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The following is an excerpt from a 20-F SEC Filing, filed by BRITISH AIRWAYS PLC on 8/2/2004.
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BRITISH AIRWAYS PLC - 20-F - 20040802 - RESULTS_OF_OPERATIONS

Results of Operations

          The following table sets out the year-over-year percentage changes in Group turnover and selected Group operating statistics (volume, capacity and yield) for the three-year period ended March 31, 2004:

 

 

Year ended March 31

 

 

 


 

 

 

2004

 

2003

 

2002

 

 

 


 


 


 

 

 

(Change%)

 

Group operating revenue

 

 

(1.7

)

 

(7.8

)

 

(10.1

)

Group operations:

 

 

 

 

 

 

 

 

 

 

     Volume (RTKs)

 

 

3.9

 

 

(2.9

)

 

(13.9

)

     Capacity (ATKs)

 

 

2.5

 

 

(6.7

)

 

(9.3

)

     Yield (Revenue/RTK) (1)

 

 

(5.4

)

 

(3.8

)

 

4.2

 




(1) Scheduled services (passenger and cargo) and non-scheduled passenger services revenue as a percentage of RTKs

Year by Year Analysis

Year ended March 31, 2004 compared with year ended March 31, 2003

Revenue

          Group turnover fell in the year by 1.7% to £7,560 million in fiscal 2004. Passenger and cargo revenue (turnover from airline operations scheduled and non-scheduled services) accounted for approximately 92% of Group operating revenue. For the year, airline operations revenue fell by 1.7% to £6,953 million on a flying program 2.5% larger in ATKs. 

          Compared with fiscal 2003, in fiscal 2004 airline operations passenger traffic (RPKs) increased by 3%, while capacity (ASKs) was 1.5% higher. As a result passenger load factor increased by 1.1 points compared with fiscal 2003 to 73%. Passenger yield (scheduled and non-scheduled passenger revenue per RPK) declined by 4.3% for the year.

          Cargo (i.e. freight and mail) volumes (CTKs) were up 6% compared with fiscal 2003 but yields fell by 9.7%. Cargo revenue was down 4.3% from £484 million to £463 million.

          Other revenue fell 1.1% to £607 million.

33



Expenditure

          Net operating expenditure (total operating expenditure less other revenue), decreased by 3.4% compared to fiscal 2003. Unit costs (net operating expenditure per ATK) were 5.7% lower than fiscal 2003.

          See footnote (7) to the operating statistics in Item 3 for the calculation of total operating expenditure per RTK and per ATK.

          The table below summarizes total Group operating expenditure and year on year changes in expenditure over the three financial years ended March 31, 2004:

 

 

Year ended March 31

 

 

 


 

 

 

2004

 

2003

 

2002

 

2004

 

2003

 

2002

 

 

 


 


 


 


 


 


 

 

 

(% Increase / (decrease))

 

(£ million)

 

Employee costs

 

 

4

 

 

(13

)

 

1

 

 

2,180

 

 

2,107

 

 

2,409

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

(8

)

 

(5

)

 

8

 

 

679

 

 

734

 

 

770

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aircraft operating lease costs

 

 

(29

)

 

(5

)

 

(10

)

 

135

 

 

189

 

 

199

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fuel and oil costs

 

 

10

 

 

(18

)

 

(7

)

 

922

 

 

842

 

 

1,028

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Engineering and other aircraft costs

 

 

(14

)

 

(12

)

 

2

 

 

511

 

 

592

 

 

673

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Landing fees and en route charges

 

 

(5

)

 

(6

)

 

(5

)

 

549

 

 

576

 

 

615

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Handling charges, catering and other operating
costs

 

 

(3

)

 

(13

)

 

(15

)

 

934

 

 

961

 

 

1,110

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling costs

 

 

(22

)

 

(14

)

 

(27

)

 

554

 

 

706

 

 

824

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, ground equipment costs and
currency differences

 

 

1

 

 

(17

)

 

11

 

 

691

 

 

686

 

 

822

 

 

 



 



 



 



 



 



 

Total Group operating expenditure

 

 

(3

)

 

(13

)

 

(5

)

 

7,155

 

 

7,393

 

 

8,450

 

 

 



 



 



 



 



 



 

          The operating expenditure for the year ended March 31, 2003 included a charge of £84 million relating to Concorde - - the retirement of the Concorde fleet took place on October 24, 2003

          In fiscal 2004, employee costs increased by 3.5% to £2,180 million as pension, wage and National Insurance increases were only partially offset by manpower reductions and other efficiencies together with the disposal of dba. Total Manpower Equivalents (“MPEs”) at Group level were down by 3,798 (7.4%) compared with March, 2003.

          Depreciation and amortization costs reduced by 7.5% compared with fiscal 2003 to £679 million reflecting primarily the £58 million prior year charge relating to the impairment of Concorde capitalized engineering modifications and rotable inventory.  Increases in depreciation relating to the continuing embodiment of new products on the Boeing 777 fleet were offset by the favorable exchange impact of the weaker US Dollar.

          Aircraft operating lease costs reduced by 28.6% to £135 million compared with fiscal 2003 as a result of the return to lessors of Boeing 737-300s, 737-400s and Boeing 757s, the disposal of dba (which reduced leased Boeing 737-300s by 16 aircraft), and exchange impacts. Onerous lease charges in the year were £15 million (relating to the withdrawal of the British Airways CitiExpress ATP fleet), £12 million lower than fiscal 2003 when the sub-lease of the J41 fleet resulted in a charge of £27 million.

          Fuel and oil costs increased by 9.5% compared with fiscal 2003 to £922 million due to a 9.9% increase in fuel price, the unwinding of prior year hedging benefits and the impact of the increased flying schedule. These were partially offset by the favorable exchange impact of the weaker US Dollar and the disposal of dba.

