INTERNATIONAL AIRLINES GROUP ANNUAL REPORT AND ACCOUNTS 2013 STRENGTHENING International Airlines Group 2013 Annual Report and Accounts Three years after our creation, International Airlines Group (IAG) has continued to STRENGTHEN its position. REVENUE OPERATING PROFIT (before exceptional items) +6.2% at constant €770m currency up €793m 1,000 5 7 20,000 770 18,67 18,11 8 600 485 16,339 14,79 15,000 5 22 13,456 200 3 -910 0 -2 10,000 -200 5,000 -600 0 -1,000 ‘09‘10 ‘11‘12 ‘13 ‘09‘10 ‘11‘12 ‘13 NON-FUEL UNIT COSTS PRODUCTIVITY LOAD FACTOR PASSENGER UNIT REVENUE -2.7% +4.3% +0.5 points +3.7% at constant at constant currency currency This is a measure of how This measures the amount The number of revenue Passenger revenue we manage costs, which of capacity (ASKs) that passenger kilometres flown divided by capacity to a large extent are our employees deliver expressed as a percentage (ASKs). This reflects both under our control. It is on average each year of the number of available the changes in prices we total non-fuel costs divided (ASKs divided by average seat kilometres flown. charge and the change by capacity (Available Seat number of employees). in volume of our sales. Kilometres ‘ASKs’). Group overview Governance Financial overview Financial statements Additional information Table of contents 2 Strengthening Financial overview 76 Operating and market environment Group overview 78 Financial review Introduction 88 Risk management and risk factors 6 Chairman’s letter Financial statements 8 Chief Executive Officer’s Q&A 98 Consolidated income statement 10 Our brands and networks 99 Consolidated statement of other comprehensive income Business review 12 Chief Executive Officer’s review 100 Consolidated balance sheet 14 Business model and strategy 101 Consolidated cash flow statement 17 Our synergies 102 Consolidated statement of changes in equity 18 Strengthening British Airways’ position 104 Notes to the consolidated financial statements 19 Iberia transformation 162 Spanish Corporate Governance report 20 Vueling Strengthening our European platform 229 Group investments 21 Broader benefits 22 Key performance indicators Statement of Directors’ Responsibilities 24 Corporate responsibility Governance Independent Auditors’ Report 32 Chairman’s introduction to corporate governance Additional information 34 Board of Directors 235 Operating and financial statistics 36 Management Committee 236 Glossary 38 Corporate governance IBC Shareholder information 46 Report of the Audit and Compliance Committee 49 Report of the Nominations Committee 52 Report of the Safety Committee 53 Report of the Remuneration Committee Strategic report Management report “The Companies Act 2006 (Strategic Report and Directors’ Report) The Regulations Additionally IAG is required to prepare the Management Report in accordance with require all companies that are not small to prepare a strategic report which contains Article 35ter of the Spanish Securities Market Law, with regard to compliance with all a fair and balanced analysis, consistent with the size and complexity of the business, the requirements set forth in Article 49 of the Spanish Commercial Code (Com. Code) of: a) the development and performance of the company’s business during the and Article 262 of the Spanish Limited Liability Companies Law (SLLCL). IAG is financial year; b) the position of the company at the end of the year; and, c) a adopting the guide published by the CNMV setting out recommendations that listed description of the principal risks and uncertainties facing the company. The strategic companies may follow when preparing management reports that accompany financial report replaces the business review and will be presented as a separate section of statements which, in accordance with Spanish legislation, must contain a fair review the annual report, outside of the directors’ report.” As far as possible the Company of the entity’s business development and performance, together with a description has complied with these voluntary requirements. The Strategic report is contained of the main risks and uncertainties that it faces. The Management report is contained in the following sections: in the following sections: 14 Business model and strategy 14 Business model and strategy 17 Our synergies 17 Our synergies 22 Key performance indicators 22 Key performance indicators 24 Corporate responsibility 24 Corporate responsibility 32 Chairman’s introduction 38 Corporate governance to corporate governance 76 Operating and market environment 76 Operating and market environment 78 Financial review 78 Financial review 88 Risk management and risk factors 88 Risk management and risk factors 162 Spanish Corporate Governance report www.iairgroup.com 1 STRENGTHENING Growth and progress in 2013 April 2013 – August 2013 April 2013 IAG announces orders for IAG completes the acquisition 18 Airbus A350s and converts of Barcelona-based Vueling 18 options for Boeing 787 Dreamliners and 220 Airbus shorthaul aircraft IAG converted 18 existing Boeing 787 options into firm orders Vueling, the