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Air Partner PLC (AIR)

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Tuesday 14 May, 2019

Air Partner PLC

Annual Report and Notice of AGM 2019

RNS Number : 9919Y
Air Partner PLC
14 May 2019
 

14 May 2019

LEI: 213800JLR6YIRMSCUS98

 

Air Partner plc

 

('Air Partner' or the 'Company')

Annual Report and Notice of Annual General Meeting 2019

Further to the release on 9 May 2019 of the Full Year Results for the year ended 31 January 2019, Air Partner plc, the global aviation services group, confirms that the following documents have been published on the website at http://www.airpartner.com/en/investors:

·     Annual Report 2019

·     Notice of 2019 Annual General Meeting (contained within the Annual Report 2019)

These documents will be posted to shareholders (or otherwise made available) on 23 May 2019.

These documents have been submitted to the UK Listing Authority via the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM.

The 2019 Annual General Meeting will be held at 11:00 on Wednesday 26 June 2019 at 2 City Place, Beehive Ring Road, Gatwick, West Sussex, RH6 0PA.

Regulated Information: The information set out in the Appendix, which is extracted from the Annual Report 2019, is included for the purposes of complying with DTR 6.3.5 and its requirements on how to make public annual financial reports.  The information in the Appendix should be read in conjunction with the Company's preliminary results for the year ended 31 January 2019 released on 9 May 2019 which can be viewed at http://www.airpartner.com/en/investors. Together, these constitute the material required by DTR 6.3.5 to be communicated in unedited full text through a Regulatory Information Service.

 

Enquiries:

 

 

 

TB Cardew (PR Advisor to Air Partner)

 

T. +44 (0)20 7930 0777

Tom Allison

 

 

Alycia MacAskill

 

 

Joe McGregor

 

Air Partner 

Mark Briffa, Chief Executive Officer

Joanne Estell

 

 

T. +44 (0)1293 844 788

 

 

 

 

About Air Partner:

Founded in 1961, Air Partner is a global aviation services group that provides worldwide solutions to industry, commerce, governments and private individuals. The Group has two divisions‎: Charter division, comprising air charter broking and remarketing; and the Consulting & Training division. For reporting purposes, the Group is structured into four divisions: Commercial Jets, Private Jets, Freight (Charter) and Consulting & Training (Baines Simmons, Clockwork Research and SafeSkys). Commercial Jets charters large airliners to move groups of any size. Air Partner Remarketing, which is within the Commercial Jet division, provides comprehensive remarketing programmes for all types of commercial and corporate aircraft to a wide range of international clients. Private Jets offers the Company's unique pre-paid JetCard scheme and on-demand charter. Freight charters aircraft of every size to fly almost any cargo anywhere, at any time. Baines Simmons is a world leader in aviation safety consulting specialising in aviation regulation, compliance and safety management. Clockwork Research is a leading fatigue risk management consultancy. SafeSkys is a leading Environmental and Air Traffic Control services provider to UK and International airports. Air Partner is headquartered alongside Gatwick airport in the UK. Air Partner operates 24/7 year-round. Air Partner is listed on the London Stock Exchange (AIR) and is ISO 9001:2015 compliant for commercial airline and private jet solutions worldwide. www.airpartner.com

 

Appendix

 

Statement of Directors' responsibilities in respect of the financial statements

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.

 

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the group and parent company financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and parent company and of the profit or loss of the Group and parent company for that period. In preparing the financial statements, the Directors are required to:

·      select suitable accounting policies and then apply them consistently;

·     state whether applicable IFRSs as adopted by the European Union have been followed, subject to any material departures disclosed and explained in the financial statements;

·      make judgements and accounting estimates that are reasonable and prudent; and

·      prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and parent company will continue in business.

 

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group and parent company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and parent company and enable them to ensure that the financial statements and the Directors' Remuneration Report comply with the Companies Act 2006 and, as regards the group financial statements, Article 4 of the IAS Regulation.

 

The Directors are also responsible for safeguarding the assets of the Group and parent company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

The Directors are responsible for the maintenance and integrity of the Group and parent company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

 

The Directors consider that the annual report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group and parent company's performance, business model and strategy.

