~ - - - - - - - - - - ~ - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

PEEL AIRPORTS LIMITED

DIRECTORS' REPORT & FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31ST MARCH 2011
COMPANY NUMBER 3385025
A07 30/09/2011
COMPANIES HOUSE
271
PEEL AIRPORTS LIMITED
Contents
Directors, Professional Advisers and Registered Office
Report of the Directors
Statement of dtrectors' responstbihttes m respect of the Directors' report and the financial statements
Independent Auditors' Report
Group Profit and Loss Account
Group and Company Balance Sheets
Group Cash Flow Statement, Group Reconciliation of Cash Flow to Movement m Net Debt
Group Statement of Total Recogmsed Gams and Losses and Reconciliation of Movements m Group and Company
Shareholders' Funds
Notes to the Fmanctal Statements
Subsidiary Undertakmgs
2
3
8
9
11
12
13
14
15
35
PEEL AIRPORTS LIMITED
Directors, Professional Advisers and Registered Office
Directors:
Secretary:
Regtslered Office
Regtstered Number.
Aud1tors:
Bankers:
Amtt Rll<hy
George Casey
Nevtlle Wetr
Glenn McCoy
Peter Hosker
Steven Underwood
Colm Campbell
John Duthte-Jackson
C r a ~ g Rtchmond
Elizabeth McDonald
Ltverpool John Lennon Atrport
Ltverpool
L24 lYD
3385025
KPMGLLP
Chartered Accountants & Statutory Audttors
Ltverpool
Umted Kmgdom
Barclays Bank Plc
HSH Nordbank AG
2
PEEL AIRPORTS LIMITED
Report of the Directors for the year ended 31st March 2011
The submtt their annual report together wtth the audtted financtal statements of the Group for the year ended 31st March
2011
Review of Bus mess, Development and Prospects
The prmctpal acttvtltes of the Group are the operation of three maJor regtonal atrports, property mvestment and property
development
Rev1ew of Business, Development and Prospects
On 21 June 2010, 65% of the share capttal of Peel Atrports Ltmtted, a substdtary of Peel Investments (PAH) Ltmtted, and tts
substdtanes were by YVR Atrports Servtces (UK) Ltmtted, a company mcorporated m the Umted Kmgdom, whose
regtstered office ts at Eversheds House, 70 Great Bndgewater Street, Manchester M I 5ES From 21 June I 0 onwards, the ulttmate
holdmg company of Peel Airports Ltmtted and tts substdtartes ts YVR Atrport Servtces Ltd (regtstered number 0778554 ), a
company mcorporated m Canada, whose reg1stered office ts at Vancouver InternatiOnal A1rport, 3211 Grant McConach1e Way,
Lmk Butldmg, Level 5, RJChmond, Bnttsh Columbta, Canada V7B I Y7 All compantes wtthm thts subgroup have recetved
confirmatiOn from the new parent YVR Atrport Servtces, that they wtll be provtded wtth suffictent financtal support for a penod
of at least 12 months from the date of stgntng Peel Atrports Ltmtted has recetved confirmatiOn from Peel Investments (PAH)
Ltm1ted that tt w1ll also recetve support
Peel A1rports contmues to mvest m tts assets at 1ts three a1rpons m the Northern UK m ensurmg that there contmues to be
adequate capactty to meet the growth and m domg so creatmg the platform for profitable returns for the future These three
atrports are
Ltverpool John Lennon Atrport (LJLA)
Doncaster Sheffield Atrport (DSA)
Durham Tees Valley Atrport (DTV A)
Ltveroool John Lennon Atrport (LJLAl
For the financtal year I 0/11 passenger numbers totalled 5,012,348 compared to 5,091,502 passengers m the prevtous year, whtch
represented a shght reductton of I 6%, despite the contmued slow economtc recovery, the tmpact of the ash cloud, the weakness
ofthe pound agamst the euro, contmued taxatton of the mdustry and excepttonally harsh wmter weather and travel dtsrupttons
caused by heavy snow and 1ce
The ash cloud resulted m the cancellatton of 602 departmg tltghts and the projected loss of 69,596 departmg passengers, resultmg
m esttmated lost revenue of 629,000
The atrport made an operatmg profit (before tmpatrment losses) of 2 46m (2010 1 05m), wtth earmngs before mterest, tax,
deprectatton and arnorttsatton ("EBITDA") of 10 28m (2010 4 95m) and contmued to mvest m tts assets and mfrastructure
spendmg I 0 5m m the year whtch compared to 11 Om m 20 I 0
Robm Hood Atrport Don caster Sheffield fDSAl
The financtal year ended 31st March 2011 IS the stxth financtal year m whtch the atrport has been operatiOnal Passenger traffic
saw a growth from 804,236 to 888,717 passengers an mcrease of I 0% year on year
Desptte the contmued slow economtc recovery, the weakness of the pound agamst the euro, contmued taxatiOn of the mdustry and
excepttonally harsh wmter weather and travel dtsrupttons caused by heavy snow and tee, the earners servmg Doncaster Sheffield
Atrport (DSA) have recorded a strong performance m the FY 2010/11
The world a1r fretght market contmued to be Impacted by the slow recovery of the world economy The atrport handled !52
tonnes of fretght m the year
3
PEEL AIRPORTS LIMITED
Report of the Directors (contmued)
Review of Business, Development and Prospects (contznued)
Durham Tees Valley A1roort (DTV Al
The financ10l year ended 31st March 2011 saw the passenger traffic declme from a total of 280,195 passenger JOUrneys last year to
a total of 250,703 passenger JOUrneys, a dechne of 11% year on year Th1s traffic dechne can mostly be attnbuted to economic
uncertamty, slow recovery of the UK economy, exceptionally difficult wmter conditiOns m North England wh1ch resulted m a
number of tltght cancellatiOns and a reduced Ryanatr route network served from the atrport
The atrport contmues to operate, attract and retam charter earners such as Hohdays4U, Thomson, Balkan Holidays and Thomas
Cook Destmat1ons served mclude Egypt, Mamland Spam, The Canary Islands, The Balear1cs, Bulgar1a and Turkey
KLM contmued With a strong perfonnance on the Amsterdam route The semce to Amsterdam hnks the reg1on to worldw1de
destmattons by provtdmg frequent and convement connectiOns at tts hub auport Schtpol Amsterdam Atrport
Results and Fmanc1al Performance
The Group's results and financ10l position are set out m the profit and loss account and balance sheets on pages 11 and 12
As shown m the profit and loss account turnover for the year totalled 42 256m compared to 41 033m m the prev1ous year
There was a Group operatmg loss of 2 834m compared to 113 552m m the prevwus year
Net habJIJtJes decreased by 29 002m from 59 683m at 31st March 20 I 0 to 30 681 m at 31st March 2011 Th1s decrease was
predommantly as a result of the capttahsatton of mtercompany balances offset by the loss for the year
The net debt of the Group decreased from 226 222m at 31st March 20 I 0 to 196 731 m at 31st March 2011, resultmg mamly
from the wa1ver of mter-company loans, partially offset by new external and shareholder fundmg
No diVIdend can be declared (2010 same)
Risks and Uncertamties
The UK avJatiOn market growth rate contmues to show a slowdown m the mtematlonal market and parttcularly m the domestic
market sector Thts market trend ts a dtrect result of the current economtc climate, stgmficant reduction m dtsposable mcorne
bemg avalable for travel and hohday spend
In addttton, the mdustry has been feehng contmued pressure from the Government for mcreased taxatiOn of the avtatton sector
through Atr Passenger Duty (" APD") wh1ch mcreased between 140% and 325% smce 2007
In March 2011, the Government announced 1ts deCISion to temporanly freeze the level of av!OIJon taxation m 2011 With a v1ew of
further tax mcrease's planned for the next financial penod
The cost of secunty proviSIOn, ar1smg from the need to protect our national atr borders, contmues to mcrease It should be
h1ghhgbted that the cost resultmg from havmg these more stnngent secunty measures mamtamed at our atrports cannot m all
cases be recovered from atrl mes or passengers
Contmued taxatiOn of the mdustry IS a disadvantage when competmg for busmess With competitor a1rports m the rest of the EU
(With the exceptiOn oflreland) where Similar taxatiOn IS absent
4
-------- --
PEEL AIRPORTS LIMITED
Report of the Directors (contmued)
Other nsks and uncertamtaes:
o Double taxation from January 2012 (combmed cost of APD and EU Em1ss1on Tradmg Scheme- ETS)
Growmg cost pressure on the mdustry (economic regulatiOn, airport pohcmg and secunty costs)
Contmued uncompetltiveness of UK avJattOn market vis-a vts European competitors
o Slow recovery of the UK economy and exposure to the weak currency exchange rate agamst Euro and US Dollar
Volatile avmt10n fuel pnces leadmg to unstable market condttaons and nsmg auhne costs
