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AIR Air Partner Plc

124.50
0.00 (0.00%)
28 Mar 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Air Partner Plc LSE:AIR London Ordinary Share GB00BD736828 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 124.50 124.50 125.00 0.00 00:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Air Partner PLC Annual Report and Notice of AGM 2019 (9919Y)

14/05/2019 12:16pm

UK Regulatory


Air Partner (LSE:AIR)
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TIDMAIR

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 
                                                 T. +44 (0)1293 844 
       Air Partner                               788 
       Mark Briffa, Chief Executive Officer 
       Joanne Estell 
 

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            Strategy 
                                                                    to mitigate                   impact 
 Operational     Recruitment              Inability                Annual performance            Customers 
                  and retention            to                       management reviews            Developing 
  Increased       The challenge            attract key              using best practice           and retaining 
                  of attracting            talent,                  processes.                    our people 
                  new talent               restricting              Remuneration                  Growing 
                  and retaining            the                      packages evaluated            organically 
                  existing key             Group's ability          regularly against             Broadening 
                  staff who                to                       market trends.                our offer 
                  have in-depth            grow revenue             Investment to 
                  knowledge                and                      build a 
                  of the                   deliver on               learning organisation 
                  business and             growth                   with a focus on 
                  industry.                strategy.                culture, 
                  Our people               Inability                reward and recognition. 
                  are our competitive      to retain                Implementation 
                  advantage                key individuals          of the 
                  especially               leading to               right HR infrastructure. 
                  around sector            a loss of                Talent and succession 
                  knowledge,               earnings and             plan reviews. 
                  key customer             key customer/supplier    Owner: Craig Pattison, 
                  relationships            contacts.                Group HR Director 
                  and technical            The loss 
                  expertise                of key 
                  in the                   personnel 
                  aviation industry.       following 
                                           acquisitions 
                                           may 
                                           impact performance 
                                           and value. 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Environment     Changing market          Limited visibility       We measure customer           Customers 
  and market      environment              of future                concentration and             Maintaining 
                  Forward visibility       bookings may             ensure we have                brand value 
  No change       of air                   result in                a well-diversified 
                  charter bookings         a cost structure         client base across 
                  is often measured        that does                governments and 
                  in days or               not align                non-governmental 
                  weeks                    with market              organisations, 
                  rather than              conditions.              commercial enterprises 
                  months and                                        and individuals, 
                  can                                               as well 
                  be materially                                     as across geographic 
                  impacted by                                       regions. This allows 
                  changes in                                        for 
                  financial                                         some 'smoothing' 
                  markets, political                                when 
                  instability                                       there are seasonal 
                  and natural                                       or 
                  events affecting                                  sectorial changes 
                  the movement                                      in 
                  of people                                         demand. 
                  or cargo from                                     Air Partner actively 
                  one country                                       seeks to grow the 
                  to another.                                       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 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Environment     Market disruption        The Group's              Invest in our                 Customers 
  and market      The challenge            ability to               Customer                      Growing 
                  of retaining             maintain and             First programme               organically 
  No change       and expanding            grow revenue             to drive customer 
                  customers                could be adversely       loyalty and improve 
                  in a highly              affected.                retention. 
                  competitive                                       Continue to invest 
                  environment                                       in 
                  with low barriers                                 the roll-out of 
                  to entry (in                                      a new CRM/booking 
                  Charter).                                         tool to 
                  The risk                                          improve the customer 
                  of falling                                        experience relative 
                  behind                                            to 
                  competitors                                       peers. 
                  in product                                        Continually review 
                  development,                                      technology innovations 
                  technology                                        in the sector and 
                  innovation,                                       assess 
                  standards                                         appropriateness 
                  of                                                to Air 
                  service or                                        Partner. 
                  cost                                              Actively seek 
                  effectiveness.                                    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 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Operational     IT systems               Breach of                The Group uses                Customers 
                  and                      confidentiality          modern IT systems             Maintaining 
  Increased       cybersecurity            and attack               and                           brand value 
                  Cyber attacks            on the                   ensures that they 
