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Page Contents Other PAGEOther CONTENTS assets 2 Financial Summary 3 Key Statistics 4 Chairman’s Report 6 Group Chief Executive’s Report 11 Directors’ Report 15 Corporate Governance Report 30 Environmental and Social Report 37 Report of the Remuneration Committee on Directors’ Remuneration 41 Statement of Directors’ Responsibilities 43 Independent Auditor’s Report 48 Presentation of Financial and Certain Other Information 50 Detailed Index* 53 Key Information 59 Principal Risks and Uncertainties 73 Information on the Company 96 Operating and Financial Review 99 Critical Accounting Policies 111 Directors, Senior Management and Employees 119 Major Shareholders and Related Party Transactions 120 Financial Information 126 Additional Information 137 Quantitative and Qualitative Disclosures About Market Risk 142 Controls and Procedures 145 Consolidated Financial Statements 196 Company Financial Statements 202 Directors and Other Information 203 Appendix *See Index on page 50 to 52 for detailed table of contents. Information on the Company is available online via the internet at our website, http://corporate.ryanair.com. Information on our website does not constitute part of this Annual Report. This Annual Report and our 20-F are available on our website. 1 2 3 Chairman’s Report Dear Shareholders, Last year we made significant progress in growing Ryanair as Europe’s largest airline group. We aim to carry 200m guests per annum over the next 5 years. Highlights of the year include: • Traffic grew 9% to over 142m guests • Avg. air fares were cut 6% to €37 • Revenue rose 6% to €7.6bn. as ancillary revenue increased by 11% per guest • Ryanair Sun (“Buzz”) was launched and traded profitably in its first year • We acquired 100% of Lauda, and transformed its fleet and operations • We negotiated union agreements in most of our key markets • We took delivery of 29 B737s and 16 A320s while investing in our business for future growth • We took decisive actions to improve on-time-performance (despite record ATC disruptions) • We continued to deliver our environmental targets and now publish CO2 data monthly • Over €560m was returned to shareholders via share buy-backs At a time of excess capacity in the European short-haul market, Ryanair’s cost leadership, and strong balance sheet, means that we are well placed to take advantage of the growth opportunities that will arise as airlines consolidate and/or exit the market. In May, your Board approved a further €700m share buy-back program which will, depending on market conditions, run for 9 to 12 months. Following this latest distribution, Ryanair will have returned €7bn to shareholders since 2008. The Board, in conjunction with management, are closely monitoring delivery delays to the Boeing 737-MAX-200 aircraft. Subject to FAA and EASA regulatory approval, we hope to receive our first “gamechanger” aircraft sometime between January and February 2020. Ryanair is therefore planning summer 2020 capacity on the basis of having 30 MAX aircraft, rather than the 58 originally scheduled, which will slow down growth from approximately 7% to approximately 3% in fiscal year 2021 where we will now carry 157m guests instead of the 162m previously expected. As already announced, Michael O’Leary has agreed a new 5-year contract as Group CEO, which secures his services for the Group until at least July 2024. We welcome his agreement to commit for a further 5-year period, which gives certainty to our shareholders. Both Kyran McLaughlin and I have agreed to lead the Board until summer 2020, but we do not wish to be considered for re-election at the September 2020 AGM. In order to ensure a smooth succession, Stan McCarthy (who joined the Board in May 2017) agreed to become Deputy Chairman from April 2019 and will transition to Chairman of the Board next year. Stan brings enormous international experience (as a former CEO of Kerry Group plc) and leadership skills to the development of Ryanair over the coming years. Louise Phelan (who joined the Board in December 2012) has agreed to become Senior Independent Director when Kyran McLaughlin retires from the Board in summer 2020. I wish to thank the 16,800 highly skilled aviation professionals across the Ryanair Group who strive, on behalf of our 142m guests, each year, to deliver the lowest fares, the best on-time performance and the greenest, cleanest air travel with an ever-improving customer experience for the benefit of our customers, our people and our shareholders. Yours sincerely, David Bonderman Chairman 4 David Bonderman Our 2019 AGM will be the last under the Chairmanship of David Bonderman. David became an investor in, and Director of, Ryanair in August 1996 when we operated just 12 aircraft, carried 3m passengers annually, and employed just over 600 people. Under David’s leadership over the last 24 years Ryanair has grown to