34



          Engineering and other aircraft costs reduced by 13.7% to £511 million compared with fiscal 2003, reflecting increased recoveries of insurance costs from franchisees, the disposal of dba and the impact of exchange together with the prior year charge of £26 million relating to the write-down of Concorde stock. This was partially offset by the costs of additional cargo freighter activity.

          Landing fees and en route charges fell by 4.7% compared with fiscal 2003 to £549 million. This principally reflects increased recoveries of Passenger Service Charges (including those relating to transfer passengers) as well as efficiencies and the impact of the disposal of dba. These are partially offset by increases in price and the adverse exchange impact of the stronger Euro.

          Handling charges, catering and other operating costs decreased by 2.8% compared with fiscal 2003 to £934 million, as a result of a reduction in subcontract costs, efficiencies across the operational areas and the impact of dba, partially offset by the costs of the unofficial industrial action in July, 2003 and costs associated with increased cargo freighter activity.

          Selling and marketing costs fell by 21.5% compared with fiscal 2003 to £554 million. The impact of the restructuring of travel agent commissions and the increase in online sales (leading to savings in booking payments) were partially offset by increases in marketing costs.

          Accommodation, ground equipment costs and currency differences increased by 0.7% compared with fiscal 2003 to £691 million. Reductions in information management spend, property costs and vehicle contract costs were more than offset by adverse exchange impacts of £29 million, primarily due to the impact of the weaker US Dollar on the balance sheet retranslation.

Geographical analysis

          See “Item 4 – Information on the Company – Segmental Information – Geographical Analysis” and Note 3 to the Financial Statements.

          With the exception of Asia Pacific, the operating result for the year improved in all regions despite the impact of the Iraq War, SARS and economic weakness at the start of the year. Asia Pacific was most affected by the impact of SARS and fuel price increases.

          The short-haul result improved significantly on previous years – overall losses were halved to £60 million. However, new entrant growth on regional routes reduced British Airways CitiExpress results, triggering aggressive cost reduction initiatives. The short-haul result also included a one-off £18 million charge relating to the withdrawal of the ATP fleet.

Share of operating profit in associates

          BA’s share of operating profits from associated undertakings improved by £19 million to £58 million during the year, principally due to improvement in the operating profits of Qantas.

          In April 2003, Amadeus Global Travel Distribution took a 16.67% stake in Opodo. This resulted in the dilution of the Group’s shareholding from 22.86% to 19.05%, and a profit on deemed disposal of £5 million.

Profit/loss on disposal of fixed assets and investments

          Losses on disposals of fixed assets and investments for fiscal 2004 were £46 million, compared to fiscal 2003 when profits of £60 million were generated from disposals of aircraft and rationalization of our property portfolio.

          The losses on disposal in this financial year primarily reflect the disposal of dba on June 30, 2003 for a loss in the period of £83 million. This was partially offset by profits on the sale and leaseback of five Airbus A320 aircraft and V2500 spare engines. Other disposals during the year included the sale of a 20% holding in China Aircraft Services, the Speedwing Mobile Communications business and the sale and leaseback of two Boeing 777-200 aircraft.

35



Net interest payable

          Net interest expense for fiscal 2004 was £200 million, £55 million lower than fiscal 2003. This included a credit relating to the revaluation of Yen debts (used to fund aircraft acquisitions) of £15 million, compared to a charge the previous year of £10 million. The revaluation -- a non-cash item required by UK GAAP-- results from the weakening of the Yen against Sterling.

          Excluding the revaluation, the improvement in interest expense reflected lower rates, a higher cash balance and lower gross debt, together with exchange benefits.

Other income/charges

          Other income of £13 million for fiscal 2004 primarily relates to lease transfer consent fees. This compares to a charge of £4 million in fiscal 2003.

Tax

          The analysis of the tax charge is set out in Note 11 to the Financial Statements.

          In fiscal 2004, as in fiscal 2003, there is no tax payable on operating results in the UK, as adjusted for taxation. During the fiscal year, the Group has remitted profits to the UK from subsidiaries and associates including those in Australia and Spain. The UK tax charge arising on such profits has been offset partially by credits for taxes paid overseas and by other loss surrenders. No tax arises on profits on disposals as such profits are covered by tax losses from current and prior periods.

Earnings per share

          For the year ended March 31, 2004, profits attributable to shareholders were £130 million, equivalent to earnings of 12.1 pence per share, compared with earnings of 6.7 pence per share in the prior year.

Capital expenditure

          During the three-year period ended March 31, 2004, capital expenditure and investments totaled approximately £1,527 million for the Group, principally related to the acquisition of aircraft and other equipment.

          The following table summarizes Group capital expenditure in the three-year period ended March 31, 2004:

 

 

2004

 

2003

 

2002

 

 

 


 


 


 

 

 

(£ million)

 

Aircraft, spares, modifications and refurbishments
(net of refund of progress payments)

 

 

154

 

 

225

 

 

739

 

Property and equipment (net of refund of progress
payments)

 

 

67

 

 

95

 

 

121

 

Landing rights

 

 

14

 

 

32

 

 

12

 

 

 



 



 



 

 

 

 

235

 

 

352

 

 

872

 

Investments

 

 

0

 

 

24

 

 

44

 

 

 



 



 



 

 

 

 

235

 

 

376

 

 

916

 

 

 



 



 



 

          See Notes 13, 14 and 17 to the Financial Statements.

