
There are no savings-related options at 27 June 2020.
The expense recognised for the scheme during the year to 27 June 2020 was £nil (2019: £nil).
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Group financial statements
6. Employee costs continued
Sharesave scheme continued
The following table illustrates the number and weighted average exercise price (WAEP) of share options for the Sharesave scheme:
Outstanding at the beginning of the year
Forfeited during the year
Exercised during the year
Outstanding at the end of the year
2020
2019
No.
174,606
(144,554)
(30,052)
WAEP
£
19.11
19.11
19.11
No.
249,242
(52,698)
(21,938)
—
—
174,606
WAEP
£
19.11
19.11
19.11
19.11
The weighted average exercise price at the date of exercise for the options exercised in the period was £19.11 (2019: £19.11).
At the year end no options (2019: 174,606) were exercisable and the weighted average exercise price of the options at year end was £nil
(2019: £19.11).
The options outstanding at the end of the year have a weighted average remaining contracted life of nil years (2019: nil years).
Long Term Incentive Plans
The executive directors participate in The Go-Ahead Group Long Term Incentive Plan 2015 (LTIP). The LTIP provides for executive
directors to be awarded nil cost shares in the Group conditional on specified performance conditions being met over a period of three
years. Refer to the directors’ remuneration report for further details of the LTIP.
The expense recognised for the LTIP during the year to 27 June 2020 was £0.7m (2019: £0.4m).
The fair value of LTIP options granted is estimated as at the date of grant using a Monte Carlo model, taking into account the terms
and conditions upon which the options were granted. The inputs to the model used for the options granted in the year to 27 June 2020
and 29 June 2019 were:
The Go-Ahead Group plc:
Future share price volatility
FTSE Mid-250 index comparator:
Future share price volatility
Correlation between companies
The following table shows the number of share options for the LTIP:
Outstanding at the beginning of the year
Granted during the year
Forfeited during the year
Exercised during the year
Outstanding at the end of the year
2020
% per annum
2019
% per annum
31.0
25.0
30.0
33.0
25.0
30.0
2020
2019
143,603
58,927
(39,698)
—
163,144
53,912
(73,453)
—
162,832
143,603
The LTIP award granted to the Group Chief Executive in November 2017 will lapse in full from November 2020 as none of the performance
measures were achieved following the three-year performance period ending 27 June 2020.
The weighted average share price of the options at the year end was £9.06 (2019: £19.72). The weighted average fair value of options
granted during the year was £21.12 (2019: £15.74). The weighted average remaining contractual life of the options was 1.05 years (2019:
1.10 years). The weighted average exercise price at the date of exercise for the options exercised in the period was £nil (2019: £nil).
The estimated amounts due to the relevant tax authorities in relation to the above transactions are detailed in the directors’
remuneration report.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
6. Employee costs continued
Deferred Share Bonus Plan
The Deferred Share Bonus Plan (DSBP) provides for executive directors and certain other senior employees to be awarded shares in the
Group conditional on the achievement of financial and strategic targets. The shares are deferred over a three-year period. Refer to the
directors’ remuneration report for further details of the DSBP. The DSBP options are not subject to any market based performance
conditions. Therefore, the fair value of the options is equal to the share price at the date of grant.
The expense recognised for the DSBP during the year to 27 June 2020 was £0.9m (2019: £0.6m).
The following table shows the number of share options for the DSBP:
Outstanding at the beginning of the year
Granted during the year
Forfeited during the year
Exercised during the year
Outstanding at the end of the year
2020
2019
150,420
63,125
(1,476)
(32,014)
147,233
59,677
(6,770)
(49,720)
180,055
150,420
The weighted average fair value of options granted during the year was £21.12 (2019: £15.74). At the year end, 24,196 options related to
DSBP awards, which vested before the year end, which have not yet been exercised by participants. Of these 24,196 options, 942 options
related to the award granted in November 2013, 4,315 related to the award granted in November 2014, 5,025 related to the award granted
in November 2015 and 13,914 related to the award granted in November 2016. 34,365 options, relating to the DSBP award granted in
November 2017, will be eligible to vest from November 2020 following the end of a three-year deferral period. The weighted average
share price of the options at the year end was £9.06 (2019: £19.72).
The weighted average remaining contractual life of the options was 0.91 years (2019: 1.02 years). The weighted average exercise price
at the date of exercise for the options exercised in the period was £20.86 (2019: £17.72).
Share incentive plans
The Group operates a share incentive plan, known as The Go-Ahead Group plc Share Incentive Plan (SIP). The SIP is open to all Group
employees (including executive directors) who have completed at least six months’ continuous service with a Group company at the
date they are invited to participate in the plan.
The SIP permits the Group to make four different types of awards to employees (free shares, partnership shares, matching shares
and dividend shares), although the Group has, so far, made awards of partnership shares only. Under these awards, the Group invites
qualifying employees to apply between £10 and £150 per month in acquiring shares in the Group at the prevailing market price.
Under the terms of the scheme, certain tax advantages are available to the Group and employees.
7. Exceptional items
This note identifies items of an exceptional nature that have a significant impact on the results of the Group in the period.
For accounting policies see ‘Exceptional items’ in note 2.
Asset impairments and restructuring costs – regional bus
Asset impairments, provisions and restructuring costs – rail
Charge in relation to GMP equalisation
Exceptional operating items
2020
£m
26.7
30.4
—
57.1
2019
£m
—
—
16.8
16.8
Year ended 27 June 2020
Total exceptional operating items in the year comprised a charge of £57.1m to the income statement.
Asset impairments and restructuring costs – regional bus
During the year, strategic reviews were carried out following a decline in the operational performance of the regional bus division and
the impact of COVID-19. As a result of these reviews, several restructuring programmes of varying degrees were initiated during 2020
and a number of specific contracts, services and routes were terminated. In addition, COVID-19 has had a significant impact on certain
bus operations, in particular, coaching contracts, airline and other holiday routes. Related assets have also been impaired to reflect the
changing environment. An exceptional item of £26.7m has been recognised and comprises £15.9m of plant, property and equipment
impairments, £3.8m of intangible asset impairments (including £0.6m of goodwill), £5.5m of restructuring costs, £0.5m impairment of
assets held for sale and £1.0m impairment of right of use assets.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 7. Exceptional items continued
Year ended 27 June 2020 continued
Asset impairments, provisions and restructuring costs – rail
German rail operations commenced on 15 June 2019 and have faced a number of challenges during the first year of operation.
A comprehensive review of the overall business, including future franchises, has been undertaken and this has identified that there were
indicators for possible impairments across the business. A full impairment review was subsequently carried out and an exceptional item
of £30.4m has been recognised during the year. Impairments and provisions have been identified in relation to intangible assets and
committed, irrecoverable franchise set-up costs. These include, £23.6m of franchise set-up costs and £0.7m of software, plus a £4.4m
impairment of the freehold land and buildings. Restructuring costs of £1.7m have also been recognised as an exceptional item.
Year ended 29 June 2019
Total exceptional operating items in the year comprised a charge of £16.8m to the income statement.
On 26 October 2018, the High Court ruled that Guaranteed Minimum Pensions (GMP) should be equalised between men and women.
As a result, pension scheme trustees were obliged to adjust benefit payments in order that benefits received by male and female
members with equivalent age, service and earnings histories are equal. The judgement had implications for many defined benefits
schemes, including those in which the Go-Ahead Group participates.
We worked with our actuarial advisors to understand the implications of the judgement and the £16.8m pre-tax exceptional expense
in the year reflected our best estimate of the effect on our reported pension liabilities.
8. Finance revenue and costs
Finance revenue mainly comprises interest received from bank deposits. Finance costs mainly arise from interest due on the bond and
bank loans. For accounting policies see ‘Finance revenue’ and ‘Interest-bearings loans and borrowings’ in note 2.
Bank interest receivable on bank deposits
Interest on net pension asset
Other interest receivable
Finance revenue
Interest payable on bank loans and overdrafts
Interest payable on £250m sterling 7 year bond
Other interest payable
Unwinding of discounting on provisions
Interest payable on lease liabilities
Interest on net pension liability
Finance costs
2020
£m
3.8
1.3
0.3
5.4
(4.4)
(6.3)
(0.4)
(0.7)
(13.9)
(0.1)
(25.8)
2019
£m
4.1
0.9
0.1
5.1
(2.7)
(6.3)
(1.7)
(0.8)
(0.3)
(0.1)
(11.9)
9. Taxation
This note explains how our Group tax charge arises. The deferred tax section of the note sets out the deferred tax assets and liabilities
held across the Group. For accounting policies see ‘Taxation’ in note 2.
The Group taxation policy can be found at www.go-ahead.com.
a. Tax recognised in the income statement and in other comprehensive income
Tax relating to items charged or credited in the income statement:
Current year tax charge
Adjustments in respect of current tax of previous years
Total current tax
Deferred tax relating to origination and reversal of temporary differences at 19.0% (2019: 19.0%)
Adjustments in respect of deferred tax of previous years
Impact of opening deferred tax rate
Total deferred tax
Tax reported in consolidated income statement
2020
£m
11.2
(0.1)
11.1
(4.4)
(0.3)
5.5
0.8
11.9
2019
£m
26.4
(1.3)
25.1
(3.3)
0.1
—
(3.2)
21.9
The tax reported in the consolidated income statement in the current year includes exceptional amounts relating to asset impairments
and restructuring costs in the regional bus division. The prior year includes exceptional amounts arising on the GMP equalisation
charge. See note 7 for further details.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 9. Taxation continued
a. Tax recognised in the income statement and in other comprehensive income continued
Tax relating to items charged or credited outside of the income statement:
Tax on remeasurement gains on defined benefit pension plans
Deferred tax on cashflow hedges
Deferred tax on share based payments (taken directly to equity)
Tax reported outside of the consolidated income statement
2020
£m
(0.4)
(3.8)
0.2
(4.0)
2019
£m
3.7
(2.4)
(0.1)
1.2
b. Reconciliation
A reconciliation of income tax applicable to accounting profit before taxation, at the statutory tax rate, to tax at the Group’s effective
tax rate for the years ended 27 June 2020 and 29 June 2019 is as follows:
Accounting (loss)/profit before taxation
At United Kingdom tax rate of 19.0% (2019: 19.0%)
Share scheme costs not allowable for tax purposes
Non-qualifying depreciation
Expenditure not allowable for tax purposes
Adjustments in respect of deferred tax of previous years
Movement on unrecognised deferred tax on losses carried forward
Effect of the difference between current year corporation tax and deferred tax rates
Adjustments in respect of current tax of previous years
Overseas tax rate difference
Impact of opening deferred tax rate
Tax reported in consolidated income statement
Effective tax rate
2020
£m
(0.2)
—
0.3
0.9
1.1
(0.3)
4.5
—
(0.1)
—
5.5
11.9
2019
£m
97.0
18.4
—
0.7
1.8
0.1
1.6
0.3
(1.3)
0.3
—
21.9
(5,950.0%)
22.6%
The 2020 effective tax rate on a pre-exceptional basis is 32.0% (2019:21.7%). The pre and post-exceptional effective tax rates include a
£5.5m charge in relation to the UK corporation tax rate change from an opening rate of 17.0% to a closing rate of 19.0%. This change was
substantively enacted at the balance sheet date and maintained the UK rate at 19.0% from 1 April 2020. Excluding this charge, the
effective tax rate is 22.3% (2019: 21.7%).
The Group had subsidiary trading companies in Germany, Ireland, Norway and Singapore during the year. The tax residencies of these
companies are the same as the countries of incorporation, which are disclosed in note 29.
Singapore and Ireland profits are generated through the provision of bus passenger services and have been taxed at the appropriate
local taxation rates of 17.0% and 12.5% respectively and have been included in the total statutory tax charge. Germany has faced trading
difficulties which has resulted in a loss, therefore no taxation has been recognised during the financial year. Norway commenced trading
on 15 December 2019 and its trading result for the financial year is immaterial.
The Group has not recognised a deferred tax asset of £13.1m (2019: £5.1m) based on a taxation rate of 30.0% (2019: 30.0%) in respect of
losses incurred in Germany carried forward. There is no time limit on the utilisation of these assets in Germany and they have not been
recognised due to the uncertainty over their recovery in future periods.
c. Reconciliation of net current tax (asset)/liability
A reconciliation of the net current tax (asset)/liability is provided below:
Current tax liability at the start of the year
Corporation tax reported in consolidated income statement
Net paid in the year
Net current tax (asset)/liability at the end of the year
2020
£m
13.1
11.1
(28.2)
(4.0)
2019
£m
20.5
25.1
(32.5)
13.1
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 9. Taxation continued
d. Deferred tax
The deferred tax included in the balance sheet is as follows:
Deferred tax liability
Accelerated capital allowances
Other temporary differences
Revaluation of land and buildings treated as deemed cost on conversion to IFRS
Cashflow hedges
Retirement benefit obligations
Deferred tax liability included in balance sheet
Deferred tax asset
Cashflow hedges
Share based payments
Deferred tax asset included in balance sheet
2020
£m
(18.8)
(8.6)
(11.5)
—
(10.1)
(49.0)
2.9
—
2.9
2019
£m
(20.1)
(9.1)
(10.9)
(0.9)
(8.5)
(49.5)
—
0.2
0.2
The deferred tax asset is recognised as it is considered probable that there will be future taxable profits available.
The deferred tax liabilities and assets included in the balance sheet have been calculated using applicable enacted rates.
The movements in deferred tax in the income statement and other comprehensive income for the years ended 27 June 2020 and
29 June 2019 are as follows:
Year ended 27 June 2020
Accelerated capital allowances
Asset backed funding pension arrangement
Other temporary differences
Revaluation of land and buildings treated as deemed cost on
conversion to IFRS
Retirement benefit obligations
Cashflow hedges
Share based payments
At 30 June
2019
£m
Recognised in
income
statement
£m
Recognised
in other
comprehensive
income
£m
Recognised
directly in
equity
£m
At 27 June
2020
£m
(20.1)
(9.7)
0.6
(10.9)
(8.5)
(0.9)
0.2
(49.3)
1.3
(0.8)
1.3
(0.6)
(2.0)
—
—
(0.8)
—
—
—
—
0.4
3.8
—
4.2
—
—
—
—
—
—
(0.2)
(0.2)
(18.8)
(10.5)
1.9
(11.5)
(10.1)
2.9
—
(46.1)
166
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
9. Taxation continued
d. Deferred tax continued
Year ended 29 June 2019
Accelerated capital allowances
Asset backed funding pension arrangement
Other temporary differences
Revaluation of land and buildings treated as deemed
cost on conversion to IFRS
Retirement benefit obligations
Cashflow hedges
Share based payments
At 1 July
2018
£m
Recognised in
income
statement
£m
Recognised
in other
comprehensive
income
£m
Recognised
directly in
equity
£m
(20.2)
(9.9)
0.3
(11.4)
(6.5)
(3.3)
0.1
(50.9)
0.5
0.2
0.3
0.5
1.7
—
—
3.2
—
—
—
—
(3.7)
2.4
—
(1.3)
—
—
—
—
—
—
0.1
0.1
The deferred tax included in the Group income statement is as follows:
Accelerated capital allowances
Revaluation
Retirement benefit obligations
Other temporary differences
Adjustments in respect of prior years
Adjustment in respect of opening deferred tax rate
Deferred tax expense
Acquisitions
£m
(0.4)
—
—
—
—
—
—
(0.4)
2020
£m
(3.8)
(0.6)
1.4
(1.4)
(4.4)
(0.3)
5.5
0.8
At 29 June
2019
£m
(20.1)
(9.7)
0.6
(10.9)
(8.5)
(0.9)
0.2
(49.3)
2019
£m
(0.5)
(0.5)
(1.7)
(0.6)
(3.3)
0.1
—
(3.2)
e. Factors affecting tax charges
The standard rate of UK corporation tax is 19.0% and therefore 19.0% applies to the current tax charge arising during the year ended
27 June 2020. Previous legislation advised a reduction in the UK corporation tax rate to 17.0% from 1 April 2020 and this rate was applied,
where applicable, to the Group’s deferred tax balance at the prior year end. Legislation substantively enacted in the Finance Bill 2020
amended this rate to 19.0% with effect from April 2020 and therefore 19.0% has been applied, where applicable, to the Group's deferred
tax balance as at the balance sheet date.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
10. Earnings per share
Basic earnings per share is the amount of profit after tax for the financial year attributable to equity shareholders divided by the
weighted average number of shares in issue during the year.
Basic and diluted earnings per share
Pre-
exceptional
2020
£m
Exceptional
items
2020
£m
Post-
exceptional
2020
£m
Pre-
exceptional
2019
£m
Exceptional
items
2019
£m
Post-
exceptional
2019
£m
Net profit/(loss) attributable to equity holders
of the parent
22.2
(50.8)
(28.6)
72.8
(14.0)
58.8
Pre-
exceptional
2020
Exceptional
items
2020
Post-
exceptional
2020
Pre-
exceptional
2019
Exceptional
items
2019
Post-
exceptional
2019
Basic weighted average number of shares in issue
(’000)
Dilutive potential share options (’000)
Diluted weighted average number of shares in issue
(’000)
42,998
104
43,102
—
—
—
42,998
104
42,985
97
43,102
43,082
—
—
—
42,985
97
43,082
Earnings per share:
Basic earnings per share (pence per share)
Diluted earnings per share (pence per share)
51.6
51.5
(118.1)
(117.9)
(66.5)
(66.4)
169.4
169.0
(32.6)
(32.5)
136.8
136.5
The weighted average number of shares in issue excludes treasury shares held by the Group, and shares held in trust for the LTIP and
DSBP arrangements.
No shares were bought back and cancelled by the Group in the period from 27 June 2020 to 23 September 2020.
11. Dividends paid and proposed
Dividends are one type of shareholder return, historically paid to our shareholders in April and November.
Declared and paid during the year
Equity dividends on ordinary shares:
Final dividend for 2019: 71.91p per share (2018: 71.91p)
Interim dividend for 2020: nil per share (2019: 30.17p)
Proposed for approval at the AGM (not recognised as a liability as at 27 June 2020)
Equity dividends on ordinary shares:
Final dividend for 2020: nil per share (2019: 71.91p)
Payment of proposed dividends does not have any tax consequences for the Group.
2020
£m
30.9
—
30.9
2020
£m
2019
£m
30.9
12.9
43.8
2019
£m
—
31.0
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
12. Property, plant and equipment
The Group holds significant investments in land and buildings, bus vehicles and plant and equipment, which form our tangible assets.
All assets (excluding freehold land) are depreciated over their useful economic lives. For accounting policies see ‘Property, plant and
equipment’ in note 2.
Freehold land
and buildings
£m
Long term
leasehold land
and properties
£m
Short term
leasehold land
and properties
£m
Bus vehicles
£m
Plant and
equipment
£m
Cost
At 30 June 2018
Additions
Acquisitions
Disposals
Transfer categories
At 29 June 2019
Additions
Disposals
Transfer categories
Transfer of assets held for sale
Transfer of ROU assets
Effect of foreign exchange rate changes
At 27 June 2020
Depreciation and impairment
At 30 June 2018
Charge for the year
Disposals
At 29 June 2019
Charge for the year
Impairment
Disposals
Transfer categories
Transfer of ROU assets
Effect of foreign exchange rate changes
At 27 June 2020
Net book value
At 27 June 2020
At 29 June 2019
At 30 June 2018
194.1
17.6
4.6
—
1.2
217.5
10.2
—
1.9
(2.3)
—
0.3
227.6
12.7
1.2
—
13.9
1.9
5.4
—
1.6
—
—
22.8
204.8
203.6
181.4
3.2
1.1
—
—
(1.2)
3.1
—
—
(3.1)
—
—
—
—
—
0.5
—
0.5
—
—
—
(0.5)
—
—
—
—
2.6
3.2
17.7
1.5
—
—
—
19.2
3.8
(8.0)
3.1
—
—
(0.1)
18.0
11.3
0.9
—
12.2
2.1
0.8
(7.2)
0.3
—
(0.1)
8.1
9.9
7.0
6.4
Total
£m
1,139.1
72.6
11.9
(42.2)
—
1,181.4
72.6
(91.0)
—
(2.3)
(11.4)
0.3
220.0
19.9
—
(5.0)
(0.5)
234.4
13.9
(58.1)
(3.0)
—
—
0.1
187.3
1,149.6
157.0
20.0
(4.9)
172.1
23.0
0.1
(58.1)
(1.0)
—
0.1
510.4
79.3
(40.2)
549.5
84.1
21.3
(90.1)
—
(4.2)
—
704.1
32.5
7.3
(37.2)
0.5
707.2
44.7
(24.9)
1.1
—
(11.4)
—
716.7
329.4
56.7
(35.3)
350.8
57.1
15.0
(24.8)
(0.4)
(4.2)
—
393.5
136.2
560.6
323.2
356.4
374.7
51.1
62.3
63.0
589.0
631.9
628.7
During the year, a Group-wide exercise was undertaken to assess the carrying value of property, plant and equipment. This resulted in
several assets, with a brought forward net book value of £nil, being identified as no longer being owned by the Group. These assets are
included within the disposals line in both cost and depreciation during the year. The impact on the income statement in relation to
these was £nil.
The impairment charge in the year includes £20.3m (2019: £nil) which arose following strategic reviews in the regional bus and rail
divisions and is included within exceptional items in the income statement. Of this charge, £15.9m relates to the regional bus division
and £4.4m relates to the rail division. Please refer to note 7 for further details.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
13. Leases
This note details right of use assets and the associated lease liabilities. For accounting policies see ‘Leases’ in note 2.
The Group has lease liabilities for land and buildings, rail rolling stock, bus vehicles and various items of plant and equipment.
These contracts have no terms of renewal or purchase option escalation clauses.
Right of use assets
The right of use assets were brought onto the balance sheet on 30 June 2019 on the Group's transition to IFRS 16 Leases.
Leasehold land
and properties
£m
Rolling stock
£m
Plant and
equipment
£m
Cost
At 29 June 2019
On transition to IFRS 16
Additions
Disposals
Transfer from owned assets
Effect of foreign exchange rate changes
At 27 June 2020
Depreciation and impairment
At 29 June 2019
Charge for the year
Impairment
Disposals
Transfer from owned assets
Other
At 27 June 2020
Net book value
At 27 June 2020
At 29 June 2019
Lease liabilities
The balance sheet includes the following amounts:
Current
Non-current
—
25.0
4.6
—
—
0.1
29.7
—
5.7
—
—
—
1.1
6.8
—
757.4
232.3
(0.7)
11.4
—
1,000.4
—
369.7
1.0
(0.3)
4.2
—
374.6
22.9
—
625.8
—
The remaining contractual maturities of the lease liabilities, which are gross and undiscounted, are as follows:
Less than one year
One to two years
Two to three years
Three to four years
Four to five years
More than five years
Total undiscounted lease liability
See note 21 for a reconciliation of the opening to closing lease liabilities.
170
The Go-Ahead Group plc Annual Report and Accounts 2020
—
0.3
—
—
—
—
0.3
—
0.1
—
—
—
—
0.1
0.2
—
2020
£m
517.3
131.3
648.6
2020
£m
525.9
97.0
14.7
9.3
8.2
5.8
660.9
Total
£m
—
782.7
236.9
(0.7)
11.4
0.1
1,030.4
—
375.5
1.0
(0.3)
4.2
1.1
381.5
648.9
—
2019
£m
1.8
4.3
6.1
2019
£m
1.9
1.5
1.5
1.0
0.5
—
6.4
Group financial statementsNotes to the consolidated financial statements continued
13. Leases continued
Amounts recognised in the Group income statement
Depreciation expense on right of use assets
Interest payable on lease liabilities
Variable payment expenses not included in lease liabilities
Expenses relating to short term leases
Expenses relating to low value leases
Amounts recognised in the Group cashflow statement
Total cash outflow for leases
2020
£m
375.5
13.9
—
112.6
0.3
502.3
2020
£m
388.2
2019
£m
1.3
0.3
—
—
—
1.6
2019
£m
3.6
Sale and leaseback transactions
A number of bus vehicles in the Group are leased with some purchased and sold immediately at fair value and for the same value
as the carrying value of the asset at no gain or loss. This is to match vehicles to specific income streams. The cashflow impact of
these transactions results in the cash received for the sale of vehicles offsetting the payments made for the purchase of vehicles.
Cash payments are subsequently made over the life of the lease and over the income streams the vehicle is operating on.
Service concession agreements
International rail operations are similar in nature and consist of the operation of service concession agreements and the provision
of transport services on behalf of local government bodies. The Group has access to infrastructure whilst operating the service
agreement which is returned to the grantor at the end of the contract. Consideration received is determined by the franchise
agreement with variable elements attributable to performance and revenue is accounted for and classified in line with IFRS 15. There
are no construction or upgrade elements to the service agreement; therefore, no financial or intangible assets have been recognised.