                  seeking to               Company's                are 
                  compromise               assets                   well maintained 
                  the                      affecting                and 
                  confidentiality,         customer                 upgraded to mitigate 
                  integrity                service, financial       the risk of failure. 
                  and                      performance              The latest network 
                  availability             and                      and 
                  of IT systems            reputation.              security protocols 
                  and the data             Systems failure          are 
                  held on them             could result             deployed to protect 
                  are an increasing        in                       against attack 
                  risk.                    business                 or loss 
                                           interruption             of data. 
                                           and                      The Group has 
                                           lost revenue.            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 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Strategic       Acquisitions             Poor acquisitions        Detailed due diligence        Broadening 
                  and integration          lead directly            undertaken with               our offer 
  Increased       Our strategy             to                       appropriately skilled         Maintaining 
                  is predicated            financial                personnel, supported          brand value 
                  primarily                damage                   internally and 
                  on organic               and indirectly           externally 
                  growth.                  to a                     as required. 
                  However, acquisitions    loss in shareholder      Negotiate appropriate 
                  are                      confidence.              representations 
                  key to our               Financial                and warranties 
                  growth strategy.         performance              commensurate with 
                  Acquisitions             suffers from             target's size and 
                  are both a               goodwill or              risk profile. 
                  risk and an              other                    Detailed integration 
                  opportunity.             impairment               plans drawn up 
                  We may invest            charges.                 with key accountabilities. 
                  funds and                Newly acquired           Post-acquisition 
                  resources                businesses               reviews conducted 
                  in acquisitions          deliver less             to 
                  which fail               value or require         capture key learnings 
                  to deliver               more investment          for future acquisitions. 
                  on expectations          than anticipated.        Owner: Mark Briffa, 
                  due to incorrect                                  CEO 
                  due diligence 
                  or poor execution 
                  post 
                  acquisition. 
                  This risk 
                  has increased 
                  over recent 
                  years 
                  as we actively 
                  explore a 
                  diversification 
                  strategy in 
                  aviation services. 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Compliance      Regulatory               Non- compliance          The Group has                 Customers 
  and internal    environment,             with regulations         dedicated legal               Developing 
  controls        ethics and               could result             resources                     and retaining 
                  compliance               in loss of               supplemented by               our people 
  Increased       The challenge            customers                external support              Maintaining 
                  of operating             or damage                arrangements to               brand value 
                  in multiple              to the                   ensure the management 
                  jurisdictions            Group's brand.           team fully understands 
                  subject to               Ethics or                current and future 
                  many different           compliance               legal and regulatory 
                  and evolving             breach causes            risk. 
                  laws and                 harm to our              The compliance 
                  regulations,             reputation,              aspect 
                  including                financial                of the Group is 
                  tax and civil            performance              a regular agenda 
                  aviation authority       and customer             item at both the 
                  requirements.            relationships            Board and Audit 
                  We have c.350            and                      and Risk 
                  employees                our ability              Committee. 
                  in a number              to attract               During the year, 
                  of countries.            and retain               actions were taken 
                  Individuals              talent.                  toward meeting 
                  may not all                                       the requirements 
                  behave in                                         of the new GDPR 
                  accordance                                        which came into 
                  with                                              force on 25 May 
                  the Company's                                     2018. 
                  values and                                        Owner: Judith Banks, 
                  ethical standards.                                General Counsel 
                  We operate                                        and 
                  in markets                                        Company Secretary 
                  requiring 
                  strict adherence 
                  to laws such 
                  as: 
                  bribery and 
                  corruption; 
                  international 
                  trade laws; 
                  and 
                  General Data 
                  Protection 
                  Regulation 
                  (GDPR). 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Contractual     Suppliers                Failure of               We have an approved           Customers 
  and             and operators            aircraft or              list of aircraft              Maintaining 
  counterparty    Reliance                 operator chartered       that we                       brand value 
                  on third parties         by Air Partner.          charter on behalf 
  No change       for                      Loss of customers        of our clients, 
                  delivery of              and revenues.            ensuring that the 
                  services to              Loss of earnings         best and most appropriate 
                  end                      and cash impact.         aircraft is used. 
                  clients.                                          Air Partner's 
                  Operator                                          approved 
                  compliance                                        list is continually 
                  with                                              screened, assessed 