 

Each of the Directors, whose names and functions are listed on page 47 of the Annual Report confirm that, to the best of their knowledge:

·     the Group and parent company financial statements, which have been prepared in accordance with IFRSs as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit of the Group and profit of the parent company; and

·      the Directors' Report includes a fair review of the development and performance of the business and the position of the Group and parent company, together with a description of the principal risks and uncertainties that it faces.

 

In the case of each director in office at the date the Directors' Report is approved:

·      so far as the Director is aware, there is no relevant audit information of which the Group and parent company's auditors are unaware; and

·      they have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Group and parent company's auditors are aware of that information.

 

The Directors' statements were approved by the Board on 9 May 2019 and signed on its behalf by:

 

Mark Briffa

Chief Executive Officer

 

Joanne Estell

Chief Financial Officer

9 May 2019

 

 

Principal risks & uncertainties

 

Category

Risk description

Impact

Controls/processes

to mitigate

Strategy impact

Operational

 

Increased

Recruitment and retention

‣‣ The challenge of attracting

new talent and retaining existing key staff who have in-depth knowledge of the

business and industry.

‣‣ Our people are our competitive advantage especially around sector knowledge, key customer

relationships and technical expertise in the

aviation industry.

‣‣ Inability to

attract key talent,

restricting the

Group's ability to

grow revenue and

deliver on growth

strategy.

‣‣ Inability to retain key individuals

leading to a loss of earnings and key customer/supplier

contacts.

‣‣ The loss of key

personnel following

acquisitions may

impact performance

and value.

‣‣ Annual performance

management reviews

using best practice

processes.

‣‣ Remuneration

packages evaluated

regularly against

market trends.

‣‣ Investment to build a

learning organisation

with a focus on culture,

reward and recognition.

‣‣ Implementation of the

right HR infrastructure.

‣‣ Talent and succession

plan reviews.

Owner: Craig Pattison,

Group HR Director

‣‣ Customers

‣‣ Developing and retaining our people

‣‣ Growing

organically

‣‣ Broadening

our offer

Environment

and market

 

No change

Changing market

environment

‣‣ Forward visibility of air

charter bookings is often measured in days or weeks

rather than months and can

be materially impacted by

changes in financial markets, political instability

and natural events affecting the movement of people or cargo from one country

to another.

‣‣ Limited visibility of future bookings may result in a cost structure that does not align with market conditions.

‣‣ We measure customer

concentration and ensure we have a well-diversified client base across governments and

non-governmental

organisations, commercial enterprises and individuals, as well

as across geographic

regions. This allows for

some 'smoothing' when

there are seasonal or

sectorial changes in

demand.

‣‣ Air Partner actively

seeks to grow the

forward visibility of its

earnings by investing in

the growth of its Consulting & Training

division. This will help

smooth the inevitable

peaks and troughs in

the Charter division.

‣‣ We continue to focus

on overheads relative to our revenues and take corrective action where necessary.

Owner: Kevin

Macnaughton,

MD Charter

‣‣ Customers

‣‣ Maintaining

brand value

Environment

and market

 

No change

Market disruption

‣‣ The challenge of retaining and expanding customers

in a highly competitive

environment with low barriers to entry (in Charter).

‣‣ The risk of falling behind

competitors in product development, technology

innovation, standards of

service or cost

effectiveness.

‣‣ The Group's ability to maintain and grow revenue could be adversely

affected.

‣‣ Invest in our Customer

First programme to drive customer loyalty and improve retention.

‣‣ Continue to invest in

the roll-out of a new CRM/booking tool to

improve the customer

experience relative to

peers.

‣‣ Continually review

technology innovations

in the sector and assess

appropriateness to Air

Partner.

‣‣ Actively seek feedback

and undertake client

surveys to ensure we

remain responsive to

client demands relative

to competitors.

‣‣ Actively promote the

Air Partner brand through promotion campaigns and our dedicated Marketing

division.

Owner: Kevin

Macnaughton,

MD Charter

‣‣ Customers

‣‣ Growing organically

 

Operational

 

Increased

IT systems and

cybersecurity

‣‣ Cyber attacks seeking to compromise the

confidentiality, integrity and

availability of IT systems and the data held on them are an increasing risk.

