HEATHROW (SP)
LIMITED
RESULTS FOR THE 3
MONTHS
ENDED 31 MARCH
2024
Record-breaking start to 2024 - 18.5 million passengers travelled through Heathrow during
Q1, more than ever before. The strong performance during what is
traditionally a quieter period of the year was in part driven by
growth on key business routes like Delhi and Mumbai, strong North
American traffic and surging East Asian demand growing 40% versus
Q1 2023. The summer getaway is expected to be the busiest on
record, and we have a robust operating plan in place to keep the
airport running smoothly, even if unnecessary industrial action
materialises. Reflecting the strong performance, our 2024 passenger
outlook has been bumped up to 82.4 million.
Refreshed business strategy launched
- Setting the ambition to be an extraordinary
airport, fit for the future, while renewing our commitment to
making every journey better. We are focused on enabling a more
efficient operation, that supports more passengers while delivering
on our Heathrow 2.0 sustainability commitments. To support our new
strategy and ensure we are delivering for our customers, we have
streamlined roles and accountabilities across the Executive team.
Javier Echave will become Chief Operating Officer on 26 April, and
Ross Baker will become Chief Customer Officer on 1 May.
Investing in the UK's hub -
Our £1 billion next-generation security programme continues apace
as we install 146 lanes across the airport, works have begun to
replace the baggage system in Terminal 2 with a new
state-of-the-art system, and we will shortly begin on a
once-in-a-decade job to resurface both runways without impacting
the airport's operating day. These improvements will help enhance
the service and resilience of the UK's hub airport.
Prioritising for an efficient operation
- We made a £83 million adjusted profit before
tax in Q1. We have strong liquidity of £3.8 billion, and our focus remains on delivering excellent
service to our customers while maintaining strong cost control and
delivering efficiencies to close the £400 million gap in the H7
settlement set by the CAA. No dividends are currently forecast for
2024, although it is plausible subject to financial performance. We
will continue to review optionality throughout the year.
Current Government policy is curtailing the UK's growth and
competitiveness - Ministers should
rethink anti-growth policies like the "tourist tax" that discourage
international visitors from spending in the UK; and unnecessary
travel visas for transiting passengers that risk the UK's global
connectivity and Heathrow's hub status. A supportive policy
environment for aviation would deliver a much-needed economic boost
by encouraging people to visit, spend and do business here in the
UK.
At or for 3 months ended 31
March
|
2024
|
2023
|
Change (%)
|
(£m unless otherwise
stated)
|
|
|
|
Revenue
|
808
|
814
|
(0.7)
|
Adjusted
EBITDA(1)
|
443
|
486
|
(8.8)
|
Cash generated from operations
|
460
|
374
|
23.0
|
Profit/(loss) before tax
|
189
|
(60)
|
415.0
|
Adjusted profit/(loss) before
tax(2)
|
83
|
(139)
|
159.7
|
Heathrow (SP) Limited consolidated
nominal net debt(3)
|
14,646
|
14,795
|
(1.0)
|
Heathrow Finance plc consolidated
nominal net debt(3)
|
16,605
|
16,806
|
(1.2)
|
Regulatory Asset
Base(4)
|
20,058
|
19,804
|
1.3
|
Passengers
(million)(5)
|
18.5
|
16.9
|
9.5
|
"It has been a successful start to the year thanks to
colleagues delivering a consistent, reliable service to our
passengers. As I close the chapter on eight years as CFO, I'm proud
that Heathrow is on a strong financial footing with a clear
flightpath ahead. On the horizon is Heathrow's busiest summer yet
with more passengers and destinations served than ever before.
We're ready to continue delivering."
Javier Echave | Heathrow CFO
|
|
Notes
(1)
EBITDA (2024: £450 million, 2023: £492 million) is
profit before interest, taxation, depreciation, amortisation.
Adjusted EBITDA is EBITDA excluding fair value adjustments on
investment properties.
(2)
Adjusted profit before tax excludes fair value
adjustments on investment properties and financial
instruments.
(3)
Consolidated nominal net debt is short and long-term
debt less cash and cash equivalents and term deposits, it includes
index-linked swap accretion and the hedging impact of cross
currency interest rate swaps. It excludes pre-existing lease
liabilities recognised upon transition to IFRS 16, accrued
interest, bond issue costs and intra-group loans. 2023 figures are
as at 31 December 2023.
(4)
The Regulatory Asset Base is a regulatory construct,
based on predetermined principles not based on IFRS. It effectively
represents the invested capital on which we are authorised to earn
a cash return. 2023 figures are as at 31 December 2023.
(5)
Changes in passengers are calculated using unrounded
passenger numbers.
