Annual Report 2014 Contents Overview 01 Industry Acronyms Overview About BBA Aviation About BBA Aviation 01 Airbus Corporate Jet ACJ About BBA Aviation Boeing Business Jet BBJ Chairman’s Statement 02 Bureau of Economic Analysis BEA Who we are Financial Highlights 04 Business and General Aviation B&GA Revenue Splits 05 Corporate Social Responsibility CSR BBA Aviation plc is a market-leading provider of Where We Operate 06 Engine Repair & Overhaul ERO Our Strengths 07 Federal Aviation Administration FAA global aviation support and aftermarket services. Fixed Base Operation FBO Strategic Report 08 General Aviation Manufacturers Association GAMA Greenhouse Gas GHG What we do Our Vision, Mission and Values 09 Original Equipment Manufacturer OEM Business Model 10 Recordable Incident Rate RIR Our business is managed in two divisions: Operating Model 11 Zero Incident Philosophy and Process ZIPP Our Markets 12 — Our Flight Support businesses provide specialist Our Strategy 14 Our Goals 15 on-airport support services, including refuelling Key Performance Indicators 16 Our Risks 18 and ground handling, to the owners and operators 2014 Overview 20 of private, business and commercial aircraft. Our Markets in 2014 21 Group Financial Summary 23 — Our Aftermarket Services businesses principally Flight Support 26 repair and overhaul small thrust capacity gas — Signature Flight Support 28 turbine engines and service and support primarily — ASIG 34 legacy aerospace components, sub-systems Aftermarket Services 40 — Engine Repair & Overhaul 42 and systems. — Legacy Support 48 Corporate Social Responsibility 54 Our approach Financial Matters 60 Our businesses have a common vision, mission and Directors’ Report 62 set of values. We focus on: consistently exceeding Directors’ Corporate Governance Statement 63 customer expectations; valuing and empowering Board of Directors and Executive Management 64 Directors’ Remuneration Report 75 our people in a zero incident, safe environment; Going Concern 100 encouraging innovation; working together for greater Additional Disclosures 101 Statement of Directors’ Responsibilities 103 gain; and always behaving with integrity and respect. Consolidated Financial Statements 104 Independent Auditor’s Report 104 Our people are the foundation of our success and Consolidated Income Statement 108 in whom we seek to promote our values of: Consolidated Statement of Comprehensive Income 109 Consolidated Balance Sheet 110 performance; safety; people; service; responsibility; Consolidated Cash Flow Statement 111 and integrity. These are a vital and integral part of Consolidated Statement of Changes in Equity 112 Accounting Policies of the Group 113 the way we do business. Notes to the Consolidated Financial Statements 119 Company Financial Statements 152 This consistent, Group-wide focus is fundamental Company Balance Sheet 152 to achieving our overarching objective of delivering Accounting Policies of the Company 153 Notes to the Company Financial Statements 155 exceptional, long-term, sustainable value for all Principal Subsidiary and Associated Undertakings 160 Five Year Summary 161 our stakeholders. Shareholder Information 162 01 Overview Dividend Overview Chairman’s Statement Chairman’s Statement Chairman’s Statement The Board is proposing a final dividend of 11.58 cents per share (2013: 11.00 cents per share), taking the full year dividend to 16.20 cents per share (2013: 15.40 cents per share). This is a 5% Sir Nigel Rudd increase and reflects the Board’s progressive dividend policy and continuing confidence in Chairman the Group’s medium-term growth prospects. Corporate governance and the Board The Board is firmly committed to maintaining high standards in all matters of corporate governance and believes that good corporate governance is a major contributor to the delivery of strong Group operating and financial performance. In our Corporate Governance BBA Aviation made further progress in 2014. Flight Support Statement on pages 63 to 74 you can read in greater detail about the ways in which principles relating to the Board’s role and effectiveness set out in the UK’s Combined Code on Corporate delivered a robust performance, ahead of its key markets, driven Governance have been applied in practice over the past year. by strong delivery in Signature Flight Support. In Aftermarket Services, a stronger than anticipated performance in Legacy As part of our planned and continued evolution of the Board there were two changes to the Support was offset by market pressures in Engine Repair & Board in 2014. In May 2014, Michael Harper retired and I succeeded him as Chairman and in Overhaul. The Group continues to make good strategic progress July we welcomed Mike Powell as the new Group Finance Director, following Mark Hoad’s departure after nine years with the Group. I would like to take this opportunity to once again with significant network expansion in Flight Support and new thank Michael and Mark for their significant contributions