FirstGroup plc Connecting Annual Report and Accounts 2021 people and communities FirstGroup plc Annual Report and Accounts 2021 We provide easy and convenient mobility, improving quality of life by connecting people and communities. FirstGroup is a leading private sector provider of public transport. Our services are a vital part of society – transporting customers for business, education, health, social or leisure purposes. We create solutions that reduce complexity, making travel smoother and life easier. Our businesses are at the heart of our communities, and the essential services we provide are critical to delivering wider economic, social and environmental goals. Cautionary comment concerning forward-looking statements This Annual Report and Accounts includes forward-looking statements with respect to the business, strategy and plans of FirstGroup and its current goals, assumptions and expectations relating to its future financial condition, performance and results. Generally, words such as ‘may’, ‘could’, ‘will’, ‘expect’, ‘intend’, ‘estimate’, ‘anticipate’, ‘aim’, ‘outlook’, ‘believe’, ‘plan’, ‘seek’, ‘continue’, ‘potential’, ‘reasonably possible’ or similar expressions are intended to identify forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, assumptions, uncertainties and other factors which may cause actual results, performance or achievements of FirstGroup to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are not guarantees of future performance, and shareholders are cautioned not to place undue reliance on them. Forward-looking statements speak only as of the date they are made and except as required by the UK Listing Rules and applicable law, FirstGroup does not undertake any obligation to update or change any forward-looking statements to reflect events occurring after the date of this Annual Report and Accounts. Strategic report Strategic We operate a fleet of almost We had revenues 9,000 of approximately buses and rail vehicles £4.3bn across the UK in the UK last year We carried almost We are a major employer, with more than 700,000 passengers per day in the UK, 30,000 despite the pandemic people in the UK Contents Strategic report Governance report Financial statements Group overview 04 Board of Directors 76 Consolidated income statement 148 Our markets 06 Chairman’s report 80 Consolidated statement of Chairman’s statement 08 Corporate governance report 82 comprehensive income 149 Year in review 10 Nomination Committee report 97 Consolidated balance sheet 150 Strategic framework 12 Audit Committee report 99 Consolidated statement of changes in equity 151 Chief Executive’s report 13 Board Safety Committee report 106 Consolidated cash flow statement 152 Financial summary 17 Remuneration Committee report 108 Note to the consolidated cash flow Business model 18 Remuneration at a glance 112 statement – reconciliation of net Business review 20 Remuneration in context 113 cash flow to movement in net debt 153 Financial review 28 Annual report on remuneration 117 Notes to the consolidated Responsible business 35 Directors’ remuneration policy 132 financial statements 154 Stakeholder engagement 46 Directors’ report and Independent auditors’ report 223 Key performance indicators 52 additional disclosures 142 Group financial summary 233 Climate-related financial disclosures 57 Directors’ responsibility statement 145 Company balance sheet 234 Non-financial reporting statement 61 Statement of changes in equity 235 Principal risks and uncertainties 62 Notes to the Company financial statements 236 Viability and going concern 72 Shareholder information 241 Glossary 243 FirstGroup Annual Report and Accounts 2021 01 Strategic report Strategic report In this section, we explain who we are, our business model and strategic objectives, the markets in which we operate, key events in the year and how we performed against our KPIs. We also set out the principal risks that may affect our business and strategy. 02 FirstGroup Annual Report and Accounts 2021 Strategic report Strategic Strategic report Group overview 04 Financial review 28 Our markets 06 Responsible business 35 Chairman’s statement 08 Stakeholder engagement 46 Year in review 10 Key performance indicators 52 Strategic framework 12 Climate-related financial disclosures 57 Chief Executive’s report 13 Non-financial reporting statement 61 Financial summary 17 Principal risks and uncertainties 62 Business model 18 Viability and going concern 72 Business review 20 FirstGroup Annual Report and Accounts 2021 03 Strategic report A leading UK public transport operator We are a market leader in public transport in the UK through well-capitalised balance sheet, a strategy focused on