Terminations
A significant number of the Group's rolling stock lease contracts include extension options which mirror potential franchise and
revenue agreement extensions. The award of revenue extensions is at the discretion of the customer and outside the control of the
Group. Therefore, it is management's judgement that it is not reasonably certain that the lease will be extended and therefore the lease
term excludes extension periods.
171
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
14. Goodwill and intangible assets
The consolidated balance sheet contains significant intangible assets mainly in relation to goodwill, software, franchise set-up costs and
customer contracts. Goodwill, which arises when the Group acquires a business and pays a higher amount than the fair value of the net
assets primarily due to the synergies the Group expects to create, is not amortised but is subject to annual impairment reviews. Software
is amortised over its expected useful life. Franchise set-up costs are amortised over the life of the franchise. Customer contracts are
amortised over the life of the contract. For further details see ‘Software’, ‘Franchise set-up costs’, ‘Business combinations and goodwill’,
‘Impairment of assets’ and ‘Customer contracts’ in note 2.
Cost
At 30 June 2018
Additions
Disposals
At 29 June 2019
Additions
Disposals
Effect of foreign exchange rate changes
At 27 June 2020
Amortisation and impairment
At 30 June 2018
Charge for the year
On disposal
At 29 June 2019
Charge for the year
Impairment
On disposal
At 27 June 2020
Net book value
At 27 June 2020
At 29 June 2019
At 30 June 2018
Goodwill
£m
Software
costs
£m
Franchise
set-up costs
£m
Rail franchise
asset
£m
Customer
contracts
£m
87.4
—
—
87.4
—
—
—
87.4
13.3
—
—
13.3
—
0.6
—
13.9
73.5
74.1
74.1
26.1
6.1
(5.4)
26.8
5.3
(3.5)
(0.1)
28.5
21.2
2.8
(5.3)
18.7
3.0
3.4
(3.4)
21.7
6.8
8.1
4.9
21.0
16.1
—
37.1
13.1
(0.1)
—
50.1
10.9
1.7
—
12.6
6.1
16.4
(0.1)
35.0
15.1
24.5
10.1
16.7
—
—
16.7
—
—
—
16.7
16.7
—
—
16.7
—
—
—
16.7
—
—
—
14.7
—
—
14.7
—
(4.7)
—
10.0
12.3
0.3
—
12.6
0.3
1.1
(4.7)
9.3
0.7
2.1
2.4
Total
£m
165.9
22.2
(5.4)
182.7
18.4
(8.3)
(0.1)
192.7
74.4
4.8
(5.3)
73.9
9.4
21.5
(8.2)
96.6
96.1
108.8
91.5
Software costs
Software costs capitalised exclude software that is integral to the related hardware. Software is amortised on a straight-line basis over
its expected useful life of three to five years.
During the year £3.4m (2019: £nil) of software assets have been fully impaired to a net book value of £nil. Of these, £2.0m related to the
regional bus division and £1.4m to the rail division. £2.7m of the impairments have been recognised as an exceptional item in the year.
Please refer to note 7 for further details.
Franchise set-up costs
A part of the Group’s activities is the process of bidding for and securing franchises to operate rail and bus services in the UK and
overseas. Directly attributable, incremental costs incurred after achieving preferred bidder status, entering into a franchise extension
or winning an international bid are capitalised as an intangible asset and amortised on a straight-line basis over the life of the franchise,
currently between 5 and 13 years.
During the year £16.4m (2019: £nil) of franchise set-up costs, relating to specific contracts within the German rail operation, have been
fully impaired to a net book value of £nil. The impairments have been recognised as an exceptional item in the year. Please refer to
note 7 for further details.
Rail franchise asset
This reflects the cost of the right to operate a rail franchise and relates to the cost of the intangible asset acquired on the handover of
the franchise assets relating to the Southeastern rail franchise. The intangible asset was being amortised on a straight-line basis over
the original life of the franchise.
172
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
14. Goodwill and intangible assets continued
Customer contracts
This relates to the value attributed to customer contracts and relationships purchased as part of the Group’s acquisitions on a straight-
line basis. The value is calculated based on the unexpired term of the contracts at the date of acquisition and is amortised over that
period. The unexpired term is 7.5 years.
During the year £1.1m (2019: £nil) of customer contracts, relating to the regional bus division, have been fully impaired to a net book
value of £nil. The impairments have been recognised as an exceptional item in the year. Please refer to note 7 for further details.
Goodwill
Goodwill acquired through acquisitions has been allocated to individual cash generating units (CGUs) for impairment testing on the
basis of the Group’s business operations. The carrying value of goodwill is tested annually for impairment by cash generating unit and
is as follows:
Go South Coast
Brighton & Hove
Plymouth Citybus
Go-Ahead London
Go North East
Oxford
2020
£m
34.6
12.7
13.0
10.5
2.7
—
73.5
2019
£m
34.6
12.7
13.0
10.5
2.7
0.6
74.1
The recoverable amount of goodwill has been determined based on a value in use calculation for each cash generating unit, using
cashflow projections based on financial budgets and forecasts approved by senior management covering a three-year period which
have then been extended over an appropriate period. The directors feel that the extended period is justified because of the long term
stability of the relevant income streams. The assumptions used are consistent with the historical performance of each unit and are
expected to be realistically achievable in light of economic and industry measures and forecasts. The directors have also considered
the implications of climate change, when assessing the medium to long term projections. The Group, as a public transport services
provider, has a vital role to play in helping reduce carbon emissions, and they therefore feel there is no adverse impact on the
assumptions used.
Growth has been extrapolated forward, using a growth rate of 2.0%, from the end of the three-year forecasts over a total period of five
years plus a terminal value using a growth rate of 2.0% which reflects the directors’ view of long term growth rates in each business,
and the long term recurrent nature of the businesses.
The Group’s weighted average cost of capital, on a pre-IFRS 16 basis, has been initially calculated as 5.5% (2019: 5.5%). Historically, the
economic conditions that the cash generating units operate in were considered similar enough, primarily being UK based, to use the
same discount rate. Following the adoption of IFRS 16, separate discount rates have been calculated for the different cash generating
units due to the varying impact of IFRS 16 on the underlying cashflows. Given the current low weighted average cost of capital the
calculation of value in use has been initially derived based on the internal rate of return that the Group uses to appraise investments,
currently 8.0%, to identify any goodwill balances requiring further consideration and review.
Regional bus
London bus
Pre-tax and post-IFRS 16
discount rate
Growth rate used to
extrapolate cashflows
2020
%
6.7
6.6
2019
%
6.8
6.8
2020
%
2.0
2.0
2019
%
2.0
2.0
The assessment of the value in use for regional bus cash generating units is dependent on judgements surrounding the return of
passenger numbers to pre-COVID-19 levels. This is deemed to be a key assumption and is based on management’s experience of the local
markets and past trends.
173
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
14. Goodwill and intangible assets continued
Financial modelling adopting the assumptions outlined confirms that the carrying amount of the CGUs does not exceed their
recoverable amount and no impairment charge is required with the exception of Tom Tappin, Limited (a subsidiary of the Oxford
regional bus business). Tom Tappin, Limited is the cash generating unit for the City Sightseeing tourist buses in the Oxford area which
have been impacted by COVID-19. This uncertainty has been reflected in budgets and forecasts going forward and the goodwill of
£0.6m has been fully impaired.
The calculation of value in use for each CGU is most sensitive to the principal assumptions of discount rate, growth rates and margins
achievable. Sensitivity analysis has been performed to understand what the percentage change in the principal assumptions would
erode the headroom to zero. Details have been disclosed below of where a possible change in key assumptions would cause the
carrying amount of a CGU to exceed its recoverable amount, on a worst case basis.
Discount rate
Terminal growth rate
Terminal margin
Regional bus
%
9.3
0.3
10.1
15. Business combinations
This note details acquisition transactions carried out in the current and prior periods. For accounting policies see ‘Business
combinations and goodwill’ and ‘Customer contracts’ in note 2.
Year ended 27 June 2020
No business combinations occurred during the current year.
Year ended 29 June 2019
As disclosed in the 2019 Annual Report and Accounts, on 2 June 2019, the Group acquired the Queens Road bus depot in Manchester
along with the associated trade and assets, from FirstGroup plc, in line with the Group’s strategic vision and its objective to win new
bus and rail contracts. The total consideration paid was £11.5m and no significant changes to the fair value previously reported were
subsequently identified. Given the size and prior year disclosures, further detail is not replicated in this Annual Report and Accounts.
16. Assets classified as held for sale
This note identifies any non-current assets or disposal groups that are held for sale. The carrying amounts of these assets will be
recovered principally through a sale rather than through continuing use. For accounting policies see ‘Non-current assets held for sale’
in note 2.
At 27 June 2020, assets held for sale had a carrying value of £7.2m (2019: £2.7m) and related to property, plant and equipment. Assets
held for sale, relating to bus rolling stock, have a carrying value of £4.8m (2019: £2.1m) and are included in the London & International
bus division. Assets held for sale, relating to land and buildings, have a carrying value of £2.4m (2019: £0.6m). Of these, £0.2m (2019:
£0.6m) are included with regional bus and £2.2m (2019: £nil) are included within the rail division.
The Group expects to sell £7.2m within 12 months of them going onto the “for sale” list and being actively marketed or reflecting
contracts already in place for certain bus assets. Assets held for sale of £0.2m relate to land and buildings, within property, plant and
equipment. The value at each balance sheet date represents management’s best estimate of their resale value less disposal costs.
During the year ended 27 June 2020, assets held for sale were sold for a profit of £nil (2019: loss of £0.1m), included within operating
costs in the income statement.
17. Inventories
Inventory primarily consists of vehicle spares and fuel and is presented net of allowances for obsolete products. For accounting policies
see ‘Inventories’ in note 2.
Raw materials and consumables
The amount of any write down of inventories recognised as an expense during the year is immaterial.
2020
£m
19.7
2019
£m
16.8
174
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 18. Trade and other receivables
Trade and other receivables mainly consist of amounts owed by principal contracting authorities and other customers, amounts paid
to suppliers in advance, amounts receivable from central government and taxes receivable. Trade receivables are shown net of an
allowance for bad or doubtful debts.
Current
Trade receivables
Less: provision for impairment of receivables
Trade receivables – net
Other receivables
Prepayments
Accrued income
Receivable from central government
Contract assets
Contract assets
2020
£m
55.4
(4.1)
51.3
16.5
76.4
33.2
91.1
268.5
2019
£m
142.7
2019
£m
163.0
(2.1)
160.9
18.9
27.8
42.0
100.7
350.3
2018
£m
89.0
2020
£m
124.3
Accrued income and amounts receivable from central government principally comprises amounts relating to contracts with customers.
Accrued income primarily comprise contract income which is billed on a regular basis and which is reclassified to trade receivables at
the point at which it is billed. Contract assets have reduced during the year as a result of the COVID-19 pandemic.
Ageing of trade receivables
As at 27 June 2020 and 29 June 2019, the ageing analysis of trade receivables and the provision for impairment of receivables based
on expected credit losses were as follows:
Year ended 27 June 2020
Expected rate of credit losses
Trade receivables
Provision for impairment of receivables
Year ended 29 June 2019
Expected rate of credit losses
Trade receivables
Provision for impairment of receivables
Neither past
due nor
impaired
£m
—
39.0
—
Neither past
due nor
impaired
£m
—
149.3
—
Total
£m
7.4%
55.4
4.1
Total
£m
1.3%
163.0
2.1
Less than
30 days
£m
4.3%
6.9
0.3
Less than
30 days
£m
—
4.7
—
30–60 days
£m
60–90 days
£m
90–120 days
£m
—
3.6
—
67.7%
3.1
2.1
36.4%
1.1
0.4
30–60 days
£m
60–90 days
£m
90–120 days
£m
—
3.3
—
7.4%
2.7
0.2
—
0.7
—
Greater than
120 days
£m
76.5%
1.7
1.3
Greater than
120 days
£m
82.6%
2.3
1.9
Provision for impairment of receivables
Trade receivables at nominal value of £4.1m (2019: £2.1m) were impaired and fully provided for. Movements in the provision for
impairment of receivables were as follows:
At 29 June 2019
Charge for the year
Utilised
Unused amounts reversed
At 27 June 2020
The credit risk associated with the Group’s trade and other receivables is explained in note 22.
175
The Go-Ahead Group plc Annual Report and Accounts 2020
2020
£m
2.1
2.6
(0.4)
(0.2)
4.1
2019
£m
1.7
0.9
(0.6)
0.1
2.1
Group financial statements
19. Cash and cash equivalents
The majority of the Group’s cash is held in bank deposits which have a maturity of three months or less to comply with DfT short term
liquidity requirements. For accounting policies see ‘Cash and cash equivalents’ in note 2.
Cash at bank and in hand
Cash and cash equivalents
2020
£m
139.6
430.2
569.8
2019
£m
86.8
544.0
630.8
Cash at bank and in hand earns interest at floating rates based on daily bank deposit rates. Short term deposits are made for varying
periods of between one day and three months, depending on the immediate cash requirements of the Group, and earn interest at the
respective deposit rates. The fair value of cash and cash equivalents is not materially different from book value.
Amounts held by UK rail companies included in cash at bank and on short term deposit can be distributed only with the agreement
of the DfT, normally up to the value of distributable reserves or based on a working capital formula. Following the introduction of
the Emergency Measures Agreements (EMAs), from 1 March 2020, all of the cash held within the current operating UK rail companies
(Southeastern and GTR) is now restricted. As at 27 June 2020, balances amounting to £474.8m (2019: £484.9m) were restricted.
Part of this amount is to cover deferred income for rail season tickets, which was £21.3m at 27 June 2020 (2019: £167.8m).
20. Trade and other payables
Trade and other payables mainly consist of amounts owed to suppliers that have been invoiced or accrued, deferred income and
deferred season ticket income. They also include taxes and social security amounts due in relation to our role as an employer and
amounts owed to central government.
Current trade and other payables
Trade payables
Other taxes and social security costs
Other payables
Deferred season ticket income
Accruals
Deferred income
Payable to central government
Government grants
Terms and conditions of the above financial liabilities are as follows:
• Trade payables are non-interest bearing and are normally settled on 30-day terms
• Other payables are non-interest bearing and have varying terms of up to 12 months
Non-current trade and other payables
Government grants
Contract liabilities
Contract liabilities
2020
£m
129.2
28.8
72.1
21.3
265.2
94.9
102.6
3.9
718.0
2020
£m
15.6
2019
£m
218.1
2019
£m
152.8
31.3
61.8
167.8
224.2
50.3
156.6
2.9
847.7
2019
£m
9.0
2018
£m
210.9
2020
£m
116.2
Deferred season ticket income and deferred income principally comprise amounts relating to contracts with customers.
Contract liabilities at each balance sheet date are expected to be recognised as revenue within the next financial year. The balance as at
27 June 2020 has primarily decreased due to reduced season ticket sales in the rail division, as a direct result of the COVID-19 pandemic.
176
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
21. Interest-bearing loans and borrowings
The Group’s sources of borrowing for funding and liquidity requirements come from a range of committed bank facilities and a capital
market bond. For accounting policies see ‘Interest-bearing loans and borrowings’, ‘Cash and cash equivalents’ and ‘Leases’ in note 2.
Net cash/debt and interest-bearing loans and borrowings
The net cash/debt position comprises cash, short term deposits, interest-bearing loans and borrowings, and can be summarised as:
Year ended 27 June 2020
Current
Effective
interest rate
%
Maturity
0.69
0–4 years
2.50
0–4 years
2.10
0–1 years
2.79 Over 5 years
0–8 years
2.07
Current
Effective
interest rate
%
Maturity
1.00 Over 5 years
2.50 Over 5 years
1.30
0–1 years
2.79 Over 5 years
0–4 years
7.60
Syndicated loans
Debt issue costs on syndicated loans
£250m sterling seven-year bond
Debt issue costs on £250m sterling seven-year bond
€8m revolving credit facility
€10.85m loan
Lease liabilities (note 13)
Total interest-bearing loans and borrowings
Debt issue costs
Total interest-bearing loans and borrowings
(gross of debt issue costs)
Cash and short term deposits (note 19)
Net debt/(cash)
Restricted cash*
Adjusted net debt
Year ended 29 June 2019
Syndicated loans
Debt issue costs on syndicated loans
£250m sterling seven-year bond
Debt issue costs on £250m sterling seven-year bond
€8m revolving credit facility
€10.6m loan
Lease liabilities (note 13)
Total interest-bearing loans and borrowings
Debt issue costs
Total interest-bearing loans and borrowings
(gross of debt issue costs)
Cash and short term deposits (note 19)
Net (cash)/debt
Restricted cash*
Adjusted net debt
Within
one year
£m
After one year
but not more
than five years
£m
Non-current
After
more than
five years
£m
—
(0.1)
—
(0.6)
5.8
1.0
517.3
523.4
0.7
524.1
(569.8)
(45.7)
147.4
(0.5)
250.0
(1.1)
—
3.6
124.3
523.7
1.6
525.3
—
525.3
—
—
—
—
—
4.5
7.0
11.5
—
11.5
—
11.5
Within
one year
£m
After one year
but not more
than five years
£m
Non-current
After
more than
five years
£m
—
(0.4)
—
(0.6)
5.7
0.8
1.8
7.3
1.0
8.3
(630.8)
(622.5)
—
(0.4)
—
(1.6)
—
3.5
4.3
5.8
2.0
7.8
—
7.8
144.7
—
250.0
—
—
5.4
—
400.1
—
400.1
—
400.1
Total
£m
147.4
(0.6)
250.0
(1.7)
5.8
9.1
648.6
1,058.6
2.3
1,060.9
(569.8)
491.1
474.8
965.9
Total
£m
144.7
(0.8)
250.0
(2.2)
5.7
9.7
6.1
413.2
3.0
416.2
(630.8)
(214.6)
484.9
270.3
* Restricted cash balances are amounts held by rail companies which are included in cash and cash equivalents. The restricted cash can only be distributed with the agreement of
the DfT, normally up to the value of revenue reserves or based on the working capital formula. Following the introduction of the Emergency Measures Agreements (EMA), from
1 March 2020, all of the cash held within the current operating UK rail companies (GTR and Southeastern) is now restricted.
177
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
21. Interest-bearing loans and borrowings continued
Analysis of Group net debt/(cash)
Cash and cash
equivalents
£m
Syndicated
loan facility
£m
Lease
liabilities
£m
£250m
sterling bond
£m
Euro RCF
£m
Euro loan
£m
At 30 June 2018
Cashflow
At 29 June 2019
Cashflow
Inception of new leases
Effect of foreign exchange rate changes
On transition to IFRS 16
556.5
74.3
630.8
(61.0)
—
—
—
(136.0)
(8.7)
(144.7)
(2.5)
—
(0.2)
—
(9.4)
3.3
(6.1)
373.6
(235.0)
—
(781.1)
(250.0)
—
(250.0)
—
—
—
—
At 27 June 2020
569.8
(147.4)
(648.6)
(250.0)
(6.5)
0.8
(5.7)
—
—
(0.1)
—
(5.8)
(4.7)
(5.0)
(9.7)
0.8
—
(0.2)
—
(9.1)
Reconciliation of liabilities arising from financing activities
Syndicated
loan facility
£m
Lease
liabilities
£m
£250m
sterling bond
£m
Euro RCF
£m
Euro loan
£m
At 30 June 2018
Cashflow
At 29 June 2019
Cashflow
Inception of new leases
Effect of foreign exchange rate changes
On transition to IFRS 16
(136.0)
(8.7)
(144.7)
(2.5)
—
(0.2)
—
(9.4)
3.3
(6.1)
373.6
(235.0)
—
(781.1)
(250.0)
—
(250.0)
—
—
—
—
At 27 June 2020
(147.4)
(648.6)
(250.0)
(6.5)
0.8
(5.7)
—
—
(0.1)
—
(5.8)
(4.7)
(5.0)
(9.7)
0.8
—
(0.2)
—
Total
£m
149.9
64.7
214.6
310.9
(235.0)
(0.5)
(781.1)
(491.1)
Total liabilities
from financing
activities
£m
(406.6)
(9.6)
(416.2)
371.9
(235.0)
(0.5)
(781.1)
(9.1)
(1,060.9)
Syndicated loan facility
On 16 July 2014, the Group entered into a £280.0m syndicated loan facility. The loan facility is unsecured and interest is charged at
LIBOR + margin, where the margin is dependent upon the gearing of the Group. The original facility was for five years and has had a
number of extensions, the most recent agreed on 9 July 2019, extending the maturity to July 2024. A further one-year extension is
available which, if exercised, would extend the maturity to July 2025.
As at 27 June 2020, £147.4m (2019: £144.7m) of the facility was drawn down.
£250m sterling bond
On 6 July 2017, the Group raised a £250.0m bond of seven years maturing on 6 July 2024, with a coupon rate of 2.5%.
Euro RCF
On 24 October 2017, the Group’s subsidiary, Go-Ahead Verkehrsgesellschaft Deutschland GmbH, entered into an €8.0m one-year
revolving credit facility.
As at 27 June 2020, €6.4m or £5.8m (2019: €6.4m or £5.7m) was drawn down. The facility is unsecured and interest is charged at 2.1%
plus EURIBOR.
Euro loan
On 24 October 2017, the Group’s subsidiary, Go-Ahead Facility GmbH, entered into a €10.6m 10.5 year loan, which subsequently
increased to €10.85m.
As at 27 June 2020, €10.0m or £9.1m (2019: €10.8m or £9.7m) was outstanding. The loan is secured against the German land and
buildings included within property, plant and equipment. Interest is charged at a fixed rate of 2.79%.
Debt issue costs
There are debt issue costs of £0.6m (2019: £0.8m) on the syndicated loan facility.
The £250m sterling seven-year bond has debt issue costs of £1.7m (2019: £2.2m).
The Group is subject to two covenants in relation to its borrowing facilities. The covenants specify a maximum adjusted net debt to EBITDA
and a minimum net interest cover. These covenants are on a pre-IFRS 16 basis. At the year end and throughout the year, the Group has
not been in breach of any bank covenants.
178
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 22. Financial risk management objectives and policies
This note details our treasury management and financial risk management objectives and policies, as well as the exposure and
sensitivity of the Group to interest rate, liquidity, foreign exchange and credit risk, and the policies in place to monitor and manage
these risks.
Financial risk factors and management
The Group’s principal financial instruments comprise bank loans, a sterling bond, lease contracts and cash and short term deposits.
The main purpose of these financial instruments is to provide an appropriate level of net debt to fund the Group’s activities, namely
working capital, fixed asset expenditure, acquisitions and dividends. The Group has various other financial instruments such as trade
receivables and trade payables, which arise directly from its operations.
It is Group policy to enter into derivative transactions relating to fuel swaps. The purpose of these is to manage the fuel price risks
arising from the Group’s operations.
It is, and has been throughout 2018/19 and 2019/20, the Group’s policy that no trading in derivatives shall be undertaken and derivatives
are only purchased for internal benefit.
The main financial risks arising from the Group’s activities are interest rate risk, liquidity risk, credit risk and commodity price risk,
managed via fuel derivatives.
COVID-19
The Group reduced vehicle mileage in response to the COVID-19 situation and as a result, fuel usage reduced. Due to the timing of the
reduction in volumes, hedging volumes were altered in advance of year end and in respect of the forthcoming year based upon revised
assumptions as outlined in our going concern scenarios. The COVID-19 situation means that there is greater estimation uncertainty in
our forecast fuel consumption; however, the Government’s current support via CBSSG and its desire to operate as close to 100% of
existing services during this period of support, mitigates and reduces the commodity price risk and sensitivity.
Interest rate risk
The Group borrows and deposits funds and is exposed to changes in interest rates. The Group’s policy towards cash deposits is to
deposit cash short term on UK money markets.
The Group has net cash and hence the present adverse risk is a decrease in interest rates.
The maturity and interest rate profile of the financial assets and liabilities of the Group (excluding unamortised debt issue costs) as at
27 June 2020 and 29 June 2019 is as follows:
Average
rate
%
Within
1 year
£m
1–2 years
£m
2–3 years
£m
3–4 years
£m
4–5 years
£m
More than
5 years
£m
Total
£m
Year ended 27 June 2020
Floating rate (assets)/liabilities
Syndicated loans
€8m revolving credit facility
Gross floating rate liabilities
Cash assets
Net floating rate (assets)/liabilities
Fixed rate liabilities
£250m sterling seven-year bond
€10.85m loan
Lease liabilities
Net fixed rate liabilities
0.69
2.10
2.50
2.79
2.07
—
5.8
5.8
(569.8)
(564.0)
—
1.0
517.3
518.3
—
—
—
—
—
—
0.9
95.6
96.5
—
—
—
—
—
—
0.9
13.8
14.7
—
—
—
—
—
—
0.9
8.7
9.6
147.4
—
147.4
—
147.4
250.0
0.9
6.2
257.1
—
—
—
—
—
—
4.5
7.0
11.5
147.4
5.8
153.2
(569.8)
(416.6)
250.0
9.1
648.6
907.7
179
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
22. Financial risk management objectives and policies continued
Interest rate risk continued
Average
rate
%
Within
1 year
£m
1–2 years
£m
2–3 years
£m
3–4 years
£m
4–5 years
£m
More than
5 years
£m
Total
£m
Year ended 29 June 2019
Floating rate (assets)/liabilities
Syndicated loans
€8m revolving credit facility
Gross floating rate liabilities
Cash assets
Net floating rate (assets)/liabilities
Fixed rate liabilities
£250m sterling seven-year bond
€10.6m loan
Lease liabilities
Net fixed rate liabilities
1.00
1.30
2.50
2.79
7.60
—
5.7
5.7
(630.8)
(625.1)
—
0.8
1.8
2.6
—
—
—
—
—
—
0.8
1.4
2.2
—
—
—
—
—
—
0.9
1.4
2.3
—
—
—
—
—
—
0.9
1.0
1.9
—
—
—
—
—
—
0.9
0.5
1.4
144.7
—
144.7
—
144.7
250.0
5.4
—
255.4
144.7
5.7
150.4
(630.8)
(480.4)
250.0
9.7
6.1
265.8
The expected maturity of the financial assets and liabilities in the table above is the same as the contractual maturity of the financial
assets and liabilities.