‣‣ Breach of

confidentiality

and attack on the

Company's assets

affecting customer

service, financial

performance and

reputation.

‣‣ Systems failure

could result in

business

interruption and

lost revenue.

‣‣ The Group uses

modern IT systems and

ensures that they are

well maintained and

upgraded to mitigate

the risk of failure.

‣‣ The latest network and

security protocols are

deployed to protect

against attack or loss

of data.

‣‣ The Group has business continuity plans for each of our office

locations. Our business

resilience is underpinned

by our technology and

geographical spread,

which allow our business

to be operated and

maintained from any of our locations.

‣‣ In case of an outage,

external contingency

arrangements are tested

on a regular basis.

‣‣ The Group has purchased specific

cyber insurance to mitigate the impact of

any cyber-related losses.

Owner: Lee Pyle,

Head of IT

‣‣ Customers

‣‣ Maintaining brand value

Strategic

 

Increased

Acquisitions and integration

‣‣ Our strategy is predicated primarily on organic growth.

However, acquisitions are

key to our growth strategy. Acquisitions are both a risk and an opportunity.

‣‣ We may invest funds and resources in acquisitions which fail to deliver on expectations due to incorrect due diligence or poor execution post

acquisition. This risk has increased over recent years

as we actively explore a diversification strategy in aviation services.

‣‣ Poor acquisitions

lead directly to

financial damage

and indirectly to a

loss in shareholder

confidence.

‣‣ Financial

performance

suffers from

goodwill or other

impairment

charges.

‣‣ Newly acquired

businesses deliver less value or require more investment than anticipated.

Detailed due diligence

undertaken with appropriately skilled personnel, supported

internally and externally

as required.

‣‣ Negotiate appropriate

representations and warranties commensurate with target's size and

risk profile.

‣‣ Detailed integration

plans drawn up with key accountabilities.

‣‣ Post-acquisition reviews conducted to

capture key learnings

for future acquisitions.

Owner: Mark Briffa, CEO

‣‣ Broadening our offer

‣‣ Maintaining

brand value

Compliance

and internal

controls

 

Increased

Regulatory environment,

ethics and compliance

‣‣ The challenge of operating in multiple jurisdictions

subject to many different and evolving laws and

regulations, including tax and civil aviation authority requirements.

‣‣ We have c.350 employees in a number of countries.

Individuals may not all behave in accordance with

the Company's values and ethical standards.

‣‣ We operate in markets requiring strict adherence

to laws such as:

  ‣‣ bribery and corruption;

  ‣‣ international trade laws;

and

  ‣‣ General Data Protection

Regulation (GDPR).

‣‣ Non- compliance

with regulations

could result in loss of customers or damage to the

Group's brand.

‣‣ Ethics or compliance breach causes harm to our reputation, financial performance

and customer

relationships and

our ability to attract and retain talent.

‣‣ The Group has

dedicated legal resources

supplemented by external support arrangements to

ensure the management team fully understands current and future legal and regulatory risk.

‣‣ The compliance aspect

of the Group is a regular agenda item at both the Board and Audit and Risk

Committee.

‣‣ During the year, actions were taken toward meeting the requirements of the new GDPR which came into force on 25 May 2018.

Owner: Judith Banks,

General Counsel and

Company Secretary

‣‣ Customers

‣‣ Developing and retaining our people

‣‣ Maintaining

brand value

Contractual

and

counterparty

 

No change

Suppliers and operators

‣‣ Reliance on third parties for

delivery of services to end

clients.

‣‣ Operator compliance with

Relevant regulations.

‣‣ Financial exposure if clients

fail to pay for Charter

services after Air Partner has paid the operators in

advance of flight take-off, which is custom and practice in the industry.

‣‣ Failure of aircraft or operator chartered

by Air Partner.

‣‣ Loss of customers and revenues.

‣‣ Loss of earnings and cash impact.

‣‣ We have an approved

list of aircraft that we

charter on behalf of our clients, ensuring that the best and most appropriate aircraft is used.

‣‣ Air Partner's approved

list is continually screened, assessed and

benchmarked to ensure

every aircraft meets all

our stringent tests, as

well as all third-party

requirements and

independent assessments.

