National Express… Cologne to California Annual Report and Accounts 2015 National Express Group is a leading public transport operator with bus, coach and rail services in the UK, Continental Europe, North Africa, North America and the Middle East Our Vision Our Values Our Vision is to earn the lifetime loyalty of our customers by consistently delivering frequent, high performing public transport services which offer excellent value. Excellence Safety Read more p18 We constantly strive We only do what to be excellent in all is safe and stop any that we do unsafe behaviour Community Customers We are active in We place them at the the communities we heart of our business serve to generate and relentlessly meet economic, social and their expectations environmental value People MacBook Pro We develop the talents, reward the exceptional performance and respect the rights of all our employees Visit our Group website to read our latest news, access investor information and find out more about how we operate. www.nationalexpressgroup.com Unless otherwise stated, all operating profit, operating margin and EPS data refer to normalised results, which can be found on the face of the Group Income Statement in the first column. The definition of normalised profit is as follows: IFRS result found in the third column, excluding intangible asset amortisation, exceptional items and tax relief thereon. The Board believes that the normalised result gives a better indication of the underlying performance of the Group. Underlying revenue compares the current year with the prior year on a consistent basis, after adjusting for the impact of currency. In UK Bus, commercial revenue is that from fare-paying customers and excludes concessions and contracted services. In UK Coach, core express revenue is that from the scheduled National Express network. Constant currency basis compares the current year’s results with the prior year’s results translated at the current year’s exchange rate. Operating margin is the ratio of normalised operating profit to revenue. ‘Return on capital employed’ (‘ROCE’) is normalised operating profit divided by tangible and intangible assets. ‘Return on assets’ (‘ROA’) is normalised operating profit divided by tangible assets. Operating cash flow is the cash flow equivalent of normalised operating profit. Free cash flow is the cash flow equivalent of normalised profit after tax. A reconciliation is set out in the table within the Group Finance Director’s review. EBITDA is ‘Earnings Before Interest, Tax, Depreciation and Amortisation’. It is calculated by taking normalised operating profit and adding depreciation, fixed asset grant amortisation, normalised profit on disposal of non-current assets and share-based payments. Net debt is defined as cash and cash equivalents (cash overnight deposits and other short-term deposits) and other debt receivables, offset by borrowings (loan notes, bank loans and finance lease obligations) and other debt payable (excluding accrued interest). Gearing ratio is the ratio of net debt to EBITDA over the last 12 months, including any pre-acquisition EBITDA generated in that 12-month period by businesses acquired by the Group during the period. The annual punctuality measure for c2c is the moving annual average (‘MAA’) public performance measure (‘PPM’) to 6 February 2016. Safety Incidents measure those for which the Group is responsible and is based on the Fatalities and Weighted Injuries index used in the UK rail industry. Earnings per share (‘EPS’) is the profit for the year attributable to shareholders, divided by the weighted average number of shares in issue, excluding those held in the Employee Benefit Trust which are treated as cancelled. Strong financial performance STRATEGIC STRATEGIC REPORT Group revenue increased by 3.8% to £1.92 billion on a constant currency basis; up 2.8% on a reported basis (2014: £1.87bn) Group normalised operating profit up 15.5% to £193.5 million (2014: £167.6m*) Group normalised profit before tax rose by 25.2% to £150.1 million (2014: £119.9m*) Statutory Group profit before tax grew by 87.1% to £124.4 million (2014: £66.5m) with no exceptional costs in 2015 Group ROCE increased to 11.7% (2014: 10.7%*) GOVERNANCE CORPORATE CORPORATE Year-on-year normalised EPS growth of 23.8% to 23.4 pence (2014: 18.9p*) Free cash flow of £111.0 million, £11.0 million ahead of target (2014: £164.8m) Front cover Net debt increased by £81.2 million to £745.5 million, reflecting £105.8 million One of our new German trains departs Cologne spent on acquisitions and growth capital expenditure station – a key destination for our new rail services. Full year proposed dividend of 11.33 pence, up 10% year-on-year (2014: 10.3p) Read more about them on page 48–49 Strategic Report Group revenue (£m) Free cash flow* (£m) 1 Financial highlights 2 National Express Group at a glance £1,919.8m £111.0 