o The Group's pnnc1pal financial assets are bank balances, trade and other receivables The Group's cred1t nsk IS pnmanly
attnbuted to tts trade receivables The amounts presented m the balance sheet are net of allowances for doubtful
receivables The Group has no stgmficant concentration of credtt nsk, with exposure spread over a large number of
counterparties and customers
In order to mamtam hqUidtty to ensure that suffic1ent funds are avatlable for ongomg operations and future
developments, the company uses a mixture of longtenn and shorttenn debt finance
Peel Airports L1m1ted contmue to take an active part m Government consultatiOns on UK aviation regulatory and aviatiOn pohcy
matters thus ensunng the Group contmues to be well pos1t10ned m the domestiC and mternat10nal market whtlst at the same t1me
protectmg tts strategic mterest and ensurmg contmued growth
Gomg Concern
After makmg enqUires and receiVIng confirmation of contmued financial support from the company's shareholders YVR A1rport
Serv1ces (UK) L1m1ted and Peel Investments (PAH) L1m1ted, the have a reasonable expectation that the company has
adequate resources to contmue m operatwnal eXIstence for the foreseeable future and therefore they contmue to adopt the gomg
concern bas1s m preparmg the financial statements Further detail ts gtven m note I to the accounts
A1rport Economic Regulations
The company IS subject to econom1c regulatwns under the A1rports Act 1986 wh1ch reqUire the A1rport to hold permiSSIOn from
the CIVIl Av1at1on Authonty to levy 01rport charges
Directors
Except as stated, the who held office durmg the financial year and thereafter were
John Whlttaker
Paul Wamscott
Peter Hosker
Peter Nears
Mark Wh1tworth
Ne1l Lees
Steven Underwood
Ami! R1khy
George Casey
Nev1lle We1r
Glenn McCoy
Calm Campbell
John Duth1e-J ackson
Richmond
(res1gned 21 June 20 I 0)
(res1gned 21 June 2010)
(res1gned 21 June 2010)
(res1gned 21 June 2010)
(res1gned 21 June 2010)
(appomted 21 June 2010)
(appomted 21 June 2010)
(appomted 21 June 2010)
(appomted 21 June 2010)
(appomted 17 November 2010)
(appomted 17 November 2010)
(appomted 20 Apnl2011)
5
PEEL AIRPORTS LIMITED
Report of the Directors (contmued)
Employees
Our employment strategies are hnked to busmess needs and have been designed to dehver the growth and development of
the Company and our people Our employment pohcies are designed to provide equal opportunities Irrespective of age, disabihty,
ethmctty, gender, gender reassignment, mantal status and ctvtl partnership, natiOnality, pregnancy and matermty, race, rehgwn
and behef and sexual onentation All employees, whether part-time or full-time, temporary or pennanent, are treated fatrly and
equally We select employees for employment, promotion, trammg or other matters affectmg thetr employment on the basis of
aptitude and abihty All employees are assisted and encouraged to develop to thetr full potential so that thetr combmed talents and
resources of the team are fully utthsed to maxtmtse the effictency of the orgamsatton
Environment
The Group ts consciOus of the Impact of tts operations on the envtronment Necessary attentiOn IS gtven to envtronmental 1ssues
parttcularly when developmg new proJects, refurbtshmg ex1stmg properties and on posstble acqutsttwns Design consultants are
encouraged to promote good envtronmental performance With consideratiOn gtven to envtronmental nsk, energy consumptwn, the
use of envtronmentally fnendly matenals and the av01dance of matenals hazardous to health
Payment Policy
In the absence of dispute, amounts due to trade and other supphers are settled as expeditiously as possible with m thetr terms of
payment The Company had no trade creditors at the year end (2011 same)
EnVIronment
The Group IS conscious of the Impact of Its operauons on the environment Necessary attentiOn IS given to environmental Issues
particularly when developmg new proJeCts, refurb1shmg ex1stmg properties and on poss1ble acquJSJhons Design consultants are
encouraged to promote good environmental performance With constderatlon g1ven to environmental nsk, energy consumption, the
use of envuonmentally fnendly matenals and the av01dance of matenals hazardous to health
6
PEEL AIRPORTS LIMITED
Report of the Directors (contmued)
Auditors and the d1sclosure of m formation to the aud1tors
Each of the persons who 1s a director at the date of approval of thiS repon confirms that
(a) so far as the directors are aware, there IS no relevant audtt mformatiOD ofwh1ch the company's audators are unaware,
and
(b) they have taken all the steps that they ought to have taken as directors m order to make themselves aware of any
relevant audit mformat10n and to establish that the company's auditors are aware of that mformatmn
Th1s confirmatiOn IS g1ven and should be mterpreted m accordance w1th the proVISions of s418 of the Companies Act 2006
On 17 December 20 I 0 Delmtte LLP resigned as auditors and the Company appomted KPMG LLP as auditors
Pursuant to Section 487 of the Compames Act 2006, the auditors Will be deemed to be reappomted and KPMG LLP w1ll therefore
contmue m office
On behalf of the Board
Elizabeth McDonald
Secretary
7
PEEL AIRPORTS LIMITED
STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE DIRECTORS' REPORT
AND THE FINANCIAL STATEMENTS
The directors are responSible for prepanng the Annual Reportand the financial statements m accordance w1th applicable law and
regulations
Company law reqmres the directors to prepare financml statements for each financial year Under that law they have elected to
prepare the group and parent company financial statements m accordance w1th UK Accountmg Standards and apphcable law (UK
Generally Accepted Accountmg Practice)
Under company law the directors must not approve the financial statements unless they are satiSfied that they giVe a true and fair
v1ew of the state of affairs of the group and parent company and of their profit or loss for that penod In preparmg each of the
group and parent company financial statements, the dtrectors are required to
select SUitable accountmg pohc1es and then apply them conSistently,
make Judgements and estimates that are reasonable and prudent,
state whether applicable UK Accountmg Standards have been followed, subject to any matenal departures diSclosed
and explamed m the financial statements,
prepare the financtal statements on the gomg concern basts unless tt IS mappropnate to presume that the group and the
parent company wtll contmue m bus mess
The directors are responSible for keepmg adequate accountmg records that are sufficient to show and explam the parent company's
transactions and diSclose w1th reasonable accuracy at any time the financial poSition of the parent company and enable them to
ensure that Its financial statements comply w1th the Compames Act 2006 They have general responSibility for takmg such steps
as are reasonably open to them to safeguard the assets of the group and to prevent and detect fraud and other megularltles
8
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PEEL AIRPORTS
LIMITED
We have aud1ted the financial statements of Peel Airports L1m1ted for the year ended 31st March 2011 set out on pages 11 to 35
The financial reportmg framework that has been apphed m the1r preparation IS applicable law and UK Accountmg Standards (UK
Generally Accepted Accountmg Pract1ce)
Th1s report IS made solely to the company's members, as a body, m accordance With Chapter 3 of Part 16 ofthe Compames Act
2006 Our aud1t work has been undertaken so that we m1ght state to the company's members those matters we are reqUired to state
to them m an aud1tor's report and for no other purpose To the fullest extent permitted by law, we do not accept or assume
respons1b1hty to anyone other than the company and the company's members, as a body, for our aud1t work, for th1s report, or for
the opm10ns we have formed
Respect1ve respons1bihttes of dtrectors and auditor
As explamed more fully m the Directors' Respons1b1ht1es Statement set out on page 8, the are responsible for the
preparation of the financ1al statements and for bemg satisfied that they gtve a true and fa1r v1ew Our responsJb1hty ts to aud1t, and
express an opmaon on, the financial statements m accordance wtth applicable law and InternatiOnal Standards on Aud1tmg (UK