‣‣ The Group constantly

monitors defaults of

customers and other

counterparties and

incorporates this

information into its credit risk controls.

‣‣ It is the Group's policy

that all counterparties

which wish to trade on

credit terms are subject

to an external credit

verification process

before and during

business relationship.

‣‣ Where appropriate,

we also aim to use third-party bank guarantees instead of cash deposits.

Owner: Kevin

Macnaughton,

MD Charter

‣‣ Customers

‣‣ Maintaining

brand value

Financial

Performance

 

No change

Financial transactions

‣‣ There is a foreign exchange

risk as we buy and sell goods and services in

currencies other than Sterling. Movements in

exchange rates can affect these, particularly the

US Dollar and Euro rates.

‣‣ There is a liquidity risk in

paying operators before a flight occurs or before

payment is received from the client.

‣‣ Loss of earnings.

‣‣ The Group's policy on

foreign currency risk is

not to enter into forward contracts until a firm contract has been signed.

Furthermore, Air Partner considers using derivatives where

appropriate to hedge

its exposure to fluctuations in foreign

exchange rates. The

purpose is to manage

the currency risks arising from the Group's operations.

‣‣ The Group aims to

mitigate liquidity risk

by, where possible,

making payments to

operators only once

payment from the client has been received.

Owner: Joanne Estell,

CFO

‣‣ Customers

‣‣ Maintaining

brand value

Compliance

and internal

controls

 

No change

Effective control

environment

‣‣ Ensuring appropriate and

effective controls and risk management frameworks are embedded in our changing business.

‣‣ Loss of earnings.

‣‣ Brand reputation and trust.

‣‣ Our Risk Management

Framework is overseen

by the Audit and Risk

Committee; refer to page 36 of the Annual Report to understand our process.

‣‣ The key learnings from

the recent accounting

review are in the process of being adopted and we are where we expected

to be at this stage. Controls have been

tightened in a number

of areas; refer to page 29 of the Annual Report.

Owner: Joanne Estell, CFO

‣‣ Maintaining

brand value

Environment

and market

 

No change

Brexit

‣‣ There is uncertainty of the outcome and

implications for both the UK and aviation market

following the UK's exit from the EU (Brexit).

‣‣ Financial loss.

‣‣ Business

interruption.

Senior management and

the Board regularly

consider the potential

impact of the UK's

withdrawal from the EU.

 

While the full implications

and consequences will

not be understood and

experienced for some

time, the Group continues

to regularly monitor the

markets and economic

indicators in which it trades and is experienced

in implementing appropriate mitigating

actions.

 

The Group has strong

relationships with

technical specialists and

regularly liaises with them

to ensure that the Group

is well placed to react to

legislative or other changes that occur

because of Brexit.

Owner: Kevin

Macnaughton,

MD Charter; Ian Holder,

MD Baines Simmons

‣‣ Maintaining brand value

 

Related party transactions

The Company had the following transactions with related parties in the ordinary course of business during the year under review.

 

 

Trading transactions

2019          

£'000

2018

£'000

Subsidiaries

 

 

Sales to subsidiaries

-

-

Purchases from subsidiaries

-

-

Amounts owed by subsidiaries at period end

10,953

10,409

Amounts owed to subsidiaries at period end

(7,179)

(3,993)

 

Outstanding balances that relate to trading balances are placed on inter-company accounts with no specific credit period.

 

 

Compensation of key management personnel (being the Executive Directors)

2019

£'000

2018

£'000

Short-term employee benefits

556

831

Post-employment benefits

42

38

 

598

869

 

In addition to the above amounts, key management personnel who were also shareholders received £29,865 of dividends in respect of their shareholdings in the year ended 31 January 2019 (2018: £14,454).

 

The Board of Directors' remuneration in accordance with Schedule 5 of the Accounting Regulations was as follows:

 

 

Aggregate Directors' remuneration

2019

£'000

2018

£'000

Emoluments

1,196

1,004

Company contributions to money purchase pension contributions

42

38

 

1,238

1,042

 

Three Directors (2018: two Directors) were members of money purchase pension schemes during the year.

 

Further information about the remuneration of individual Directors is provided in the audited part of the Directors' Remuneration Report on pages 71 to 77 of the Annual Report.

 

 


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