the our First Bus and First Rail divisions, which generated more future and an operating model that will support an attractive than 60% of our revenue in 2020/21. Following the sale of dividend for shareholders at the appropriate time. As part of our North American contract divisions (see right), the Group our Mobility Beyond Today sustainability framework launched has a strong platform on which to create sustainable value, during the year, we are formally committed to operating a and is well-positioned to help deliver wider economic, social zero emission First Bus fleet by 2035 and not to purchase and environmental goals at a key inflection point for public new diesel buses after 2022. Furthermore, First Rail will help transport in the UK. Going forward, the Group will be deliver the UK Government’s goal to remove all diesel-only a sustainable and cash generative business with a trains from service by 2040. Continuing operations: UK First Bus First Rail First Bus is the second largest First Rail is the UK’s largest Aberdeen regional bus operator in the rail operator, with many years UK, transporting hundreds of experience running all of thousands of passengers types of passenger rail: a day. We serve two-thirds long-distance, commuter, Stirling of the UK’s 15 largest regional and sleeper services. Glasgow conurbations, with a fifth of We have four Department the market outside London. for Transport-contracted Edinburgh We are a leading operator operations (Avanti, GWR, in the majority of our markets, SWR, TPE) and two open including major urban areas access routes (Hull Trains such as Glasgow, Bristol and a new East Coast service and Leeds. launching in autumn 2021). Newcastle Belfast Bradford York 465,000 220,000 Hull Leeds passenger journeys passenger journeys Dublin Manchester a day in 2020/21 a day in 2020/21 Sheffield (affected by pandemic (affected by pandemic Stoke-on-Trent 2019/20: 1.36m) 2019/20: 930,000) Leicester Norwich Fleet of Fleet of Worcester Birmingham Cork 5,000 3,750 Oxford Ipswich buses operated rail vehicles operated Swansea Slough Chelmsford Cardiff Bristol London Basildon Weston-super-Mare Bath 14,500 17,500 employees employees Southampton Brighton Weymouth Portsmouth Truro Plymouth 53 420 Penzance depots and outstations stations operated See page 20 See page 22 Avanti West Coast (Avanti) TransPennine Express (TPE) Great Western Railway (GWR) Hull Trains South Western Railway (SWR) First Bus operations 04 FirstGroup Annual Report and Accounts 2021 Strategic report Strategic North American operations On 21 July 2021 we completed the sale of our North American contract “The sale of First Student divisions First Student and First Transit to EQT Infrastructure for $4.6bn. Through this transaction, which followed a strategic review by the Board and First Transit of all options to unlock value and a comprehensive and competitive sale process, the Group will return value to shareholders, address its recognises the full longstanding liabilities and make a substantial contribution to its pension strategic value for these schemes, while ensuring the ongoing business has the appropriate financial strength and flexibility to deliver on its goals. Greyhound remains long-term businesses.” non-core and we continue to pursue all exit options for it while de-risking its liabilities and actively managing its substantial property portfolio for value. David Martin, Chairman Continuing operations: non-core Discontinued operations 10,000 passenger journeys a day in 2020/21 (affected by pandemic 2019/20: 40,000) Greyhound First Student First Transit The only national operator Fleet of First Student is the First Transit is one of the of scheduled intercity largest provider of student largest private sector providers coaches in the US, with 1,200 transportation in North of public transit management a unique nationwide buses operated America – twice the size of and contracting in North America. network and iconic brand. the next largest competitor. Industry-leading safety See page 27 See page 25 programmes, strong customer 2,500 relationships and service employees record are key differentiators. See page 26 Key figures Revenue Adjusted operating profit1 Number of employees (as % of Group) (as % of Group) (as % of Group) First Bus 10% First Bus 15% First Bus 16% First Rail 53% First Rail 43% First Rail 20% Greyhound 5% Greyhound 0% Greyhound 3% First Student – discontinued 18% First Student – discontinued 22% First Student – discontinued 42% First Transit – discontinued 14% First Transit – discontinued 20% First Transit – discontinued 19% 1 Greyhound adjusted operating loss of £(10.3)m in FY21; Group items of £(32.5)m allocated to divisions.