and Ireland) Those standards reqUire us to comply w1th the Aud1tmg Practices Board's (APB's) Eth1cal Standards for Aud1tors
Scope of the aud1t ofthe financ1al statements
A descnpt10n of the scope of an aud1t offinanc1al statements IS prov1ded on the APB's webs1te at
www frc org uk/apb/scope/pnvate cfm
Opinion on financial statements
In our optmon the financtal statements
g1ve a true and fa1r v1ew of the state ofthe group's and of the parent company's affa1rs as at 31st March 2011 and of the group's
loss for the year then ended,
have been properly prepared m accordance w1th UK Generally Accepted Accountmg Pract1ce, and
have been prepared m accordance w1th the reqmrements of the Compames Act 2006
Opm10n on other matter prescribed by the Companies Act 2006
In our opm1on the mformatwn g1ven m the Directors' Report for the financial year for wh1ch the financial statements are prepared
ts consistent w1th the financtal statements
9
PEEL AIRPORTS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF PEEL AIRPORTS
LIMITED (contmued)
Matters on which we are requ1red to report by exception
We have nothmg to report m respect of the followmg matters where the Compames Act 2006 reqUires us to report to you 1f, m our
opmton
adequate accountmg records have not been kept by the parent company, or returns adequate for our aud1t have not been
recetved from branches not vtstted by us, or
the parent company financial statements are not m agreement wtth the accountmg records and returns, or
certam disclosures of dtrectors' remuneration spectfied by law are not made, or
we have not recetved all the mformatton and explanations we requtre for our audtt
EW Baker (Semor Statutory Auditor)
for and on behalf of KPMG LLP, Statutory Aud1tor
Chartered Auountants
8 Prmces Parade
L1verpool
L3 IQH
10
PEEL AIRPORTS LIMITED
Group Profit and Loss Account for the year ended 31st March 2011
Note 31st March 2011
Turnover
Cost of Sales
Gross Profit
Fixed asset tmpamnent
Other admamstrat1ve expenses
Total admJnJstrattve expenses
Group operatmg loss
Share of operatmg loss m assoCiate
Profit on d1sposal of subs1d1anes
Loss profit on d1sposal of fixed assets
Loss on ordinary actiVIties before interest and taxatiOn
Other mterest receivable and Similar mcome
Interest payable and s1m1lar charges
Other finance mcome/(expendJture)
Loss on ordmary actiVIties before taxation
Tax on loss on ordmary activities
Loss on ordmary actJvltJes after taxation
Mmonty tnterests
Loss for the financ1al year
2
13
13
3
3
4
5
6
7
21
20
There 1s no matenal difference between the results as reported and on a h1stoncal cost bas1s
Movements m reserves are shown m note 20
The accompanymg notes form an mtegral part ofthese financtal statements
All results are denved from contmumg operations
11
000
42,256
(25,276)
16,980
(360)
( 19,454)
(19,814)
(2,834)
2
73
(454)
(3,213)
18
(14,342)
382
(17, 155)
(5,802)
(22,957)
412
(22,545)
31st March 2010
000
41,033
(28,452)
12,581
(102,116
(24,017
(126,133)
(113,552)
(764)
(114,316)
12
(10,045)
(49)
(124,398)
9,182
(115,216)
9,093
(106,123)
PEEL AIRPORTS LIMITED
Balance Sheets as at 31st March 2011
Holdmg Holding
Group Group Company Company
(Restated
-Note I
2011 2010 2011 2010
Note '000 '000 '000 '000
Fixed assets
lntang1ble assets
Goodwill 10 I, 141 1,253
Tang1ble assets
Investment properties 11 20,615 22,357
Other fixed assets 12 179,113 173,454
Investments 13 274 34,891 44,208
201,143 197,064 34,891 44,208
Current assets
Stocks 14 155 485
Debtors (group debtors mclude amounts due after more than
one year of ml (20 10 5, Ill ,000))
15 8,407 16,686 56,573 16,909
Cash at bank and m hand 4,519 2,019 100
13,081 19,190 56,673 16,909
Cred1tors (amounts fallmg due w1thm one year) 16 (51,493) (243, 189) (187) (119,304)
Net current (habihhes)/assets (38,412) (223,999) 56,486 (102,395)
Total assets less current hab1lit1es 162,731 (26,935) 91,377 (58,187)
Cred1tors (amounts falhng due after more than one year) 17 (193,586) (30,628) (92,879)
Net assets excludmg pension asset/(hab1hty) (30,855) (57,563) (1,502) (58,187)
PensiOn asset/(hab1hty) 22 174 (2,120)
Net assets includmg pensiOn asset/(habdity) (30,681) (59,683) (1,502) (58,187)
Capital and reserves
Called-up share cap1tal 19 70,761 70,761 70,761 70,761
Revaluation reserve 20 1,293 1,854
Other reserve 20 1,972
Profit and loss account 20 (94,418) ( 126,227) (72,263) (128,948)
(22,364) (51,640) (1,502) (58,187)
EqUity mmonty mterests 21 (8,317) (8,043)
Equity (30,681) (59,683) (1,502) (58,187)
directors on
:2o J ~ t . ,
~ I \
Director
Company Reg1stratwn No: 3385025
The accompanymg notes fonn an mtegral part of these financl31 statements
12
PEEL AIRPORTS LIMITED
Group Cash Flow Statement for the year ended 31st March 2011
Note 31st March 2011
Cash m flow from operatmg actiVIties 23(a)
Returns on m vestments and servacmg of finance 23(b)
Capatal expendature and financml mvestment 23(c)
Cash outflow before management of liquid resources and financing
Fmancmg 23(d)
D1sposals 23(e)
Increase in cash m the year
Group Reconciliation of Cash Flow to Movement in Net Debt
for the year ended 31st March 2011
'000
5,247
(7,559)
(10,709)
(13,021)
17,157
(115)
4,021
Note 31st March 2011
'000
Movement m cash m the year 23(1) 2,500
Movement m overdrafts 23(1) 1,521
Net movement m debt due w1thm one year 23(1) 189,187
Net movement m debt due after more than one year 23(1) (163,717)
Change ID net debt ID the year 29,491
Net debt at 31st March 2010/31st March 2009 (226,222)
Net debt at 31st March 2011/31st March 2010 23(1) (196,731)
The accompanymg notes form an mtegral part of these financial statements
13
31st March 2010
'000
4,958
(7,180)
(11,133)
(13,355)
16,489
3,134
31st March 2010
'000
1,681
1,453
(16,588)
442
(13,012)
(213,210)
(226,222)
PEEL AIRPORTS LIMITED
Group Statement of Total Recognised Gains and Losses
for the year ended 31st March 2011
Loss for the financial year
Other recogmsed gams and losses
Realised durmg the year on disposal of subsidiary undertakmg
Capttal contnbut10n ( watver of mtercompany loan wtth Peel
Investments (PAH) Limited)
Actuanal gam/(loss) relatmg to the pension fund
Total recogmsed net gams and losses for the financial year
Note
20
20
31st March 2011
'000
(22,545)
(105)
51,510
416
51,821
29,276
Reconciliation of Movements in Group Shareholders' Funds
for the year ended 31st March 2011
Loss for the financial year
Other recogmsed gams and losses for the financial year
Net mcrease/(decrease) m shareholders' funds
Shareholders' (deficit)lfund at 1st April 201011st Apnl2009
Shareholders' deficit at 31st March 2011131st March 2010
31st March 2011
'000
(22,545)
51,821
29,276
(51,640)
(22,364)
Reconciliation of Movements in Company Shareholders' Funds
for the year ended 31st March 2011
Profit/(loss) for the financial year
Other recognised gams and losses for the financial year
Net mcrease I (decrease) in shareholders' funds
Shareholders' (deficit) I funds (ongmally 50,563,000 before prior
year adJustment of 1 08,750,000)
Shareholders' deficit at 31st March 2011131st March 2010
The accompanymg notes fonn an mtegral part ofthese financial statements
14
31st March 2011
'000
5,175
51,510
56,685
(58, 187)
(I ,502)
31st March 2010
'000
(106,123)
(801)
(801)
(106,924)
31st March 2010
'000
(106,123)
(801)
(106,924)
55,284
(51 ,640)
31st March 2010
(Restated- note I)
'000
(111,129)
(111,129)
52,942
(58,187)
PEEL AIRPORTS LIMITED
Notes to the Financial Statements
1. Accounting Policies
The pnnc1pal accountmg pollc1es are summariSed below The pollc1es have been applied consiStently throughout the year and the
precedmg year
Basis of preparation
The financial statements have been prepared on the gomg concern bas1s under the h1stoncal cost convent1on as mod1fied to
mclude the revaluatiOn of fixed asset mvestment propert1es and m accordance wnh applicable Umted Kmgdom law and
accountmg standards
Gomg Concern
The financial statements have been prepared on the gomg concern bas1s wh1ch the Directors believe to be appropnate for the
followmg reasons The have rece1ved confirmation that shareholders YVR A1rport Serv1ces (UK) L1m1ted and Peel
Investments (PAH) L1m1ted, w1ll contmue to prov1de the necessary level of support to enable 11 to contmue to operate for at least
12 months from the date of these financial statements Takmg th1s mto account the Darectors have a reasonable expectation that