Heathrow (SP) Limited is the holding company of a group of
companies that fully own Heathrow airport and together with its
subsidiaries is referred to as the Group. Heathrow Finance plc,
also referred to as Heathrow Finance, is the parent company of
Heathrow (SP) Limited.
Creditors and credit analysts conference call hosted
by
Javier
Echave, CFO and Sally Ding, Director of Treasury & Corporate
Finance.
Wednesday April
24th, 2024
3.00pm
(UK time), 4.00pm (Central European Time), 10.00am (Eastern
Standard Time)
Disclaimer
These materials contain certain
statements regarding the financial condition, results of
operations, business and future prospects of Heathrow. All
statements, other than statements of historical fact are, or may be
deemed to be, "forward-looking statements". These forward-looking
statements are statements of future expectations and include, among
other things, projections, forecasts, estimates of income, yield
and return, pricing, industry growth, other trend projections and
future performance targets. These forward-looking statements are
based upon management's current assumptions (not all of which are
stated), expectations and beliefs and, by their nature are subject
to a number of known and unknown risks and uncertainties which may
cause the actual results, prospects, events and developments of
Heathrow to differ materially from those assumed, expressed or
implied by these forward-looking statements. Future events are
difficult to predict and are beyond Heathrow's control,
accordingly, these forward-looking statements are not guarantees of
future performance. Therefore, there can be no assurance that
estimated returns or projections will be realised, that
forward-looking statements will materialise or that actual returns
or results will not be materially lower than those
presented.
All forward-looking statements are
based on information available at the date of this document.
Accordingly, except as required by any applicable law or
regulation, Heathrow and its advisers expressly disclaim any
obligation or undertaking to update or revise any forward-looking
statements contained in these materials to reflect any changes in
events, conditions or circumstances on which any such statement is
based and any changes in Heathrow's assumptions, expectations and
beliefs.
These materials contain certain
information which has been prepared in reliance on publicly
available information (the "Public Information"). Numerous
assumptions may have been used in preparing the Public Information,
which may or may not be reflected herein. Actual events may differ
from those assumed and changes to any assumptions may have a
material impact on the position or results shown by the Public
Information. As such, no assurance can be given as to the Public
Information's accuracy, appropriateness or completeness in any
particular context, or as to whether the Public Information and/or
the assumptions upon which it is based reflect present market
conditions or future market performance. The Public Information
should not be construed as either projections or predictions nor
should any information herein be relied upon as legal, tax,
financial, investment or accounting advice. Heathrow does not make
any representation or warranty as to the accuracy or completeness
of the Public Information.
All information in these materials
is the property of Heathrow and may not be reproduced or recorded
without the prior written permission of Heathrow. Nothing in these
materials constitutes or shall be deemed to constitute an offer or
solicitation to buy or sell or to otherwise deal in any securities,
or any interest in any securities, and nothing herein should be
construed as a recommendation or advice to invest in any
securities.
This document has been sent to you
in electronic form. You are reminded that documents transmitted via
this medium may be altered or changed during the process of
electronic transmission and consequently neither Heathrow nor any
person who controls it (nor any director, officer, employee nor
agent of it or affiliate or adviser of such person) accepts any
liability or responsibility whatsoever in respect of the difference
between the document sent to you in electronic format and the hard
copy version available to you upon request from
Heathrow.
Any reference to "Heathrow" means
Heathrow (SP) Limited (a company registered in England and Wales,
with company number 6458621) and will include its parent company,
subsidiaries and subsidiary undertakings from time to time, and
their respective directors, representatives or employees and/or any
persons connected with them.
These materials must be read in
conjunction with the Heathrow (SP) Limited Annual Report and
Financial Statements for the year ended 31 December 2023.
STRATEGIC UPDATE
Heathrow New Strategy
After nearly a decade, we have
refreshed our strategy to align our efforts and ensure collective
progress towards a common objective. Starting with our purpose,
which continues to be Making
Every Journey Better, it now means something to everyone,
whatever their role in our business. Central to our renewed focus
is our new vision: "To be an
extraordinary airport, fit for the future". This
aspirational goal sets the stage for where we envision Heathrow in
the future. To translate this vision into reality, we have
identified six Beacons, formerly known as our Strategic Priorities,
which serve as the driving forces behind our vision. These Beacons
have been carefully selected to address the most pressing needs in
the short to medium term, providing a clear roadmap for achieving
our objectives. At the heart of our strategy lie our Foundations,
the core principles that are indispensable to our business. These
foundational elements serve as the base upon which our entire plan
is built, underscoring their non-negotiable importance in every
aspect of our business. Finally, our six Values remain unchanged.