Interest on financial instruments classified as floating rate is repriced at intervals of less than one year. Interest on financial instruments
classified as fixed rate is fixed until the maturity of the instrument. The other financial instruments of the Group that are not included
in the tables above are non-interest bearing and are therefore not subject to interest rate risk.
Interest rate risk table
The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other variables held
constant, of the Group’s profit before tax (through the impact on floating rate borrowings) based on recent historical changes.
2020
GBP
GBP
2019
GBP
GBP
Increase/
(decrease) in
basis points
Effect on profit
before tax
£m
Effect on
equity
£m
50.0
(50.0)
50.0
(50.0)
(0.8)
0.8
(0.6)
0.6
(0.8)
0.8
(0.6)
0.6
Liquidity risk
The Group has in place a £280.0m syndicated loan facility which allows the Group to maintain liquidity within the desired gearing range.
On 16 July 2014, the Group entered into a £280.0m syndicated loan facility. The loan facility is unsecured and interest is charged at LIBOR +
margin, where the margin is dependent upon the gearing of the Group. The original facility was for five years and has had a number of
extensions, the most recent was agreed on 9 July 2019, extending the maturity to July 2024. A further one-year extension is available
which, if exercised, would extend the maturity to July 2025.
On 6 July 2017, the Group raised a £250m bond of seven years maturing on 6 July 2024 with a coupon rate of 2.5%.
On 24 October 2017, the Group’s subsidiary, Go-Ahead Verkehrsgesellschaft Deutschland GmbH, entered into an €8.0m one-year
revolving credit facility. The facility is unsecured and interest is charged at 2.1% plus EURIBOR. As at 27 June 2020, €6.4m or £5.8m
(2019: €6.4m or £5.7m) was drawn down.
On 24 October 2017, the Group’s subsidiary, Go-Ahead Facility GmbH, entered into a €10.6m 10.5 year loan which subsequently increased
to €10.85m. The loan is secured against the German land and buildings included within property, plant and equipment. Interest is charged
at a fixed rate of 2.79%.
The level of drawdowns and prevailing interest rates are detailed in note 21.
180
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
22. Financial risk management objectives and policies continued
Liquidity risk continued
Available liquidity as at 27 June 2020 and 29 June 2019 was as follows:
Syndicated loans
£250m sterling seven-year bond
€8m revolving credit facility
€10.85m loan
Total core facilities
Amount drawn down at year end
Headroom
2020
£m
280.0
250.0
7.3
9.8
547.1
412.3
134.8
2019
£m
280.0
250.0
7.2
9.5
546.7
410.1
136.6
The Group’s rail rolling stock and bus vehicles can be financed by lease arrangements, or term loans at fixed rates of interest over two
to eight year primary borrowing periods. This provides a regular inflow of funding to cover expenditure as it arises.
Currency risk
The Group has foreign exchange exposure in respect of cashflow commitments to its operations in Germany, Singapore, the Nordics,
Ireland and Australia. These are currently not material to the Group.
Credit risk
The Group’s credit risk is primarily attributable to its financial assets, comprising trade and other receivables (see note 18), cash and
cash equivalents (see note 19) and fuel hedge derivatives (see note 23). The maximum credit risk exposure of the Group as at the year
end was £762.1m (2019: £959.2m) and comprises amounts from a number of unconnected parties.
The considerable majority of the Group’s receivables are with public (or quasi-public) bodies (such as the DfT) or sales are paid as they
arise and historically the annual cost of bad debts has been immaterial so limited disclosures are therefore provided. The trade
receivables from such public bodies are not considered to present a significant credit risk, which is supported by cash payment
performance.
Smaller sundry individual trade receivables with third parties that have arisen are assessed as required for credit loss and a provision
accrued when considered appropriate. The Group applies the IFRS 9 simplified approach and measures the loss allowance on the
lifetime expected credit losses at each reporting date. Expected credit losses are assessed based on the number of days past due, the
customer type, a judgement on credit risk, consideration of macroeconomic forecasts, as well as past experience when relevant.
Movement in the provisions for the impairment of trade receivables are recorded within operating costs within the income statement.
Risk of exposure to non-return of cash on deposit is managed through a treasury policy of holding deposits with banks rated A- or A3
or above by at least one of the credit rating agencies. The treasury policy outlines the maximum level of deposit that can be placed with
any one given financial institution.
Commodity price risk
The Group is exposed to commodity price risk as a result of fuel usage. The Group closely monitors fuel prices and uses fuel derivatives
to hedge its exposure to increases in fuel prices, when it deems this to be appropriate. The Group operates a bus fuel hedging policy
which uses fuel hedges to fix the price of diesel fuel in advance. The core policy is to be fully hedged for the next financial year before
the start of that year, with at least 50% of the following year fixed and 25% of the year thereafter. This hedging profile is then maintained
on a month by month basis. Additional purchases can be made to lock in future costs, subject to Board approval. Risk component
hedging has been adopted under IFRS 9, meaning that the hedged price risk component of the purchased fuel matches that of the
underlying derivative commodity. The hedged risk component is considered to be separately identifiable and reliably measurable.
Gasoil is considered to be the risk component and there is a strong correlation between the movements in the price of the derivative
and the fuel price purchased. Variances in pricing between the derivative commodity and the purchased price relate to underlying
costs such as duty and delivery and are excluded from the hedge relationship. Further details are given in note 23.
181
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 22. Financial risk management objectives and policies continued
Contractual payments
The tables below summarise the maturity profile of the Group’s financial liabilities at 27 June 2020 and 29 June 2019 based on
contractual undiscounted payments.
Year ended 27 June 2020
Interest-bearing loans and borrowings
£250m sterling seven year bond
Lease liabilities
Other financial liabilities
Trade and other payables
Year ended 29 June 2019
Interest-bearing loans and borrowings
£250m sterling seven year bond
Trade and other payables
On demand
£m
—
—
—
—
101.1
101.1
On demand
£m
—
—
49.3
49.3
Less than
3 months
£m
0.3
6.2
131.5
2.5
368.3
508.8
Less than
3 months
£m
0.3
5.7
455.4
461.4
3–12 months
£m
1–5 years
£m
More than
5 years
£m
6.5
—
394.4
7.4
99.8
508.1
151.1
250.0
129.2
5.6
—
535.9
3–12 months
£m
1–5 years
£m
7.9
—
90.7
98.6
7.8
—
—
7.8
Total
£m
162.3
256.2
660.9
15.5
569.2
4.4
—
5.8
—
—
10.2
1,664.1
More than
5 years
£m
150.2
248.3
—
398.5
Total
£m
166.2
254.0
595.4
1,015.6
Managing capital
The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios
in order to support its business and maximise shareholder value. The Group manages its capital structure and makes adjustments to it,
in light of changes in economic conditions. Details of the issued capital and reserves are shown in note 25. Details of interest-bearing
loans and borrowings are shown in note 21.
To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders
or issue new shares. No changes were made in the objectives, policies or processes during the years ended 27 June 2020 and 29 June 2019.
The Group applies the primary objective by managing its capital structure such that net debt (adjusted to exclude restricted cash)
to EBITDA* is within a range which retains an investment grade debt rating of at least BBB-.
In the year ended 2 July 2011, the Group obtained investment grade long term credit ratings from Standard & Poor’s and Moody’s
as follows:
Standard & Poor’s
BBB- (stable outlook)
Moody’s
Baa3 (stable outlook)
Those ratings have been maintained in the year ended 27 June 2020 and recently reconfirmed.
The Group’s policy is to maintain an adjusted net debt to EBITDA ratio of 1.5x to 2.5x. The Group’s calculation of adjusted net debt is set
out in note 21 and includes cash and short term deposits, interest-bearing loans and borrowings, and excludes restricted cash. During
the year, following the impact on revenue following COVID-19, the Group suspended its interim dividend and placed a freeze on all
discretionary expenditure and capital investment. These actions were taken by the board as a measure to protect this ratio and the
Group's investment grade debt rating.
Our primary financial covenant under the 2024 syndicated loan facility is an adjusted net debt to EBITDA ratio of not more than 3.5x
and at 27 June 2020 it was 1.96x (2019: 1.32x). This is on a pre-IFRS 16 basis.
* Operating profit before interest, tax, depreciation and amortisation.
Rail operating charges (previously operating lease arrangements)
The Group previously categorised its rail rolling stock, and a number of bus and coach vehicles as operating leases. From 30 June 2019,
these have been recognised as right of use assets and lease liabilities on the balance sheet, except for short term and low value leases,
as a result of the transition to IFRS 16. Further details are given in note 13.
Lease arrangements continue in respect of UK rail charges for track, station and depot access, along with rolling stock leases in the
international rail business. These lease arrangements are not considered to be right of use assets, in line with industry standards.
These arrangements are now referred to as rail operating charges.
182
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
23. Derivatives and financial instruments
A derivative is a security whose price is dependent upon or derived from an underlying asset. The Group uses energy derivatives
to hedge its risks associated with fuel price fluctuations. For accounting policies see ‘Financial instruments', ‘Fair value measurement’
and ‘Interest-bearing loans and borrowings’ in note 2.
a. Fair values
The fair values of the Group’s financial instruments carried in the financial statements have been reviewed as at 27 June 2020
and 29 June 2019 and are as follows:
Non-current financial assets: fuel price derivatives
Current financial assets: fuel price derivatives
Current financial liabilities: fuel price derivatives
Non-current financial liabilities: fuel price derivatives
Net financial derivatives
The carrying value of the Group’s financial assets and liabilities is as follows:
Year ended 27 June 2020
Financial assets and derivatives
Trade and other receivables
Cash and cash equivalents
Fuel price derivatives
Financial liabilities and derivatives
Interest-bearing loans and borrowings
Lease liabilities
Trade and other payables
Fuel price derivatives
Year ended 29 June 2019
Financial assets and derivatives
Trade and other receivables
Cash and cash equivalents
Fuel price derivatives
Financial liabilities and derivatives
Interest-bearing loans and borrowings
Trade and other payables
Fuel price derivatives
2020
£m
0.1
0.1
0.2
(9.9)
(5.6)
(15.5)
(15.3)
2019
£m
1.5
4.4
5.9
(0.8)
(0.8)
(1.6)
4.3
Amortised
cost
£m
Derivatives
used for
cashflow
hedging
£m
Total
carrying value
£m
Fair value
£m
192.1
569.8
—
761.9
(410.0)
(648.6)
(598.0)
—
—
—
0.2
0.2
192.1
569.8
0.2
762.1
192.1
569.8
0.2
762.1
—
(410.0)
(400.3)
—
—
(15.5)
(648.6)
(598.0)
(15.5)
(648.6)
(598.0)
(15.5)
(1,656.6)
(15.5)
(1,672.1)
(1,662.4)
Amortised
cost
£m
322.5
630.8
—
953.3
(413.2)
(626.7)
—
(1,039.9)
Derivatives
used for
cashflow
hedging
£m
Total
carrying value
£m
Fair value
£m
—
—
5.9
5.9
—
—
(1.6)
(1.6)
322.5
630.8
5.9
959.2
(413.2)
(626.7)
(1.6)
322.5
630.8
5.9
959.2
(411.7)
(626.7)
(1.6)
(1,041.5)
(1,040.0)
183
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
23. Derivatives and financial instruments continued
a. Fair values continued
Year ended 29 June 2019 continued
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
• Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities
• Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly
or indirectly
• Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable
market data
The fair values of all other assets and liabilities in notes 18, 19 and 20 are not significantly different from their carrying amount, with the
exception of the £250m sterling seven-year bond which has a fair value of £240.3m (2019: £248.5m) but is carried at its amortised cost
of £250.0m (2019: £250.0m). The fair value of the £250m sterling seven-year bond has been determined by reference to the price
available from the market on which the bond is traded, and is therefore a level 1 valuation. The fuel price derivatives were valued
externally by the respective banks by comparison with the market fuel price for the relevant date.
All other fair values shown above have been calculated by discounting cashflows at prevailing interest rates.
As at 27 June 2020 and 29 June 2019, the Group has used a level 2 valuation technique to determine the fair value of the fuel price
derivatives. The valuations are based on the external Mark-to-Market (MtM) valuations provided by the derivative providers and
are prepared in accordance with the provider's own internal models and calculation methods based upon well recognised financial
principles, relevant current market conditions and reasonable estimates about relevant future market conditions.
There are a small number of foreign currency hedges in place as at 27 June 2020 and 29 June 2019. The foreign currency hedge
valuations are based on the external MtM valuations and are currently not material to the Group.
During the years ended 27 June 2020 and 29 June 2019, there were no transfers between valuation levels.
b. Hedging activities
Fuel derivatives
As discussed in note 22, the Group is exposed to commodity price risk as a result of fuel usage.
Bus
As at 27 June 2020, the Group had derivatives against bus fuel of 184 million litres for the three years ending June 2023. The fair value
of the asset or liability has been recognised on the balance sheet. The value has been generated since the date of the acquisition of the
instruments due to the movement in market fuel prices.
As at 27 June 2020 the Group’s external hedging profile is as follows:
<1 year
1–2 years
2–5 years
Total
Actual percentage hedged
Litres hedged (million)
Average hedged rate (pence per litre)
Fully
103
35.3
50%
54
36.2
The changes in the fair values of the fuel derivatives during the year are as follows:
Changes in fair value of hedged item
Changes in fair value of hedging instrument
Changes in fair value through the hedging reserves (net of tax)
The maturity of the hedge profile is between July 2020 and June 2023.
In relation to the hedging reserve, the following balances are included with respect to the fuel derivatives:
Balance in the cashflow hedging reserve for continuing hedges
Balance in the cashflow hedging reserve arising from hedging relationships for which hedge
accounting is no longer applied
Rail
As at 27 June 2020 the Group had no derivatives against rail fuel for the 2020 financial year (2019: nil).
25%
27
34.7
2020
£m
(19.6)
19.6
(15.8)
2020
£m
(12.3)
—
184
35.4
2019
£m
(13.7)
13.7
(11.3)
2019
£m
3.5
0.5
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The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
24. Provisions
A provision is a liability recorded in the consolidated balance sheet, where there is uncertainty over the timing or amount that will be
paid, and is therefore often estimated. The main provisions we hold are in relation to uninsured claims and dilapidation provisions
relating to franchise commitments. For accounting policies see ‘Provisions’ and ‘Uninsured liabilities’ in note 2.
At 30 June 2018
Provided (after discounting)
Utilised
Released
Unwinding of discounting
At 29 June 2019
Provided (after discounting)
Utilised
Released
Unwinding of discounting
At 27 June 2020
Current
Non-current
Franchise
commitments
£m
Uninsured
claims
£m
51.9
33.7
(19.6)
(2.2)
0.2
64.0
18.2
(7.0)
(2.0)
0.4
73.6
45.3
15.1
(11.8)
(4.8)
(0.4)
43.4
24.8
(16.2)
(1.8)
(0.3)
49.9
Other
£m
6.1
3.6
(0.2)
(0.1)
—
9.4
2.9
(1.0)
(0.8)
—
10.5
2020
£m
46.1
87.9
134.0
Total
£m
103.3
52.4
(31.6)
(7.1)
(0.2)
116.8
45.9
(24.2)
(4.6)
0.1
134.0
2019
£m
34.8
82.0
116.8
Franchise commitments
Franchise commitments comprise £73.6m (2019: £64.0m) and relate to dilapidation provisions on vehicles, depots and stations across
our two (2019: two) active UK rail franchises as well as a provision for future franchise set-up costs for the German Bavarian franchise.
Of these provisions, £26.6m (2019: £21.6m) are classified as current.
During the year £2.0m (2019: £2.2m) of dilapidation provisions previously provided were released following the successful
renegotiation of certain contract conditions. The dilapidations will be incurred as part of a rolling maintenance contract over the next
two years. The provisions are based on management’s assessment of most probable outcomes, supported where appropriate by
valuations from professional external advisors.
Estimation uncertainties arise with respect to dilapidation provisions, due to the complex nature of the assets. Estimated dilapidations
can range significantly depending on the specific asset been considered. The range of outcomes are assessed on an asset by asset basis
and the range can vary between a plus or minus 5%-20% dependant on procurement, production or maintenance efficiencies as well as
potential economies of scale. Based on the individual assessments, the provision at the year end could fall between an estimated range
of £55.0m to £82.0m.
The provision for the German franchise commitment mainly relates to expected forecasted franchise set-up costs in respect of driver
recruitment and training costs before the contract becomes operational in December 2021. Estimation uncertainties arise around the
costs of recruitment and training. An increase in these costs of 5% would lead to an increase in the provision of £1.0m.
Uninsured claims
Uninsured claims represent the cost to settle claims for incidents occurring prior to the balance sheet date based on an assessment
of the expected settlement, together with an estimate of settlements that will be made in respect of incidents that have not yet been
reported to the Group by the insurer. Of the uninsured claims, £17.2m (2019: £12.6m) are classified as current and £32.7m (2019: £30.8m)
are classified as non-current based on past experience of uninsured claims paid out annually. It is estimated that the majority of
uninsured claims will be settled within the next six years. Both the estimate of settlements that will be made in respect of claims
received as well as the estimate of settlements made in respect of incidents not yet reported are based on historical trends which can
alter over time reflecting the length of time some matters can take to be resolved. No material changes to carrying values are expected
within the next 12 months.
Uninsured claims are provided on a gross basis and a separate reimbursement asset, for amounts due back from the insurance
providers, of £3.5m is included within other receivables.
Other
The other provisions of £10.5m (2019: £9.4m) relate to dilapidations in the bus division, of which £2.3m (2019: £0.6m) are classified as
current and £8.2m (2019: £8.8m) are classified as non-current. It is expected that the dilapidations will be incurred within two to six
years. Reflecting the nature of the judgements associated with the provisioning for dilapidations, it is not practicable to provide further
sensitivity analysis of the extent by which these amounts could change in the next financial year.
185
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
25. Issued capital and reserves
Called up share capital is the number of shares in issue at their par value. For accounting policies see ‘Treasury shares’ in note 2.
As at 27 June 2020 and 29 June 2019
Allotted, called up and fully paid
Millions
47.1
2020
£m
4.7
Millions
47.1
2019
£m
4.7
The Group has one class of ordinary shares which carry no right to fixed income and have a par value of 10p per share.
Share capital
Share capital represents proceeds on issue of the Group’s equity, both nominal value and share premium.
Reserve for own shares
The reserve for own shares is in respect of 4,071,553 ordinary shares (8.6% of share capital), of which 169,323 are held for LTIP and
DSBP arrangements.
The remaining shares were purchased in order to enhance shareholders’ returns and are being held as treasury shares for future issue in
appropriate circumstances. During the year ended 27 June 2020 the Group repurchased 39,770 shares for a total consideration of £0.7m for LTIP
and DSBP arrangements (2019: 56,482 shares repurchased for a total consideration of £1.0m). This programme was suspended on 20 April 2020
due to COVID-19 and the Group’s decision to conserve cash. The Group has not cancelled any shares during the year (2019: no shares cancelled).
Hedging reserve
The hedging reserve records the movement in value of fuel price derivatives, offset by any movements recognised directly in equity.
Share premium reserve
The share premium reserve represents the premium on shares that have been issued to fund or part fund acquisitions made by the
Group. This treatment is in line with Section 612 of the Companies Act 2006.
Capital redemption reserve
The redemption reserve reflects the nominal value of cancelled shares.
Translation reserve
The translation reserve records exchange differences arising from the translation of the balance sheets of foreign currency
denominated subsidiaries.
At 30 June 2019
Movement during the year
At 27 June 2020
2020
£m
—
(1.8)
(1.8)
2019
£m
—
—
—
26. Commitments
A commitment is a contractual obligation to make a payment in the future, mainly in relation to rail operating charges and agreements
to procure assets. These amounts are not recorded in the consolidated financial statements as we have not yet received the goods or
services from the supplier.
Capital commitments
Contracted for but not provided – acquisition of property, plant and equipment
Lease commitments
Contracted for but not commenced – right of use assets
2020
£m
37.4
2020
£m
268.9
2019
£m
69.6
2019
£m
—
Rail operating charges – Group as lessee
The Group previously categorised the majority of bus leases (vehicles and property) and rail leases (rolling stock, access charges,
stations and depots) as operating leases, under IAS 17.
The majority of bus leases and rail rolling stock leases are now deemed to be right of use assets, following the implementation of IFRS 16,
and are now recognised on the balance sheet, with a corresponding lease liability. The exception is for short term and low value assets.
The Group’s train operating companies hold agreements with various different local entities for access to the railway infrastructure
(track, stations and depots). These are now classified as rail operating charges, as they do not result in a right of use asset. The leases
typically run for a period until the end of the relevant franchise.
186
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 26. Commitments continued
Rail operating charges – Group as lessee continued
Future minimum rentals payable under non-cancellable rail operating arrangements as at 27 June 2020 and operating lease
commitments as at 29 June 2019 were as follows:
As at 27 June 2020
Within one year
In the second to fifth years inclusive
Over five years
As at 29 June 2019
Within one year
In the second to fifth years inclusive
Over five years
Rail rolling
stock
£m
Rail access
charges
£m
Rail and other
£m
252.4
176.3
171.7
600.4
668.2
198.2
12.1
878.5
Bus vehicles
and other
£m
Bus property
£m
Rail rolling
stock
£m
Rail access
charges
£m
15.7
28.2
—
43.9
4.4
12.8
7.9
25.1
558.1
725.7
267.8
1,551.6
376.3
281.1
6.7
664.1
135.2
44.7
9.1
189.0
Rail other
£m
150.8
186.4
22.9
360.1
Total
£m
1,055.8
419.2
192.9
1,667.9
Total
£m
1,105.3
1,234.2
305.3
2,644.8
Rail operating charges – Group as lessor
The Group’s rail operating companies sub lease access to stations and depots to other commercial organisations.
Future minimum rentals receivable under non-cancellable rail operating arrangements as at 27 June 2020 and operating lease
commitments as at 29 June 2019 were as follows:
Within one year
In the second to fifth years inclusive
Over five years
2020
2019
Land and
buildings
£m
Other rail
agreements
£m
Land and
buildings
£m
Other rail
agreements
£m
1.2
1.6
—
2.8
8.0
1.7
—
9.7
1.1
1.6
—
2.7
23.9
39.2
—
63.1
27. Contingencies
Performance bonds and other guarantees
The Group has provided bank guaranteed performance bonds of £70.7m (2019: £67.1m), a loan guarantee bond of £36.3m (2019: £36.3m)
and season ticket bonds of £165.0m (2019: £151.9m) to the DfT in support of the Group’s UK rail franchise operations. In addition the
Group, together with Keolis, has a joint parental company commitment to provide funds of £136.0m (2019: £136.0m) to the DfT in
respect of the Govia Thameslink Railway franchise, of which the Group has a 65% share equating to £88.4m (2019: £88.4m). At the year
end £nil (2019: £nil) has been provided.
To support subsidiary companies in their normal course of business, the Group has provided parental company guarantees and
indemnified certain banks and insurance companies which have issued certain performance bonds and a letter of credit. The letter of
credit at 27 June 2020 is £62.0m (2019: £58.0m).
The Group has a bond of $4.2m SGD (2019: $4.2m SGD) to the Land Transport Authority (LTA) of Singapore in support of the Group’s
Singapore bus operations. At the year end exchange rate this equates to £2.5m (2019: £2.5m).
The Group has bonds of €30.8m (2019: €11.1m) in favour of the local rail authorities in support of the Group’s German rail operations.
At the year end exchange rate these equate to £28.0m (2019: £9.9m). The Group has provided a parental company guarantee to provide
funds of €134.3m (2019: €35.0m) in respect of the Germany operations, of which €nil (2019: €nil) has been provided for at year end.
At the year end exchange rate this equates to £122.1m (2019: £31.3m).