the group and parent company has adequate resources to contmue m operational existence for the foreseeable future by meetmg
1ts llab11111es as they fall due for payment As w1th any company placmg reliance on other group entitles for support, the
acknowledge that there can be no certamty that th1s support will contmue although, at the date of approval of these
financial statements, they have no reason to believe that It will not do so
Based on th1s undertakmg the believe that 11 remams appropnate to prepare the financial statements on a gomg concern
baSIS The statements do not mclude any adjustments that would result from the bas1s of preparatiOn bemg mappropnate
Basis of consolidation
The Group statements consolidate the statements of the Company and 1ts subs1d1ary undertakmgs made up to
31st March each year Th1s 1s the first year the company has prepared consolidated financial statements
All subs1d1anes are consolidated under acqmslllon accountmg pnnc1ples Results of subSidiary undertakmgs acqmred or diSposed
of durmg the year are mcluded from the date of acquiSitiOn or to the date of diSposal to the extent of group ownersh1p
lntragroup turnover and profits are ellmmated on consolidation
As permitted by SectiOn 408 of the Companies Act 2006, a separate profit and loss account for the holdmg company IS not
presented (2011 profit of 5,175,000, 2010 loss of Ill, 129,000- as restated)
AcquisitiOns and Dtsposals
Goodwill ansmg on the acqmsJtJon of substdial)' undertakmgs, representmg any excess of the fa1r value of the cons1deratwn giVen
over the fa1r value of the denufiable assets and llab1lllles IS capitalised as an mtang1ble asset and wntten off to the profit
and loss account on a stra1ght hne basts over Its useful economic hfe, up to a maxtmum oftwenty years Provtsaon ts made for any
tmpa1rment
15
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
1. Accountmg Pohc1es (contmued)
Investment Properties
Investment properties are 10cluded 10 the balance sheet at the1r open market value and, 10 accordance w1th Statement of Standard
Account10g Pract1ce No 19, are not deprecl8ted or amortiSed unless they relate to properties w1th an hfe of20 years or
less This departure from the requ1rements of the statutory accountmg pohc1es 1s necessary for the financial statements to gtve a
true and fa1r v1ew 10 accordance w1th applicable Umted K10gdom account10g standards Depreciation IS only one of many factors
reflected 10 the valuation and the amount wh1ch m1ght otherwiSe have been shown cannot be separately 1dent1fied or quant1fied
Surpluses or deficits arJSIOg from revaluation are transferred to the unreahsed revaluat1on reserve, except that a deficit wh1ch IS
expected to be permanent and wh1ch IS 10 excess of any prev10usly recogmsed surplus over cost relat10g to the same property, or
the reversal of such a defic1t, IS charged (or cred1ted) to the profit and loss account Reahsed revaluation surpluses represent10g
the d1fference between hJStoncal cost and the asset's carry10g value are reclasSified by way of a transfer to profit and loss account
reserve m the year m which the property dtsposal occurs
PropertieS 10 the course of development or practically completed but not substant181ly let are 10cluded 10 the balance sheet at cost
subject to provisions tf the duectors consider It prudent havmg regard to the prevailing market conditions Cost me lodes mterest
and d1rectly attnbutable overheads wh1lst the property IS 10 the course of development
ReclasSificatwns between 10vestment properties, other fixed assets and stocks are made at the lower of net book value and net
realisable value
Investment property sales are accounted for on the basiS of unconditional exchange
Other F1xed Assets
Other fixed assets are stated at cost less depreciatiOn DepreciatiOn IS prov1ded at rates calculated to wr1te off the cost, less
esttmated residual value of each asset over Its expected useful hfe, as follows
Land
Freehold BUJidmgs
Runway, Car Park & Runway L1ght10g
F1xed Plant
F1xtures F1tt10gs & Tools & EqUipment
Motor Veh1cles
Assets In the Course of Construction
No DepreciatiOn
I 0 to 50 years
5 to I 00 years
7 to 50 years
5to IOyears
5 to 20 years
No DeprecJahon
Properties m the course of development or prachcally completed but not substantially let are mcluded m the balance sheet at cost
subject to proviSions 1f the Directors cons1der 1t prudent havmg regard to the prevad10g market cond1hons Cost mcludes mterest
and d1rectly artnbutable overheads whilst the property IS m the course of development
The carrymg amounts of the Company's assets are reviewed for Impairment when events or changes m circumstances md1cate that
the canymg amount of the fixed asset may not be recoverable If any such IndicatiOn exists, the asset's recoverable amount 1s
estimated
An 1mpa1rment loss IS recogn1sed whenever the carrymg amount of an asset or tts mcome-generatmg umt exceeds 1ts recoverable
amount Impairment losses are recogmsed m the profit and loss account unless tt anses on a prevtously revalued fixed asset
The recoverable amount of fixed assets 1s the greater of theu net realisable value and value m use In assessmg value m use, the
expected future cash flows are diScounted to their present value us10g a pre-tax diScount rate that reflects current market
assessments of the rate of return expected on an equally nsky 10vestment For an asset that does not generate largely 10dependent
mcome streams, the recoverable amount ts determmed for the mcome-generatmg umt to wh1ch the asset belongs
16
--------
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
1. Accountmg Pohctes (contmued)
FIXed Asset Investments
Ftxed asset mvestments m substdtary undertakmgs are stated at cost less proviston for tmpatrment Cost represents the aggregate
cash constderauon, costs mcurred and etther the fatr or the nommal value of shares Issued
Prwr year adjustment
On 21 June 2010,65% of the share cap1tal of Peel A1rpons L1m1ted, was acqmred by YVR A1rpon Serv1ces (UK) L1m1ted As
pan of the acqu1S1!1on a fa.r value exerc1se was performed by the D.rectors wh1ch md1cated that the fa.r values of the Group's
assets was below theu net book values at that date Thts mdtcated the potenttal existence of 1mpatrment m the Company's
mvestments m subsidlartes and amounts recetvable from subsidtanes at 31 March 20 I 0
The tmpatrment test camed out on the Company's mvestments m substdmry undertakmgs and Intercompany receivables balances
when preparmg the financ.al statements for the year ended 31 March 20 I 0 d1d not take mto account the net asset poslllons of the
subSidiary undenakmgs at 31 March 2010, or the most up to date tradmg forecasts of those compames Had thiS m formatiOn been
taken mto account, an of 8,305,000 would have been recogniSed agamst the Company's mvestment m Durham Tees
Valley A1rpon Limited m the pnor year, and proviSions agamst mtercompany receiVables of18,737,000 and 81,708,000 would
have been recogmsed agamst the loans receivable from Durham Tees Valley A1rpon Limited and Doncaster Sheffield A1rpon
respectavely These amounts have been recogmsed by a restatement of comparatlves
Collectively, these adjustments have the effect ofmcreasmg the loss for the year ended 31st March 2010 and reducmg net assets at
that date by 108,750,000 Wlthm the holdmg company
ThiS IS the first year m wh1ch the Company has prepared consolidated financ.al statements As a result no restatement IS reqUired
to the consolidated results of the group
Stocks
Stocks are stated at the lower of cost, mcludmg attnbutable overheads and capatahsed mterest, to the Group or estimated net
realisable value
Taxatmn
Corporation tax payable IS prov1ded on taxable profits at the current rate
Deferred tax IS recogmsed m respect of all t1mmg d1fferences that have ongmated but not reversed at the balance sheet date where
transactions or events that result m an obhgataon to pay more tax m the future or a nght to pay less tax m the future have occurred
at the balance sheet date T1mmg differences are d1fferences between the Group's taxable profits and 1ts results as stated m the
financaal statements that arJse from the mcluston of gams and losses m tax assessments m penods dtfferent from those m whach
they are recogmsed m the financtal statements
A net deferred tax asset IS regarded as recoverable and therefore recogmsed only when, on the baSis of all ev1dence, 1!