36



Working capital

          At March 31, 2004, net current liabilities were £231 million, up £52 million on the prior year. This change principally reflects higher creditors (£92 million) due to increased sales in advance of carriage and reductions in stock. These were partially offset by an increase in debtors, due to improved sales volumes and revenue and an £18 million increase in cash, short-term loans and deposits.

          Sales in advance of carriage increased from £783 million to £859 million due to improved forward bookings.

Cash flow

          Net cash inflow from operating activities totaled £1,093 million, £92 million less than last year as the improvement in operating profit was more than offset by the reduction in depreciation and the impact of working capital movements.

          The net cash flow before management and liquid resources and financing was £874 million, a reduction of £357 million from last year, due to the decrease in operating cash flow and a reduction in disposal proceeds, partially offset by a reduction in capital expenditure.

Leases and other financing arrangements

          The following table sets out the movements in loans and capital obligations under finance leases and hire purchase arrangements for the three-year period ended March 31, 2004 (see also note 28):

 

 

 

 

Finance leases

 

 

 

 

 

 

 

and hire

 

Total

 

 

 

Bank and

 

purchase

 


 

 

 

other loans

 

 arrangements

 

2004

 

2003

 

2002

 

 

 


 


 


 


 


 

 

 

 

 

 

 

(£ million)

 

Balance at April 1

 

 

1,332

 

 

 

5,357

 

 

 

6,689

 

 

7,401

 

 

7,043

 

New loans raised

 

 

81

 

 

 

 

 

 

81

 

 

13

 

 

495

 

Assumed from subsidiary acquired during
the year

 

 

 

 

 

 

 

 

 

 

 

 

117

 

Non-cash refinancing

 

 

193

 

 

 

(225

)

 

 

(32

)

 

 

 

 

Loans, finance leases and hire purchase
 arrangements undertaken to finance the
 acquisition of aircraft and other assets

 

 

 

 

 

97

 

 

 

97

 

 

221

 

 

512

 

Repayment of amounts borrowed

 

 

(339

)

 

 

(576

)

 

 

(915

)

 

(797

)

 

(712

)

Effect of exchange rate changes

 

 

(42

)

 

 

(162

)

 

 

(204

)

 

(149

)

 

(54

)

 

 

 


 

 

 


 

 



 



 



 

Balance at March 31

 

 

1,225

 

 

 

4,491

 

 

 

5,716

 

 

6,689

 

 

7,401

 

 

 

 


 

 

 


 

 



 



 



 

          Three A320 aircraft were delivered during the year ended March 31, 2004.  The aircraft were financed on balance sheet through US Dollar denominated cross border finance leases. Five older A320 aircraft were sold and leased back for a period of five years. Two Boeing 777-200 aircraft were sold and leased back for a period of ten years. These were the first of our Boeing 777-200 aircraft to be taken off balance sheet, thereby starting to manage the Group’s residual value exposure to this aircraft fleet.

          For the purposes of the Financial Statements foreign currency debt is translated into Sterling at year-end exchange rates. Gains and losses on translation are recognized in the profit and loss account except for changes in the Sterling value of US Dollar denominated debt that finances US Dollar denominated fixed assets. These gains or losses are taken to reserves, together with the differences arising on the translation of the related assets. The debt translation gain taken to reserves amounted to £169 million (2003: £139 million gain).

Net debt/total capital ratio

          Net debt at March 31, 2004 amounted to £4,158 million, including convertible bonds of £112 million and net of cash and short-term loans and deposits totaling £1,670 million. This reduction of £991 million reflected the application of the operating cash flow to the net repayment of debt and exchange effects.

37



          The net debt/total capital ratio stood at 53.8%, a 6.9 point reduction versus last year mainly due to the reduction in net debt. Including operating leases, net debt was 58.2%, a 6.4 point reduction from last year.

Share capital

          The number of shares allotted, called up, and fully paid on March 31, 2004 was 1,082,845,000 (March 31, 2003: 1,082,784,000). On June 16, 2003, 11,000 ordinary shares were issued in exchange for 26,000 Convertible Capital Bonds 2005 on the basis of one ordinary share for every 2.34 Bonds held. During the year ended March 31, 2004, 50,000 shares were issued on the exercise of options under Employee Share Option schemes.

Year ended March 31, 2003 compared with year ended March 31, 2002

Revenue

          Group turnover fell by 7.8% to £7,688 million in fiscal 2003. Passenger and cargo revenue (turnover from airline operations scheduled and non-scheduled services) accounted for approximately 92% of Group turnover. For the year, traffic revenue fell by 6.6% to £7,074 million on a flying program 6.7% smaller in ATKs.

          Compared with fiscal 2002, in fiscal 2003 airline operations passenger traffic in RPKs declined 5.8%, while capacity in ASKs was reduced by 7.9%. Passenger load factor (RPKs/ASKs) increased by 2 points compared with fiscal 2002 to 72%. Passenger yield (scheduled and non-scheduled passenger revenue per RPK) declined by 1.3% for the full year.

          Cargo (i.e. freight and mail) volumes (CTKs) were up 4.4% compared with fiscal 2002 but yields (cargo revenue per CTK) fell by 4.0%. Cargo revenue was almost flat, up 0.2% from £483 million to £484 million.

          Other revenue fell 20.2% to £614 million, primarily due to a reduction in revenue from the Qantas Joint Services Agreement, as well as deterioration in third party engineering revenue.

Expenditure

          Net operating expenditure (total operating expenditure less other revenue) decreased by 11.7% as compared to fiscal 2002. Unit costs (net operating expenditure per ATK) were 5.5% lower than fiscal 2002 (total Group operating expenditure was 12.5% lower than in fiscal 2002).

          See footnote (7) to the operating statistics in Item 3 for the calculation of total operating expenditure per RTK and per ATK.