The Group has bonds of €10.0m (2019: €10.0m) in favour of the National Transport Authority in Ireland in support of the Group’s Irish
bus operations. At the year end exchange rate this equates to £9.1m (2019: £9.0m).
The Group has a bond of 271.3m NOK (2019: 200m NOK) in favour of the local rail authorities in Norway in support of the Group’s
Nordic rail operations. At the year end exchange rate this equates to £22.5m (2019: £18.4m).
187
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
27. Contingencies continued
Contingent liabilities
Boundary zone fare proceedings
On 27 February 2019 a Collective Proceedings Application was filed at the Competition Appeal Tribunal under Section 47B of the
Competition Act 1998 against one of the Group’s subsidiary companies, London and Southeastern Railway Limited (LSER). The claim
alleges that the company failed to make Boundary Zone Fares sufficiently available to those rail passengers who held TfL travelcards
across its multiple sales channels and failed to ensure that customers were aware of these. Equivalent applications were made against
South West Trains and South Western Railway.
The proceedings are at a early stage with the next step being that the Competition Appeal Tribunal will initially decide whether this is a
claim that meets the legislative criteria for this type of claim. A hearing in relation to this is scheduled for later in 2020. If the criteria
were met, it would allow the claim to proceed to a full trial.
The claim is disputed in respect of its technical merits and the basis of the claim appears to be an initial estimate with assumptions
that cannot initially be substantiated. No provision associated with the claim (other than legal costs) has accordingly been made.
There is no legal precedent both in respect of this type of claim or how it would be valued if found to be a valid claim. Finally, determining
how such a claim would be allocated amongst the various parties, and other stakeholders including the Department for Transport (DfT),
is highly uncertain.
Accordingly, the Group cannot make a reliable estimate of any contingent liability in respect of this matter at the time of publishing
the Annual Report and Accounts.
Profit share dispute
On 31 March 2020, the Secretary of State for Transport notified one of the Group’s subsidiary companies, London and Southeastern
Railway Limited (LSER) that it was required to recalculate the Profit Share payable over the period from 12 October 2014 to 29 June 2019
pursuant to the Franchise Agreement dated 10 September 2014.
LSER has subsequently provided the Secretary of State for Transport with an explanation for the historical calculation of profit share
and has recognised a best estimate of the assessed outcome within these financial statements. Any additional amounts payable are
disputed due to LSER’s statement of position being supported by express terms or agreement, correspondence between LSER and the
Secretary of State for Transport, treatment in practice and the development and terms of the Franchise Agreement.
Should the Secretary of State for Transport’s notification prove successful then the outflow of resources could be in the region of £8.0m.
28. Retirement benefit schemes
The Group operates a defined contribution pension scheme and a workplace saving scheme for our employees. We also administer a
defined benefit pension scheme, which is closed to new entrants and future accruals. The UK train operating companies participate in
the Railways Pension Scheme (RPS), a defined benefit scheme which covers the whole of the UK rail industry. This is partitioned into
sections and the Group is responsible for the funding of these schemes whilst it operates the relevant franchise. For accounting policies
see ‘Retirement benefits’ in note 2.
Retirement benefit obligations consist of the following:
Pre-tax pension scheme asset
Deferred tax liability
Post-tax pension scheme asset
2020
2019
Bus
£m
53.0
(10.1)
42.9
Rail
£m
—
—
—
Total
£m
53.0
(10.1)
42.9
Bus
£m
48.7
(8.5)
40.2
Rail
£m
—
—
—
Total
£m
48.7
(8.5)
40.2
The net surplus before taxation on the bus defined benefit schemes was £53.0m (2019: £48.7m), consisting of estimated assets of
£934.4m (2019: £858.8m) less liabilities of £881.4m (2019: £810.1m). During the prior year an exceptional charge of £16.8m has been
taken to the income statement as a result of the GMP equalisation ruling which directly impacted the bus pension scheme liabilities.
The net deficit before taxation on the rail schemes was £nil (2019: £nil). The nature of these schemes means at the end of the franchise,
any deficit or surplus in the scheme passes to the subsequent franchisee with no compensating payments from or to the outgoing
franchise holder. The Group’s obligations are therefore limited to its contributions payable to the schemes during the period over
which it operates under the franchise.
188
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 28. Retirement benefit schemes continued
Remeasurement gains/(losses) due to:
Experience on benefit obligations
Changes in demographic assumptions
Changes in financial assumptions
Return on assets greater than discount rate
Franchise adjustment movement
Remeasurement (losses)/gains on defined
benefit pension plans
2020
2019
Bus
£m
Rail
£m
Total
£m
5.5
(0.1)
(87.6)
79.1
—
42.8
—
(319.6)
48.4
228.4
48.3
(0.1)
(407.2)
127.5
228.4
Bus
£m
24.3
22.5
(54.5)
29.3
—
Rail
£m
—
—
(156.7)
67.0
89.7
Total
£m
24.3
22.5
(211.2)
96.3
89.7
(3.1)
—
(3.1)
21.6
—
21.6
Bus schemes
The Go-Ahead Group Pension Plan
For the majority of bus employees, the Group operates one main pension scheme, The Go-Ahead Group Pension Plan (the Go-Ahead Plan),
which consists of funded defined benefit sections and defined contribution sections as follows.
The defined contribution sections of the Go-Ahead Plan are not contracted out of the State Second Pension Scheme. The Money
Purchase Section is now closed to new entrants, except by invitation from the Company, and has been replaced by the Workplace
Saving Section, which is also a defined contribution plan. The expense recognised for the Money Purchase Section of the Go-Ahead
Plan is £10.0m (2019: £9.3m), being the contributions paid and payable. The expense recognised for the Workplace Saving Scheme is
£7.8m (2019: £6.4m), being the contributions paid and payable.
The defined benefit sections of the Go-Ahead Plan are contracted out of the State Second Pension Scheme and provide benefits based
on a member’s final pensionable salary. The assets of the defined benefit sections are held in a separate trustee-administered fund.
Contributions to these sections are assessed in accordance with the advice of an independent qualified actuary. The defined benefit
sections of the Go-Ahead Plan have been closed to new entrants since 1 October 1994 and closed to future accrual from 31 March 2014.
The Go-Ahead Plan is a plan for related companies within the Group where risks are shared. The overall costs of the Go-Ahead Plan
have been recognised in the Group’s financial statements according to IAS 19 (revised). Each of the participating companies account on
the basis of contributions paid by that company. The Group accounts for the difference between the aggregate IAS 19 (revised) cost of
the scheme and the aggregate contributions paid.
The Go-Ahead Plan is governed by a Trustee Company in accordance with a Trust Deed and Rules. It is also subject to regulation from
the Pensions Regulator and relevant UK legislation. This regulatory framework requires the Trustees of the Go-Ahead Plan and the
Group to agree upon the assumptions underlying the funding target, and the necessary contributions as part of each triennial
valuation. The last actuarial valuation of the Go-Ahead Plan had an effective date of 31 March 2018, and the next will have an effective
date of 31 March 2021.
The investment strategy of the Go-Ahead Plan, which aims to meet liabilities as they fall due, is to invest plan assets in a mix of equities,
other return seeking assets and liability driven investments to maximise the return on plan assets and minimise risks associated with
lower than expected returns on plan assets. Trustees are required to regularly review investment strategy.
Other pension plans
Some employees of Plymouth Citybus Limited are members of a Devon County Council defined benefit scheme. This scheme is
externally funded and no further entrants can join. Contributions to the scheme are assessed in accordance with the advice of an
independent qualified actuary.
Some employees of East Yorkshire Motor Services Limited are members of the EYMS Group pension defined benefit scheme.
The scheme was closed to future accrual with effect from 6 January 2011 having previously been closed to new entrants with effect
from 6 April 2001. Contributions to the scheme are based on advice from an independent qualified actuary. Existing contributions are
based on the 5 April 2017 valuation.
The actuarial assumptions disclosed are in respect of the Go-Ahead Plan and EYMS plan only, given the respective sizes of the three
bus pension schemes.
189
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 28. Retirement benefit schemes continued
Bus schemes continued
Summary of bus schemes year end assumptions
Retail price index inflation
Consumer price index inflation
Discount rate
Rate of increase in salaries
Rate of increase of pensions in payment and deferred pension
2020
%
2.9
2.1
1.5
n/a
2.2
2019
%
3.2
2.2
2.3
n/a
2.3
The discount rate is based on the anticipated return of AA rated corporate bonds with a term matching the maturity of the scheme liabilities.
The most significant non-financial assumption is the assumed rate of longevity. The table below shows the life expectancy
assumptions used in the accounting assessments based on the life expectancy of a male member of each pension scheme at age 65.
Pensioner
Non-pensioner
2020
Years
21
23
2019
Years
21
23
Sensitivity analysis
In making the valuation, the above assumptions have been used. For bus pension schemes, the following is an approximate sensitivity
analysis of the impact of the change in the key assumptions. In isolation, the following adjustments would adjust the pension deficit
as shown.
Discount rate – increase of 0.5%
Price inflation – increase of 0.5%
Rate of increase in salaries
Rate of increase of pensions in payment – increase of 0.5%
Increase in life expectancy of pensioners or non-pensioners by one year
2020
Pension deficit
%
2019
Pension deficit
%
(7.0)
6.8
n/a
4.8
4.3
(7.3)
6.8
n/a
4.8
4.3
The sensitivity analysis presented above has been calculated using approximate methods. The use of 0.5% and one year in the sensitivity
analysis is considered to be a reasonable illustrative approximation of possible changes, as these variations can regularly arise.
Maturity profile of bus schemes defined benefit obligation
The following table shows the expected future benefit payments of the bus schemes at 27 June 2020.
June 2021
June 2022
June 2023
June 2024
June 2025
June 2026 to June 2030
Category of assets at the year end
Equities
Bonds
Property
Liability driven investment portfolio
Cash/other
2020
£m
28.6
29.3
29.9
30.6
31.2
166.4
%
8.8
9.0
6.6
46.5
29.1
2020
2019
£m
95.3
87.8
56.1
457.9
237.3
%
10.2
9.4
6.0
49.0
25.4
£m
75.8
77.6
57.0
399.1
249.3
934.4
100.0
858.8
100.0
190
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
28. Retirement benefit schemes continued
Bus schemes continued
Category of assets at the year end continued
Most of the asset categories are held within pooled funds and are classed as quoted in an active market where the underlying assets
are exchanged or traded or can be valued with a reasonable degree of certainty based on market data. Any liquidity funds have been
classed as unquoted in active markets. Asset categories requiring judgement, mainly relating to property portfolios, are subject to
significant uncertainty due to the unknown market situation relating to COVID-19 and a higher degree of caution should be given than
in normal circumstances.
The plan invests a significant portion of its assets in a ‘Liability Driven Investment’ (LDI) portfolio which aims to match the Go-Ahead
Plan’s liabilities. This is expected to reduce the volatility of the Go-Ahead Plan’s funding level due to changes in interest rates and
inflation. The plan also has a ‘Journey Plan’ in place, which means that over time as opportunities arise, the level of risk within the
investment strategy is expected to reduce, with a larger portion of the plan’s assets transitioned to matching assets. The plan
measures the LDI portfolio at fair value at each reporting date using the following fair value hierarchy:
• Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities
• Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly
or indirectly
• Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable
market data
At 27 June 2020, the LDI portfolio was valued, using a level 1 valuation, as follows:
• At the closing bid price or, if single priced, at the closing single price
• At the latest available net asset value (NAV)
Funding position of the Group’s pension arrangements
Employer’s share of pension scheme:
Liabilities at the end of the year
Assets at fair value
Pension scheme asset
Pension cost for the financial year
Administration costs
Settlement charge
Interest cost on net liabilities
Total pension costs
2020
£m
2019
£m
(881.4)
934.4
53.0
(810.1)
858.8
48.7
2020
£m
2.1
—
(1.2)
0.9
2019
£m
2.0
16.8
(0.8)
18.0
In the prior year, on 26 October 2018, the High Court ruled that Guaranteed Minimum Pensions (GMP) should be equalised between
men and women. As a result, pension scheme trustees will be obliged to adjust benefit payments in order that benefits received by
male and female members with equivalent age, service and earnings histories are equal. The judgement has implications for many
defined benefit schemes, including those in which the Group participates.
As a result of this change, a pre-tax, non-cash exceptional settlement charge of £16.8m was recognised in the income statement.
Analysis of the change in the pension scheme liabilities over the financial year
Pension scheme liabilities – at start of year
Interest cost
Settlement loss
Remeasurement (gains)/losses due to:
Experience on benefit obligations
Changes in demographic assumptions
Changes in financial assumptions
Benefits paid
Pension scheme liabilities – at end of year
191
The Go-Ahead Group plc Annual Report and Accounts 2020
2020
£m
810.1
17.8
—
(5.5)
0.1
87.6
(28.7)
881.4
2019
£m
792.5
20.9
16.8
(24.3)
(22.5)
54.5
(27.8)
810.1
Group financial statements
28. Retirement benefit schemes continued
Bus schemes continued
Analysis of the change in the pension scheme assets over the financial year
Fair value of assets – at start of year
Interest income of plan assets
Remeasurement gains due to return on assets greater than discount rate
Actuarial loss on assets
Administration costs
Group contributions
Benefits paid
Fair value of plan assets – at end of year
Estimated contributions for future
Estimated Group contributions in financial year 2021
Estimated employee contributions in financial year 2021
Estimated total contributions in financial year 2021
2020
£m
858.8
19.1
79.1
(0.4)
(2.1)
8.5
(28.6)
934.4
2019
£m
829.3
21.7
29.3
—
(2.0)
8.2
(27.7)
858.8
£m
8.3
—
8.3
Rail schemes
The Railways Pension Scheme (RPS)
The majority of employees in our train operating companies are members of sections of the Railways Pension Scheme (RPS), an industry-wide
defined benefit scheme. The Group is obligated to fund the relevant section of the scheme over the period for which the franchise is held.
The RPS is governed by the Railways Pension Trustee Company Limited and is subject to regulation from the Pensions Regulator and
relevant UK legislation.
All the costs, and any deficit or surplus, are shared 60% by the employer and 40% by the members. The RPS sections are all open to new
entrants and the assets and liabilities of each company’s section are separately identifiable and segregated for funding purposes.
In addition, at the end of the franchise, any deficit or surplus in the scheme passes to the subsequent franchisee with no compensating
payments from or to the outgoing franchise holder. The Group’s obligations are therefore limited to its contributions payable to the
schemes during the period over which it operates the franchise.
Changes in financial assumptions include the effect of changes in the salary cap agreed to offset additional National Insurance costs as
a result of the schemes no longer “opting out”.
The accounting policy for the Railways Pension Scheme (RPS) is detailed in note 2 and the accounting judgements are covered in the
Critical accounting judgements and key sources of estimation uncertainty section in the Group financial statements.
British Railways Additional Superannuation Scheme (BRASS) matching AVC Group contributions of £0.3m (2019: £0.3m) were paid in the year.
Summary of year end assumptions
Retail price index inflation
Consumer price index inflation
Discount rate
Rate of increase in salaries
Rate of increase of pensions in payment and deferred pension
2020
%
2.8
2.1
1.6
3.1
2.1
2019
%
3.2
2.2
2.4
3.5
2.2
The discount rate is based on the anticipated return of AA rated corporate bonds with a term matching the maturity of the
scheme liabilities.
The most significant non-financial assumption is the assumed rate of longevity. The table below shows the life expectancy assumptions
used in the accounting assessments based on the life expectancy of a male member of each pension scheme at age 65.
Pensioner
Non-pensioner
2020
Years
21
23
2019
Years
21
23
The mortality assumptions adopted as at 27 June 2020 are based on the initial results of the funding valuation as at 31 December 2016,
which has not yet been completed, and 29 June 2019 are based on the results of the funding valuation as at 31 December 2013.
192
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 28. Retirement benefit schemes continued
Rail schemes continued
Sensitivity analysis
Due to the nature of the franchise adjustment, the balance sheet position in respect of the RPS is not sensitive to small movements in
any of the assumptions and therefore we have not included any quantitative sensitivity analysis.
Category of assets at the year end
Equities
Property
Cash
2020
£m
2,138.8
22.4
13.5
2,174.7
%
98.4
1.0
0.6
100.0
2019
£m
2,023.0
26.7
2.0
2,051.7
%
98.6
1.3
0.1
100.0
All of the asset categories above are held within pooled funds and therefore unquoted in active markets.
Funding position of the Group’s pension arrangements
Employer’s 60% share of pension scheme:
Liabilities at the end of the year
Assets at fair value
Gross deficit
Franchise adjustment
Pension scheme liability
Pension cost for the financial year
Service cost
Administration costs
Franchise adjustment to current period costs
Interest cost on net liabilities
Interest on franchise adjustments
Pension cost
Analysis of the change in the employer’s 60% share of pension scheme liabilities over the financial year
Pension scheme liabilities less members’ share (40%) of the deficit – at start of year
Franchise adjustment (100%)
Liability movement for members’ share of assets (40%)
Service cost (60%)
Interest cost (60%)
Interest on franchise adjustment (100%)
Franchise adjustment to current period costs (100%)
Remeasurement losses/(gains) due to:
Experience on benefit obligations (60%)
Changes in financial assumptions (60%)
Benefits paid (100%)
Franchise adjustment movement (100%)
Franchise adjustment (100%)
2020
£m
2,790.0
(738.3)
2,051.7
73.0
102.9
47.9
(18.2)
(71.4)
(42.8)
319.6
(59.6)
(228.4)
2,174.7
1,056.3
Pension scheme liabilities less members' share (40%) of the deficit – at end of year
3,231.0
2,790.0
193
The Go-Ahead Group plc Annual Report and Accounts 2020
2020
£m
2019
£m
(3,231.0)
2,174.7
(1,056.3)
1,056.3
(2,790.0)
2,051.7
(738.3)
738.3
—
—
2020
£m
103.1
3.9
(71.4)
18.2
(18.2)
35.6
2019
£m
85.7
3.4
(55.8)
15.9
(15.9)
33.3
2019
£m
2,474.1
(576.9)
1,897.2
85.1
85.4
47.0
(15.9)
(55.8)
—
156.7
(58.3)
(89.7)
2,051.7
738.3
Group financial statements
28. Retirement benefit schemes continued
Rail schemes continued
Analysis of the change in the pension scheme assets over the financial year
Fair value of assets – at start of year (100%)
Interest income of plan assets (60%)
Remeasurement gains due to return on assets greater than discount rate (60%)
Administration costs (100%)
Group contributions (100%)
Benefits paid (100%)
Members’ share of movement of assets (40%)
2020
£m
2,051.7
29.8
48.4
(6.4)
35.3
(59.6)
75.5
2019
£m
1,897.2
31.1
67.0
(5.7)
33.0
(58.3)
87.4
Fair value of plan assets – at end of year (100%)
2,174.7
2,051.7
Estimated contributions for future
Estimated Group contributions in financial year 2021
Estimated employee contributions in financial year 2021
Estimated total contributions in financial year 2021
Franchise adjustment
The effect of the franchise adjustment on the financial statements is provided below:
Balance sheet
Defined benefit pension plan
Deferred tax asset
Other comprehensive income
Remeasurement losses
Tax on remeasurement losses
Income statement
Franchise adjustment to current period costs
Interest on franchise adjustments
Deferred tax charge
£m
38.4
25.6
64.0
2020
£m
2019
£m
(1,056.3)
200.7
(738.3)
125.5
(855.6)
(612.8)
228.4
(43.4)
185.0
(71.4)
(18.2)
17.0
(72.6)
89.7
(15.2)
74.5
(55.8)
(15.9)
12.2
(59.5)
194
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
28. Retirement benefit schemes continued
Risks associated with defined benefit plans
UK rail schemes
Despite remaining open to new entrants and future accrual, the risks posed by the RPS are limited as under the franchise arrangements,
the train operating companies are not responsible for any residual deficit at the end of a franchise. As such, there is limited short term
cashflow risk within this business and, if agreed, it would also be proportionately borne by the employees as well as the Group. Following
the conclusion of The Pension Regulator’s ongoing investigation into rail pensions, the risks associated with the Group’s rail schemes
will be reviewed.
Bus schemes
The number of employees in defined benefit plans is reducing, as these plans are closed to new entrants, and, in the case of the
Go-Ahead Plan and the EYMS Plan, closed to future accrual.
The key risks relating to the defined benefit pension arrangements and the steps taken by the Group to mitigate them are as follows:
Risk
Description
Mitigation
Asset volatility
The liabilities are calculated using a discount rate set
with reference to bond yields with maturity profiles
matching pension maturity; if assets underperform
this yield, this may lead to a deficit. Most of the defined
benefit arrangements hold a proportion of return-
seeking assets (equities, diversified growth funds
and global absolute return funds) and, to offset the
additional risk, hold a proportion in liability driven
investments, which should reduce volatility relative
to the liabilities.
Inflation risk
A significant proportion of the UK benefit obligations
are linked to inflation, and higher expected inflation
will lead to higher liabilities.
Life expectancy The majority of the scheme’s obligations are to provide
benefits for the life of the member, so increases in life
expectancy will result in an increase in the liabilities.
Legislative risk
Future legislative changes are uncertain. In the past
these have led to increases in obligations, introducing
pension increases, and vesting of deferred pensions,
or reduced investment return through the ability to
reclaim Advance Corporation Tax. The UK Government
has legislated to end contracting out in 2016. On
26 October 2018 the High Court ruled that Guaranteed
Minimum Pensions (GMP) should be equalised between
men and women. The judgement has had an impact on
the Plan’s defined benefit pension liabilities (see note 7
for further details).
Asset liability modelling has been undertaken recently
in all significant plans to ensure that unrewarded risks
are hedged where appropriate and that we have a
balance of risk seeking and liability driven investments.
The business has some inflation linking in its revenue
streams, which helps to offset this risk. During the 2018
financial year, the key inflation measure for the Group
final salary scheme was changed from RPI to CPI when
looking at future pension increases, which has helped
to lower the magnitude of the inflation risk.
The Group final salary scheme has recently carried out
a pensioner buy-in for a small subset of the pensioner
population. This has mitigated the longevity risk for the
members included in the buy-in. The assumptions used
to fund the scheme are regularly reviewed and updated
to reflect changes in expected life expectancy.
The Group takes professional advice to keep abreast of
legislative changes.
195
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements 29. Related party disclosures and Group undertakings
Our subsidiaries listed below each contribute to the profits, assets and cashflow of the Group. The Group has a number of related
parties including joint ventures, pension schemes and directors. For accounting policies see ‘Interests in joint arrangements’ in note 2.
The consolidated financial statements include the financial statements of The Go-Ahead Group plc and the following Group undertakings:
Name
Trading subsidiaries
Go-Ahead Holding Limited
Go North East Limited
London General Transport Services Limited
Go-Ahead London Rail Replacement Services Limited
Brighton & Hove Bus and Coach Company Limited
The City of Oxford Motor Services Limited
Go South Coast Limited
Plymouth Citybus Limited
Konectbus Limited
Thames Travel (Wallingford) Limited
Carousel Buses Limited
New Southern Railway Limited
London & South Eastern Railway Limited
London & Birmingham Railway Limited
Southern Railway Limited
Govia Thameslink Railway Limited
Govia Limited
Go-Ahead Scotland Limited
Tom Tappin, Limited
EYMS Group Limited
East Yorkshire Motor Services Limited
Go-Ahead Verkehrsgesellschaft Deutschland GmbH
Go-Ahead Baden Württemberg GmbH
Go-Ahead Facility GmbH
Go-Ahead Bayern GmbH
Go-Ahead Seletar PTE. Ltd
Go-Ahead Singapore PTE. Ltd
Go-Ahead Sverige AB
Go-Ahead Norge AS
Go-Ahead Finland Oy
Go-Ahead Transport Services (Dublin) Limited
Go North West Limited
GA Retail Services Limited
Go-Ahead Australia Pty. Limited
Jointly controlled entities
On Track Retail Limited
Investments
Mobileeee GmbH
Country of incorporation
and principal place of business
2020
2019
% equity interest
United Kingdom 1
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom 2
United Kingdom 2
United Kingdom 2
United Kingdom 2
United Kingdom 2
United Kingdom 2
United Kingdom
United Kingdom
United Kingdom
United Kingdom
Germany
Germany
Germany
Germany
Singapore
Singapore
Sweden
Norway
Finland
Ireland
United Kingdom
United Kingdom
Australia
United Kingdom 3
Germany 4
100
100
100
100
100
100
100
100
100
100
100
65
65
65
65
65
65
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
50
10
100
100
100
100
100
100
100
100
100
100
100
65
65
65
65
65
65
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
—
50
12
1. Held by The Go-Ahead Group plc. All other companies are held through subsidiary undertakings.
2. The rail companies are 65% owned by The Go-Ahead Group plc and 35% owned by Keolis (UK) Limited and held through Govia Limited.