can be regarded as more likely than not that there w1ll be smtable taxable profits from wh1ch the future reversal of the underlymg
t1mmg dtfferences can be deducted
Deferred tax IS not recogmsed when fixed assets are revalued unless by the balance sheet date there IS a bmdmg agreement to sell
the revalued assets and the gam or loss expected to artse on sale has been recogmsed m the financial statements Deferred tax ts
measured on a non-dtscounted basts
17
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
1. Accountmg PoliCies (contmued)
Related Party Dosclosures
The company has taken advantage of the exemption m paragraph J(c) of F m a n e ~ a l Reportmg Standard No 8 "Related Party
Transactions" and has not diSclosed deta1ls of transactions w1th fellow wholly owned undertakmgs w1thm the Peel A1rports
Ltmtted group of compames
Turnover
A1rport mcome represents the amounts receivable by the Group m respect offac1llhes and serv1ces prov1ded durmg each year, and
ts recogmsed as the facthttes and serv1ces are prov1ded
Property rental mcome and the appropnate allocatiOn of rental premtums are accounted for on an accruals basts
Turnover excludes sales related taxes
Interest
Interest d1rectly attnbutable to both mvestment propert1es m the course of development and other fixed assets IS mcluded m the
cost thereof Interest IS capitalised on a s1mple mterest bas1s Without allowmg for any tax rellefthereon
Pensmn Costs
The cost of the Group's money purchase pens1on arrangements are charged to the profit and loss account on the bas1s of
contnbu!Ions payable m respect of the accountmg penod
The Group also operates defined benefit schemes, wh1ch requ1re contnbutwns to be made to separately admm1stered funds The
scheme 1s a mult1-employer scheme and has been accounted for under the full reqUirements of FRS 17 "Rehrement Benefits" as
the Group 1s able to 1dent1fy 1ts share of the underlymg assets and llab1ht1es m the scheme on a consistent and reasonable bass
Under FRS 17, defined benefit scheme assets are measured usmg market values PensiOn scheme hab1ht1es are measured usmg
the proJected umt method and d1scounted at the current rate of return on a hgh quality corporate bond of eqUivalent term and
currency to the hab1hty Any mcrease m the present value ofllab1ht1es of the Group's defined benefit pens1on schemes expected
to anse from employee servtce m the penod ts charged agamst operatmg profit The expected return on the schemes assets and
the mcrease dunng the penod m the present value of the schemes habihties ansmg from the passage oft1me are mcluded m other
finance mcome Actuanal gams and losses are recogmsed m the Statement of Total Recogn1sed Gams and Losses
The Group recognises an asset m respect of any surplus, bemg the excess of the value of the assets m the schemes over the present
value of the schemes habihties, only to the extent that It ts able to recover the surplus, either through reduced contnbutwns m the
future or from refunds from the schemes
Leased Assets
Assets acquired under finance leases are capitalised at a value eqmvalent to the cost mcurred by the lessor and depreciated over
the1r expected useful economic hves Fmance charges thereon are charged to the profit and loss account m the penod m which
they accrue The capital element of the future lease payments 1s reflected wtthm creditors
Expenditure on operatmg leases IS charged duectly to the profit and loss account
Government Grants
Government grants rece1ved m respect of cap1tal expenditure are cred1ted to a deferred mcome account and released to the profit
and loss account over the useful econom1c hfe of the asset to wh1ch they relate
2. Turnover
The total turnover of the company for the year has been denved from 1ts pnnc1pal actiVIty wholly undertaken m the Umted
Kmgdom
18
-----------
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
3. Notes to the profit and loss account
Loss on ordmary activities before mterest and taxatwn IS stated after
chargmg/( creditmg)
DepreciatiOn on other fixed assets - owned assets
DeprecJatton on other fixed assets - leased assets
lmpamnent losses on revaluataonlwnte down of mvestment properties
lmpamnent losses- other fixed assets (note I)
Amortisation of goodwtll
Loss on sale of other fixed assets
Hire of plant and machmery under operatmg leases
Amortisation of government grants
Adjustment to past service cost on penSion (note 22)
Aud1tors remuneratiOn
Audtt of these f i n a n c ~ a l statements
Audtt of financtal statements of subsidianes pursuant to legaslatton
Other servtces related to taxatiOn
Other servzces
4. Other Interest Rece1vable and Similar Income
Interest receivable and similar mcome
On bank and other depoSits
5. Interest Payable and Similar Charges
Interest payable and Similar charges
On bank loans and overdrafts
On loan from group compames
Fmance lease and other mterest
Less mterest capttahsed
6. Other finance income/( expenditure)
Other finance mcome
Expected return on penswn scheme assets
Interest on penston scheme habthttes
19
31st March 2011
'000
4,756
314
360
112
454
164
(\ ,475)
(1,993)
31st March 2011
'000
18
31st March 2011
'000
7,058
7,140
144
14,342
14 342
31st March 2011
'000
1,490
(II108)
382
8
42
35
13
31st March 2010
'000
8,081
314
725
101,391
112
764
123
(1,580)
1
39
45
31st March 2010
'000
12
31st March 2010
'000
6,960
3,697
232
10,889
844
10 045
31st March 2010
'000
1,009
(1,058)
49
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
7. Tax on Loss on Ordmary Activities
Analysts of charge m the pertod
UK corporatton tax
AdJustments m respect of pnor years
Group rehef
Total current tax credtt
Deferred tax
Ongmat1on and reversal oft1mmg differences (note 18)
Adjustments tn respect ofpnor years
Deferred tax m respect of pensiOn
Total deferred tax
Total tax charge/(cred1t) on loss on ordmary act1v1t1es
Factors affectmg the tax charge/credit for the year
31st March 2011
'000
5,111
691
5,802
5,802
31st March 2010
'000
(986)
(5,369)
(6,355)
(4,153)
1,326
(2,827)
(9,182)
The current tax charge for the penod 1s h1gher (2010 htgher) than the standard rate of corporation tax m the UK (28%, 2010
28%) The d1fferences are explamed below
Current tax reconciilatwn
Loss on ordmary acttvtties before taxation
Current tax at 28% (2010 28%)
Effects of
Capttal allowances m excess of deprectatJOn
Other ttmmg dtfferences
Shortfall of taxable profits over book profits on sale of m vestment properties
Non taxable mcome
Net disallowable expend1ture
Impamnent of fixed assets
Movement m tax losses
Adjustments m respect of pnor years
Total current tax
Factors that may affect future current and Iota/tax charges
(17,155)
(4,803)
(1,420)
(34)
(22)
278
6,001
(124,398)
(34,831)
(746)
(437)
475
194
28,129
1,847
(986)
(6,355)
Effect1ve from 1 Apnl2011 the corporatiOn tax rate w1ll be reduced from 28% to 26%, and the effect on deferred tax has been
mcluded w1thm these accounts It has also been announced that the UK tax rate w1ll drop a further 1% per annum over the next
three years reachmg 23% effect1ve from 1 Apnl2014 However the 1mpact ofthese subsequent corporation tax reductions w11l
only be reflected as the relevant leg1slat1on IS substantially enacted
The Group has ava1lable tradmg losses camed forward at 31st March 2011 of 30,872,000 (2010 15,831 ,000)
20
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
8. Staff Costs
Staff costs (mcludmg dtrectors)
Wages and salanes