operate a fleet of over 450 aircraft, we carry 3m passengers each week, and we employ over 16,800 highly skilled aviation professionals. None of this would have been achieved without David’s experience, leadership and expertise. His guidance as Chairman was key to our flotation in May 1997, our first new aircraft order for 25 Boeing 737-800s, and every follow-on order since. He has guided the Board and Management of Ryanair over the last 24 years with great wisdom and insight making us today the world’s largest international airline. The people, passengers, and shareholders of Ryanair owe David an enormous debt of gratitude, and on their behalf, I say a very sincere thank you to David for his time, his help and his support over the last 24 years. It has been a pleasure and a privilege to work with him. Michael O’Leary Group CEO 5 Group Chief Executive’s Report Dear Shareholders, We are pleased to present Ryanair’s 2019 Annual Report, which covers a year of significant challenges. Overcapacity in Europe and our continuing growth saw average fares fall 6% but this stimulated traffic growth of 9% to 142m guests. Ancillaries performed well with spend up 11% per guest. We faced a number of cost challenges including higher oil prices, a step up in payroll costs under new 5 year pay deals for pilots and cabin crew, and an extraordinary jump in our EU261 costs due to repeated ATC strikes and staff shortages through summer 2018. As a direct result of these lower air fares, our full year profits fell 39% to €885m (€1.02bn excl. Laudamotion start-up losses). This was a reasonable performance by a robust business model in difficult trading circumstances. Despite these headwinds, we delivered an industry leading 96% load factor, concluded union agreements with pilots and cabin crew in most of our major markets, and returned a further €560m to shareholders via share buy-backs. Revenue and Growth Over the past year the Ryanair Group has delivered traffic growth of 9% to 142m passengers, mainly thanks to a 6% cut in average fares to €37. This delivered price savings of over €310m to our guests. Ancillaries performed well as Ryanair Labs continues to improve the presentation of these services, and spend rose by 11% per guest to a total of €2.4bn. summer 2018 was a very difficult period with a heat wave in Northern Europe, the distraction of the Soccer World Cup in Russia, significant overcapacity in the EU market and an unprecedented series of ATC strikes and staff shortages, which caused thousands of flight delays and cancellations for all airlines. We responded to these conditions by judicious base closures (Bremen & Eindhoven) and capacity cuts at other underperforming bases. We reallocated this capacity to new country markets in Jordan, Turkey and Ukraine. During the past winter season, overcapacity continued to exert downward pressure on fares, particularly in Germany, where Lufthansa was allowed to buy the failed Air Berlin, and it has used this capacity to engage in below cost selling despite its dominant market position in Germany. Demand and pricing in the U.K. has also been dampened by continuing concerns over Brexit and slowing economic growth. Cost Leadership Ryanair continues to deliver the lowest unit cost of any EU airline and the cost gap between us and our competitors has widened over the last year. Despite this, our costs rose 16% in FY19 driven mainly by higher oil prices (our fuel bill jumped 28%, up over €500m), our payroll jumped 28% (up over €200m) mainly due to 20% pilot pay increases, and our EU261 cost jumped 44% (up over €50m) due to repeated ATC staff shortages and strikes in summer 2018. Despite these increases, we remain significantly lower cost on a per passenger basis than any of our competitors, and this enables us to offer lower fares, while still delivering industry leading margins. We expect to deliver flat or slightly lower unit costs over the coming years, particularly as the Boeing MAX deliveries ramp up, these aircraft deliver 4% more seats but 16% lower fuel consumption. They form a critical component of our cost efficiency for the next 5 years. 6 Group Airlines The past year has witnessed considerable turmoil in the airline business. Higher oil prices and lower fares caused a wave of failures last winter including Primera, Small Planet, Azur, Germania, VLM, Cobalt, Flybmi and Wow. Both Alitalia and Thomas Cook are re-structuring and are currently for sale. We expect further failures this winter if oil prices remain elevated, and air fares continue to fall. The identity and timing of these failures is difficult to predict but we expect this trend of EU airline failures will accelerate in winter 2019. We have made good progress in developing our Group airlines. Buzz (formerly Ryanair Sun) operated 5 aircraft in the Polish charter market last year, but did so profitably.
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