3. On Track Retail Limited is a joint venture with Assertis Limited.
4. Mobileeee GmbH is an investment of Go-Ahead Verkehrsgesellschaft Deutschland GmbH.
The above trading subsidiaries have one class of ordinary shares which carry no right to fixed income, with the exception of On Track
Retail Limited, which also has redeemable preference shares.
The registered office of all trading subsidiaries incorporated in the United Kingdom is: 3rd Floor, 41–51 Grey Street, Newcastle upon Tyne
NE1 6EE.
196
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued
29. Related party disclosures and Group undertakings continued
The registered offices of trading subsidiaries incorporated outside of the United Kingdom are as follows:
Subsidiary
Registered office
Go-Ahead Verkehrsgesellschaft Deutschland GmbH
Go-Ahead Baden Württemberg GmbH
Go-Ahead Facility GmbH
Go-Ahead Bayern GmbH
Go-Ahead Sverige AB
Go-Ahead Norge AS
Go-Ahead Finland Oy
Go-Ahead Seletar PTE Ltd and Go-Ahead Singapore PTE Ltd
Go-Ahead Dublin Services (Transport) Limited
Go-Ahead Australia Pty. Limited
Jean-Monnet-Straße 2, D-10557, Berlin, Germany
Büchsenstraße 20, D-73457, Stuttgart, Germany
Bahnhof 2, D-73457, Essingen, Germany
Ludwigstr, 186150 Augsburg
Mäster Samuelsgatan 20, SE 101 39, Stockholm, Sweden
Jernbanetorget 1, DA-bygget, 0154 Oslo, Norway
Bulevardi 1A, 00100 Helsinki, Finland
2 Loyang Way, Singapore 508776
Ballymount Road Lower, Dublin 12, D12 X201
DW Accounting & Advisory Pty Ltd, Level 4, 91-97 William
Street, Melbourne Vic 3000, Australia
% equity interest
Name
Company number
Country of incorporation
2020
2019
Dormant subsidiaries
East Midlands Railway Limited
Go Wear Buses Limited
Go-Reading Limited
The Go-Ahead Group Trustee Company limited
Go-Ahead Property Development Limited
GHI Ltd
Southern Vectis Limited
Birmingham Passenger Transport Services Limited
Go Coastline Limited
Go London Limited
Go West Midlands Limited
Levers Coaches Limited
MetroCity (Newcastle) Limited
Thames Trains Limited
Victory Railway Holdings Limited
Thameslink Rail Limited
London and South East Passenger Rail Services Limited
London & East Midlands Railway Limited
London and West Midlands Railway Limited
Abingdon Bus Company Limited
Reed Investments Limited
Gatwick Handling Limited
GH Heathrow Ltd.
GH Manchester Ltd
GH Stansted Limited
Midland Airport Services Limited
Oxford Newco Limited
London General Trustee Company Limited
Go-Ahead Finance Company
Hants & Dorset Motor Services Limited
Hants & Dorset Trim Limited
Solent Blue Line Limited
Marchwood Motorways (Services) Limited
Marchwood Motorways (Southampton) Limited
The Southern Vectis Omnibus Company Limited
Tourist Coaches Limited
Wilts and Dorset Bus Company Limited
Wilts & Dorset Investments Limited
Wilts & Dorset Holdings Limited
Dockland Buses Limited
7164882
2019645
3158846
2125799
7128594
4262016
2005917
2901263
2018469
2849983
2490584
2524573
4153866
3007943
3147927
3013232
6537238
5814586
5537947
3151270
4236536
2984113
2813292
1883900
1983429
1592083
9542008
6953098
4699524
2752603
2017829
2103030
2201331
1622531
0241973
3006529
1671355
4613075
2091878
3420004
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom 1
United Kingdom 1
United Kingdom 1
United Kingdom 1
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
65
65
65
65
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
65
65
65
65
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
197
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statements
29. Related party disclosures and Group undertakings continued
% equity interest
Name
Company number
Country of incorporation
2020
2019
Dormant subsidiaries continued
Blue Triangle Buses Limited
Go-Ahead Leasing Limited
Go Northern Limited
London Central Bus Company Limited
Metrobus Limited
Hants & Dorset Transport Support Services Limited
Thamesdown Transport Limited
Excelsior Coaches Limited
Excelsior Transport Ltd.
Excelsior Travel Limited
East Yorkshire Concert Tours Limited
East Yorkshire Coach Holidays Limited
Bus UK Limited
Buscall Limited
Connor and Graham Limited
East Yorkshire Buses Limited
East Yorkshire Coaches Limited
East Yorkshire Properties Limited
East Yorkshire Tours Limited
East Yorkshire Travel Limited
East Yorkshire Holiday Tours Limited
Frodingham Coaches Limited
Hull and District Motor Services Limited
Hull Park and Ride Limited
Kingstonian Travel Services Limited
EYMS Bus & Coach Training Limited
Scarborough and District Motor Services Limited
Hedingham & District Omnibuses Ltd.
Anglian Bus Limited
HC Chambers & Son Limited
Aviance UK Limited
Name
Jointly controlled dormant entities
South Tyneside Smartzone Limited
Newcastle Smartzone Limited
North Tyneside Smartzone Limited
Sunderland Smartzone Limited
3770568
5262810
0132492
2328565
1742404
8669065
1997617
4329621
4329645
4342549
2142740
0243051
2232813
3887602
0546796
0254844
0331077
2256485
0172326
3225828
2140988
2135501
2183936
3886603
3561955
2123369
2133854
0863658
1260689
0327497
1036291
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Company number
Country of incorporation
2020
2019
% equity interest
09907829
09907839
09907842
09907836
United Kingdom
United Kingdom
United Kingdom
United Kingdom
50
33
33
33
50
33
33
33
1. The rail companies are 65% owned by The Go-Ahead Group plc and 35% owned by Keolis (UK) Limited and held through Govia Limited.
The registered office of all dormant subsidiaries incorporated in the United Kingdom is: 3rd Floor, 41–51 Grey Street, Newcastle upon Tyne,
NE1 6EE.
The registered office of all jointly controlled dormant entities is: Kepier House, Belmont Business Park, Durham, DH1 1TH.
All dormant companies listed above, incorporated in the United Kingdom, have taken advantage of the UK Companies Act 2006,
Section 480 exemption from audit.
Transactions with other related parties
The Group meets certain costs of administering the Group’s retirement benefit plans, including the provision of meeting space and
office support functions to the trustees. Costs borne on behalf of the retirement benefit plans amounted to £0.2m (2019: £0.2m).
Joint ventures
The Group’s joint venture, On Track Retail Limited (OTR), has its principal place of business in the United Kingdom. The principal
activity of OTR is the development and provision of web ticketing applications for the rail industry. The activities of the joint venture
are strategically important to the business activities of the Group. The Group owns 50% of the ordinary share capital of OTR and the
Group’s share of OTR’s result for the year is disclosed on the face of the income statement.
198
The Go-Ahead Group plc Annual Report and Accounts 2020
Group financial statementsNotes to the consolidated financial statements continued 29. Related party disclosures and Group undertakings continued
Investments
The Group’s subsidiary Go-Ahead Verkehrsgesellschaft Deutschland GmbH holds a 10.4% shareholding in Mobileeee
Betriebsgesellschaft mbh & Co KG, an all-electric car-sharing service based in Germany.
Compensation of key management personnel of the Group
The key management are considered to be the directors of the parent company.
Short term employee benefits
Long term employee benefits1
Post-employment benefits
1. The long term employee benefits relate to LTIP and DSBP.
Material partly owned subsidiaries
Financial information of subsidiaries that have material non-controlling interests is provided below:
Proportion of equity interest held by non-controlling interests:
Country of incorporation
and operation
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
Govia Limited
London and South Eastern Railway Limited1
Southern Railway Limited1
London and Birmingham Railway Limited1
Govia Thameslink Railway Limited1
Thameslink Rail Limited1
New Southern Railway Limited1
1. Subsidiary of Govia Limited.
Accumulated balances of material non-controlling interest:
Govia Limited
Total comprehensive income allocated to material non-controlling interest:
Govia Limited
2020
£m
1.5
—
—
1.5
2020
35%
35%
35%
35%
35%
35%
35%
2020
£m
35.1
16.5
2019
£m
1.8
0.4
—
2.2
2019
35%
35%
35%
35%
35%
35%
35%
2019
£m
33.0
16.3
The summarised financial information of these subsidiaries is provided below. The information is based on amounts before
inter-company eliminations.
Summarised income statement of Govia Limited and its subsidiary companies for the years ended 27 June 2020
and 29 June 2019:
Revenue
Operating costs
Finance revenue
Finance costs
Profit before taxation
Tax expense
Profit for the year from controlling operations
Total comprehensive income
Attributable to non-controlling interests
Dividends paid to non-controlling interests
* Restated (see note 2).
199
The Go-Ahead Group plc Annual Report and Accounts 2020
2020
£m
2,814.7
(2,744.8)
3.7
(14.1)
59.5
(12.1)
47.4
47.4
16.5
14.6
2019 *
£m
2,669.4
(2,612.7)
4.1
(1.9)
58.9
(12.7)
46.2
46.2
16.3
12.7
Group financial statements
Group financial statements
29. Related party disclosures and Group undertakings continued
Summarised balance sheet of Govia Limited and its subsidiary companies as at 27 June 2020 and 29 June 2019:
Current assets – inventories, trade and other receivables, cash
Non-current assets – property, plant and equipment, intangible assets, deferred tax
Current liabilities – trade and other payables, provisions
Non-current liabilities – provisions
Total equity
Attributable to:
Equity holders of the parent
Non-controlling interest
2020
£m
705.1
598.5
(1,075.8)
(127.3)
100.5
2019
£m
873.6
41.1
(766.9)
(53.4)
94.4
65.3
35.2
61.4
33.0
These balance sheet amounts are shown before intercompany eliminations.
Summarised cashflow information of Govia Limited and its subsidiary companies for the year ended 27 June 2020
and 29 June 2019:
Operating
Investing
Financing
Net (decrease)/increase in cash and cash equivalents
2020
£m
320.8
(3.1)
(408.3)
(90.6)
2019
£m
103.4
(5.7)
(38.2)
59.5
At 30 June 2019 the Group implemented IFRS 16 Leases using the modified retrospective transition method. As a result, the comparative figures have not been restated and are
presented on an IAS 17 basis.
The non-controlling interests have no significant restrictions on the ability of the Group to access or use assets and settle liabilities.
There are no terms or conditions relating to any related party transactions which need to be separately disclosed.
30. Post balance sheet events
London & International bus
On 26 August 2020, the Land Transport Authority (LTA) of Singapore awarded the Group a two year contract extension to the existing
contract and will now run to September 2023.
Rail
On 19 September 2020, the Department for Transport (DfT) awarded an Emergency Recoveries Measurement Agreement (ERMA)
to the GTR franchise. This agreement replaces the existing franchise agreement and has been awarded for a period of 12 months.
The contract end date of September 2021 is the same as the previous franchise agreement.
200
The Go-Ahead Group plc Annual Report and Accounts 2020
Notes to the consolidated financial statements continued
Company financial statements
Company balance sheet
as at 27 June 2020
Registered No. 02100855
Assets
Non-current assets
Intangible assets
Property, plant and equipment
Right of use assets
Investments
Trade and other receivables
Financial assets
Retirement benefit assets
Current assets
Trade and other receivables
Cash and cash equivalents
Assets held for sale
Financial assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Lease liabilities
Financial liabilities
Non-current liabilities
Trade and other payables
Provisions
Interest-bearing loans and borrowings
Lease liabilities
Financial liabilities
Deferred tax liabilities
Total liabilities
Net assets
Capital & reserves
Share capital
Revaluation reserve
Share premium reserve
Capital redemption reserve
Reserve for own shares
Retained earnings
Total equity
Notes
2020
£m
2019
£m
5
6
7
8
9
12
15
9
12
10
7
12
10
13
11
7
12
14
16
16
16
16
16
2.6
188.4
10.2
215.1
16.5
0.1
63.3
496.2
690.0
30.5
0.2
0.1
720.8
5.3
185.6
—
215.1
11.6
1.5
53.8
472.9
737.4
9.7
0.6
4.4
752.1
1,217.0
1,225.0
(90.0)
(2.4)
(9.9)
(102.3)
(63.1)
(10.2)
(248.3)
(7.4)
(5.6)
(43.0)
(377.6)
(68.0)
—
(0.8)
(68.8)
(66.5)
(8.0)
(247.7)
—
(0.8)
(37.1)
(360.1)
(479.9)
(428.9)
737.1
796.1
75.2
60.3
1.6
0.7
(71.3)
670.6
737.1
74.7
63.7
1.6
0.7
(71.3)
726.7
796.1
At 30 June 2019, the Company implemented IFRS 16 Leases using the modified retrospective transition method. As a result, the
comparative figures have not been restated and are presented on an IAS 17 basis.
The loss for the year ended 27 June 2020 was £32.1m (2019: profit of £71.0m).
Elodie Brian
Group Chief Financial Officer
23 September 2020
201
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
Company statement of changes in equity
for the year ended 27 June 2020
Share
capital
£m
Revaluation
reserve
£m
Share
premium
reserve
£m
Capital
redemption
reserve
£m
At 30 June 2018
Profit for the year
Remeasurement on defined benefit retirement
plans (net of tax)
Total comprehensive income
Dividend paid (note 4)
Movement on revaluation reserve (note 16)
Acquisition of own shares
Net share based payment charge
Reserves transfer
Share issue
74.2
—
—
—
—
—
—
—
—
0.5
67.1
—
—
—
—
(3.4)
—
—
—
—
At 29 June 2019
74.7
63.7
Loss for the year
Remeasurement on defined benefit retirement
plans (net of tax)
Total comprehensive income
Dividend paid (note 4)
Movement on revaluation reserve (note 16)
Acquisition of own shares
Net share based payment charge
Reserves transfer
Share issue
—
—
—
—
—
—
—
—
0.5
—
—
—
—
(3.4)
—
—
—
—
1.6
—
—
—
—
—
—
—
—
—
1.6
—
—
—
—
—
—
—
—
—
0.7
—
—
—
—
—
—
—
—
—
0.7
—
—
—
—
—
—
—
—
—
Reserve of
own shares
£m
(71.3)
—
Retained
earnings
£m
677.4
71.0
Total
equity
£m
749.7
71.0
18.3
89.3
(43.8)
—
(1.0)
1.4
—
0.5
796.1
(32.1)
18.3
89.3
(43.8)
3.4
—
1.4
(1.0)
—
726.7
(32.1)
2.5
2.5
(29.6)
(30.9)
3.4
—
1.7
(0.7)
—
(29.6)
(30.9)
—
(0.7)
1.7
—
0.5
—
—
—
—
(1.0)
—
1.0
—
(71.3)
—
—
—
—
—
(0.7)
—
0.7
—
At 27 June 2020
75.2
60.3
1.6
0.7
(71.3)
670.6
737.1
The adoption of IFRS 16 Leases on 30 June 2019 had no impact on the Company statement of changes in equity.
202
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements Directors’ responsibilities in relation to the
Company financial statements
The directors are responsible for preparing the Annual Report and Accounts in accordance with applicable UK law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected
to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom
Accounting Standards and applicable law) including FRS 101 Reduced Disclosure Framework. Under company law the directors must not
approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and
of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to:
• Select suitable accounting policies and then apply them consistently
• Make judgements and accounting estimates that are reasonable and prudent
• State whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and
explained in the financial statements
• Prepare the financial statements on the going concern basis unless it is inappropriate to presume that 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 to enable them to ensure that
the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and
hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s
website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from
legislation in other jurisdictions.
203
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements Notes to the Company financial statements
1. Company accounting policies
Authorisation of financial statements and statement of
compliance with Financial Reporting Standard 101 (FRS 101)
The Company financial statements of The Go-Ahead Group plc
for the year ended 27 June 2020 were authorised for issue by the
Board of directors on 23 September 2020 and the balance sheet
was signed on the Board’s behalf by Elodie Brian. The Go-Ahead
Group plc is a public company, limited by shares, that is incorporated,
domiciled and registered in England and Wales. The registered
office is 3rd Floor, 41–51 Grey Street, Newcastle-upon-Tyne, NE1 6EE.
The Company’s ordinary shares are publicly traded on the
London Stock Exchange and it is not under the control of any
single shareholder.
These financial statements were prepared in accordance with
Financial Reporting Standard 101 Reduced Disclosure Framework
(FRS 101) and in line with the recognition and measurement
criteria of International Financial Reporting Standards (IFRSs).
No income statement is presented by the Company as permitted
by Section 408 of the Companies Act 2006.
Basis of preparation
The accounting policies which follow set out those policies which
apply in preparing the financial statements for the year ended
27 June 2020.
The financial statements are prepared under the historical cost
convention as modified by financial instruments recognised at
fair value.
The financial statements are prepared in pounds sterling and are
rounded to the nearest one hundred thousand (£0.1m).
In these financial statements, the Company has applied the
exemptions available under FRS 101 in respect of the following
disclosures and standards not yet effective:
• The requirements of paragraphs 45(b) and 46–52 of IFRS 2
Share Based Payment
• The requirements of paragraphs 62, B64(b), B64(e), B64(g),
B64(h), B64(j) to B64(m), B64(n)(ii), B64(o)(ii), B64(p), B64(q)
(ii), B66 and B67 of IFRS 3 Business Combinations
• The requirements of IFRS 7 Financial Instruments: Disclosures
• The requirements of paragraphs 91–99 of IFRS 13 Fair Value
Measurement
• The requirements in paragraph 38 of IAS 1 Presentation of
Financial Statements to present comparative information in
respect of:
– paragraph 79(a)(iv) of IAS 1
– paragraph 73(e) of IAS 16 Property, Plant and Equipment
– paragraph 118(e) of IAS 38 Intangible Assets
• The requirements of paragraphs 10(d), 10(f), 16, 39(c), 40A,
40B, 40C, 40D, 111 and 134–136 of IAS 1 Presentation of
Financial Statements
• The requirements of IAS 7 Statement of Cashflows
• The requirements of paragraphs 30 and 31 of IAS 8 Accounting
Policies, Changes in Accounting Estimates and Errors
• The requirements of paragraph 17 of IAS 24 Related
Party Disclosures
• The requirements of paragraphs 134(d)-134(f) and
135(c)-135(e) of IAS 36 Impairment of Assets;
• The requirements in IAS 24 Related Party Disclosures to disclose
related party transactions entered into between two or more
members of a group, provided that any subsidiary which is a
party to the transaction is wholly owned by such a member;
• The requirements of paragraphs 110 (2nd sentence), 113(a), 114,
115, 118, 119(a)-119(c), 120–127 and 129 of IFRS 15 Revenue from
Contracts with Customers; and
• The requirements of paragraph 52, 89 (2nd sentence), 90, 91 and
93 of IFRS 16 Leases and the requirements of paragraph 58 of
IFRS 16, provided that the disclosure of details of indebtedness
required by paragraph 61(1) of Schedule 1 to the Regulations is
presented separately for lease liabilities and other liabilities,
and in total.
Critical accounting judgements and key sources
of estimation uncertainty
The preparation of the financial statements requires management
to make estimates and assumptions about the carrying amounts
of assets and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions are based on
historical experience and other factors that are considered to be
relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised
in the period in which the estimate is revised if the revision affects
only that period, or in the period of the revision and future periods
if the revision affects both current and future periods. Although
these judgements and estimates are based on management’s
best knowledge, actual results ultimately may differ from
these estimates.
Critical judgements in applying the Company’s
accounting policies
The following are the critical judgements, apart from those
involving estimations, that the directors have made in the
process of applying the Company’s accounting policies and that
have the most significant effect on the amounts recognised in
the financial statements:
Leases
At the lease commencement date, the lease liability is calculated
by discounting the lease payments. The discount rate used should
be the interest rate implicit in the lease (IRIIL). However, if that
rate cannot be readily determined, the lessee’s incremental
borrowing rate (IBR) is used, being the rate that the individual
lessee would have to pay to borrow the funds necessary to obtain
an asset of similar value to the right of use asset in a similar economic
environment with similar terms, security and conditions. Due to
the capital structure of the Group, the Group’s cost of debt forms
the base of the IBR with specific finance and lease adjustments
made, when applicable, which are linked to the lease term,
country of lease and start date.
Management exercises judgement in determining the likelihood
of exercising break or extension options in determining the lease
term. Break and extension options are aligned with specific
contract and franchise agreements which contain possible
extension options, with the awarding of such extensions outside
the control of the Company. Hence at commencement of the
lease, break or extension options are not typically considered
reasonably certain that they will be exercised. Leases are regularly
reviewed and will be revalued if it becomes likely that a break
clause or option to extend the lease is exercised.
204
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements Exceptional operating items
In certain years the Company presents as exceptional operating
items on the face of the income statement material items of revenue
or expense which, because of the size or the nature and expected
infrequency of the events giving rise to them, merit separate
presentation to allow better understanding of financial performance.
The determination of whether items merit treatment as exceptional
in a particular year is therefore a matter of judgement.
As a result of strategic reviews following a decline in the operational
performance and the impact of COVID-19, a review of our regional
bus operation was initiated during 2020. The outcome of which
has led to asset impairments within the Company due to it
holding a number of properties and intangible assets in relation
to this division. These impairments have been recognised as
exceptional items in the period. Further details are given in note 3.
During the prior year, a charge in relation to the impact of the
Guaranteed Minimum Pensions (GMP) ruling on the Group
defined benefit schemes was classified as exceptional.
Key sources of estimation uncertainty
The key sources of estimation uncertainty that have a significant
risk of causing material adjustments to the carrying value of assets
and liabilities within the next financial year are in relation to:
Retirement benefit scheme
The measurement of defined benefit pension schemes requires
the estimation of future changes in salaries, inflation, longevity
of current and deferred members and the selection of a suitable
discount rate, as set out in note 15. The Company engages with
Willis Towers Watson, a global professional services company
whose specialisms include actuarial advice, to support the process
of establishing reasonable bases for all of these estimates, to
ensure they are appropriate to our particular circumstances.
Management also benchmark these assumptions on a periodic
basis with other professional advisors. Sensitivity analysis on the
retirement defined benefit schemes is detailed in note 15.
Accounting policies
Revenue recognition
Revenue is recognised to the extent that it is probable that the
income will flow to the Company and the value can be reliably
measured. Revenue is measured at the fair value of the consideration
received or receivable and comprises intercompany management
charges and property rental.
Plant, property and equipment
Property, plant and equipment is stated at cost or deemed cost
on transition to IFRSs less accumulated depreciation, any impairment
in value and residual value. Freehold land is not depreciated.
Residual values and useful economic lives are reviewed annually.
Depreciation is charged on all additions to, or disposals of,
depreciating assets in the year of purchase or disposal and over
their expected useful life on a straight-line basis, to operating
costs in the income statement, as follows:
Leasehold land and buildings
The life of the lease
Freehold buildings
Over 50 to 100 years
Plant and equipment
Over 3 to 15 years
The carrying values of items of property, plant and equipment are
reviewed for impairment when events or changes in circumstances
indicate the carrying value may not be recoverable. If any such
indication exists the assets are written down to their recoverable
amount, being the higher of value in use or fair value less costs
of disposal. Any impairment in value is recognised immediately in
the income statement.
Investments
Fixed asset investments in subsidiaries and associates are shown
at cost less provision for impairment.
Leases
Lease identification
At inception of a contract, the Company shall assess whether a
contract is, or contains, a lease. A contract is, or contains, a lease
if the contract conveys the right to control the use of an identified
asset for a period of time in exchange for consideration.
Right of use asset
Right of use assets are measured initially at cost based on the
value of the associated lease liability, adjusted for any payments
made before inception, initial direct costs and an estimate of the
dismantling, removal and restoration costs required in the terms
of the lease.
The right of use assets are subsequently depreciated on a
straight-line basis over the shorter of the estimated useful life
of the asset or the lease term. The lease term shall include the
period of an extension option where it is reasonably certain that
the option will be exercised. Where the lease contains a purchase
option the asset is written off over the useful life of the asset
when it is reasonably certain that the purchase option will
be exercised.
In addition, the right of use asset is periodically reduced by
impairment losses, if applicable, and adjusted for certain
remeasurements of the lease liability.
Lease liability
At the commencement date of the lease, the lease liability is
initially measured at the present value of lease payments to be
made over the lease term with payments discounted at the rate
implicit in the lease or, where that cannot be measured, at the
Company’s incremental borrowing rate.
The lease payments include fixed payments (including in-
substance fixed payments) less any lease incentives receivable,
variable lease payments that depend on an index or a rate, and
amounts expected to be paid by the Company under residual
value guarantees. The lease payments also include the exercise
price of a purchase option if the Company is reasonably certain to
exercise that option. Payments of penalties for terminating a
lease, if the lease term reflects the Company exercising the
option to terminate the lease, are also included.
The lease liability is subsequently measured by increasing the
carrying amount to reflect the interest on the lease liability and
reducing the carrying amount to reflect the lease payments made.