to the business and wish them well authorisations and licenses in Aftermarket Services. for the future. Results Employees In 2014 Group revenue increased by 3% to $2,289.8 million and underlying operating profit The Board values the commitment, hard work and enthusiasm of our employees. They are increased by 1% to $201.2 million, despite the disposal of APPH in February 2014 that reduced central to BBA Aviation’s ongoing success and we are focused on ensuring that they are revenue by $72.1 million and operating profit by $7.2 million. Basic adjusted earnings per share valued and empowered in a safe and sustainable environment. We saw further progress in the grew by 1% to 30.7¢. total number of sites achieving zero incidents during the year however, disappointingly, our group-wide recordable incident rate increased. Our focus continues to be on acknowledging The Group’s ability to generate strong cash flows remains unchanged; however the operating and learning from near misses, together with a shift towards behavioural based safety that is cash flow performance in the year was lower than normal due to significant capital raising awareness and helping to more deeply engage team members in safety issues so that investment associated with the Group’s key expansion projects, with cash conversion of 65%. we can develop a culture that will help us to deliver our goal of zero incidents. Return on invested capital of 9.4% (2013: 10.0%) also reflected the substantial investments made during the year which are expected to generate superior returns over the longer term. Outlook In Flight Support, we anticipate continued strong momentum in Signature Flight Support, We made significant extensions to both the Flight Support network and the Aftermarket supported by a more sustained recovery in business & general aviation flying hours, as well as Services portfolio during the year. In Flight Support, we signed agreements to add eight new improvements in ASIG that should offset the loss of ASIG’s JFK contract. In Aftermarket Signature Flight Support FBOs to the network and nine new Signature SelectTM locations, as Services, Legacy Support’s outlook remains solid. Engine Repair & Overhaul has now well as nine new ASIG locations. In Aftermarket Services, we were awarded several strategically stabilised with the overall benefits of the footprint rationalisation programme offsetting important authorisations for the maintenance, repair and overhaul of rotorcraft engines, as continuing market weakness in the older mid-cabin engine segment. In addition, our overall well as further extending Legacy Support’s portfolio with the addition of four new licences. performance will be supported by further incremental contributions from the substantial investments made across the Group in recent years. The Board therefore expects further Towards the end of 2014 ERO’s Dallas Airmotive business reached a settlement with the US good growth in 2015. Department of Justice in an investigation relating to payments in South America by agents and employees of the business from 2008 to 2012. I would like to take this opportunity to stress that ethical and legal compliance are core values of BBA Aviation and we sincerely Sir Nigel Rudd regret that our high standards of conduct were breached. We continually look for ways to Chairman strengthen our compliance and control programmes to ensure we uphold these standards, which are fundamental to the way we operate. 02 03 Overview Overview Financial Highlights Financial Highlights Revenue Splits Revenue Splits Revenue by business $m 2014 2013 Change See more on Key Revenue 2,289.8 2,218.6 3% Performance Indicators pages 16–17 Organic revenue growth 3% 2% Underlying EBITDA1 267.2 261.6 2% Underlying operating profit2 201.2 200.1 1% Operating profit 154.1 169.4 9% Underlying operating margin3 8.8% 9.0% $2,289.8m Underlying profit before tax4 172.4 170.5 1% BBA Aviation Profit before tax 152.4 145.2 5% Profit for the period 162.5 138.1 18% Exceptional and other items including tax5 17.7 (7.6) Earnings per ordinary share – basic Adjusted† 30.7¢ 30.5¢ 1% Unadjusted 34.5¢ 28.9¢ 19% Earnings per ordinary share – diluted Adjusted† 30.4¢ 30.1¢ 1% $753.5m* Unadjusted 34.1¢ 28.5¢ 20% $1,536.3m Flight Support (67%) Aftermarket Services (33%) Dividends per ordinary share 16.2¢ 15.40¢ Return on invested capital6 9.4% 10.0% Cash generated by operations 216.1 260.5 (17)% Operating cash flow7 100.1 184.2 (46)% Free cash flow8 51.2 146.5 (65)% $1,075.8m $460.5m $583.4m $165.5m Underlying cash conversion 65% 101.0% Signature (47%) ASIG (20%) ERO (26%) Legacy (7%) Net debt9 (619.2) (478.5) Net debt to underlying EBITDA 2.3x 1.8x 1 Underlying operating profit before depreciation and amortisation. See more on Revenue by key markets 2 Operating profit before exceptional and other items. Our Markets 3 Operating margin on underlying operating profit. pages 12–13 4 Profit before tax excluding pre-tax exceptional items. 5 Exceptional and other items including tax.