Spanish low-cost carrier based in Barcelona, and placed 18 firm orders for Airbus A350-1000 together with became part of IAG after the majority of its shareholders 18 options for British Airways. The firm order will be used to accepted IAG’s cash tender offer for the airline, following replace 30 Boeing 747-400 aircraft between 2017 and 2023. recommendation by the Vueling board. For Iberia, IAG reached agreement with Airbus and Boeing to secure commercial terms and delivery slots that could lead to Apart from its main airport at Barcelona and 12 other bases firm orders for Airbus A350s and for Boeing 787s. Firm orders in Spain, Vueling operates out of Amsterdam, Paris, Florence will only be made when Iberia is in a position to grow profitability, and Rome; flying over 17 million passengers to over 110 having restructured and reduced its cost base. destinations across Europe, Africa and the Mediterranean. IAG also secured firm orders and options for up to 220 Airbus Describing itself as a “premium low cost” carrier, Vueling, A320 family shorthaul aircraft, up to 120 of these for Vueling. unlike most other new generation airlines, offers a passenger The new aircraft will enable the Barcelona-based airline to connecting product, interline and code-share agreements replace some of its existing Airbus A320 fleet and expand its with other airlines, a frequent flyer programme and a business. The Vueling agreement comprises 62 firm orders, business class. 30 Airbus A320ceo and 32 Airbus A320neo, plus 58 options. The firm aircraft orders will be delivered to Vueling between 2015 Willie Walsh, IAG Chief Executive Officer, said: “Vueling and 2020. In addition, IAG has secured 100 Airbus A320neo is a great airline and is a welcome addition to IAG where it options which could be used for any of the airlines in the Group, benefits from the Group’s financial strength. We plan to retain British Airways, Iberia or Vueling. Vueling’s current business model and management structure and its strong base in Barcelona.” 2 International Airlines Group Annual Report and Accounts 2013 Group overview Governance Financial overview Financial statements Additional information July 2013 – September 2013 November 2013 British Airways’ and Iberia unveils updated Iberia’s new aircraft enter branding and livery as commercial service part of its new image On July 27, 2013, the new Iberia Airbus A330 aircraft took On November 21, 2013 at its terminal 4 in Madrid-Barajas off from Madrid T4 to Chicago, where it received a water airport, Iberia formally introduced the first aircraft bearing salute, before flying back to Madrid. its new livery and logo, an Airbus A330, the airline’s fifth, christened “Juan Carlos I”. British Airways’ new Boeing 787 Dreamliner made its inaugural flight to Toronto on September 1, 2013. The Iberia’s Chief Executive Officer, Luis Gallego, commented Dreamliner flew exclusively between Toronto and London that “This relaunch of our brand expresses Iberia’s ongoing in September and between New York and London process of transformation and modernisation, and is an from October. investment in the future of the airline, in which it will be much closer to the customer, while continuing to be a pioneering The British Airways Airbus A380 took to the skies for its force in the air travel business.” first longhaul flight BA269 on September 24, 2013 to Los Angeles. It is the first and only A380 aircraft to operate between London and Los Angeles. British Airways is the first airline in Europe to operate both these two new aircraft types. www.iairgroup.com 3 GROUP OVERVIEW Our leadership team discusses the year, our plans for the future of IAG and how we will continue to create long-term value for shareholders. In this section Group overview Business review 6 Chairman’s letter 12 Chief Executive Officer’s review 8 Chief Executive Officer’s Q&A 14 Business model and strategy 10 Our brands and networks 17 Our synergies 18 Strengthening British Airways’ position 19 Iberia transformation 20 Vueling Strengthening our European platform 21 Broader benefits 22 Key performance indicators 24 Corporate responsibility 4 International Airlines Group Annual Report and Accounts 2013 Group overview Governance Financial overview Financial statements Additional information www.iairgroup.com 5 CHAIRMAN’S LETTER Fine-tuning the Group for future opportunities 2013 was a year of significant progress for the British Airways’ own process of company for our headline financial results – transformation is much further down achieving operating profits of €770 million the road, although there remains work before net exceptional charges of €243 to be done. It’s been a good year for million, on revenues of €19 billion – which tell the carrier, which has been able to draw only part of a rapidly unfolding story. strength at its Heathrow hub from a resilient London economy, where levels In this report we tell you in detail how we are of demand have remained high throughout working to put IAG and its operating airlines the downturn elsewhere in Europe.