                  Relevant regulations.                             and 
                  Financial                                         benchmarked to 
                  exposure if                                       ensure 
                  clients                                           every aircraft 
                  fail to pay                                       meets all 
                  for Charter                                       our stringent tests, 
                  services after                                    as 
                  Air Partner                                       well as all third-party 
                  has paid the                                      requirements and 
                  operators                                         independent assessments. 
                  in                                                The Group constantly 
                  advance of                                        monitors defaults 
                  flight take-off,                                  of 
                  which is custom                                   customers and other 
                  and practice                                      counterparties 
                  in the industry.                                  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 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Financial       Financial                Loss of earnings.        The Group's policy            Customers 
  Performance     transactions                                      on                            Maintaining 
                  There is                                          foreign currency              brand value 
  No change       a foreign                                         risk is 
                  exchange                                          not to enter into 
                  risk as we                                        forward contracts 
                  buy and sell                                      until a firm contract 
                  goods and                                         has been signed. 
                  services in                                       Furthermore, Air 
                  currencies                                        Partner considers 
                  other than                                        using derivatives 
                  Sterling.                                         where 
                  Movements                                         appropriate to 
                  in                                                hedge 
                  exchange rates                                    its exposure to 
                  can affect                                        fluctuations in 
                  these, particularly                               foreign 
                  the                                               exchange rates. 
                  US Dollar                                         The 
                  and Euro rates.                                   purpose is to manage 
                  There is                                          the currency risks 
                  a liquidity                                       arising from the 
                  risk in                                           Group's operations. 
                  paying operators                                  The Group aims 
                  before a flight                                   to 
                  occurs or                                         mitigate liquidity 
                  before                                            risk 
                  payment is                                        by, where possible, 
                  received from                                     making payments 
                  the client.                                       to 
                                                                    operators only 
                                                                    once 
                                                                    payment from the 
                                                                    client has been 
                                                                    received. 
                                                                    Owner: Joanne Estell, 
                                                                    CFO 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Compliance      Effective                Loss of earnings.        Our Risk Management           Maintaining 
  and internal    control                  Brand reputation         Framework is overseen         brand value 
  controls        environment              and trust.               by the Audit and 
                  Ensuring                                          Risk 
  No change       appropriate                                       Committee; refer 
                  and                                               to page 36 of the 
                  effective                                         Annual Report to 
                  controls and                                      understand our 
                  risk management                                   process. 
                  frameworks                                        The key learnings 
                  are embedded                                      from 
                  in our changing                                   the recent accounting 
                  business.                                         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 
                -----------------------  -----------------------  ----------------------------  --------------- 
 Environment     Brexit                   Financial                Senior management             Maintaining 
  and market      There is                 loss.                    and                           brand value 
                  uncertainty              Business                 the Board regularly 
  No change       of the outcome           interruption.            consider the potential 
                  and                                               impact of the UK's 
                  implications                                      withdrawal from 
                  for both the                                      the EU. 
                  UK and aviation 
                  market                                            While the full 
                  following                                         implications 
                  the UK's exit                                     and consequences 
                  from the EU                                       will 
                  (Brexit).                                         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 
                -----------------------  -----------------------  ----------------------------  --------------- 
 

Related party transactions

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

 
                                               2019       2018 
   Trading transactions                         GBP'000    GBP'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.

 
                                                      2019       2018 
   Compensation of key management personnel (being     GBP'000    GBP'000 
   the Executive Directors) 
 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 GBP29,865 of dividends in respect of their shareholdings in the year ended 31 January 2019 (2018: GBP14,454).

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

 
                                                    2019       2018 
   Aggregate Directors' remuneration                 GBP'000    GBP'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.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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May 14, 2019 07:16 ET (11:16 GMT)

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