Heathrow values were developed by our colleagues, for our
colleagues, as a common set of qualities describing the culture we
want to experience at Heathrow. Through these values, we will
strive for excellence, champion and respect the diversity and
talent of our people, care for one another and deliver our vision.
In the coming months, we will share more details about our Beacons
and Foundations.
Business Update
In assessing our performance for
the three months ending 31 March 2024, we have outlined key
performance metrics that illustrate our progress. The glossary
section of this report provides detailed definitions for each
indicator.
Passenger Traffic
(Millions) (1)
|
2024
|
2023
|
Var % (2)
|
UK
|
1.1
|
1.0
|
10.0
|
Europe
|
7.2
|
6.6
|
9.1
|
North America
|
4.1
|
3.8
|
7.9
|
Asia Pacific
|
2.6
|
2.2
|
18.2
|
Middle East
|
2.0
|
1.9
|
5.3
|
Africa
|
0.9
|
0.9
|
0.0
|
Latin America
|
0.6
|
0.5
|
20.0
|
Total passengers
|
18.5
|
16.9
|
9.5
|
(1) For
the three months ended 31 March
(2)
Calculated using rounded
passenger figures
Other traffic performance
indicators (1)
|
2024
|
2023
|
Var % (2)
|
Passenger ATM
|
112,766
|
103,173
|
9.3
|
Load factors (%)
|
75.1
|
74.3
|
1.1
|
Seats per ATM
|
220.8
|
220.7
|
0.0
|
Cargo tonnage ('000)
|
394
|
317
|
24.3
|
(1) For
the three months ended 31 March
(2)
Calculated using rounded
passenger figures
(3)
Cargo tonnage including mail
The increase in passenger traffic
is driven by a significant increase in passenger ATMs compared to
last year and some small load factor increases. Almost all markets
exceed 2023's numbers, with double-digit growth for the UK, Asia
Pacific and Latin America. Africa is aligned with 2023 figures,
with fewer passengers travelling to Egypt and Algeria. At the end
of March, our summer season kicked off, and passengers will have
even more options with six new airline routes to Abu Dhabi, Kos,
Izmir, Bangalore, Barcelona and Paris-Orly. This is the first time Heathrow has served the route to
Paris-Orly since 2017. The normalisation of belly hold capacity has
led to increased cargo tonnage.
Service and Operational performance
Service standard performance
indicators (1)
|
2024
|
2023
|
ASQ
|
4.02
|
4.01
|
Arrival punctuality %
|
73.6
|
69.7
|
Departure punctuality %
|
76.9
|
63.5
|
Security performance %
|
93.6
|
85.5
|
Baggage connection %
|
98.5
|
98.2
|
(2) For
the three months ended 31 March
In the first three months of 2024,
overall passenger satisfaction achieved the highest score since Q1
2022 while welcoming 11% more departing passengers this year
compared to last year. Many attributes demonstrated an improvement
compared to Q1 2023, including 'Wi-Fi Service Quality',
'Availability of Water Filling Stations', 'Ease of Making
Connections with other Flights', Waiting Time at 'Security' and
'Check-in'. In contrast, attributes including
'Restaurant/Bars/Cafes', 'Shops', and 'Signage to Access to the
Terminal' saw a decrease.
Operational resilience started
strong in 2024. Security performance has been very good, with the
vast majority of direct passengers passing through security within
5 minutes. Improved operational performance across the airfield has
seen improved aircraft turnarounds, resulting in departure
punctuality outperforming arrivals. Although, overall punctuality
continues to be impacted by airspace closures and weather. Baggage
performance remains stable.
Capital expenditure
During the first quarter of 2024,
£320 million (2023: £169 million) of capital expenditure was
recognised. This included £127 million for the acquisition of a
building, as well as £7 million in capital creditors movements
(2023: £68 million). We are continuing to invest in the H7 Capital
Plan, comprising over 450 projects across six programmes.
Our next-generation Security Programme is
progressing well, as we continue to make good progress across all
terminals, and we move towards completing a total of 146 lanes. In
the T2 Baggage Programme, the new baggage system is being designed
by our newly appointed strategic baggage partner, and
IT replacement works have begun. The Commercial
Revenue Programme has seen an investment of £12 million across
commercial propositions in retail, digital and surface access. In
the Carbon and Sustainability Programme, the roll-out of electric
vehicle (EV) chargers continues along with plans for the new
carbon-efficient pre-conditioned air units for aircraft stands. In
the Asset Management and Compliance Programme, we are making good
progress on the current portfolio of 160 live projects, with seven
additional projects completed in Q1. Finally, the mobilisation of
the Efficient Airport Programme has begun with multiple
opportunities identified to improve passenger satisfaction whilst
driving efficiencies across the airport-wide operation.