          The operating expenditure for the year ended March 31, 2003 includes a charge of £84 million relating to the retirement of the Concorde fleet. See Note 4 to the Financial Statements and “Item 4 – Information on the Company – Marketing and Sales – Concorde”.

          In fiscal 2003, employee costs fell by 13% to £2,107 million, primarily reflecting reduced staff numbers due to the FSAS program and other efficiency actions, as well as the FSAS restructuring charge of £80 million in 2002 (see Note 30 to the Financial Statements). Total Manpower Equivalents (MPEs) at Group level, were down by 4,854 at March 2003 compared with March 2002 and by 11,880 compared with August 2001. Compared with fiscal 2002, in fiscal 2003 the average number of employees in the Group, in manpower equivalents (MPE), fell by 11.6% to 53,440 and productivity (ATKs per MPE) improved by 5.6%.

          Depreciation and amortization costs reduced by 5% compared with fiscal 2002 to £734 million reflecting primarily the withdrawal of the Boeing 747-200 fleet (including the prior year accelerated depreciation), partially offset by the £58 million charge relating to the impairment of capitalized Concorde engineering modifications and rotable inventory.

          Aircraft operating lease costs reduced by 5% compared with fiscal 2002 to £189 million as a result of the return to lessors of Embraer 145s and Dash 8s, as well as Boeing 737-300s. These were partially offset by a £27 million onerous lease provision relating to the sub-lease of the British Airways CitiExpress Limited Jetstream 41 fleet (12 aircraft) to Eastern Airways.

38



          Fuel and oil costs fell by 18% compared with fiscal 2002 to £842 million due to hedging benefits, reduced flying, efficiencies from smaller, newer aircraft and the exchange rate effect of the weaker US Dollar, which more than offset the increase in spot price.

          Engineering and other aircraft costs reduced by 12% compared with fiscal 2002 to £592 million, reflecting a volume related reduction in subcontract costs, cost efficiencies and exchange benefits, partially offset by the charge of £26 million relating to the write-down of Concorde stock and committed spend, together with increased costs of hull insurance post September 11, 2001.

          Landing fees and en route charges fell by 6% compared with fiscal 2002 to £576 million. This principally reflects benefits from reduced flying and the recovery of passenger service charges from transfer passengers, as well as efficiencies.

          Handling charges, catering and other operating costs decreased by 13% compared with fiscal 2002 to £961 million, as a result of reduced passenger numbers, reduction in subcontract costs and efficiencies across the operational areas.

          Selling costs fell by 14% compared with fiscal 2002 to £706 million. The introduction of the new agent commission structures, reduced sales volume and exchange rate effects were the main reasons for this reduction, partially offset by increases in advertising and promotional activity to support the launch of the new short-haul pricing model.

          Accommodation, ground equipment costs and currency differences fell by 17% compared with fiscal 2002 to £686 million. This reflected a reduction in contractors, reduced information systems spend, reduced property costs, exchange differences and lower bad debt provisions, partially offset by increases in insurance.

Geographical analysis

          See “Item 4 – Information on the Company – Segmental Information – Geographical Analysis” and Note 3 to the Financial Statements.

          Operating profit improved in all regions compared with the prior year as cost reductions more than offset the deterioration in revenue. Traffic was down in all areas except in the UK where lower prices throughout fiscal 2003, stimulated demand.

          The effect of the war in Iraq and terrorism on America’s traffic and yield was more than offset by cost improvements, and despite the impact of the charges relating to Concorde, Americas remained the most profitable region.

          In addition to cabin mix benefits and lower fuel prices, Africa and South Asia both benefited from underlying passenger yield improvements.

          Reduced capacity on the Far East and Australasia routes and improvements in scheduling had a positive impact on loads and yields.

          Short-haul prices fell, reducing yields in an intensely competitive environment, but an 11% reduction in capacity (measured in ASKs) out of London cut volume-related costs and raised passenger load factors. Combined with aggressive cost initiatives and lower fuel prices, this halved the fiscal 2002 loss in Europe.

Share of operating profit from associates

          BA’s share of operating profit from associated undertakings improved by £17 million to £39 million during fiscal 2003, principally due to improvement in the operating profits of Qantas.

          In November 2002, BA sold its 50% shareholding in accoladia, the joint venture between Thomas Cook Limited and the outbound tour business of British Airways Holidays as the partnership no longer fitted the strategies of either company. The British Airways Holidays brand reverted to the Company’s control. In December, 2002, BA sold its stake in the Australian travel businesses Concorde International Travel and World Aviation Services.

39



Profit on sale of fixed assets and investments

          Profit on disposals of fixed assets and investments for the year ended March 31, 2003 was £60 million, down £85 million from the prior year when our disposal of Go Fly Limited in June, 2001 generated £98 million.

          Disposals during fiscal 2003 included Boeing 777-200, 737-400, 757-200 and the sale and leaseback of Airbus A320 aircraft as well as GE90 engines. There was also significant rationalization of our property portfolio including the sale of the New York crew hotel, Astral Towers Crawley and Odyssey Business Park. Where necessary, these property sales were accompanied by the leasing of space from the purchaser for differing periods depending on future business requirements.

Net interest payable

          Net interest payable for the year ended March 31, 2003 was £255 million, £23 million lower than the previous year. This included a charge for the retranslation of the Yen debt (used to fund aircraft acquisitions) of £10 million, compared to a credit the previous year of £49 million. The retranslation results from the movement of the Yen against Sterling. See Note 10 to the Financial Statements.

          Excluding the retranslation, the improvement in interest payable reflected lower rates, a higher cash balance and lower gross debt, together with foreign exchange benefits.