The carrying value is remeasured when there is a change in future
lease payments arising from the effective date of a change in an
index or rate, if there is a change in the Company’s estimate of
the amount expected to be payable under a residual value
guarantee, or if the Company changes its assessment of whether
it will exercise a purchase, extension or termination option.
205
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
1. Company accounting policies continued
Accounting policies continued
Leases continued
Short term and low value asset leases
The Company has elected not to recognise right of use assets
and lease liabilities for short term leases that have a lease term
of less than 12 months and leases of low value assets. Lease
payments relating to short term leases and leases of low value
assets are recognised as an expense on a straight-line basis over
the lease term.
Retirement benefits
The cost of providing benefits under the defined benefit plan is
determined using the projected unit credit method, which
attributes entitlement to benefits to the current period (to
determine current service cost) and to the current and prior
periods (to determine the present value of defined benefit
obligation) and is based on actuarial advice. Net interest is
calculated by applying the discount rate to the net defined
benefit liability or asset.
Remeasurements, comprising actuarial gains and losses, the effect
of the asset ceiling (excluding net interest) and the return on plan
assets (excluding net interest) are recognised in the statement of
comprehensive income in the period in which they occur.
The current service cost is recognised in the income statement
within operating costs. The net interest expense or income is
recognised in the income statement within finance costs.
Past service costs are recognised in the income statement on
the earlier of the date of the plan amendment or curtailment, and
the date that the Group recognises restructuring-related costs.
When a settlement (eliminating all obligations for benefits
already accrued) or a curtailment (reducing future obligations
as a result of a material reduction in the scheme membership
or a reduction in future entitlement) occurs, the obligation and
related plan assets are remeasured using current actuarial
assumptions and the resultant gain or loss is recognised in the
income statement during the period in which the settlement or
curtailment occurs.
The defined benefit pension asset or liability in the balance sheet
comprises the present value of the defined benefit obligation
(using a discount rate based on high quality corporate bonds),
less the fair value of plan assets out of which obligations are to be
settled directly for The Go-Ahead Group Pension Plan. Fair value
is based on market price information and in the case of quoted
securities is the published bid price.
For the defined contribution schemes, the amount charged to
the income statement in respect of pension costs and other
post-retirement benefits is the contributions payable in the year.
Differences between contributions payable in the year and
contributions actually paid are shown as either accruals or
prepayments in the balance sheet.
Share based payment transactions
The cost of options granted to employees is measured by reference
to the fair value at the date at which they are granted, determined
by an external valuation using an appropriate pricing model.
In granting equity-settled options, conditions are linked to some
or all of the following: the price of the shares of The Go-Ahead
Group plc (market conditions); conditions not related to performance
or service (non-vesting conditions); performance conditions
(a vesting condition); and service conditions (a vesting condition).
The cost of options is recognised in the income statement over
the period from grant to vesting date, being the date on which
the relevant employees become fully entitled to the award, with
a corresponding increase in equity. The cumulative expense
recognised, at each reporting date, reflects the extent to which
the period to vesting has expired and the directors’ best estimate
of the number of options that will ultimately vest or, in the case
of an instrument subject to a market or non-vesting condition,
be treated as vesting as described above. This includes any award
where non-vesting conditions within the control of the Group or
the employee are not met.
No cost is recognised for awards that do not ultimately vest,
except for awards where vesting is conditional upon a market or
non-vesting condition. These are treated as vesting irrespective
of whether or not the market or non-vesting condition is satisfied,
provided that all other performance and/or service conditions are
satisfied. Where an equity-settled award is cancelled, it is treated
as if it had vested on the date of cancellation, and any cost not
yet recognised for the award is recognised immediately.
Taxation
Current tax assets and liabilities are measured at the amount
expected to be recovered from or paid to the taxation authorities
on an undiscounted basis at the tax rates that are expected to
apply when the related asset is realised or the liability is settled,
based on tax rates and tax laws that have been enacted or
substantively enacted at the balance sheet date.
Deferred tax is provided, using the liability method, on temporary
differences at the balance sheet date between the tax base of
assets and liabilities for taxation purposes and their carrying
amounts in the financial statements. It is provided for on all
temporary differences, except:
• In respect of taxable temporary differences associated with
investments in subsidiaries where the timing of the reversal of
the temporary differences can be controlled and it is probable
that the temporary differences will not reverse in the
foreseeable future
Deferred tax assets are only recognised to the extent that it
is probable that the temporary differences will be reversed in
the foreseeable future and taxable profit will be available to
allow all or part of the deferred income tax asset to be utilised.
The carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow
all or part of the deferred income tax asset to be utilised.
Tax relating to items recognised outside the income statement
is recognised in other comprehensive income or directly in equity
in correlation with the underlying transaction. Otherwise, tax is
recognised in the income statement.
Uninsured liabilities
The Company limits its exposure to the cost of motor, employer
and public liability claims through insurance policies issued by
third parties. These provide individual claim cover, subject to high
excess limits and an annual aggregate stop loss for total claims
within the excess limits. A discounted provision is recognised for
the estimated cost to settle claims for incidents occurring prior
to the balance sheet date.
206
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued 1. Company accounting policies continued
Accounting policies continued
Uninsured liabilities continued
The estimation of this provision is made after taking appropriate
professional advice and is based on an assessment of the expected
settlement on known claims, together with an estimate of
settlements that will be made in respect of incidents occurring
prior to the balance sheet date but that have not yet been
reported to the Company by the insurer.
Provisions are accounted for on a gross basis with a separate
reimbursement asset recognised for amounts recoverable from
insurance providers.
Impairment of assets
The Company assesses at each reporting date whether there is
an indication that an asset may be impaired. If any such indication
exists, or when annual impairment testing for an asset is required,
the Company makes an estimate of the asset’s recoverable
amount, being the higher of the asset’s or cash generating unit’s
fair value less costs to sell and its value in use. Value in use is
determined for an individual asset, unless the asset does not
generate cash inflows that are largely independent of those from
other assets or groups of assets, and the estimated future
cashflows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the
time value of money and the risks specific to the asset.
Where the carrying amount of an asset exceeds its recoverable
amount, the asset is considered to be impaired and is written
down to its recoverable amount.
Impairment losses of continuing operations are recognised in the
income statement in those expense categories consistent with
the function of the impaired asset. An assessment is made at
each reporting date as to whether there is any indication that
previously recognised impairment losses may no longer exist or
may have decreased. If such indication exists, the recoverable
amount is estimated. A previously recognised impairment loss is
reversed only if there has been a change in the estimates used
to determine the asset’s recoverable amount since the last
impairment loss was recognised. The reinstated amount cannot
exceed the carrying amount that would have been determined,
net of depreciation, had no impairment loss been recognised for
the asset in prior years. After such a reversal, the depreciation
charge is adjusted in future periods to allocate the asset’s revised
carrying amount, on a systematic basis less any residual value,
over its remaining useful life.
Treasury shares
Reacquired shares in the Company, which remain uncancelled, are
deducted from equity. Consideration paid and the associated
costs are also recognised in shareholders’ funds as a separate
reserve for own shares. Any gain or loss on the purchase, sale,
issue or cancellation of the Company’s shares is transferred from
the reserve for own shares to revenue reserves.
Interest-bearing loans and borrowings
Debt is initially stated at the amount of the net proceeds, being
the fair value of the consideration received after deduction of
issue costs. Following initial recognition, the carrying amount is
measured at amortised cost using the effective interest method.
Amortisation of liabilities and any gains and losses arising on
the repurchase, settlement or other derecognition of debt are
recognised directly in the income statement.
Issue costs relating to any term extensions are offset against the
proceeds and amortised over the life of the extension.
Provisions for liabilities
Provisions are recognised when the Company has a present legal
or constructive obligation as a result of past events, it is probable
that an outflow of resources will be required to settle the obligation,
and a reliable estimate of the amount can be made. If the effect
is material, expected future cashflows are discounted using a
current pre-tax rate that reflects, where appropriate, the risks
specific to the liability.
Where the Company expects some or all of a provision to be
reimbursed, the reimbursement is recognised as a separate asset
but only when recovery is virtually certain. The expense relating
to any provision is presented in the income statement net of any
reimbursement. Where discounting is used, the increase in the
provision due to unwinding the discount is recognised as a
finance cost.
Other liabilities include dilapidations provisions, reflecting the nature
of the judgements associated with the provisioning for dilapidations
it is not practicable to provide sensitivity analysis of the extent by
which these amounts could change in the next financial year.
Financial instruments
Financial assets
The Company’s financial assets are initially recognised at fair
value, being the transaction price plus, in the case of financial
assets not recorded at fair value through the income statement,
directly attributable transaction costs. Financial assets are
subsequently classified as being measured at amortised cost,
fair value through other comprehensive income, or fair value
through the income statement.
The Company’s financial assets at amortised cost are non-derivative
financial assets held for collection of contractual cash flows
where those cash flows represent solely payments of principal
and interest. Financial assets at amortised cost are subsequently
measured using the effective interest method and are subject
to impairment. Gains and losses are recognised in the income
statement when the asset is derecognised, modified or impaired.
The Company does not have any financial assets held at fair value
through the income statement or any financial assets held at fair
value through other comprehensive income.
The Company uses an impairment model with impairment
provisions based on expected credit losses rather than incurred
credit losses. The Company applies the IFRS 15 simplified
approach and measures the loss allowance on the lifetime
expected credit losses at each reporting date.
207
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements 1. Company accounting policies continued
Accounting policies continued
Financial instruments continued
Financial liabilities
The Company’s financial liabilities include trade payables, accruals,
interest-bearing loans and borrowings and derivative financial
instruments. At initial recognition, the Company measures
financial liabilities at fair value plus, in the case of a financial liability
not at fair value through the income statement, transaction costs
that are directly attributable to the issue of the financial liability.
With the exception of derivative financial instruments, all other
financial liabilities are subsequently measured on an amortised
costs basis.
The Company derecognises financial liabilities when, and only
when, the Company’s obligations are discharged, cancelled or
have expired. The difference between the carrying amount of the
financial liability derecognised and the consideration paid and
payable is recognised in the income statement.
When the Company exchanges with the existing lender one debt
instrument into another one with the substantially different terms,
such exchange is accounted for as an extinguishment of the
original financial liability and the recognition of a new financial
liability. Similarly, the Company accounts for substantial modification
of terms of an existing liability or part of it as an extinguishment
of the original financial liability and the recognition of a new liability.
It is assumed that the terms are substantially different if the
discounted present value of the cash flows under the new terms,
including any fees paid net of any fees received and discounted
using the original effective rate is at least 10 per cent different
from the discounted present value of the remaining cash flows of
the original financial liability. If the modification is not substantial,
the difference between: (1) the carrying amount of the liability
before the modification; and (2) the present value of the cash
flows after modification should be recognised in profit or loss as
the modification gain or loss within other gains and losses.
Derivative financial instruments
The Company uses derivatives to hedge its risks associated with
fuel price fluctuations. Such derivatives are initially recognised at
fair value by reference to market values for similar instruments,
and subsequently remeasured at fair value at each balance
sheet date.
At the inception of the hedge relationship, the Company
documents the relationship between the hedging instrument
and the hedged item, along with its risk management objectives
and its strategy for undertaking various hedge transactions.
Furthermore, at the inception of the hedge and on an ongoing
basis, the Group documents whether the hedging instrument is
highly effective in offsetting changes in fair values or cashflows
of the hedged item attributable to the hedged risk, which is when
the hedging relationships meet all of the following hedge
effectiveness requirements:
• There is an economic relationship between the hedged item
and the hedging instrument
• The effect of credit risk does not dominate the value changes
that result from that economic relationship
• The hedge ratio of the hedging relationship is the same as that
resulting from the quantity of the hedged item that the
Company actually hedges and the quantity of the hedging
instrument that the Company actually uses to hedge that
quantity of hedged item
If a hedging relationship ceases to meet the hedge effectiveness
requirement relating to the hedge ratio but the risk management
objective for that designated hedging relationship remains the
same, the Company adjusts the hedge ratio of the hedging
relationship (i.e. rebalances the hedge) so that it meets the
qualifying criteria again.
Fair value measurement
The Company measures financial instruments (derivatives) and
non-financial assets at fair value at each balance sheet date. Fair
values of financial instruments measured at amortised cost are
disclosed in note 12.
Fair value is the price that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between
market participants at the measurement date. The fair value
measurement is based on the presumption that the transaction
to sell the asset or transfer the liability takes place either:
• In the principal market for the asset or liability
• In the absence of a principal market, in the most advantageous
market for the asset or liability
The principal or the most advantageous market must be
accessible to the Company.
The fair value of an asset or a liability is measured using the
assumptions that market participants would use when pricing the
asset or liability, assuming that market participants act in their
economic best interest.
A fair value measurement of a non-financial asset takes into
account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by selling
it to another market participant that would use the asset in its
highest and best use.
The Company uses valuation techniques that are appropriate in
the circumstances and for which sufficient data is available to
measure fair value, maximising the use of relevant observable
inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or
disclosed in the financial statements are categorised within the
fair value hierarchy, described as follows, based on the lowest
level input that is significant to the fair value measurement
as a whole:
• Level 1 – Quoted (unadjusted) market prices in active markets
for identical assets or liabilities
• Level 2 – Valuation techniques for which the lowest level input
that is significant to the fair value measurement is directly or
indirectly observable
• Level 3 – Valuation techniques for which the lowest level input
that is significant to the fair value measurement is unobservable
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The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued 1. Company accounting policies continued
Accounting policies continued
Fair value measurement continued
For assets and liabilities that are recognised in the financial
statements on a recurring basis, the Company determines
whether transfers have occurred between levels in the hierarchy
by reassessing categorisation (based on the lowest level input
that is significant to the fair value measurement as a whole) at
the end of each reporting period.
At each reporting date, the Company analyses the movements
in the values of assets and liabilities which are required to be
remeasured or reassessed as per the Company’s accounting policies.
For this analysis, the Group verifies the major inputs applied in
the latest valuation by agreeing the information in the valuation
computation to contracts and other relevant documents.
The Company also compares the changes in the fair value of each
asset and liability with relevant external sources to determine
whether the change is reasonable.
When required, the Company presents the valuation results to
the audit committee. This includes a discussion of the major
assumptions used in the valuations.
For the purpose of fair value disclosures, the Company has
determined classes of assets and liabilities on the basis of the
nature, characteristics and risks of the asset or liability and the
level of the fair value hierarchy as explained above.
Software
Software, which is not integral to the related hardware, is
capitalised as an intangible asset and stated at cost less
amortisation and any impairment in value. Amortisation is
charged to the income statement evenly over its expected useful
life of three to five years.
New standards
The following new standards or interpretations are mandatory
for the first time for the financial year ended 27 June 2020:
• IFRS 16 Leases
• IFRIC 23 Uncertainty over Income Tax Treatments
• Amendments to IFRS 9 Prepayment features with negative
compensation
• Amendment to IAS 28 Long term interests in associates and
joint ventures
• Amendments to IAS 19 Plan amendment, curtailment
or settlement
IFRS 16 Leases
The Company initially adopted IFRS 16 Leases on 30 June 2019.
IFRS 16 replaces IAS 17 Leases and three interpretations
(IFRIC 4 Determining Whether an Arrangement Contains a Lease,
SIC 15 Operating Leases – Incentives and SIC 27 Evaluating the
Substance of Transactions Involving the Legal Form of a Lease).
The new standard establishes principles for the recognition,
measurement, presentation and disclosure of leases and
eliminates the operating lease classification meaning lessees are
required to recognise right of use assets and lease liabilities for all
leases on the balance sheet.
Adoption approach
On transition the Company has applied IFRS 16 using the modified
retrospective approach on a lease by lease basis. Prior periods
have not been restated and are presented as previously reported
under IAS 17.
• IAS 17
Prior to the adoption of IFRS 16, leases were either classified as
operating or finance leases. Payments made in respect of
operating leases were charged to the income statement on a
straight-line basis over the duration of the lease. Finance leases
were recognised on the balance sheet with depreciation and
interest being charged to the income statement.
• IFRS 16 – the standard
IFRS 16 establishes principles for the recognition, measurement,
presentation and disclosure of leases. Under IFRS 16, a contract
is, or contains, a lease if the contract conveys a right to control
the use of an identified asset for a period of time in exchange
for consideration.
The new standard eliminates the operating lease classification
and therefore lessees are required to recognise right of use
assets and lease liabilities for all leases on the balance sheet,
unless lease terms are less than 12 months or are of low value.
In the income statement, the operating lease expense has been
replaced by a combination of depreciation and interest.
• For leases previously classified as finance leases, the Company
has recognised the carrying amount of the finance lease asset
and liability under IAS 17 as at 29 June 2019 as the carrying
amount of the right of use asset and the lease liability under
IFRS 16 at 30 June 2019.
• IFRS 16 adoption – lease identification
On transition to IFRS 16, the Company elected to apply the
practical expedient allowing the standard to be applied only to
contracts that were previously identified as leases under IAS 17
and IFRIC 4. Therefore, the definition of a lease under IFRS 16
has been applied only to contracts entered into or changed on
or after 30 June 2019.
209
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
1. Company accounting policies continued
Accounting policies continued
IFRS 16 Leases continued
Impact of adoption
The Company’s incremental borrowing rate applied to the lease liabilities as at 29 June 2019 ranged from 2.00% to 2.50% and the
Company’s weighted average incremental borrowing rate was 2.22%.
This rate is the interest rate the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value over a
similar term and with similar security to the right of use asset in a similar economic environment.
• IFRS 16 impact – balance sheet
In respect of leases that would previously have been classified as operating leases, the Company has recognised £12.6m of right of use
assets and £12.7m of lease liabilities as at 30 June 2019.
30 June 2019
IFRS 16 basis
£m
IFRS 16
effect
£m
29 June 2019
IAS 17 basis
£m
Assets
Property, plant and equipment
Right of use assets
Trade and other receivables
Other assets not impacted by IFRS 16
Total assets/impact on assets
Liabilities
Trade and other payables
Interest-bearing loans and borrowings
Lease liabilities
Other liabilities not impacted by IFRS 16
Total liabilities/impact on liabilities
Net assets
Capital and reserves
Retained earnings
Other equity not impacted by IFRS 16
Total equity
185.6
12.6
749.0
290.4
1,237.6
(134.4)
(247.7)
(12.7)
(46.7)
(441.5)
796.1
726.7
69.4
796.1
—
12.6
—
—
12.6
0.1
—
(12.7)
—
(12.6)
—
—
—
—
The lease liabilities as at 30 June 2019 can be reconciled to the opening lease commitments as at 29 June 2019 as follows:
Operating lease commitments as at 29 June 2019
Components of leases which do not meet the definition of a lease under IFRS 16 as they relate to the ongoing
maintenance of the assets
Short term leases where the lease term ends within 12 months from the date of initial application
Leases entered into but where the commencement date is after 30 June 2019
Change in length of lease or lease payment schedule
Effect of discounting
Other
Lease liabilities recognised as at 30 June 2019
• IFRS 16 impact – income statement
185.6
—
749.0
290.4
1,225.0
(134.5)
(247.7)
—
(46.7)
(428.9)
796.1
726.7
69.4
796.1
30 June 2019
IFRS 16 basis
£m
13.1
(0.1)
—
—
1.2
(1.5)
—
12.7
In respect of the income statement impact, the application of IFRS 16 resulted in a decrease in other operating expenses and an
increase in depreciation and interest expense compared to IAS 17.
During the year ended 27 June 2020, the Company recognised £2.4m of depreciation charges, £0.2m of interest costs from such
leases and short term and low value lease expenses of £0.1m.
Other new standards
Adoption of the other standards and interpretations had no material impact on the Company’s financial position or related performance.
210
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued
2. Employee costs
This note shows total employment costs, inclusive of share based payment charges. We have a number of share plans used to award
shares to directors and employees. A charge is recognised over the vesting period, based on the fair value of the award at the date of
grant. The note also shows the average number of people employed by the Company during the year. For accounting policies see
‘Share based payments’ in note 1.
Wages and salaries
Social security costs
Other pension costs
Share based payments charge
The average monthly number of employees during the year, including executive directors, was:
Administration and supervision
2020
£m
11.7
1.4
2.3
1.1
16.5
2020
£m
234
2019
£m
15.9
1.5
2.4
0.6
20.4
2019
£m
225
The information required by Schedule 8 of the Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment)
Regulations 2013 is provided in the directors’ remuneration report.
Sharesave scheme
Shareholder approval was obtained at the 2013 AGM for a Savings-Related Share Option scheme, known as The Go-Ahead Group plc
2013 Savings-Related Share Option Scheme (the Sharesave scheme) for employees of the Company.
The Sharesave scheme is open to all full time and part time employees (including executive directors) who have completed at least six
months of continuous service with the Company at the date they are invited to participate in a scheme launch. To take part, qualifying
employees have to enter into a savings contract for a period of three years under which they agree to save a monthly amount, from a
minimum of £5 to a maximum (not exceeding £500) specified by the Group at the time of invitation. For the February 2016 launch
(Sharesave 2016), the maximum monthly savings limit set by the Group was £50. Participants were given the choice of taking their
money back, or to purchase Go-Ahead Group shares at a 20% discount of the market price at the date of invitation. Sharesave 2016
participants had six months from the maturity date to exercise their options. Sharesave 2016 matured on 1 May 2019. There are
currently no active Sharesave schemes in place.
The fair value of equity-settled share options granted is estimated as at the date of grant using the Black-Scholes model, taking into
account the terms and conditions upon which the options were granted. The key assumptions input into the model are future share
price volatility, future dividend yield, future risk free interest rate, forfeiture rate and option life.
There are no savings-related options at 27 June 2020.
The expense recognised for the scheme during the year to 27 June 2020 was £nil (2019: £nil).
The following table illustrates the number and weighted average exercise price (WAEP) of share options for the Sharesave scheme:
Outstanding at the beginning of the year
Granted during the year
Forfeited during the year
Exercised during the year
Outstanding at the end of the year
2020
2019
No.
2,547
—
(2,077)
(470)
—
WAEP
£
19.11
—
19.11
19.11
—
No.
3,120
—
(479)
(94)
2,547
WAEP
£
19.11
—
19.11
19.11
19.11
The weighted average exercise price at the date of exercise for the options exercised in the period was £19.11 (2019: £19.11).
At the year end, no (2019: 2,547) options were exercisable and the weighted average exercise price of the options was £nil (2019: £19.11).
The options outstanding at the end of the year have a weighted average remaining contracted life of nil years (2019: nil years).
211
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
2. Employee costs continued
Long Term Incentive Plans
The executive directors participate in The Go-Ahead Group Long Term Incentive Plan 2015 (LTIP). The LTIP provides for executive
directors to be awarded nil cost shares in the Company conditional on specified performance conditions being met over a period of
three years. Refer to the directors’ remuneration report for further details of the LTIP.
The expense recognised for the LTIP during the year to 27 June 2020 was £0.7m (2019: £0.4m).
The fair value of LTIP options granted is estimated as at the date of grant using a Monte Carlo model, taking into account the terms
and conditions upon which the options were granted. The inputs to the model used for the options granted in the year to 27 June 2020
and 29 June 2019 were:
The Go-Ahead Group plc:
Future share price volatility
FTSE Mid-250 index comparator:
Future share price volatility
Correlation between companies
The following table shows the number of share options for the LTIP:
Outstanding at the beginning of the year
Granted during the year
Forfeited during the year
Exercised during the year
Outstanding at the end of the year
2020
% per annum
2019
% per annum
31.0
25.0
30.0
33.0
25.0
30.0
2020
2019
143,603
58,927
(39,698)
—
163,144
53,912
(73,453)
—
162,832
143,603
The LTIP award granted to the Group Chief Executive in November 2017 will lapse in full from November 2020 as none of the performance
measures were achieved following the three-year performance period ending 27 June 2020.
The weighted average share price of the options at the year end was £9.06 (2019: £19.72). The weighted average fair value of options
granted during the year was £21.12 (2019: £15.74).
The weighted average remaining contractual life of the options was 1.05 years (2019: 1.10 years). The weighted average exercise price
at the date of exercise for the options exercised in the period was £nil (2019: £nil).
The estimated amounts due to the relevant tax authorities in relation to the above transactions are detailed in the directors’
remuneration report.
Deferred Share Bonus Plan
The Deferred Share Bonus Plan (DSBP) provides for executive directors and certain other senior employees to be awarded shares in the
Company conditional on the achievement of financial and strategic targets. The shares are deferred over a three-year period. Refer to
the directors’ remuneration report for further details of the DSBP.
The DSBP options are not subject to any market based performance conditions. Therefore the fair value of the options is equal to the
share price at the date of grant.
The expense recognised for the DSBP during the year to 27 June 2020 was £0.4m (2019: £0.2m).
The following table shows the number of share options for the DSBP:
Outstanding at the beginning of the year
Granted during the year
Forfeited during the year
Exercised during the year
Outstanding at the end of the year
2020
2019
60,152
30,821
—
(11,385)
58,660
35,060
(6,770)
(26,798)
79,588
60,152
The weighted average fair value of options granted during the year was £21.12 (2019: £15.74).