Key
regulatory developments
On 28 March 2024, Heathrow
submitted its formal response to the CAA's consultation on 'Setting
future price controls - review of approach'. It follows on from the
DfT independent review of the CAA published in 2023, that
recommended the regulator should review the process, governance and
'mechanics' for conducting economic regulation. Whilst the overall
CAA review is considerably broad, Heathrow has outlined where
improvements in approach, guidance and decision-making are
needed. The CAA has committed to issue their response during
Spring 2024. This should trigger further actions for H8, including
more detailed timetable plans from the CAA's initial high-level
indicative plan.
In addition, on 20 March 2024, the
CAA published a further consultation on 'H7 Final Issues'. The
consultation deals with both the matters that were remitted to the
CAA by the CMA through its October 2023 Final Determinations of the
appeals of the H7 Final Decision on price control (FD), as well as
the matters the CAA was not able to resolve prior to making the
March 2023 FD. Amongst other issues, the
consultation is proposing adjustments to a number of elements in
the FD, including the approach to calculating the "AK" adjustment
to revenues for 2020-2021 and the "index-linked premium" used to
calculate the cost of debt for the H7 WACC, for instance. According
to the CAA, taken together, proposed changes would result in a
revenue reduction of c. £184 million (2020 CPI) and lead to 6%
lower nominal tariffs for 2025 and 2026. We are now reviewing in
detail the approach and calculations set out by the CAA and will
respond to the consultation ahead of the 1 May deadline.
Long-term growth and Capacity developments
We are conducting an internal
review of the work we have carried out previously and the different
circumstances we find the aviation industry in. This will enable us
to progress with appropriate recommendations to create capacity at
Heathrow Airport. The Government's ANPS continues to provide policy
support for our plans for a third runway and the related
infrastructure required to support an expanded airport.
Heathrow 2.0 - Connecting People and Planet
During the first quarter of the
year, Heathrow maintained momentum across carbon and
sustainability. As an inaugural adopter of the Taskforce on
Nature-related Financial Disclosures (TNFD), we will be better
positioned to transparently measure our impact on nature. Our World
of Work program, which includes the STEM Generation activity and
Essential Skills Masterclasses, has been instrumental in benefiting
local students and colleges. Additionally, we successfully launched
the first Lift-off event of 2024, with a strong focus on Zero Waste
and Construction & Energy.
We gained further understanding of
Sustainable Aviation Fuel (SAF) uplifted in 2023, supporting us to
track annual progress in this critical area. Last year, we extended
the deadline of our SAF incentive to the end of September 2024 due
to a delay in global supply. In a strategic move, we joined a major
hydrogen technology hub led by Cranfield University, which will
contribute to our preparation for a hydrogen-powered future. The
release of the 2023 Sustainable Travel Zone (STZ) Annual Report
highlights Heathrow's initiatives to promote sustainable travel
among passengers and colleagues, emphasising their positive
impacts.
Key
Management Changes
Chris Annetts, Chief Strategy
Officer, will leave the company at the end of April. With effect
from 1 May 2024, Nigel Milton's title will change from Chief of
Staff and Carbon to Chief Communications and Sustainability Officer
and Ross Baker's title will change from Chief Commercial Officer to
Chief Customer Office. Emma Gilthorpe, our Chief Operating Officer
(COO), has also decided to depart from Heathrow, and her last day
will be 26 April 2024. Drawing on the strength of internal talent,
we are delighted to announce that Javier Echave, currently our
Chief Financial Officer (CFO) will take over from Emma and become
our new COO from 26 April 2024. Sally Ding, currently our Director
of Treasury & Corporate Finance, will be acting CFO whilst a
permanent recruitment process completes.
Ultimate Shareholder Update
On 28 November 2023, Ferrovial
announced that an agreement has been reached for the sale of its
entire stake (c.25%) in FGP Topco Limited, the parent company of
Heathrow Airport Holdings Limited, for £2,368 million. The
agreement has been reached with two different buyers, Ardian and
The Public Investment Fund (PIF), who would acquire Ferrovial's
shareholding in c.15% and c.10% stakes, respectively, through
separate vehicles. On 16 January 2024, Ferrovial announced that,
pursuant to the FGP Topco Shareholders Agreement, certain other FGP
Topco shareholders have exercised their tag-along rights, which
resulted in 60% of the total issued share capital of FGP Topco
being available for sale. The parties are currently investigating
options to satisfy the exercised rights. While we acknowledge the
existence of a change of control clause in the bonds issued by
Heathrow Finance plc. and the continuing nature of the
negotiations, we are not at this time privy to any information that
would lead us to believe that the change of control clause would be
triggered.