Other income/charges

          Other charges of £4 million for the year ended March 31, 2003 primarily related to the write-down of our investments in the trade exchange Cordiem and The Airline Group (NATS), partially offset by £7 million of lease transfer income.

          The £5 million write-down in the value of NATS equity to £7.3 million reflected revised estimates of the future long-term benefits of the investment.

          This compared to other income of £21 million in the prior year, relating primarily to £22 million compensation received from the UK Government for the closure of US airspace immediately following September 11, 2001.

Tax

          The analysis of the tax charge is set out in Note 11 to the Financial Statements.

          There was no tax payable on operating results in the UK. During the year ended March 31, 2003, the Group remitted profits to the UK from subsidiaries and associates including those in Australia and Spain. The UK tax charge arising on such profits was offset partially by credits for taxes paid overseas and by other loss surrenders. No tax arose on profits on disposals as such profits were covered by tax losses from current and prior periods.

Earnings per share

          Profit for the year attributable to shareholders was £72 million, equivalent to net earnings per Ordinary Share of 6.7 pence, compared with a loss for the year of £142 million equivalent to a net loss per Ordinary Share of 13.2 pence in the prior year.

Aircraft fleet changes

          The number of Group aircraft in service at March 31, 2003 was 330, a reduction of 30 on the prior year. Aircraft disposals and returns to lessors comprised nine Boeing 757-200, two Boeing 777-200, six Boeing 737-300, two Boeing 737-400, four de Havilland Canada DHC-8 and two Embraer RJ145 aircraft. Deliveries comprised 11 Airbus A320 and one Embraer RJ145 aircraft. Of the 12 British Airways CitiExpress Limited Jetstream 41 aircraft, one had been sub-leased and 11 stood down pending sub-lease to Eastern Airways.

          Other stand-downs included one Boeing 757-200, and two Boeing 737-400 aircraft pending disposal or return to lessor, together with two Concorde, reflecting the announcement on April 10, 2003 that the fleet  would be retired from service in October 2003.

40



Cash flow

          Cash inflow from operating activities in fiscal 2003 totaled £1,185 million, an improvement of £319 million on the prior year principally due to the improvement in operating profit. Tangible fixed assets purchased for cash amounted to £293 million, £452 million less than the prior year and the sale of tangible fixed assets and investments generated proceeds of £351 million. The reduction in capital spend and the continuing asset disposals reflected the ongoing implementation of the FSAS program.

Leases and other financing arrangements

          Eleven A320 aircraft were delivered during the year ended March 31, 2003. Five of the aircraft were financed through US Dollar denominated operating leases and two aircraft were financed through UK operating leases. The remaining four aircraft were financed on balance sheet; two through US Dollar denominated cross border finance leases and two through UK finance leases.

          Three A319 aircraft that were delivered in the previous year were financed during fiscal 2003, through US Dollar denominated cross border finance leases. Five short-haul Airbus aircraft that had been delivered and financed on operating leases shortly after September 11, 2001 were refinanced during fiscal 2003, at lower rates on US Dollar denominated operating leases. A Boeing 777-200 which had also been delivered and financed in the previous year was refinanced at lower rates through a cross-border US Dollar denominated finance lease.

          In June, 2002, US$85 million was raised by way of a 30-year New York municipal bond issue to finance the recently completed renovation of the JFK terminal in New York. The bond represents an unsecured debt obligation of the Company and carries interest at 7. 5 / 8 %.

          For the purposes of the Financial Statements foreign currency debt is translated into Sterling at year-end exchange rates. Gains and losses on translation are recognized in the profit and loss account except for changes in the Sterling value of US Dollar denominated debt that finances US Dollar denominated fixed assets. These gains or losses are taken to reserves, together with the differences arising on the translation of the related assets. The debt translation gain taken to reserves amounted to £139 million (2002: £4 million loss).

Share capital

          The number of shares allotted, called up, and fully paid on March 31, 2003 was 1,082,784,000 compared with 1,082,757,000 on March 31, 2002. On June 17, 2002, 24,000 Ordinary Shares were issued in exchange for 57,000 Convertible Capital Bonds 2005 on the basis of one Ordinary Share for every 2.34 Bonds held. During the year, 3,000 shares were issued on the exercise of options under Employee Share Option schemes.

Outlook

          Additional security expenditure is expected to continue and our fuel costs for the year ahead are projected to be approximately £150 million higher than 2004.  At the same time intercontinental premium travel volumes are recovering steadily, while short-haul premium traffic remains at lower levels. Demand for non premium travel is meeting expectations with the help of competitive offers in most major markets. We continue to forecast a small revenue improvement in the current year. We expect that small yield declines during the year will be more than offset by volume.

          Although FSAS is now a reality and that particular strategy phase is complete, competitive pressures emphasize the need to continue simplifying the business and reduce costs further. The ultimate objective is a sustainable annual operating margin of 10%, in order to achieve long-term stability and acceptable rewards for shareholders, employees and customers.

41



Other matters

Future Size and Shape

          Cost reduction targets were exceeded for all the FSAS programs – manpower costs, distribution, procurement and information technology.

          In addition to the cost programs, targets were also set and achieved for manpower, capital spend and disposals.

Business Plan

          The 2004/06 Business Plan was communicated internally on January 28, 2004 and includes a further savings in employment costs, together with the continuing delivery of the prior year’s Business Plan programs of Customer Enable BA (ceBA), Employee Self Service and External Spend.

British Airways CitiExpress

          BA is continuing to simplify and strengthen its UK regional operation.

          In October, 2003, British Airways CitiExpress transferred the operation of its Plymouth-Gatwick route to Air Southwest.