At the year end, 1,913 options related to DSBP awards, which vested before the year end, which have not yet been exercised by participants.
Of these 971 options related to the award granted in November 2016 and 942 options related to the grant awarded in November 2013.
11,794 options, relating to the DSBP award granted in November 2017, will be eligible to vest from November 2020 following the end
of a three-year deferral period. The weighted average share price of the options at the year end was £9.06 (2019: £19.72).
The weighted average remaining contractual life of the options was 1.21 years (2019: 1.36 years). The weighted average exercise price
at the date of exercise for the options exercised in the period was £20.20 (2019: £18.51).
212
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued
2. Employee costs continued
Share incentive plans
The Company operates a share incentive plan, known as The Go-Ahead Group plc Share Incentive Plan (SIP). The SIP is open to all
Company employees (including executive directors) who have completed at least six months’ continuous service with the Company
at the date they are invited to participate in the plan.
The SIP permits the Company to make four different types of awards to employees (free shares, partnership shares, matching shares
and dividend shares), although the Company has, so far, made awards of partnership shares only. Under these awards, the Company
invites qualifying employees to apply between £10 and £150 per month in acquiring shares in the Company at the prevailing market
price. Under the terms of the scheme, certain tax advantages are available to the Company and employees.
3. Exceptional operating items
Asset impairments and restructuring costs
Charge in relation to GMP equalisation
Exceptional operating items
2020
£m
(4.6)
—
(4.6)
2019
£m
—
(15.7)
(15.7)
Year ended 27 June 2020
Total exceptional operating items in the year comprised a charge of £4.6m to the income statement.
During the year, strategic reviews were carried out following a decline in the operational performance of the regional bus division and
the impact of COVID-19. As a result of these reviews, several restructuring programmes of varying degrees were initiated during 2020
and a number of specific contracts, services and routes were terminated. In addition, COVID-19 has had a significant impact on certain
bus operations in particular coaching contracts and airline and other holiday routes. Related assets have also been impaired to reflect
the changing environment. An exceptional item of £4.6m has been recognised and comprises £1.2m of plant, property and equipment
impairments, £2.0m of intangible asset impairments, £0.5m impairment of assets held for sale and £0.9m of restructuring costs.
The recoverable balance of assets and the cash generating units impaired is based on a value in use calculation. The discount rate used
for the value in use has been disclosed within the Group financial statements in note 14.
Year ended 29 June 2019
Total exceptional operating items in the year were a charge of £15.7m to the income statement.
On 26 October 2018, the High Court ruled that Guaranteed Minimum Pensions (GMP) should be equalised between men and women.
As a result, pension scheme trustees will be obliged to adjust benefit payments in order that benefits received by male and female
members with equivalent age, service and earnings histories are equal. The judgement has implications for many defined benefits
schemes, including those in which the Go-Ahead Group participates.
We worked with our actuarial advisors to understand the implications of the judgement and the £15.7m pre-tax exceptional expense
in the year reflected our best estimate of the effect on our reported pension liabilities.
4. Dividends
Dividends are one type of shareholder return, historically paid to our shareholders in April and November.
Declared and paid during the year
Equity dividends on ordinary shares:
Final dividend for 2019: 71.91p per share (2018: 71.91p)
Interim dividend for 2020: nil per share (2019: 30.17p)
Proposed for approval at the AGM (not recognised as a liability as at 27 June 2020)
Equity dividends on ordinary shares:
Final dividend for 2020: nil per share (2019: 71.91p)
2020
£m
30.9
—
30.9
2020
£m
2019
£m
30.9
12.9
43.8
2019
£m
—
31.0
213
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
5. Intangible assets
Cost
At 29 June 2019
Additions
Disposals
At 27 June 2020
Amortisation and impairment
At 29 June 2019
Charge for the year
Impairment
At 27 June 2020
Net book value
At 27 June 2020
At 29 June 2019
Software
£m
13.4
1.6
(0.7)
14.3
8.1
1.6
2.0
11.7
2.6
5.3
Software costs capitalised exclude software that is integral to the related hardware. Software is amortised on a straight-line basis over
its expected useful life of three to five years.
During the year £2.0m (2019: £nil) of software assets have been fully impaired to a net book value of £nil and have been recognised as
an exceptional item in the year. Please refer to note 3 for further details.
6. Property, plant and equipment
Cost
At 29 June 2019
Additions
Disposals
Transfer categories
At 27 June 2020
Depreciation and impairment
At 29 June 2019
Charge for the year
Disposals
Impairment
At 27 June 2020
Net book value
At 27 June 2020
At 29 June 2019
Freehold land
and buildings
£m
Short term
leasehold land
and buildings
£m
Plant and
equipment
£m
198.0
5.4
(1.2)
(0.1)
202.1
16.2
1.1
(1.2)
1.1
17.2
184.9
181.8
4.8
0.1
—
—
4.9
2.1
0.2
—
—
2.3
2.6
2.7
8.2
0.4
(0.2)
—
8.4
7.1
0.3
—
0.1
7.5
0.9
1.1
Total
£m
211.0
5.9
(1.4)
(0.1)
215.4
25.4
1.6
(1.2)
1.2
27.0
188.4
185.6
Freehold land and buildings include non-depreciable land amounting to £121.3m (2019: £121.5m).
214
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued
7. Leases
The Company has lease liabilities for land and buildings. These contracts have no terms of renewal or purchase option escalation clauses.
Right of use assets
The right of use assets were brought onto the balance sheet on 30 June 2019 on transition to IFRS 16 Leases.
Cost
At 29 June 2019
On transition to IFRS 16
At 27 June 2020
Depreciation and impairment
At 29 June 2019
Charge for the year
At 27 June 2020
Net book value
At 27 June 2020
At 29 June 2019
Lease liabilities
The balance sheet includes the following amounts:
Current
Non-current
The remaining contractual maturities of the lease liabilities, which are gross and undiscounted, are as follows:
Short term
leasehold land
and properties
£m
—
12.6
12.6
—
2.4
2.4
10.2
—
2019
£m
—
—
—
2019
£m
—
—
—
—
—
—
—
Total
£m
2020
£m
(2.4)
(7.4)
(9.8)
2020
£m
(2.6)
(2.2)
(1.7)
(1.0)
(0.9)
(2.1)
(10.5)
Loans to
Group
£m
Shares in Group
companies
£m
63.2
151.9
215.1
—
—
—
63.2
151.9
215.1
Less than one year
One to two years
Two to three years
Three to four years
Four to five years
More than five years
Total undiscounted lease liability
8. Investments
Cost
At 27 June 2020 and 29 June 2019
Provisions
At 27 June 2020 and 29 June 2019
Net carrying amount
At 27 June 2020 and 29 June 2019
During the year ended 28 June 2014, The Go-Ahead Group plc undertook a transaction involving certain properties used by the Group.
This has been accounted for as a sale and leaseback and results in a long term investment of £63.2m in an intermediate Group company.
For details of the subsidiary undertakings as at 27 June 2020, refer to note 29 of the Group financial statements.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
9. Trade and other receivables
Amounts falling due within one year
Amounts owed by Group companies
Corporation tax
Other debtors
Amounts falling due after more than one year
Amounts owed by Group companies
10. Trade and other payables
Amounts falling due within one year
Amounts owed to Group undertakings
Trade and other creditors
Amounts falling due after more than one year
Amounts owed to Group undertakings
2020
£m
669.9
16.3
3.8
690.0
2020
£m
16.5
2020
£m
69.8
20.2
90.0
2020
£m
63.1
2019
£m
715.5
11.0
10.9
737.4
2019
£m
11.6
2019
£m
47.5
20.5
68.0
2019
£m
66.5
During the year ended 28 June 2014, The Go-Ahead Group plc undertook a sale and leaseback of certain properties used by the Group.
Included in the amounts owed to Group undertakings is an amount of £65.0m (2019: £66.8m) relating to this transaction. This arrangement
has no terms of renewal or purchase option escalation clauses and there are no restrictions imposed by the arrangement. The remaining
contractual maturities of these lease liabilities, which are gross and undiscounted, are as follows:
Less than one year
One to two years
Two to three years
Three to four years
Four to five years
More than five years
Total undiscounted lease liability
11. Interest-bearing loans and borrowings
Amounts falling due after more than one year
Interest-bearing loans and borrowings repayable:
After more than five years
2020
£m
4.9
5.1
5.2
5.3
5.5
65.3
91.3
2020
£m
248.3
248.3
2019
£m
4.8
4.9
5.1
5.2
5.3
70.7
96.0
2019
£m
247.7
247.7
Interest-bearing loans and borrowings comprise a £250m sterling bond, less issue costs. For further details refer to note 21 of the Group
financial statements. The Company has no security over its liabilities.
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The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued
12. Financial instruments at fair value
The fair values of the Company’s financial instruments carried in the financial statements have been reviewed as at 27 June 2020 and
29 June 2019 and are as follows:
Non-current financial assets: fuel price derivatives
Current financial assets: fuel price derivatives
Current financial liabilities: fuel price derivatives
Non-current financial liabilities: fuel price derivatives
Net financial derivatives
Further information on the financial derivatives can be found in note 23 of the Group financial statements.
2020
£m
0.1
0.1
0.2
(9.9)
(5.6)
(15.5)
(15.3)
13. Provisions
As at 30 June 2018
Provided (after discounting)
Released
Utilised
Unwinding of discounting
As at 29 June 2019
Provided (after discounting)
Released
Utilised
Unwinding of discounting
As at 27 June 2020
Uninsured
claims
£m
Other
£m
9.4
0.5
(1.6)
(0.7)
0.1
7.7
4.3
(1.2)
(1.0)
0.1
9.9
0.3
—
—
—
—
0.3
—
—
—
—
0.3
2019
£m
1.5
4.4
5.9
(0.8)
(0.8)
(1.6)
4.3
Total
£m
9.7
0.5
(1.6)
(0.7)
0.1
8.0
4.3
(1.2)
(1.0)
0.1
10.2
Uninsured claims represent the cost to the Company to settle claims for incidents occurring prior to the balance sheet date based on
an assessment of the expected settlement, together with an estimate of settlements that will be made in respect of incidents that
have not yet been reported to the Company by the insurer, subject to the overall stop loss. It is estimated that the majority of uninsured
claims will be settled within six years. Both the estimate of settlements that will be made in respect of claims received, as well as the
estimate of settlements made in respect of incidents not yet reported, are based on historical trends which can alter over time reflecting
the length of time some matters can take to be resolved. No material changes to carrying values are expected within the next 12 months.
Uninsured claims are provided on a gross basis and a separate reimbursement asset, for amounts due back from the insurance
providers, of £nil (2019: £nil) is included within other receivables.
The other provision relates to dilapidation costs. It is expected that the dilapidations will be incurred within five to six years. Reflecting
the nature of the judgements associated with the provisioning for dilapidations it is not practicable to provide further sensitivity
analysis of the extent by which these amounts could change in the next financial year.
14. Deferred taxation
Deferred taxation provided at the enacted rate is as follows:
Accelerated capital allowances
Other timing differences
Revaluation of land and buildings treated as deemed cost on conversion to IFRS
Retirement benefit obligations
Deferred taxation
2020
£m
8.5
11.1
11.4
12.0
43.0
2019
£m
6.1
11.0
10.9
9.1
37.1
217
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
14. Deferred taxation continued
The movements in deferred tax in the income statement and other comprehensive income for the year ended 27 June 2020 are as follows:
Accelerated capital allowances
Asset backed funding pension arrangement
Other temporary differences
Revaluation of land and buildings treated as deemed
cost on conversion to IFRS
Retirement benefit obligations
Share based payments
Recognised in
income
statement
£m
Recognised
in other
comprehensive
income
£m
At 30 June
2019
£m
Recognised
directly in
equity
£m
Transfer
to Group
undertakings
£m
At 27 June
2020
£m
(6.1)
(9.7)
(1.4)
(10.9)
(9.1)
0.1
(37.1)
(1.5)
(0.8)
1.0
(0.5)
(2.0)
—
(3.8)
—
—
—
—
(0.9)
—
(0.9)
—
—
—
—
—
(0.3)
(0.3)
(0.9)
—
—
—
—
—
(0.9)
(8.5)
(10.5)
(0.4)
(11.4)
(12.0)
(0.2)
(43.0)
The deferred tax asset related to the share based payments was recognised in the prior year as it was considered probable that there
would be future taxable profits available.
15. Retirement benefits
Defined contribution scheme
During the year ended 27 June 2020, the Company participated in the defined contribution scheme of The Go-Ahead Group Pension
Plan (the Go-Ahead Plan). This scheme is not contracted out of the State Second Pension Scheme. It is now closed to new entrants and
has been replaced by a workplace saving scheme, which is also a defined contribution pension scheme. The expense recognised in
these accounts for the year in respect of the defined contribution scheme of the Go-Ahead Plan was £0.3m (2019: £0.4m), being the
contributions paid and payable. The expense recognised for the workplace saving scheme was less than £0.1m (2019: less than £0.1m),
being the contributions paid and payable.
Defined benefit scheme
During the year ended 27 June 2020, the Company participated in a scheme which is part of the Go-Ahead Plan. The assets of the
scheme are held separately from those of the Company in an independently administered fund.
The defined benefit section of the Go-Ahead Plan has been closed to new entrants and to future accrual.
The most recent actuarial valuation of the scheme was at 31 March 2018 and was updated by Willis Towers Watson to take account
of the requirements of IAS 19 (revised) in order to assess the liabilities of the scheme at 27 June 2020 and 29 June 2019.
The total net assets and liabilities of the scheme are recognised on the Company balance sheet.
Pre-tax pension scheme asset
Deferred tax liability
Post-tax pension scheme asset
The following disclosures provide details of the entire defined benefit scheme.
The main assumptions are:
Rate of increase in salaries
Rate of increase of pensions in payment and deferred pensions
Discount rate
Retail price index inflation
Consumer price index inflation
2020
£m
63.3
(12.0)
51.3
2020
%
n/a
2.2
1.5
2.9
2.2
2019
£m
53.8
(9.1)
44.7
2019
%
n/a
2.2
2.3
3.2
2.2
The most significant non-financial assumption is the assumed rate of longevity. The table below shows the life expectancy
assumptions used in the accounting assessments based on the life expectancy of a male member of the pension scheme at age 65.
Pensioner
Non-pensioner
2020
Years
21
22
2019
Years
21
22
218
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued
15. Retirement benefits continued
Sensitivity analysis
In making the valuation, the above assumptions have been used. For the Go-Ahead Plan, the following is an approximate sensitivity analysis
of the impact of the change in the key assumptions. In isolation, the following adjustments would adjust the pension deficit as shown.
Discount rate – increase of 0.5%
Price inflation – increase of 0.5%
Rate of increase in salaries – increase of 0.5%
Rate of increase of pensions in payment – increase of 0.5%
Increase in life expectancy of pensioners or non-pensioners by one year
2020
Pension deficit
%
2019
Pension deficit
%
(8.0)
7.5
n/a
4.0
4.2
(7.5)
7.5
n/a
4.0
4.3
The sensitivity analysis presented above has been calculated using approximate methods. The use of 0.5% and one year in the
sensitivity analysis is considered to be a reasonable approximation of possible changes, as these variations can regularly arise.
Maturity profile of defined benefit obligation
The following table shows the expected future benefit payments of the plan.
June 2021
June 2022
June 2023
June 2024
June 2025
June 2026 to June 2029
Category of assets at the year end
Equities
Bonds
Property
Liability driven investment portfolio
Cash/other
2020
£m
26.3
26.9
27.5
28.1
28.1
153.0
%
5.6
9.6
7.0
48.0
29.8
100.0
2020
2019
£m
66.7
86.9
55.3
445.2
223.9
878.0
%
7.6
9.9
6.3
50.7
25.5
100.0
£m
44.9
77.1
56.1
385.0
239.0
802.1
All of the asset categories above are held within pooled funds and are classed as quoted in an active market where the underlying
assets are exchanged, traded or can be valued with a reasonable degree of certainty based on market data. Any liquidity funds have
been classed as unquoted in active markets.
Funding position of the Group’s pension arrangements
Employer’s share of pension scheme:
Liabilities at the end of the year
Assets at fair value
Pension scheme asset
Deferred tax liability
Post-tax pension scheme asset
Pension cost for the financial year
Administration costs
Settlement gain
Interest cost on net liabilities
Total pension costs
219
The Go-Ahead Group plc Annual Report and Accounts 2020
2020
£m
2019
£m
(814.7)
878.0
63.3
(12.0)
51.3
2020
£m
1.7
—
(1.3)
0.4
(748.3)
802.1
53.8
(9.1)
44.7
2019
£m
1.7
15.7
(0.9)
16.5
Company financial statements
15. Retirement benefits continued
Analysis of the change in the pension scheme liabilities over the financial year
Pension scheme liabilities – at start of year
Interest cost
Remeasurement (gains)/losses due to:
Experience on benefit obligations
Changes in demographic assumptions
Changes in financial assumptions
Settlement gain
Benefits paid
Pension scheme liabilities – at end of year
Analysis of the change in the pension scheme assets over the financial year
Fair value of assets – at start of year
Interest income on plan assets
Remeasurement gains due to return on assets greater than discount rate
Administration costs
Group contributions
Benefits paid
Fair value of plan assets – at end of year
Estimated contributions for future
Estimated Company contributions in financial year 2021
Estimated employee contributions in financial year 2021
Estimated total contributions in financial year 2021
2020
£m
748.3
16.5
(5.9)
—
81.5
—
(25.7)
2019
£m
734.6
19.4
(24.3)
(23.1)
51.0
15.7
(25.0)
814.7
748.3
2020
£m
802.1
17.8
78.2
(1.7)
7.0
(25.4)
878.0
2019
£m
776.0
20.3
25.7
(1.7)
6.8
(25.0)
802.1
£m
7.1
—
7.1
Risks associated with the defined benefit plan, the nature of the benefits provided by the plan, a description of the regulatory framework
and a description of the responsibilities for the governance of the plan are outlined in note 28 to the Group financial statements.
Compensation of key management personnel are detailed in note 29 of the Group financial statements.
16. Issued capital and reserves
As 27 June 2020 and 29 June 2019
Allotted, called up and fully paid
Millions
47.1
2020
£m
4.7
Millions
47.1
2019
£m
4.7
The Company has one class of ordinary shares which carry no right to fixed income and have a par value of 10p per share.
Share capital
Share capital represents proceeds on issue of the Group’s equity, at both nominal value and share premium.
Revaluation reserve
The revaluation reserve represents the value of properties involved in an asset backed funding transaction with the Go-Ahead Pension
Plan, adjusted for amortisation, together with historical revaluation balances. The movement on the revaluation reserve represents the
write down of the revaluation reserve over the expected useful life of the properties, offsetting the depreciation charges being taken to
the profit or loss account.
Share premium reserve
The share premium reserve represents the premium on shares that have been issued to fund or part fund acquisitions made by the
Group. This treatment is in line with Section 612 of the Companies Act 2006.
The information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment)
Regulations 2013 is provided in the directors’ report.
Capital redemption reserve
The capital redemption reserve reflects the nominal value of cancelled shares.
220
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statementsNotes to the Company financial statements continued
16. Issued capital and reserves continued
Reserve for own shares
The reserve for own shares is in respect of 4,071,553 ordinary shares (8.6% of share capital), of which 169,323 are held for LTIP and DSBP
arrangements. The remaining shares were purchased in order to enhance shareholders’ returns and are being held as treasury shares
for reissue in appropriate circumstances. During the year ended 27 June 2020, the Company has repurchased 39,770 shares for £0.7m for
LTIP and DSBP purposes (2019: 56,482 shares repurchased for £1.0m). This programme was suspended on 20 April 2020 due to COVID-19
and the Company’s action to conserve cash. The Company has not cancelled any shares during the year (2019: no shares cancelled).
Retained earnings
The audit fee for the audit of the financial statements payable in respect of the Company was £0.1m (2019: £0.1m). Please refer to note 5
of the Group financial statements.
17. Operating lease arrangements (under IAS 17)
The Company previously categorised bus property leases as operating leases under IAS 17. From 30 June 2019, the Company has recognised
right of use assets and lease liabilities for these leases, except for short-term and low-value leases. See Note 7 for further information.
The Company’s future minimum rentals payable under non-cancellable operating leases as at 27 June 2020 and 30 June 2019 are
as follows:
Within one year
In second to fifth years
More than five years
Bus property
IFRS 16
2020
£m
—
—
—
—
IAS 17
2019
£m
2.4
7.1
3.6
13.1
18. Capital commitments
There were capital commitments of £nil at 27 June 2020 (2019: £nil).
19. Contingent liabilities
The Company provides guarantees in respect of bank and equipment finance borrowings of the subsidiaries of The Go-Ahead Group plc.
The Company has issued guarantees dated 30 March 2006 to participating subsidiaries of The Go-Ahead Group Pension Plan in respect
of scheme liabilities arising. Total assets on a post-tax basis in respect of this guaranteed scheme were £51.3m as at 27 June 2020
(2019: assets of £44.7m).
At 27 June 2020 letters of credit amounting to £62.0m (2019: £58.0m) were provided by a Company banker, guaranteed by the
Company, in favour of the Group’s insurers, to cover liabilities of the Company and its subsidiaries.
20. Related party transactions
The Company has taken advantage of the exemption under FRS 101, and transactions with 100% subsidiaries of The Go-Ahead Group plc
have not been disclosed.
The Company owns 65% of the ordinary shares in Govia Limited. London and Southeastern Railway Limited (Southeastern), London and
Birmingham Railway Limited (London Midland), Thameslink Rail Limited (Thameslink), New Southern Railway Limited (New Southern),
Southern Railway Limited (Southern) and Govia Thameslink Railway Limited (GTR) are 100% owned by Govia Limited and hence the
Company owns a 65% interest.
100% owned group
subsidiaries
Govia
Southeastern
London Midland
Thameslink
New Southern
GTR
Interest paid to related party
Repayment of loan from
related party
Management charges
Amounts owed from related
party
Amounts owed to related
party
2020
£m
—
—
7.4
2019
£m
—
—
7.2
2020
£m
0.3
—
—
2019
£m
0.3
—
—
2020
£m
—
—
3.0
2019
£m
—
—
2.7
681.6 703.1
28.7
26.6
0.3
—
33.0
38.5
—
—
—
1.2
—
—
—
—
—
2020
£m
2019
£m
2020
£m
2019
£m
2020
£m
2019
£m
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
2020
£m
—
—
4.8
2019
£m
—
—
3.9
0.3
11.6
0.1
0.6
0.6
3.8
3.8
—
—
During the year Southeastern and GTR have traded with wholly owned subsidiaries of the Company; £35.7m (2019: £43.0m) of costs
were incurred by Southeastern and GTR on an arm’s length basis.
221
The Go-Ahead Group plc Annual Report and Accounts 2020
Company financial statements
Shareholder information
Financial calendar*
Annual General Meeting
24 November 2020
Trading update
December 2020
Half year end
2 January 2021
Half year results announcement
March 2021
Trading update
Next financial year end
June 2021
3 July 2021
Full year results announcement
September 2021
* Our online financial calendar is updated throughout the year.
Annual General Meeting (AGM)
The 33rd AGM of the Group will be held at The Go-Ahead Group plc,
4 Matthew Parker Street, Westminster, London SW1H 9NP on
Thursday 24 November 2020 at 4pm. To comply with the public
health and safety social distancing requirements currently in
force, the AGM will be run as a closed meeting and it will not be
possible for shareholders to attend in person (other than those
directors designated as attending for the purposes of the quorum).
Shareholders will be able to vote and submit questions in advance
and full details of the business to be considered can be found in
the Notice of AGM which will be available on the Group’s corporate
website (www.go-ahead.com) from 15 October 2020. We will
consider all questions received and, to the extent practicable,
publish answers on our website.
Shareholder profile by size of holding as at 27 June 2020
No. of
holdings
% of
holdings
No. of
shares held
1–10,000
10,001–100,000
100,001–500,000
500,001–1,000,000
Over 1,000,001
2,801
166
57
7
10
92.11
5.46
1.87
0.23
0.33
1,796,949
5,730,714
13,326,126
4,578,628
21,647,203
% of issued
share
capital
3.82
12.17
28.31
9.72
45.98
Total
3,041
100 47,079,620 *
100
* This total includes 3,902,230 shares held in treasury.
Shareholder profile by category as at 27 June 2020
Treasury shares
Directors
Other individuals
Institutional
investors
No. of
holdings
1
6
2,499
Number
of shares
% of
holdings
3,902,230
95,941
3,531,663
0.03
0.20
82.18
% of
shares
8.29
0.20
7.50
535
39,549,786
17.59
84.01
Total
3,041
47,079,620
100
100
It should be noted that many private investors hold their shares
through nominee companies. Therefore, the percentage of shares
held by private holders is likely to be higher than that shown.