Financial Review
Basis of presentation of financial results
Heathrow (SP) Limited 'Heathrow
SP' is the holding company of a group of companies (the 'Group'),
which includes Heathrow Airport Limited ('HAL'), which owns and
operates Heathrow airport, and Heathrow Express Operating Company
Limited ('Hex Opco') which operates the Heathrow Express rail
service. Heathrow SP's consolidated Financial Statements are prepared in accordance with UK
adopted international accounting standards. The financial
information presented within these financial statements has been
prepared on a going concern basis. More detail can be found in the
going concern statement on page 12.
Alternative performance measures
Management uses Alternative
Performance Measures ('APMs') to monitor performance of the
segments as it believes this more appropriately reflects the
underlying financial performance of the Group's operations. These
remain consistent with those included and defined in the Annual
Report and Financial Statements for the year ended 31 December
2023.
Summary performance
Three months ended 31
March
|
2024
£m
|
2023
£m
|
Revenue(1)
|
808
|
814
|
Adjusted operating costs(2)
|
(365)
|
(328)
|
Adjusted EBITDA(3)
|
443
|
486
|
Depreciation and
amortisation
|
(163)
|
(183)
|
Adjusted operating
profit(4)
|
280
|
303
|
Net finance costs before
certain
re-measurements
|
(197)
|
(442)
|
Adjusted profit/(loss) before
tax(6)
|
83
|
(139)
|
Tax (charge)/credit on profit/(loss)
before certain re-measurements
|
(38)
|
30
|
Adjusted profit/(loss) after
tax(6)
|
45
|
(109)
|
Including certain re-measurements(5)
:
|
|
|
Fair value gain on investment
properties
|
7
|
6
|
Fair value gain on financial
instruments
|
99
|
73
|
Tax charge on certain
re-measurements
|
(27)
|
(20)
|
Profit/(loss) after tax(6)
|
124
|
(50)
|
(1)
Revenue does not contain any adjustments for non-GAAP
items.
(2)
Adjusted operating costs exclude depreciation, amortisation
and fair value adjustments on investment properties.
(3)
Adjusted EBITDA is profit before interest, taxation,
depreciation, amortisation and fair value adjustments on investment
properties.
(4)
Adjusted operating profit excludes fair value adjustments on
investment properties.
(5)
Certain re-measurements consist of: fair value gains and
losses on investment property revaluations, gains and losses
arising on the re-measurement of financial instruments, together
with the associated fair value gains and losses on any underlying
hedged items that are part of a cash flow, fair value and economic
hedging relationship and the associated tax impact on
these.
(6)
Adjusted profit/(loss) before and after tax excludes fair
value adjustments on investment properties and financial
instruments and the associated tax impact of these.
Revenue
Three months ended 31
March
|
2024
£m
|
2023
£m
|
Var.
%
|
Aeronautical
|
515
|
545
|
(5.5)
|
Retail
|
168
|
149
|
12.8
|
Other
|
125
|
120
|
4.2
|
Total revenue
|
808
|
814
|
(0.7)
|
The decrease in aeronautical
revenue is driven by lower H7 charges set by the CAA, partially
offset by higher passenger numbers. Retail income, which includes
Retail concessions and Car Parking, has increased, driven by higher
departing passengers and overall stronger car parking performance.
Other revenue has increased due to higher Other regulated charges
(ORCs) from higher passenger numbers offset by lower surface access
revenue.
Adjusted operating costs
Three months ended 31
March
|
2024
£m
|
2023
£m
|
Var.
%
|
Employment
|
114
|
93
|
22.6
|
Operational
|
107
|
97
|
10.3
|
Maintenance
|
57
|
50
|
14.0
|
Rates
|
28
|
29
|
(3.4)
|
Utilities and Other
|
59
|
59
|
0.0
|
Adjusted operating costs(1)
|
365
|
328
|
11.3
|
(1)
Unadjusted operating costs
were £521 million (2023: £505 million). This included depreciation
& amortisation of £163 million (2023: £183 million) and a fair
value gain on investment properties of £7 million (2023: £6
million).
Employment costs, which includes
overtime, recruitment and training, have increased due to
additional colleagues being needed to accommodate the higher
demand. The rise in operational and maintenance is mainly due to
higher levels of Passengers Requiring Support (PRS) resourcing,
cleaning and maintenance and service quality rebates paid. Finally,
tight cost controls and stable energy prices have resulted in
stable Utilities and Other costs.
Net
Finance Costs
Net finance costs before certain
re-measurements decreased to £197 million (2023: £442 million). The
RPI annual growth rate has decreased year on year from 13.5% to
4.5%, resulting in a lower inflation accretion expense.