Soctal secunty costs
Pens1on fund serv1ce cost (note 21)
Other penSion costs (note 21)
31st March 2011
'000
14,235
1,448
298
741
16,723
31st March 2010
'000
15,636
1,430
447
411
17,924
The average monthly number of persons employed by the Group durmg the penod, mcluS!ve of execuhve dtrectors, was as
follows
Atrport operatiOnal and mamtenance
Admtntstratton
9. Dtrectors' Remuneration
31st March 2011
Number
366
64
430
31st March 2010
Number
393
95
488
The d1rectors rece1ved total remuneratiOn from the Group of 229,521 dunng the year (2010 217,251) and 6,090 penSion
contnbut10ns were made by the Group on behalf of the dtrectors (20 I 0 22,400) The highest patd dtrector rece1ved total
remuneration from the group of 229,521 dunng the year (2010 217,251) and pensiOn contnbut10ns were made by the Group of
6,090 (20 I 0 22,400) No other dtrectors were remunerated for thetr serv1ces to the group
10. Goodwtll
Cost:
At 1st Apnl2010 and 31st March 2011
Amort1satmn:
At 1st Apnl2010
Amorhsed m the year
At 1st Apnl2011
Net Book Value:
At 31st March 2011
At 31st March 2010
--- ------
21
Group
'000
2,250
997
112
1,109
1,141
I 253
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
11. Investment Properties
Cost or Valuatmn:
At 1st Apnl2010
Addtttons
Dtsposal of substdtanes
At31" March 2011
Professaonal Valuation:
31" March2010
Cost:
H1stoncal cost
At 31" March 2011
Valuations
Freehold
'000
8,082
50
(1,792)
6,340
6 340
5,047
Group
Long
leasehold Total
'000 '000
14,275 22,357
50
(1,792)
14,275 20,615
14 275 20 615
15,000 21,411
The Long leasehold property ts a 125 year lease wtthiD Ltverpool Atrport Hotel Ltmtted, whtch was valued on an open market
extstiDg use basts at 31 March 2010 by Attchtson Raffety Thts resulted ID an tmpatrment of 725,000 whtch was recogmsed m
2010
ProfessiOnal valuattons were earned out on all other IDVestment properties at 31st March 2009 by KIDg Sturge, lntemattonal
Property Consultants and Surveyors, on the basiS of open market value
In the optmon of the Dtrectors, haviDg consulted the Peel Atrports Ltmtted Group's RICS qualified staff, the current open market
value of such land and IDvestment properties IS not matenally dtfferent from thetr value IDcorporated ID the financtal statements
On an htstoncal cost basts these would have been IDcluded at an ongiDal cost of 20,047,000 (2010 21,227,000)
22
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
12. Other Ftxed Assets
Land and Asset m Runways, Other assets
butldmgs course of hghtmgs &
freehold construction car parks
'000 '000 '000 '000
Cost:
At 1st Apnl2010 186,493 4,162 113,906 63,809
Addlllons 2,556 7,301 628 1,128
DISposal of subs1d1anes
(6)
DISposals (52!) (2)
At 31st March 2011 188,528 11,463 114,534 64,929
Deprectatmn:
At I st Apnl 2010 88,362 75 56,950 49,529
Charge for the financ1al year 2,187 1,233 1,650
lmpaument losses 360
Dtsposal of subs1dJanes (3)
D1sposals (2)
At 31st March 2011 90,909 75 58,183 51,174
Net Book Value:
At 31st March 2011 97,619 11,388 56,351 13,755
At 31st March 2010 98,131 4,087 56,956 14,280
At 31st March 2011, freehold land wh1ch IS not subject to depreciation amounts to 17,660,000 (2010 17,660,000)
All other fixed assets at 31st March 2011 are held at depreciated hiStoncal cost to the Group
Land and bUJidmgs mclude mterest m aggregate amountmg to 5,189,000 (2010 5,189,000)
Assets Held Under Fmance Leases
Total
'000
368,370
11,613
(6)
(523)
379,454
194,916
5,070
360
(3)
(2)
200,341
179,113
173,454
The net book value at 31st March 2011 of assets held under finance leases amounted to 3,338,000 (2010 3,626,000) and
depreciation prov1ded !hereon durmg the penod totalled 288,000 (20 I 0 325,000)
23
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
13. Fixed Asset Investments
Company
Investment Investment
m subsidiary m associate Total
undertakmgs
'000 '000 '000
Cost:
At begmmng of year 56,o68 56,o68
Addllions 29,000 272 29,272
DJSposals (13,144) (13,144)
At end of year 71,923 272 72,196
Provsons:
At begmnmg of year 11,860 11,860
Made durmg the year 29,000 29,000
Released on diSposal (3,555) (3,555)
At end of year 37,305 37,305
Net book value.
At31 March2011 34,619 272 34,891
At 31 March 2010 (as restated) 44,208 44,208
Cap1tahsatmn of mter-company loan
On 26 January 2011 29,000,000 shares of 1 each m Doncaster Sheffield A1rport L1m1ted were 1ssued The cons1derat10n for
these shares was the release of the subs1d1ary Company's obhgat10n to repay 29,000,000 of loans payable to Peel A1rports
L1m1ted The mter-company receivable balance of 29,000,000 was fully prov1ded m 20 I 0
D1sposals of subs1d1ary undertakings
On 21 June 2011 the followmg subsidiaries were d1sposed ofto other Peel group compames. Peel Airports (Liverpool) L1m1ted,
Peel A1rports (AEPSL) L1m1ted, Peel A1rports Leasmg L1m1ted and C1ty A1rport L1m1ted The sales pnce was agreed as the net
asset value, except for those compames m a net habihttes posttJOn, whereby the sales pnce was agreed at I Th1s resulted m a
profit of 73,00 I, bemg the total net hab1hlles of Peel A1rports Leasmg L1m1ted at the date of d1sposal
Subs1d1ary Undertakmgs and Jomt Assocl8tes
Details ofmvestments of the Group m 1ts pnnc1pal subs1d1ary undertakmgs are gven on page 35
Investment m associate
At 1st Apnl2010
Addllions Peel Airports Properties L1m1ted
Share of results for the year
At 31" March 2011
24
Group
Total
'000
272
2
274
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
14. Stocks
Grou
2011 2010
'000 '000
Consumables
155 485
15. Debtors
Groue Holding
2011 2010 2011 2010
Restated
'000 '000 '000 '000
Trade debtors 3,208 4,630 7 I
Amounts owed by fellow group undertakmgs 36 514 257
Amounts owed by subs1d1ary undertakmgs 56,309 16,908
Other debtors 167 900
Deferred tax asset (see note 18) 5,111
and accrued mcome 4,996 5,531
8,407 16,686 56,573 16,909
Included w1thm debtors 1s an amount of N1l (20 I 0 5, Ill ,000) m respect of amounts recoverable m more than one year
16. Creditors (amounts falhng due w1thm one year)
Groue Holdmg Comean;r
2011 2010 2011 2010
'000 '000 '000 '000
Bank loans and overdrafts 1,521 537
Secured bank loans and overdrafts 35,000 106,000
Obhgat10ns under finance leases and h1re purchase contracts 430 442
Amounts owed to parent 118,175 118,175
Debt fallmg due w1thm one year 35,430 226,138 118,712
Trade credttors 4,448 9,100 112 7
Amounts owed to fellow group undertakmgs 411 142 440
Other taxes and soc1al secunty 598 669 32
Other credttors 564 1,872
Accruals and deferred mcome 10,042 5,268 75 113
51,493 243,189 187 119,304
The group uses denvatlves to manage Its exposure to Interest rate movements on tts bank borrowmgs
As at 31 March 2011 there were mterest rate swaps open w1th a fatr value hab1hty of5,197,985 (2010 5,926,501) Th1s fatr
value has not been recogmsed m the financial statements as the group has not adopted FRS 26
Deta1ls of secunty on the above borrowmgs are d1sclosed m note 17
25
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
17. Creditors (amounts falhng due after more than one year)
Bank loans and overdrafts
Obligations under finance leases and htre purchase contracts
Shareholder loan notes
Debt fulhng due after more than one year
Accruals and deferred mcome
Grants
Details of secunty on the above borrowmgs are disclosed below
Analysis of Group Net Debt
Creditors (amounts falhng due Withm one year)
Creditors (amounts falhng due after more than one year)
Gross debt
Cash at bank and m hand