          As part of the strategy to move to an all-jet regional operation, the entire remaining fleet of eight British Aerospace ATPs has been stood down, five returned to lessor and three sub-leased to Loganair. In March, 2004, the transfer took place of five British Airways CitiExpress intra-Scotland routes to Loganair; the three sub-leased ATPs will be operated on these routes. It has also been announced that British Airways CitiExpress will no longer operate four Isle of Man routes, previously ATP-operated, but will retain routes from London Gatwick and Manchester to the island with different aircraft types.

Alliance benefits

          The one world alliance includes eight members: BA, Aer Lingus, AA, Cathay Pacific, Finnair, Iberia, LanChile and Qantas. Co-operation across the alliance in a number of areas benefits the customer and increases the airlines’ effectiveness. one world offers a substantial package of customer benefits, including reciprocal reward and recognition programs, common lounge access, smoother transfers, increased customer support and greater value.

          A commercial agreement with Swiss International Air Lines was concluded in September, 2003, involving the transfer of eight slot pairs to BA and codesharing on the Heathrow-Geneva route.  A proposal that Swiss would merge its frequent flyer program into the BA Executive Club and go on to join one world was rejected by Swiss on June 21, 2004.

          The final US Department of Transportation order, approving the American/BA  behind and beyond codeshare, was issued on May 30, 2003. The codeshare commenced in September, 2003, and by February, 2004, all initial phases of the codeshare had been implemented. In total, American  have placed their code on 68 BA routes to 58 destinations, spanning 34 countries and using nearly 300 flight numbers. In turn, BA have placed their code on 104 routes to 12 countries serving 85 destinations, of which 72 are new to the BA network. This includes the first transatlantic codeshares introduced – Manchester and Glasgow to Chicago and Manchester to New York.

          Outside one world, co-operation with Japan Airlines (JAL) continues in the form of Frequent Flyer Program agreements and codesharing. Codesharing commenced in January, 2004, on JAL flights between Tokyo and Seoul, Fukuoka, Osaka and Nagoya. JAL places its code on BA services between Heathrow and Hamburg and Stuttgart.

Subsidiaries

          On June 30, 2003, the sale was completed of dba to Intro GmbH, for a loss on disposal of £83 million.

          On August 27, 2003, the Group completed the disposal of Speedwing Mobile Communications, which formed part of Speedwing International Limited, to Air Radio Limited.  The profit on disposal from this sale was £3 million.

42



Qantas

          Dating from 1993, the relationship with Qantas is BA’s longest standing and deepest alliance relationship. Under the Joint Services Agreement (“JSA”) there is full strategic, tactical and operational co-operation on all of BA’s and Qantas’ flights that serve markets between the UK and Continental Europe, Southeast Asia and Australia. This co-operation continues to strengthen and provides customers with improved flight departure times, routings and value for money, offering the very best of customer service to all passengers.

          BA and Qantas continue to co-ordinate sales and marketing activities worldwide, and to share all costs and revenues on the JSA routes, giving both companies an incentive to improve the joint business. Additional value has been generated with cost saving and revenue co-operation across almost all functions.

          Qantas’ pre-tax profit for the six months ended December 31, 2003 (included in the March 31, 2004 result) amounted to A$530.3 million, an increase of 3.4% on the corresponding period in the prior year. Group profit after tax amounted to A$357.8 million, up 1.5%. Revenue for the six months was A$5.8 billion, down 4.4% compared to the prior year. Passenger revenue decreased by 4.8% and was due to a decline in RPKs of 0.8% and a yield deterioration of 5.2%.

          In April, 2003 and October, 2003, Qantas issued new shares by way of shareholder placings. On each occasion, BA did not take up its allocation, which resulted in the dilution of the Group’s shareholding from 18.93% to 18.25%.

Iberia

          In December 2003, the European Commission granted BA, Iberia and our franchise partner, GB Airways exemption for a period of three years under Article 81 of the EU Treaty. The three airlines have used this exemption to deepen co-operation on routes between the UK and Spain including from London Heathrow and Gatwick, to Madrid and Barcelona.

          In addition BA and Iberia have agreed that joint proposals will be developed for field sales co-operation and joint dealing in the UK and Spanish markets, for enhanced co-operation in revenue management, for systems co-operation and for a benefit share on routes between the UK and Spain.

          Iberia’s profit before tax for the 12 months to December 31, 2003 (included in the March 31, 2004 result) was €201.7 million, compared to a profit before tax last year of €194.1 million.

Franchising

          As at March 31, 2004 there were six franchises operating to 78 destinations of which 60 are additional to the BA (including British Airways CitiExpress) network.

Pensions

          We continue to account for our Group pension schemes under the current accounting standard SSAP 24.

          However, we are also required to disclose the impact of the new standard FRS 17 in the notes to the Financial Statements.  As at March 31, 2004, the accounting valuation of the Group pension schemes under FRS 17 shows a post-tax deficit of £1.2 billion, in line with the previous year’s valuation. The FRS 17 valuation reflects a snapshot of the pension scheme assets and liabilities at March 31, 2004 and does not impact employer’s contributions.

          The triennial actuarial review of the main UK pension schemes (APS and NAPS) was completed in October, 2003 and confirmed the cash contributions required to be made into the schemes. For APS, the Company is required to restart contributions at the rate of £26 million per year from November 1, 2003. For NAPS, the increase in the deficit requires additional contributions of £107 million to be made per year commencing from January 1, 2004. As a result, total contributions to APS and NAPS for the year ended March 31, 2004, were £158 million (excluding augmentation payments). Contributions for the financial year ending March 31, 2005 are expected to be approximately £250 million.

43



Liquidity and investments

          The Iraq war and the continuing risk of terrorist attacks led us to maintain high liquidity throughout the year. Cash flow was managed effectively through this period by achievement of the FSAS targets on capital and disposals.