Taxation
The total tax charge for the
three-month period ended 31 March 2024 was £65 million (2023: £10
million tax credit) on a profit before tax of £189 million (2023:
£60 million loss).
The tax charge before certain
re-measurements was £38 million (2023: £30 million tax credit).
Based on a profit before tax and certain re-measurements of £83
million (2023: £139 million loss), this results in an effective tax
rate of 45.8% (2023: 21.6%). This represents the best estimate of
the annual effective tax rate expected for the full year, applied
to the pre-tax profit before certain re-measurements for the
three-month period. The tax charge is significantly higher than the
statutory rate of 25% (2023: lower than the statutory rate of
23.5%) primarily due to the non-qualifying depreciation forecast
for 2024 compared to the relatively low profits forecast,
increasing the tax charge for the year (2023: non-deductible
expenses reducing the tax credit for the year offset by current
year deferred tax movements at the 25% tax rate).
In addition, for the three months
ended 31 March 2024, a tax charge of £27 million (2023: £20
million) was recognised on certain re-measurements arising from
fair value movements on financial instruments and investment
properties of £106 million (2023: £79 million).
Restricted payments
In the three months ended 31 March
2024, total restricted payments (gross and net) made by Heathrow SP
amounted to £66 million (2023: £95 million). This funded scheduled
interest payments on debt at Heathrow Finance. No payments to
ultimate shareholders were made during the period.
Recent Financing Activity
In the first three months of
2024, we successfully issued a £350 million, 8-year, Class B
sustainability-linked bond (SLB). It was our debut GBP SLB and the
first SLB in the Sterling market to include all scopes of
emissions. We also issued a £400 million, 7-year Holdco bond at
Heathrow Finance, the largest notional that Heathrow Finance has
ever completed. Redemptions in the first quarter of 2024, comprised
the repayment of a Class B bond of £600 million in February and a
Heathrow Finance bond of £300 million in March.
Debt and Liquidity at Heathrow (SP)
Limited
Three months ended 31
March
|
2024
£m
|
2023 (1)
£m
|
Consolidated nominal gross debt
|
16,492
|
16,691
|
Bond issuances
|
13,918
|
14,155
|
Other term debt
|
1,665
|
1,665
|
Index-linked derivative
accretion
|
846
|
807
|
Lease
liabilities(2)
|
63
|
64
|
Qualifying cash and cash
equivalents and term deposits
|
(1,846)
|
(1,896)
|
Consolidated nominal net debt
|
14,646
|
14,795
|
Senior net debt
|
12,703
|
12,607
|
Junior net debt
|
1,943
|
2,188
|
(1)
2023 figures are as at 31 December 2023.
(2)
Lease liabilities relating to leases that existed at the
point of transition to IFRS 16 (1 January 2019) are excluded from
Consolidated nominal net debt. All new leases entered into
post-transition are included.
The average cost of Heathrow SP's
nominal gross debt at 31 March 2024 was 3.74% (31 December 2023:
3.68%). This includes interest rate, cross-currency and
index-linked hedge costs and excludes index-linked accretion.
Including index-linked accretion, Heathrow SP's average cost of
debt at 31 March 2024 was 7.80% (31
December 2023 9.11%).
The average life of Heathrow SP's
gross debt as at 31 March 2024 was 10.3 years (31 December 2023:
10.2 years).
The Group has sufficient liquidity
to meet its forecast needs for at least the next 18 months. In
making this assessment, the Directors have considered both the
Heathrow SP Group of companies, as well as the wider Heathrow
Finance plc group of companies (the "Heathrow Finance Group"). This
includes operating cashflows under the base case business plan and
capital investment, debt service costs, debt maturities and
repayments. This liquidity position takes into account £2,360
million in cash resources across the Heathrow Finance Group as well
as undrawn revolving credit facilities of £1,386
million.
Debt at Heathrow Finance plc
Three months ended 31
March
|
2024
£m
|
2023 (1)
£m
|
Heathrow SP's nominal net
debt
|
14,646
|
14,795
|
Heathrow Finance's nominal gross
debt
|
2,464
|
2,364
|
Heathrow Finance's qualifying cash
and cash equivalents and term deposits
|
(505)
|
(353)
|
Consolidated nominal net debt
|
16,605
|
16,806
|
(1)
2023 figures are as at 31 December 2023.
Financial ratios
At 31 March 2024, Heathrow SP and
Heathrow Finance continue to operate within required financial
ratios. Gearing ratios and interest coverage ratios are defined
within the Glossary.