Group net debt
Repayment of Gross Debt
Fmance leases:
W1thm 1 year
1-2 years
2-5 years
Over 5 years
Other debt:
On demand
W1thm 1 year
After five years -Secured bank loan
Gross debt
Group
2011
'000
71,220
1,721
92,879
165,820
322
27,444
193,586
2010
'000
2,103
2,103
618
27,907
30,628
Holdmg Company
2011 2010
'000 '000
92,879
92,879
Grou
2011 2010
'000 '000
35,430 226,138
165,820 2,103
201,250 228,241
(4,519) (2,019)
196,731 226,222
Grou
2011 2010
'000 '000
430 442
330 431
979 1,008
412 664
2,151 2,545
35,000 71,000
154,696
35,000 225,696
164,099
199,099 225,696
201,250 228,241
The Liverpool Airport Limited bank loan of71,220,000 IS secured by a debenture g1vmg a fixed charge over all land and other
fixed assets and a floatmg charge over all other assets of the company The loan bears mterest at LIB OR plus applicable margm
Interest on 58 Sm of the bank loan has been fixed under an mterest rate swap contract at a rate of3 005% The swap agreement IS
m place until 21 March 2015 The unut1hsed element of the 86,000,000 bank loan fac1hty as at 31 March 2011 IS 14,779,646
(2010 N1l) Th1s fac1hty IS guaranteed by YVR Airport Services (UK) Limited The bank loans are stated net of Issue costs of
2,655,000 and a debt reserve account of 2,237,000 The Issue costs are bemg spread m accordance with FRS 4 over the term of
the finance to which they relate
The Doncaster Sheffield Airport Limited bank loan of 35,000,000 IS secured by debentures giVIng a first legal charge over
freehold land and mvestment properties, other fixed assets and a floatmg charge over all other assets The mterest on the bank
loan has been fixed under an mterest rate swap contract at a rate of 4 895% plus an applicable margm over the hfe of the loan
The loan IS due for repayment no later than November 2016 however It IS classified w1thm ainounts falhng due Withm less than
one year as there IS a bank guarantee m place With Barclays Bank plc which IS renewable annually
26
PEEL AIRPORTS LIMITED
Notes to the Financtal Statements (contmued)
17. Creditors (amounts falhng due after more than one year) (contmued)
Shareholder loan notes are subordmated redeemable loan notes which have been Issued to the shareholders of Peel Airports
Limited The loan notes are repayable m 2020 and bear mterest at I 0% per annum Any redemptiOn of the loan notes shall be
made pro rata to the holdmgs of the note holders
Obhgataons under finance leases and hare purchase contracts are secured on the assets to whach they relate
18. Deferred Tax
Deferred TaxatiOn
1st Apnl2010- asset
Charge to the profit and loss account (note 7)
At 31st March 2011
Deferred taxation m the financial statements IS provided/unprovided as follows
2011 2011
Provided Unprovided
'000 '000
Accelerated cap1tal allowances 223 (1,736)
Short term ttmmg dafferences (223) (5,109)
Losses (9,874)
2010
Provided
'000
Grou
'000
(5,111)
5,111
2010
Unprovided
'000
(2,594)
(236)
(4,433)
7,263
In accordance with FRS 19 no asset has been recogmsed for the potential deferred tax asset of 16,719,000 (2010 7,263,000) m
subsidiary compames ansmg from tax losses and other t1mmg differences as the losses are not expected to be utihsed m the
foreseeable future
19. Called-up Share Capital
Allotted, Called-up and Fully Paid
Equity Share Capital
Ordmary shares of I each
Number
70,761,005
27
Group and
Company
2011
'000
70,761
Group and
Company
2010
'000
70,761
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
20. Reserves
Revaluation
At 1st Apnl2010
Reahsed durmg the year on diSposal of subSidiary undertakmg
Capttal contnbutton- watver of mtercompany loan wath Peel Investments
(PAH) Ltd
Retamed loss for the year
Actuanal gam relatmg to the penston fund
Transfer to profit and loss account
At 31st March 2011
At I st Apnl 20 I 0 as previously stated
Pnor year adJustment (see note I)
At 1st Apnl 2010 as restated
reserve
'000
1,854
(561)
1,293
Retamed profit for the financ1al year (mcludmg profit on diSposal subSidiary undertakmgs of
18,737,000)
Cap1tal contnbut1on- wa1ver of mtercompany loan w1th Peel Investments (PAH) Ltd
At 31st March 201 I
21. Minority Interests
At 1st Apnl2010
Actuar1alloss relatmg to subs1d1ary undertakmg's penSion fund (note 22)
Proportion of loss on ordmary actiVIties after taxation
At 31st March 2011
22. PensiOn Fund
Defined Contribution Pension Scheme
Profit
Other and loss
reserve account
'000 '000
1,972 ( 126,227)
456
51,510
(22,545)
416
(2,428) 2,428
(94,418)
Holding Company
Profit
and loss
account
'000
(20,198)
(108,750)
(128,948)
5,175
51,510
(72,263)
Group
'000
(8,043)
138
(412)
(8,317)
The group operates a defined contnbutwn pensiOn scheme The pensiOn cost charge for the penod represents contnbutwn
payable by the Group to the scheme and amounted to 404,000 (20 IO 425,000)
Contnbullons amountmg to 63,2902010 63,966 were payable to the scheme and are mcluded m cred1tors
28
- ------------
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
22. PensiOn Fund (contmued)
Define Benefit Scheme
Durham Tees Valley Airport Limited IS admitted to a local government penSion fund which IS a defined benefits penSion fund
based on final penSionable pay and which IS closed to new entrants of that subSidiary undertakmg The assets of the schemes are
held separately from those of the Group The latest actuanal valuatiOn as at 31 March 2010 has been adJUSted to reflect the
poSition at 31st March 2011, by a qualified mdependent actuary (m accordance with FRSI7)
2011 2010 2009
% % %
The maJor assumptaons used by the actuary were:
Rate of mcrease m salartes 50 4 35 4 25
Rate of mcrease m pens ton payment 2 7 3 60 3 00
Dtscount rate 5 50 5 50 6 80
RPI mcrease
3 50 3 60 3 00
CPI mcrease
2 70 NIA NIA
Mortality assumptions:
InvestigatiOns have been earned out withm the past three years mto the mortality expenence of the Group's defined benefit
schemes These mvesttgattons concluded that the current mortahty assumptions mclude suflictent a11owance for future
Improvements m mortality rates The assumed hfe expectatiOns on retirement at age 65 are
2011
years
Retmng today
Males 18 9
Females 23 0
Retmng m 20 years
Males 20 9
Females 24 9
Amounts recogmsed m the profit and loss account m respect of these defined benefit schemes are as follows
2011
000's
Current servtce cost
Interest cost
Expected return on scheme assets
Past servtce cost
298
1,108
(I ,490)
(1,933)
(2,0 17)
Valuation at
2010
years
19 5
226
20 4
23 4
2010
000's
258
1,058
(1,009)
307
In July 2010, the government announced Its mtentton that future revaluatiOn penston mcrease orders would be measured by the
Consumer Pnces Index, rather than the Retatl Pnces Index and the trustees announced a change m benefit to reflect this The
Impact of thiS change has been reflected m the actuarial assumptiOns applied at 31st March 2011 and a gam of 1,933,000 has
been recogn1sed as a result
Actuanal gams and losses have been reported m the statement of total recogmsed gams and losses
The actual return on scheme assets was 1,610,000 (2010 5,363,000) The cumulative amount of actuanal gams and losses
recogmsed m the STRGL smce adoption ofFRSI7 IS 919,000 (2010 387,000)
29
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
22. Pension Fund (contmued)
SensitiVIty analysis:
The followmg table sets out the 1mpact of a small change m the d1scount rates on the defined benefit obhgat1on and proJected
servtce cost along wtth a+/ I year age ratmg adjustment to the mortality assumptiOn