          This strong cash generation has allowed us to accelerate debt repayments. During the year ended March 31, 2004, the Group repaid £344 million of debt early and intends to continually review liquidity requirements and repay debt early to utilize long-term surplus liquidity.

          At March 31, 2004 the Group had at its disposal short-term loans and deposits and cash at bank and in hand amounting to £1,670 million (2003: £1,652 million). In addition, the Group had undrawn long-term committed aircraft and general financing facilities totaling approximately US$761 million, a committed short-term unsecured revolving credit facility of US$100 million and undrawn uncommitted overdraft and money market lines totaling £46 million.

          The Group’s holdings of cash and short-term loans and deposits, together with committed funding facilities and net cash flow, are expected to be sufficient to cover the cost of all future committed aircraft deliveries due in the next three years.

          Surplus funds are invested in high quality short-term liquid instruments, usually bank deposits. Credit risk is managed by limiting the aggregate exposure to any individual counterparty, taking into account its credit rating. Such counterparty exposures are regularly reviewed and adjusted as necessary. Accordingly, the possibility of material loss arising in the event of non-performance by counterparties is considered to be unlikely.

Management of financial and fuel price risks

          The Board of Directors sets the treasury policies and objectives of the Group, and lays down the parameters within which the various aspects of treasury risk management are operated. The Board has approved a treasury governance statement that outlines the Group’s policies governing corporate and asset financing, interest rate risk, fuel price risk, foreign exchange risk and cash and liquidity management. The governance statement also lists the financial instruments that the Group’s treasury function is authorized to use in managing financial risks. The governance statement is under on-going review to ensure best practice in the light of prevailing conditions.

          Responsibility for ensuring that treasury practices are consistent and compatible with the agreed governance statement is vested in a Finance Committee which is chaired by the Chief Financial Officer.

          A monthly Treasury Committee, chaired by the Group Treasurer, approves risk management strategies and reviews major foreign exchange, fuel and interest rate exposures and actions taken during the month to manage those exposures.

          Group Treasury implements the agreed policies on a day-to-day basis to meet the treasury objectives in a risk averse though cost effective manner. These objectives include ensuring that the Group has sufficient liquidity to meet its day-to-day needs and to fund its capital investment program and other investments; deploying any surplus liquidity in a prudent and profitable manner; managing currency, fuel, interest rate and credit exposures; and managing the Group’s relationship with a large number of banks and other financial institutions world-wide.

          See also “Item 11 – Quantitative and Qualitative Disclosures about Market Risk”.

Financing and interest rate risk

          Most of the Group’s debt is asset related, reflecting the capital-intensive nature of the airline industry and the attractiveness of aircraft as security to lenders and other financiers. These factors are also reflected in the medium to long-term maturity profiles of the Group’s loans, finance leases and hire purchase arrangements. The incidence of repayments is shown in Note 27 to the Financial Statements. The Group demonstrated its continuing ability to raise new financing by financing all aircraft deliveries during the year and maintaining committed facilities for all planned aircraft deliveries.

          At March 31, 2004 approximately 66% of the Group’s borrowings (after swaps), net of cash, short-term loans and deposits, were at fixed rates of interest and 34% were at floating rates. This proportion of fixed rate borrowings has increased from 58% at March 31, 2003 as the Group chose to focus its early debt repayments on floating rate debt, leaving fixed rate debt intact.

44



          The Group’s borrowings are predominantly denominated in Sterling, US Dollars and Japanese Yen. Sterling represents the Group’s natural “home” currency, whilst a substantial proportion of the Group’s fixed assets are priced and transacted in US Dollars. The Japanese Yen liabilities arise as a result of the Group’s substantial Japanese cross-border hire purchase arrangements entered into during the period 1990 to 1999. Details of the currency mix of the Group’s gross borrowings are shown in Note 27 to the Financial Statements.

          In July, 2003 the Company’s senior unsecured debt rating was lowered by one notch to sub-investment grade having been put on credit watch due to the Iraq War and SARS. The impact of the downgrade was limited as there are no financial covenants in the existing debt portfolio. Furthermore, the Group’s main source of external funding, being secured aircraft financing, is less sensitive to credit ratings than the unsecured bond market.

          See also “Item 11 – Quantitative and Qualitative Disclosures about Market Risk”.

Foreign currency risk

          The Group generates a surplus in most of the currencies in which it does business. The US Dollar can be an exception to this as capital expenditure, together with ongoing operating lease and fuel payments denominated in US Dollars, can create a deficit. In the year to March 31, 2004 lower levels of US Dollar capital expenditure and US Dollar disposal proceeds resulted in the generation of a surplus.

          As a result, the Group can experience adverse or beneficial effects arising from exchange rate movements. For example, the Group is likely to experience beneficial effects from a strengthening of foreign currencies and an adverse effect from a strengthening in Sterling. The Group seeks to reduce its foreign exchange exposure arising from transactions in various currencies through a policy of matching, as far as possible, receipts and payments in each individual currency. Surpluses of convertible currencies are sold, either spot or forward, for US Dollars and Sterling.

          The Group has substantial liabilities denominated in Yen, which consist mainly of purchase option payments falling due under various Japanese leveraged lease arrangements maturing between 2004 and 2011. The Group utilizes its stream of Yen traffic revenues as a natural hedge against these maturing Yen liabilities as they fall due. At times, the Group will also purchase and hold Yen as a partial hedge against the balance sheet translation risk.

          The Group’s forward transactions in foreign currency are detailed in Note 38 to the Financial Statements.

          See also “Item 11 – Quantitative and Qualitative Disclosures about Market Risk”.