Three months ended 31
March
|
2024
£m
|
2023 (1)
£m
|
Heathrow's RAB
|
20,058
|
19,804
|
Regulatory asset ratio 'RAR'
|
|
|
Heathrow SP's senior (Class
A)
|
63.3%
|
63.7%
|
Heathrow SP's (Class B)
|
73.0%
|
74.7%
|
Heathrow Finance's gearing
ratio
|
82.8%
|
84.9%
|
(1)
2023 figures are as at 31 December 2023.
Pension scheme
We operate a defined benefit
pension scheme (the 'BAA Pension Scheme'), which closed to new
members in June 2008. At 31 March 2024, the defined benefit pension
scheme, as measured under IAS 19, was funded at
97.7% (31
December 2023: 95.6%). This translated into a deficit of £64 million (31 December
2023: £128 million). The
£64 million
reduction in the deficit in the three months is largely due to
actuarial gains of £64 million attributable to a reduction
in liabilities driven by a 0.3% increase in the discount
rate partially offset by a
loss on assets; service
costs of £3 million; a finance charge of £1
million; and, contributions paid in the
year. In the three months ended 31 March 2024, we contributed
£4 million
(2023: £3 million) into the defined benefit pension scheme. No deficit
repair contributions have been paid in the three months
(2023: nil). The
Directors believe that the scheme has no significant plan-specific
or concentration risks.
Outlook
The strong demand in Q1 and the
continuing trend will likely see us outperforming the current
passenger forecast. We, therefore, have revised our 2024 traffic
outlook to 82.4 million passengers. Consequently, adjusted EBITDA
for 2024 is expected to be £1,938 million. We will provide revised
forecast and associated financial forecast in the June investor
report.
Condensed consolidated income
statement for the three months ended 31 March 2024
|
|
Unaudited
Three months ended 31 March
2024
|
Unaudited
Three
months ended 31 March 2023
|
|
|
Before certain re-measurements
(1)
|
Certain re-measurements (2)
|
Total
|
Before certain re-measurements
(1)
|
Certain re-measurements
(2)
|
Total
|
|
Note
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
|
|
|
|
|
|
|
|
Revenue
|
1
|
808
|
-
|
808
|
814
|
-
|
814
|
Operating costs
(3)
|
2
|
(528)
|
7
|
(521)
|
(511)
|
6
|
(505)
|
Operating profit
|
|
280
|
7
|
287
|
303
|
6
|
309
|
|
|
|
|
|
|
|
|
Financing
|
|
|
|
|
|
|
|
Finance income
|
|
28
|
-
|
28
|
13
|
-
|
13
|
Finance costs
|
|
(225)
|
99
|
(126)
|
(455)
|
73
|
(382)
|
Net
finance costs
|
3
|
(197)
|
99
|
(98)
|
(442)
|
73
|
(369)
|
|
|
|
|
|
|
|
|
Profit/(loss) before tax
|
|
83
|
106
|
189
|
(139)
|
79
|
(60)
|
|
|
|
|
|
|
|
|
Taxation (charge)/credit
|
4
|
(38)
|
(27)
|
(65)
|
30
|
(20)
|
10
|
|
|
|
|
|
|
|
|
Profit/(loss) for the period (4)
|
|
45
|
79
|
124
|
(109)
|
59
|
(50)
|
(1)
Amounts stated before certain re-measurements are
non-GAAP measures.
(2)
Certain re-measurements consist of: fair value
gains and losses on investment property revaluations, gains and
losses arising on the re-measurement of financial instruments,
together with the associated fair value gains and losses on any
underlying hedged items that are part of a cash flow, fair value
and economic hedging relationship and the associated tax impact on
these.
(3)
Included within operating costs is a £3 million
credit (three months ended 31 March 2023: £2 million) for the
impairment of trade receivables.
(4)
Attributable to owners of the parent.
Condensed consolidated statement
of comprehensive income for the three months ended 31 March
2024
|
Unaudited
Three months ended
31 March 2024
£m
|
Unaudited
Three months ended
31 March 2023
£m
|
Profit/(loss) for the
period
|
124
|
(50)
|
|
|
|
Items that will not be
subsequently reclassified to the consolidated income
statement
|
|
|
Actuarial (loss)/gain on
pensions:
|
|
|
(Loss)/gain on plan
assets(1)
|
(11)
|
54
|
Decrease/(increase) in scheme
liabilities(1)
|
59
|
(34)
|
|
|
|
Items that may be
subsequently reclassified to the consolidated income
statement
|
|
|
Cash flow hedges:
|
|
|
Gain/(loss) taken to
equity(1)
|
12
|
(2)
|
Transfer (from)/to finance
cost(1)
|
(1)
|
8
|
Impact of cost of
hedging(2)
|
1
|
-
|
Other comprehensive income for the period
|
60
|
26
|
Total comprehensive income/(expense) for the period
(3)
|
184
|
(24)
|
(1)
Items in the statement above are disclosed net of
tax.