000 000 000
AdJuStment to dtscount rate 0 1% 00% -0 1%
Present value of defined benefit obhgat10n 19,369 19,819 20,281
ProJected service cost 324 337 350
Adjustment to mortahty age ratmg assumption +1 year none -1 year
Present value of defined benefit obhgat1on 19,060 19,819 20,587
ProJected serv1ce cost
320 337 354
The amount mcluded m the balance sheet ansmg from the Group's obhgallons m respect of1ts defined benefit retirement benefit
schemes ts as follows
Present value of defined benefit obhgat10ns
Fatr value of scheme assets
Deficit m scheme
Related deferred tax asset
Asset/(L10b1hty) recogn1sed m the balance sheet
Movements m the present value of defined benefit obligations were as follows
At 1 Apnl
Servtce cost
Interest cost
Contnbut10ns from scheme members
Actuanal gams and losses
Benefits pa1d
Past service cost
Unfunded pens10n payments
At 31 March
30
2011 2010
000 000
(19,819) (22,383)
20,054 19,439
235 (2,944)
(61) 824
174 (2, 120)
2011 2010
000 000
22,383
298
1,108
109
(597)
(1,538)
(1,933)
(11)
19,819
15,627
258
1,058
138
5,839
(537)
22,383
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
22. Pension Fund (contmued)
Movements m the fatr value of scheme assets were as follows
At I Apnl
Expected return on scheme assets
Actuanal gams and losses
Contrtbut1ons from the sponsonng compames
Contnbut10ns from scheme members
Benefits pa1d
At 31 March
2011 2010
000 000
19,439
1,490
152
413
109
(1,549)
20,054
14,028
1,009
4,354
447
138
(537)
19,439
The analys1s of the scheme assets and the expected rate of return at the balance sheet date were as follows
Fa1r value of assets
20ll 2010
% %
Eqmty mstruments
84 00 83 00
lndex-hnked g1lts
600 700
Corporate bonds
200 I 00
Property
4 00 400
Cash
400 5 00
100 00 100 00
The five-year h1story of expenence adjustments IS as follows
201l 2010 2009 2008 2007
000 000 000 000 000
Present value of defined benefit obhgat1ons (19,819) (22,383) (15,627) (17,081) (18,335)
Fair value of scheme assets
20,054 19,439 14,028 16,995 17,202
Surplus/(Defic1t) m the scheme
235 (2,944) (I ,599) (86) (1,133)
Expenence adjustments on scheme hab1ht1es
Amount
767 698 (587) (217)
Expenence adjustments on scheme assets
Amount
152 4,354 (3,884) (1,712) (17)
31
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
23. Notes to tbe Group Cash Flow Statement
31st March 2011
(a) Cash flow from operating actiVities
Group operatmg loss
Non-cash adJustments
- non-cash movements on penston
- depreciation and amounts wntten offtangtble fixed assets
- other non-cash movements m fixed assets
- grant release
amortiSatiOn of goodwill
Movement m stocks
Movement m debtors
Movement m credttors
(b) Returns on m vestments and serVIcmg of finance
Interest rece1ved
Interest pa1d
Fmance lease mterest paid
(c) Capital expenditure and financial mvestment
Payments to acqmre tangible fixed assets
Receipts from sales of tangible fixed assets
(d) Fmancmg
New loans
Grants received
Repayment of finance lease credttor
(e) Disposals
Cash disposed of w1th subsidianes
(f) Analysis of Movement in Group Net Debt
Cash at bank (accessible withm 24 hours)
Overdrafts
Debt due Withm one year (excludmg overdrafts)
Debt due after more than one year
Net debt
1st April
2010
'000
2,019
(1,521)
(224,617)
(2,103)
(226,222)
32
'000
(2,834)
(2,048)
5,430
837
(1,475)
112
288
2,990
1,947
5,247
18
(7,433)
(144)
(7,559)
(10,776)
67
(10,709)
16,564
987
(394)
17,157
( 115)
Cash
flow
'000
2,500
1,521
136,135
(152,305)
(12,149)
31st March 2010
'000
(113,552)
(258)
110,511
526
(1,580)
112
(103)
1,801
7,501
4,958
12
(6,960)
(232)
(7,180)
(11,254)
121
(11,133)
16,170
752
(433)
16,489
Other 31st March
non cash 2011
changes '000
'000
4,519
53,052 (35,430)
(11,412) (165,820)
41,640 (196,731)
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
24. Financial commitments
Operatmg leases wh1ch expue
W1thm one year
Between one and two years
Between two and five years
25. Capttal Commitments
Capttal expendtture contracted for but not provtded for m these accounts
26. Contingent Liabthties
2011
'000
109
38
5
!52
Grou
2011
'000
2010
'000
123
88
22
233
2010
'000
9,303
At 31st March 2011, the Group's banks had provtded road bonds and guarantees arnountmg to Ntl (2010 1,194,793) In
addtlton at 31 March 2011, there ts a contmgent ltabtltty m respect of the Durham Tees Valley Atrport Ltmtted defined benefit
penston scheme of 338,000 (2010 1, 100,000)
27. Related Parties
Dunng the year the company entered mto the followmg tmnsacttons wtth fellow substdtary compantes of the group The
transactions were pnced on an ann's length basis
YVR Atrporl Servtces (Cyprus) Ltmtted
YVR Atrport Servtces Ltmtted
Peel Investments (PAH) Ltmtted
Peel Adverttsmg Ltmtted
Peel Electnctty Servtces Ltmtted
Peel Uttltltes Servtces Ltmtted
Peel Letsure Opemttons No I Ltmtted
Peel Management Ltmtted
Peel Commumcattons L1mtted
RHADS Hotels Ltmtted
Peel Holdmgs (Land & Properttes) Ltmtted
Peel Land & Property Investments Ltmtted
Peel Land & Property Ports No3 Ltmtted
Peel Water Servtces Ltmtted
Ctty Atrport Ltmtted
33
Sales of
Goods/
Serv1ces
'000
3
43
319
15
14
685
12
4
70
(Purchase) of
Goods/
Serv1ces
'000
(932)
(4,500)
(2,257)
(335)
(53)
(IO)
(199)
(67)
(8)
(3)
(I)
Balances
Receivable/
(payable)
'000
(488)
(4,391)
(2,257)
318
(221)
(44)
304
(214)
(18)
(2)
(I)
15
(I)
2
13
' '
PEEL AIRPORTS LIMITED
Notes to the Financial Statements (contmued)
28. Ultimate Holding Company
The ult1mate holdmg company m the penod to 21st June 2010 was Tokenhouse L1m1ted, a company mcorporated m the Isle of
Man Tokenhouse L1m1ted 1s controlled by the 1997 B1llown Settlement Trust
On 21 June 20 I 0, 65% of the share cap1tal was by YVR Airports (UK) L1m1ted, a company mcorporated m the
Umted Kmgdom, whose reg1stered office IS at Eversheds House, 70 Great Bndgewater Street, Manchester MI 5ES
From 21 June 10 onwards, the ultimate holdmg company 1s YVR A1rport Ltd (regiStered number 0778554), a company
mcorporated m Canada, whose regiStered office " at Vancouver International A1rport, 3211 Grant McConach1e Way, Lmk
BUIIdmg, Level 5, Richmond, BntiSh Columbia, Canada V7B I Y7
The largest group of compames, of whiCh the company IS a member, wh1ch produces consolidated accounts IS YVR Airports
Serv1ces L1m1ted, a company mcorporated m the Canada
The smallest group of compames, of wh1ch the company IS a member, that produces consolidated accounts, IS Peel Airports
L1m1ted, a company mcorporated m England Its Group accounts are ava1lable from the Company Secretary, Liverpool A1rport,
Liverpool, L24 I YD
34
PEEL AIRPORTS LIMITED
Subsidiary Undertakings
The pnnc1pal tradmg subs1d1ary undertakmgs consolidated as at 31st March 2011, all ofwh1ch were wholly owned unless
otherwtse stated were as follows
Incorporated
England & Wales
England & Wales
England & Wales
England & Wales
Company
Liverpool A1rport L1m1ted*
Durham Tees Valley A1rport L1m1ted**
Doncaster Sheffield Airport L1m1ted*
L1verpool A1rport Hotel L1m1ted ***
I 00% owned by Peel Airports L1m1ted
Principal actiVIties
Operator of a reg1onal a1rport
Operator of a reg1onal a1rport
Operator of a reg10nal a1rport and properlY
mvestment
ProperlY mvestment
Peel A1rports Ltm1ted owns I 00% of the 'A' ordmary shares of I each wh1ch carry 75% of the votmg nghts m the
company
I 00% owned by L1verpool A1rport L1m1ted
A full hst of subs1d1ary undertakmgs w1ll accompany the next Annual Return to be filed w1th the Reg1strar of Compames
35