Dividends
The Board recognises that dividends are an important
component of total shareholder return for many investors
and remains committed to reinstating a sustainable dividend
at the appropriate time, having regard to the Group’s financial
performance, balance sheet and outlook. The Board suspended
the interim dividend and is not proposing a final dividend to
shareholders for the year to 27 June 2020.
Electronic communications
We encourage shareholders to consider receiving their
communications from the Group electronically as this will enable
you to receive them more quickly and securely as well as reduce
the environmental impact. It also helps the Group conserve cash,
where in these unprecedented times of COVID-19, many
initiatives to reduce costs have been implemented across the
business. To register for this service, you should go to our website:
www.go-ahead.com/investors/email-alerts or www.shareview.co.uk
and follow the steps detailed in "Managing your shares online" below.
Managing your shares online
The Group’s Registrar, Equiniti, is responsible for maintaining our
register of members. Shareholders with queries relating to their
shareholding should contact Equiniti directly.
Go-Ahead shareholders can go online to manage their shareholdings
and find out about Go-Ahead’s performance by joining Shareview.
Through Shareview, you can:
• Select how you wish to receive Go-Ahead communications –
either direct to your email or via post
• Update your address and bank details online
• Vote in advance of general meetings
• Sell or purchase shares in the Group
To register, go to www.shareview.co.uk and click on “Register”
and “Open Portfolio Account”. You will need your 11-digit
shareholder reference which is shown on your last dividend
confirmation voucher or share certificate. As far as possible,
the Group provides shareholder documents via the corporate
website. By electing to receive shareholder communications
electronically you will be allowing us to communicate with
you securely in a more environmentally friendly way.
Duplicate documents
If you have more than one account on the Share Register and
receive duplicate documentation from us as a result, please
contact Equiniti to request that your accounts be combined.
Shareholder security
Shareholders should be aware that they may be targeted by
certain organisations offering unsolicited investment advice or
the opportunity to buy or sell worthless or non-existent shares.
Should you receive any unsolicited calls or documents to this
effect, you are advised not to give out any personal details or to
hand over any money without ensuring that the organisation is
authorised by the UK Financial Conduct Authority (FCA) and
doing further research.
222
The Go-Ahead Group plc Annual Report and Accounts 2020
Shareholder information The directors currently have no intention to allot shares other
than in connection with employee share schemes. The authorities
for the Group to allot relevant securities (up to an aggregate
nominal amount of £1,438,705 and for the disapplication of
pre-emption rights on the allotment of equity securities) for cash
up to an aggregate nominal amount of £215,805, as passed by
ordinary and special resolutions at the 2019 AGM, were not
utilised in the financial year or up to the date of this report.
These authorities will expire at the 2020 AGM and approval for
new authorities will be sought. In the last three years, no shares
have been issued on a non-pre-emptive basis, other than those
issued under all-employee share schemes which are not included
for the purposes of this authority.
The authority for the Group to make market purchases of its own
ordinary shares, as passed by special resolution at the 2019 AGM,
was still in effect at the end of the financial year and will expire at
the 2020 AGM when approval for a new authority will be sought.
Under the existing authority the maximum aggregate number of
shares that can be purchased is 4,316,117. The authority also limits
the maximum number of shares held in treasury to 10% of the
issued share capital of the Group and states minimum and
maximum prices payable for shares purchased under the
authority. During the financial year this authority was not utilised.
Each of the Group’s rail franchise agreements are subject to
change of control criteria that would mean, on a change of
control, there would be deemed to be an “event of default” that
could potentially terminate the rail franchise. This is, however,
subject to the discretion of the Secretary of State. Additionally,
the Group’s sterling bond issue dated 6 July 2017, and the
revolving credit and loan facilities dated 16 July 2014, 27 April 2017,
23 October 2017, 20 July 2018 and 9 July 2019 are subject to change
of control clauses that contain certain specified conditions which
could lead to a compulsory prepayment of the bond and loans
respectively. Transport for London, the Land Transport Authority
in Singapore and the National Transport Authority in Ireland all
have powers to prevent the operation of, respectively, London
Bus, Go-Ahead Loyang PTE. Limited and Go-Ahead Transport
Services (Dublin) Limited contracts by an existing operator which
is the subject of a change of control. In Germany, certain areas of
our franchise arrangements contain change of control provisions
which require approval from the Passenger Transport Authority.
These are the E-Net Allgäu Bavaria and ABN Lot 1 franchise
arrangements. Also in Norway there is a change of control clause
in the agreement stating that change of control must be
approved by the client, the rail directorate.
If you are unsure or think you may have been targeted,
please inform the FCA using the share fraud reporting form
at https://www.fca.org.uk/consumers/report-scam-us. You can
also call the FCA helpline on 0800 111 6768 or through Action
Fraud on 0300 123 2040. More detailed information, guidance
and key contact details are available on the FAQs page within
the investor information section of our corporate website.
By law, the Group’s register of members is available for public
inspection. We do not, however, endorse any specific share
dealing facilities and will not pass on shareholder information
to any third party, and any requests for access to the register
are subject to “proper purpose” requirements which ensure
that personal data is not used unlawfully.
Shareholder and control structure
As at 27 June 2020, the Group’s issued share capital comprised
a single class of shares referred to as ordinary shares, with a
nominal value of 10p each. As at this date, there were 47,079,620
ordinary shares in issue, of which 3,902,230 were held in treasury.
The Group did not purchase any of its own shares during the year
either for cancellation or to hold as treasury shares, and no such
shares were purchased between the period end and the date of
this report. However, Computershare Trustees (Jersey) Limited,
the Trustees of The Go-Ahead Group Employee Trust (the Trust),
purchased 39,770 ordinary shares of 10p each in the Group as part
of a planned programme of share purchases (2019: 56,482) to
satisfy awards made under the Group’s Long Term Incentive Plan
and Deferred Share Bonus Plan awards. This programme was
suspended on 20 April 2020 due to COVID-19 and the Group's
action to conserve cash.
The Group is not aware of any agreements between shareholders
that may result in restrictions on the transfer of securities or on
voting rights other than:
• Certain restrictions which may from time to time be imposed
by laws and regulations (for example, insider trading laws)
• Restrictions pursuant to the Listing Rules of the FCA whereby
certain employees of the Group require the approval of the
Group to deal in the Group’s securities
All shareholders have the same voting rights for each share
regardless of the total number of shares held. On the show of
hands at a general meeting of the Group, every holder of shares
present in person or by proxy and entitled to vote shall have one
vote (except in circumstances where a proxy has been appointed
by more than one member, in which case he or she will have one
vote for and one vote against if he or she has been instructed by
one or more member to vote for the resolution and by one or
more member to vote against). On a poll, every member present
in person or by proxy and entitled to vote has one vote for every
ordinary share held.
As mentioned on page 222, to comply with the public health and
safety social distancing requirements currently in force, the 2020
AGM will be run as a closed meeting and it will not be possible for
shareholders to attend in person. The Notice of AGM specifies
deadlines for exercising voting rights by proxy in relation to
resolutions to be passed at the 2020 AGM. All proxy votes are
counted, and the numbers for, against or "withheld" in relation
to each resolution are announced as soon as practicable
following the AGM and published on the Group's corporate
website (www.go-ahead.com).
223
The Go-Ahead Group plc Annual Report and Accounts 2020
Shareholder information Shareholder information continued
Major shareholders
As at 27 June 2020, the following percentage interests in the ordinary share capital of the Group, disclosable under the Disclosure
Guidance and Transparency Rules (DTR), had been notified to the directors.
HSBC Global Custody Nominee (UK) Limited
Standard Life Aberdeen plc
Number of
ordinary shares disclosed
% of
voting rights disclosed
4,273,107
4,320,655
9.90
10.01
In the period from 27 June 2020 to the date of this report, we received three further notifications in accordance with the DTR from
Standard Life Aberdeen plc, the most recent being 31 August 2020, disclosing a holding of 4,827,354 ordinary shares (being 11.18% of
voting rights).
Corporate website
Our corporate website, www.go-ahead.com, provides up-to-date, detailed information on the Group’s operations and brands.
It includes a dedicated investor relations section that has a wealth of information including access to reports, factsheets, latest news
and presentations, as well as share price analysis. Stakeholders are encouraged to sign up to receive email notification of results and
press announcements as they are released by registering at www.go-ahead.com/investors/email-alerts.
Shareholder relations
To give us your feedback or if you have any questions, please contact: investorrelations@go-ahead.com. Alternatively, you can write
to us at:
Investor Relations
The Go-Ahead Group plc
4 Matthew Parker Street
Westminster
London
SW1H 9NP
224
The Go-Ahead Group plc Annual Report and Accounts 2020
Shareholder information Greenhouse gas emissions
Our carbon footprint in tonnes of equivalent carbon dioxide (CO2e):
Scope 1
Gas buses (kWh)
Gas premises (Bus) (kWh)
Gas premises (Rail) (kWh)
2020
Consumption
5,640,483
25,327,060
23,026,795
tCO2e
1,037
4,657
4,234
2019
Consumption
6,015,533
23,811,076
24,922,178
2018
2017 (current baseline)
tCO2e
1,106
4,381
4,582
Consumption
6,075,632
22,081,195
31,305,147
tCO2e
1,118
4,062
5,759
Consumption
3,721,896
19,100,488
34,172,777
tCO2e
685
3,518
6,293
Bus diesel (10% biodiesel blend)(ltrs)
136,608,713
347,810
142,617,090
369,964
137,374,506
360,875
138,863,052
361,066
Gas oil (Rail) (ltrs)
Total scope 1 (tCO2e)
Scope 2
Traction electricity (kWh)
Mains electricity premises (Bus)
(including Singapore and Ireland) (kWh)
Mains electricity premises (Rail) (kWh)
Mains electricity premises (Head Office) (kWh)
Mains electricity electric bus (kWh)
Solar electricity generated and consumed
in premises (Bus) (kWh)
Solar electricity generated and consumed
in premises (Rail) (kWh)
Solar electricity generated and consumed
in premises (Total) (kWh)
Total scope 2 – location (tCO2e)
Total scope 2 – market (tCO2e)
Scope 3
Electricity – transmission and distribution
Total (tCO2e)
Breakdown by division
Scope 1, 2 and 3
Bus (tCO2e)
Rail (tCO2e)
Group (tCO2e)
Total (tCO2e)
4,325,028
11,927
5,381,957
14,845
11,698,766
34,751
18,475,417
54,567
369,665
394,878
406,564
426,130
1,477,645,807
344,498
1,356,323,985
346,676
1,389,289,129
393,266
1,371,415,035
482,135
19,264,512
5,179
71,999,941
16,814
122,954
4,729,277
29
1,110
18,789,409
74,410,676
183,629
2,352,029
3,953
19,019
47
601
211,301
734,430
945,731
0
0
0
367,439
62,596
175,415
431,706
607,121
0
0
0
370,297
61,971
18,374,050
5,387
17,722,995
6,231
82,862,076
23,456
90,511,067
31,820
162,890
1,726,965
102,836
0
102,836
46
489
0
0
0
422,644
63,306
95,683
822,497
114,661
0
114,661
34
289
0
0
0
520,508
61,037
31,554
31,510
36,012
48,666
Location Market
Location
Market
Location
Market
Location
Market
360,275
355,629
380,465
383,211
372,415
373,668
372,399
372,072
410,352
108,184
416,169
105,084
492,755
132,155
622,869
163,728
31
2
51
63
50
60
37
33
770,658
463,815
796,685
488,357
865,220
505,882
995,304
535,833
Scopes 1-3 by country
Location Market
Location Market
Location Market
Location Market
UK (tCO2e)
Singapore (tCO2e)
Ireland (tCO2e)
Norway (tCO2e)
Germany (tCO2e)
Total (tCO2e)
Out of scopes
Biogenic content of biodiesel (tCO2e)
Scope 1, 2 and 3 and Out of Scopes
Total (tCO2e)
YoY % change
% change on 2016/17 baseline
Total bus & rail mileage
All scopes kg CO2e/vehicle mile
YoY % change
% change on 2016/17 baseline
690,460
371,863
742,066
433,685
819,356
460,018
957,787
498,316
46,791
46,791
48,283
48,283
45,864
45,864
37,517
37,517
11,875
11,921
6,336
6,391
806
517
20,727
32,723
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
770,658
463,815
796,685
488,359
865,220
505,882
995,304
535,833
15,188
12,436
7,858
9,373
Location Market
Location Market
Location Market
Location Market
785,846
479,003
809,121
500,795
873,078
513,740
1,004,677
545,207
-2.88%
-4.35%
-7.33%
-2.52%
-13.10%
-5.77%
-21.78%
-12.14%
-19.46%
-8.15%
n/a
n/a
n/a
n/a
733,702,870
706,393,581
683,223,210
684,511,871
1.0711
0.6529
1.1454
0.7089
1.2779
0.7519
1.4677
0.7965
-6.49%
-7.91%
-10.37%
-5.72%
-12.93%
-5.59%
-27.03% -18.03%
-21.96% -10.99%
-12.93%
-5.59%
n/a
n/a
n/a
n/a
Total global energy consumption (kwhs)
3,032,726,257
2,983,369,795
3,042,437,920
3,207,016,101
* Annual emissions figures for prior years have been restated to reflect the collation of subsequent changes in consumption data and the correction of emissions.
225
The Go-Ahead Group plc Annual Report and Accounts 2020
Shareholder information Greenhouse gas emissions continued
To maintain transparency and enable stakeholders to see our
performance trends over time, we provide historical data for both
our absolute CO2e emissions and for our relative performance
metric. We restate figures for historical CO2e emissions and our
relative performance when there has been a subsequent change
in energy consumption data or if methodologies change or
accounting errors were made.
Context
Performance over time must be seen in the context of the changes
in the composition of the Group since our 2017 baseline year. The
loss of the London Midland rail franchise in December 2017 resulted
in a significant absolute reduction in our energy consumption and
CO2e from that date onwards. However, that reduction has been
offset by the additional energy consumption and CO2e caused by
the acquisition or start-up of Go-Ahead Singapore (September
2016), East Yorkshire Motor Services (June 2018), Go-Ahead
Ireland (September 2018) and Go North West (June 2019) as well
as the start of rail services in Germany and Norway in 2019 and
2020, respectively. Additionally, the significant expansion of
Govia Thameslink Railway operations between 2018 and 2019
increased in traction electricity consumption. The net effects of
these changes in the Group since 2017 cancel themselves out.
Lower CO2e conversion factors for grid electricity since 2017
have also contributed to our performance.
Performance
Overall, in absolute terms, on a location basis, our equivalent
CO2e emissions in 2020 were 2.9% lower year on year and are
21.8% lower than in our baseline year 2017.
Last year, we have ourselves a target to achieve a 25% reduction
on CO2e per vehicle mile by 2021 from our 2017 baseline
performance. In 2020 we achieved a 6.5% year on year reduction
in CO2e per vehicle mile, a reduction of 27.0% against our 2017
baseline, achieving our target a year ahead of schedule. CO2
reduction performance has largely been driven by improved fleet
energy efficiency with bus fuel efficiency improved by 2.6% year
on year and by 6.9% since 2017.
This target was supported by secondary targets over the same
timescale to improve bus fuel efficiency (fleet average miles per
gallon) by 5% and to improve traction electricity energy efficiency
(fleet average vehicle miles/kwh) at GTR by 15% (excluding
Southeastern which was scheduled to end in April 2020). GTR‘s
traction electricity efficiency has improved by 5.2% year on year
and by 22.6% since 2017, achieving our secondary targets.
Methodology, scope and exclusions
We report on greenhouse gas (GHG) emissions in accordance
with the GHG Protocol Corporate Accounting and Reporting
Standard, and the UK Government’s Environmental Reporting
Guidance methodologies and are also in line with SASB
recommendations.
In line with the GHG Protocol and guidance, we have reported
all Scope 1 and 2 emissions other than fugitive emissions from air
conditioning equipment in our premises and vehicles due to the
difficulty in obtaining this data. A screening exercise was carried
out that established that these emissions account for less than
0.5% of our total GHG emissions and are therefore not considered
material. We do not currently report on our scope 3 emissions
other than those arising from losses within the electricity
transmission and distribution systems. A screening exercise is
currently underway to quantify our scope 3 emissions and
consideration will be given to incorporating material scope 3
emissions into future GHG reporting and targets. We also report
our out of scopes CO2e emissions which relate to the biogenic
content of biodiesel that is used in our diesel bus fleet.
All scope 1 emissions are calculated by using the correct
CO2e conversion factor for each energy source.
We report our Scope 2 emissions on both a 'location' and a
'market' basis. This dual reporting applies to CO2e emissions
arising from our electricity consumption only. The location-based
method uses the national average carbon factors for mains
electricity which takes the total mix of fuels used to generate
electricity across all the countries we operate in.The correct
location based CO2e conversion factors for each country that we
operate in have been used to calculate our location based CO2e
emissions. The market based method uses supplier or product-
specific carbon factors (where available), which reflect supply
contract specifications agreed between supplier and customer.
In some instances, particularly for traction electricity where we
do not contract directly with the supplier, supplier or product
specific market based CO2 conversion factors are not available.
Where this occurs, we follow the hierarchy of market based
factors as specified in the GHG Reporting Protocol and have used
national mix residual factors instead. All the above emissions
sources fall within the businesses included in our consolidated
financial statements.
We define our organisational reporting boundary by applying the
financial control approach with a materiality threshold set at 5%.
Emissions are expressed in terms of equivalent carbon dioxide
(CO2e). Our relative performance metric is kilogrammes of CO2e
per vehicle mile operated. This metric ensures there is a direct
correlation between our performance and the purchase of
increasing numbers of ultra-low carbon vehicles as well as
the measures we are taking to improve our energy efficiency.
For 2020, the mileage figures provided by our German and
Norwegian rail operations (1.1% of total mileage) are for fleet
mileage rather than for vehicle mileage, resulting in the total
vehicle mileage figure for 2020 being slightly understated. As our
performance metric is CO2e per vehicle mile, understating the
mileage has a negative impact on performance, so performance
has also been slightly understated. Correct vehicle mileage
figures for 2019/20 will be obtained and overall kg CO2e/vehicle
mile will be restated in next year’s reporting.
226
The Go-Ahead Group plc Annual Report and Accounts 2020
Shareholder information Actions that were implemented during 2019/20
to improve energy efficiency include:
• On-going investment in our bus fleet: The majority of new
buses purchased in the year were Euro VI and 172 new buses
entered service with our operating companies in the year. In
line with the Group’s vehicle procurement policy to only
purchase diesel buses certified as Low Emission Buses (LEB)
other than in exceptional circumstances, virtually all of these
new buses are certified as LEBs. Thirty of these new buses were
next generation extended range electric/diesel hybrid buses,
certified as ultra-low emission buses, that were purchased by
Brighton & Hove Bus Company. They use ‘geo-fencing’ to
enable them to operate in purely electric, zero-emissions mode
throughout the city’s Ultra-Low Emission Zone. These buses
are fully electric with an electric motor which drives the bus at
all times. They use a small on-board Euro 6 diesel generator for
recharging the buses’ batteries, when needed, which enables
them to operate longer routes than standard plug-in battery
electric buses. All of these new buses are significantly more
fuel efficient than those they have replaced and contributed to
an overall improvement in fleet average miles per gallon of
2.6% year on year and 6.9% better than in 2017.
• Notwithstanding the above, we also introduced over 100
electric buses to our fleet, bringing the total number of electric
buses operated by the Group to nearly 200 and making the
Group the largest operator of electric buses in the UK. This
increase in the size of our electric bus fleet, and the number of
services operated on them, accounts for the significant
increase in electric bus electricity consumption in 2020.
However, these ultra-low emission electric buses also
contributed to lower overall CO2e emissions from the fleet as
they have generally replaced diesel buses. Additionally,
following extensive feasibility studies carried out in 2019,
Go-Ahead successfully bid for funding to assist with the
purchase of 20 new hydrogen buses. Following delays caused
by issues with the manufacturer and COVID-19, these buses
will now be delivered to Brighton & Hove Bus Company in 2021
if funding arrangements can be carried forward. The purchase
of these buses, as well as those such as the extended range
electric/diesel hybrids with ‘geo-fencing’, clearly demonstrate
the Group’s innovative and sector leading approach to
adopting low carbon vehicle technologies that also contribute
to reducing air pollution.
• Trial of solar panels installed on 18 bus roofs at Go South Coast
with the trial shortly to be extended to buses at Go-Ahead
London and Brighton & Hove Bus Company. The electricity
generated by the panels will reduce the load on the vehicles’
alternators/drivetrain and contribute to a marginal improvement
in fuel efficiency. One of these trial buses is also fitted with a
roof mounted filter designed to remove particulates from the
air, contributing to improving air quality.
• New rolling stock, which is significantly more energy efficient
than the units it replaced, have continued to be introduced on
the GTR franchise. Excluding London Midland from 2017 and
the new German and Norwegian rail operations, this new
rolling stock contributed to an overall year on year improvement
in electric fleet energy efficiency (vehicle miles/kwh) of 1.5%
(6.4% better than in 2016/17). For GTR only, the year on year
improvement was 5.2% and against the 2017 baseline, a 22.6%
improvement was achieved, exceeding the 15% improvement
target a year earlier than planned.
• Solar PV was installed at four Southeastern Railway depots,
Thames Travel’s Didcot bus depot and Go North East’s
Hownsgill depot in 2019 adding to the existing installations
at Oxford and Hull bus depots, increasing the amount of
self-generated, zero-carbon electricity that we consumed.
Additionally, we have continued to roll out LED lighting to
reduce electricity consumption within our premises.
• From 1 July 2019, all electricity supplied to Group premises
within our central Group electricity supply contract was
entirely generated from fully renewable sources (wind, solar,
hydro, etc.) and is zero rated for CO2e under a market based
reporting approach.
• Go-Ahead’s bus division achieved ISO 50001 certification in
September 2018. The scope of the certification was extended
during 2020 to include East Yorkshire Motor Services and Go
North West bus operations and, with the existing certifications
held by the Group’s two train operating companies, all of
Go-Ahead’s UK operations are now covered by ISO 50001
certification, recognised as best practice for energy management.
• During 2019, Go-Ahead has also carried out a review of the
climate change risks and opportunities, including scenario
planning, as recommended by the Task Force on Climate-
related Financial Disclosures (TCFD). We are currently working
on incorporating the review findings into a new Group climate
change strategy which will also feature a long term science
based CO2 reduction target and a commitment to achieve net
zero by a specified date. These workstreams are still ongoing
and the outcomes will be included in our 2021 Annual Report
when our current energy and CO2 reduction targets expire.
• Go-Ahead also continued to collaborate with partners on a
variety of innovative 'future of transport' initiatives such as
demand-responsive transport (DRT) services and potential
tie-ups with logistics companies that will achieve net
reductions in carbon emissions as well as reducing air pollution
from transport and congestion.
227
The Go-Ahead Group plc Annual Report and Accounts 2020
Shareholder information Corporate information
Auditor
Deloitte LLP
1 New Street Square
London
EC4A 3HQ
Joint corporate broker
Investec Bank plc
30 Gresham Street
London
EC2V 7QP
Joint corporate broker
Jefferies Hoare Govett Ltd
Vintners Place
Upper Thames Street
London
EC4V 3BJ
Principal banker
The Royal Bank of Scotland plc
Corporate Banking
9th Floor, 280 Bishopsgate
London
EC2M 4RB
www.go-ahead.com
Secretary and registered office
Carolyn Ferguson
The Go-Ahead Group plc
3rd Floor, 41–51 Grey Street
Newcastle upon Tyne
NE1 6EE
Head office
The Go-Ahead Group plc
4 Matthew Parker Street
Westminster
London
SW1H 9NP
Tel switchboard: 0191 232 3123
Registrar
Equiniti Ltd
Aspect House, Spencer Road
Lancing
West Sussex
BN99 6DA
Tel: 0371 384 2193*
* Lines are open 9.00am to 5.00pm, Monday to Friday
(excluding public holidays in England and Wales).
228
The Go-Ahead Group plc Annual Report and Accounts 2020
Shareholder information www.go-ahead.com
Summary Verification Statement from Bureau Veritas UK Ltd
Bureau Veritas UK Ltd (Bureau Veritas) has provided verification for The
Go-Ahead Group plc (Go-Ahead) over selected sustainability indicators
contained within the Group’s Annual Report. The information and data
reviewed in this verification process covered the period 30 June 2019 to
27 June 2020.
The full verification statement including Bureau Veritas’ verification
opinion, methodology, recommendations and a statement of independence
and impartiality can be found on the Go-Ahead Group website:
www.go-ahead.com
Bureau Veritas UK Ltd
September 2020
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Registered office
The Go-Ahead Group plc
3rd Floor 41–51 Grey Street
Newcastle Upon Tyne
NE1 6EE
Head office
The Go-Ahead Group plc
4 Matthew Parker Street
Westminster, London
SW1H 9NP
+44 (0) 191 232 3123
+44 (0) 191 232 3123