Fuel price risk

          The Company’s fuel risk management strategy aims to provide the Airline with protection against sudden and significant increases in oil prices while ensuring that the Airline is not competitively disadvantaged in a serious way in the event of a substantial fall in the price of fuel.

          In meeting these objectives, the fuel risk management program allows for the judicious use of a number of derivatives traded on regulated exchanges in London (the International Petroleum Exchange) and New York (the New York Mercantile Exchange) as well as on the Over The Counter (OTC) markets, with approved counterparties and within approved limits.

Derivative financial instruments

          BA uses derivative financial instruments (derivatives) with off-balance sheet risk selectively for treasury and fuel risk management purposes. The Group’s policy is not to trade in derivatives but to use these instruments to hedge anticipated exposures.

          As part of its treasury risk management activities the Company has entered into a number of swap agreements in order to hedge its direct exposure to interest rates. The majority of these swaps are embedded in lease and loan agreements. A smaller number of interest rate swaps are not associated with specific loans and leases and are disclosed in Note 34 to the Financial Statements.

          Forward foreign exchange contracts and “collars” are used to cover near term future net revenues in a variety of currencies. Forward foreign exchange contracts outstanding at March 31, 2004 are summarized in Note 38 to the Financial Statements.

45



          The Company considers the purchase of interest rate, foreign exchange and fuel options as bona fide treasury exposure management activities. It would not generally contemplate the opening of new exposures by selling options, except where the risks arising from selling the option are covered by other elements of the hedging portfolio or underlying physical position, for example, as a component of a collar. Other treasury derivative instruments would be considered on their merits as valid and appropriate risk management tools and, under the treasury governance framework, require Board approval before adoption.

          As derivatives are used for the purposes of risk management, they do not expose the Group to market risk because gains and losses on the derivatives offset losses and gains on the matching asset, liability, revenues or costs being hedged. Counterparty credit risk is generally restricted to any hedging gain from time to time and is controlled through mark to market based credit limits.

          See also “Item 11 – Quantitative and Qualitative Disclosures about Market Risk”.

Economic and Monetary Union

The airline is maintaining its corporate readiness for UK entry should a decision to join be taken.

International Financial Reporting Standards

          BA will prepare its March 31, 2006, consolidated Financial Statements under International Financial Reporting Standards (“IFRS”). The IFRS convergence project team report quarterly to the Audit Committee and progress continues in accordance with the plan. The detailed implementation planning phase is underway and on track to deliver IFRS compliant information for comparative purposes during 2004/05. Communication to the investor community will commence during the second half of the year.

Interest cover

          The Group’s interest cover for fiscal 2004 was 2.1 times. The increase in interest cover from fiscal 2003 (1.5 times) reflects the improvement in the profitability of the Group between fiscal 2004 and fiscal 2003 and a reduction in net interest payable. This reduction principally reflects the lower level of net debt of the Group.

          The Group’s interest cover for fiscal 2003 was 1.5 times. The increase in interest cover from fiscal 2002 (0.4 times) reflects the improvement in the profitability of the Group between fiscal 2003 and fiscal 2002 and a reduction in net interest payable. This reduction reflects both the lower level of net debt of the Group and the reduction in pounds Sterling and US Dollar interest rates between fiscal 2003 and 2002.

          See Item 3 -footnote (3) on page 9 for the calculation of interest cover.

Debt and other contractual obligations

          The Group has amounts falling due, excluding interest payable, under various debt and other contractual obligations as follows:

 

 

 

 

Payments due by period

 

 

Total

 

Less than one year

 

1-3 years

 

3-5 years

 

More than 5 years

 

 

(£ millions)

Long-term debt
Obligations

 

 

1,225

 

 

 

102

 

 

 

146

 

 

 

217

 

 

 

760

 

Capital lease
Obligations

 

 

4,491

 

 

 

580

 

 

 

886

 

 

 

798

 

 

 

2,227

 

Operating lease
Obligations

 

 

2,131

 

 

 

196

 

 

 

291

 

 

 

200

 

 

 

1,444

 

 

 

 


 

 

 


 

 

 


 

 

 


 

 

 


 


Total

 

 

7,847

 

 

 

878

 

 

 

1,323

 

 

 

1,215

 

 

 

4,431

 

 

 

 


 

 

 


 

 

 


 

 

 


 

 

 


 

See also Notes 16 and 27 to the Financial Statements.

          Capital expenditure commitments authorized and contracted for, but not provided for in the Group’s fiscal 2004 Financial Statements, amounted to £347 million for the Group (2003: £482 million), and £346 million for the Company (2003: £476 million), in each case as of March 31, 2004. These outstanding commitments include £323 million which relates to the acquisition of Airbus A320 family aircraft scheduled for delivery over the next four years. It is intended that these aircraft will be financed partially by cash holdings and internal cash flow and partially through external financing, including committed facilities arranged prior to delivery.

46



Critical Accounting Policies and New Accounting Standards

Introduction

          The discussion and analysis of the Company’s financial condition and results of operations are based on the consolidated Financial Statements, which have been prepared in accordance with UK GAAP. The preparation of these Financial Statements requires the development of estimates and judgments that affect the reported amount of assets and liabilities, revenues and costs and related disclosure of contingent assets and liabilities at the date of the Financial Statements. Actual results may differ from these estimates under different assumptions or conditions.

          Critical accounting policies are defined as those that are reflective of significant judgments and uncertainties and potentially result in materially different results under different assumptions and conditions. It is believed that the Company’s critical accounting policies are limited to those described below. The Company’s management has discussed the development of the estimates and disclosures related to each of these matters with the Audit Committee.

BROKERAGE PARTNERS