m 4 Chairman’s letter STATEMENTS 5 Investment case FINANCIAL 6 Market overview 2013 1,891.3 2013 167.1 8 Group Chief Executive’s review 2014 2014 14 Our business model and strategy 1,867.4 164.8 16 Our strategy at a glance 2015 1,919.8 2015 111.0 18 Managing our resources and relationships 26 Key performance indicators 28 Risk and risk management 30 Principal risks and uncertainties ROCE* (%) Operating profit* (£m) 32 Group Finance Director’s review 38 Spain and Morocco 11.7% £193.5m 40 North America 42 UK Bus 2013 2013 10.8 177.2 INFORMATION 44 UK Coach ADDITIONAL 46 Rail 2014 10.7 2014 167.6 Corporate Governance 2015 11.7 2015 193.5 50 Chairman’s introduction to governance 52 Governance in practice 54 Board of Directors 56 Governance Report Dividend per share (p) Operating margin* (%) 64 Audit Committee Report 68 Nomination Committee Report 11.33p 10.1% 70 Safety & Environment Committee Report 72 Directors’ Remuneration Report 2013 10.0 2013 9.4 83 Annual Report on Remuneration 2014 2014 96 Other statutory information 10.3 9.0 100 Directors’ responsibilities statement 2015 11.33 2015 10.1 Financial Statements 101 Independent Auditor’s Report * Historical results restated to adjust for the impact of Rail and Middle East bid costs previously treated as exceptional items. 106 Group Income Statement 107 Group Statement of Comprehensive Income 108 Group Balance Sheet Summary of results 2015 109 Group Statement of Changes in Equity 110 Group Statement of Cash Flows Normalised basis IFRS basis 111 Notes to the Consolidated Accounts 2015 2014 2015 2014 172 Company Balance Sheet £m £m £m £m 173 Notes to the Company Accounts Revenue 1,919.8 1,8 67.4 1,919.8 1,8 67.4 Additional Information 186 Shareholder information Operating profit 193.5 167.6 167.8 114.2 187 Dividends and financial calendar Profit before tax 150.1 119.9 124.4 66.5 188 Glossary 190 Five Year Summary Profit for the year 121.6 98.1 109.1 60.6 191 Corporate information Basic earnings per share (pence) 23.4 18.9 20.9 11.6 Net debt 745.5 664.3 745.5 664.3 www.nationalexpressgroup.com 1 National Express Group at a glance A leading transport provider with a well balanced portfolio The Group operates in the UK, Continental Europe, North Africa, North America and the Middle East and at the end of the year we employed over 44,000 people and operated over 27,000 vehicles. Passengers made more than 867 million journeys on our services in 2015. The National Express name first appeared on UK coaches in 1972, and the Company was listed on the London Stock Exchange in 1992. North America: Bus • Durham School Services • Stock Transportation • Petermann • National Express Transit Rail Our business in North America has two areas of activity: • c2c student transportation and • National Express transit services. Rail Germany We operate in 36 US states National Express operates and four Canadian provinces. the industry-leading c2c franchise which serves The student transportation Spain and Morocco: London and South Essex. business operates through Bus and Coach It is an important commuter medium-term contracts route serving 25 stations • ALSA awarded by local school on the line out of Fenchurch boards to provide safe and ALSA is the leading Street Station, London. reliable transport for students, company in the Spanish and is the second largest We started to operate contracted road passenger transport private operator in rail services in Germany in sector, and was acquired by North America. December 2015 running the National Express in 2005. Rhine-Münster-Express and the Revenue With over 100 years’ Rhine-Wupper-Bahn. In June experience, it operates Operating profit £683.2m 2015 we were awarded two long-distance, regional and by end market 2014: £620.2m contracts to operate Rhine-Ruhr urban bus and coach services Express services, the first across Spain and in Morocco. Operating profit starting in December 2018, and the second in December 2020. Apart from its bus and £66.8m We have also been named as coach services, the 2014: £59.5m preferred bidder to operate business also operates services on the Nuremburg service areas and other Read more p40 S-Bahn network. transport-related businesses, such as fuel distribution. Revenue Revenue £168.4m 2014: £151.6m £502.2m 2014: £538.1m Operating profit Operating profit Spain and Morocco 34% £0.6m North America 32% 2014: £(10.1)m* m * FY2014 normalised results restated £71.5 UK Bus 18% 2014: £75.0m* to adjust for the impact of Rail and UK Coach 16% Middle East costs previously treated Read more p46 Rail 0% as exceptional items Read more p38 2 National Express Group PLC Annual Report and Accounts 2015 STRATEGIC STRATEGIC REPORT UK: Coach • National Express • Eurolines UK: Bus GOVERNANCE • The Kings Ferry CORPORATE • National Express West Midlands National Express is the largest operator of scheduled • National Express Coventry coach services in the UK.