(2) The Group
applied IFRS 9 cost of hedging to the newly issued €650 million
which was designated in a fair value hedge, to separately account
for the fair value movement attributable to the currency basis
element under other comprehensive income, thereby excluding its
impact from the hedge designation.
(3)
Attributable to owners of the parent.
Condensed consolidated
statement of financial position as at 31 March 2024
|
Note
|
Unaudited
31 March 2024
£m
|
Audited (1)
31 December 2023
£m
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Property, plant and
equipment
|
|
10,578
|
10,385
|
Right of use assets
|
|
299
|
304
|
Investment properties
|
|
2,457
|
2,449
|
Intangible assets
|
|
220
|
223
|
Derivative financial
instruments
|
|
943
|
952
|
Trade and other
receivables
|
|
53
|
180
|
|
|
14,550
|
14,493
|
Current assets
|
|
|
|
Inventories
|
|
15
|
17
|
Trade and other
receivables
|
|
330
|
379
|
Derivative financial
instruments
|
|
68
|
92
|
Term deposits
|
|
1,791
|
1,750
|
Cash and cash equivalents
|
|
55
|
191
|
|
|
2,259
|
2,429
|
Total assets
|
|
16,809
|
16,922
|
|
|
|
|
Liabilities
|
|
|
|
Non-current liabilities
|
|
|
|
Borrowings
|
5
|
(17,772)
|
(17,512)
|
Derivative financial
instruments
|
|
(2,107)
|
(2,010)
|
Lease liabilities
|
|
(371)
|
(371)
|
Deferred income tax
liabilities
|
|
(890)
|
(818)
|
Retirement benefit
obligations
|
|
(87)
|
(151)
|
Provisions
|
|
(1)
|
(1)
|
Trade and other payables
|
|
(1)
|
(1)
|
|
|
(21,229)
|
(20,864)
|
Current liabilities
|
|
|
|
Borrowings
|
5
|
(559)
|
(1,210)
|
Derivative financial
instruments
|
|
(26)
|
(27)
|
Lease liabilities
|
|
(27)
|
(32)
|
Provisions
|
|
(2)
|
(2)
|
Current income tax
liabilities
|
|
(26)
|
(20)
|
Trade and other payables
|
|
(455)
|
(466)
|
|
|
(1,095)
|
(1,757)
|
Total liabilities
|
|
(22,324)
|
(22,621)
|
Net
liabilities
|
|
(5,515)
|
(5,699)
|
|
|
|
|
Equity
|
|
|
|
Capital and reserves
|
|
|
|
Share capital
|
|
11
|
11
|
Share premium
|
|
499
|
499
|
Merger reserve
|
|
(3,758)
|
(3,758)
|
Hedging reserve
|
|
(25)
|
(37)
|
Accumulated losses
|
|
(2,242)
|
(2,414)
|
Total equity
|
|
(5,515)
|
(5,699)
|
(1) This column is labelled audited
as the amounts have been extracted from the company's audited
financial statements for the year ended 31 December
2023.
Condensed consolidated
statement of changes in equity for the three months ended 31 March
2024
|
Attributable to owners of
the Company
|
|
Share
capital
£m
|
Share premium
£m
|
Merger
reserve
£m
|
Hedging reserve
£m
|
Accumulated losses
£m
|
Total
equity
£m
|
Balance as at 1 January
2023
|
11
|
499
|
(3,758)
|
(35)
|
(2,917)
|
(6,200)
|
|
|
|
|
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
-
|
(50)
|
(50)
|
|
|
|
|
|
|
|
Other comprehensive
income/(expense):
|
|
|
|
|
|
|
Fair value gains net of tax
on:
|
|
|
|
|
|
|
Cash flow hedges
|
-
|
-
|
-
|
6
|
-
|
6
|
Actuarial gain/(loss) on pension net
of tax:
|
|
|
|
|
|
|
Gain on plan assets
|
-
|
-
|
-
|
-
|
54
|
54
|
Increase in scheme
liabilities
|
-
|
-
|
-
|
-
|
(34)
|
(34)
|
Total comprehensive
income/(expense)
|
-
|
-
|
-
|
6
|
(30)
|
(24)
|
|
|
|
|
|
|
|
Balance as at 31 March 2023
(unaudited)
|
11
|
499
|
(3,758)
|
(29)
|
(2,947)
|
(6,224)
|
|
|
|
|
|
|
|
Balance as at 31 December 2023 (audited)
(1)
|
11
|
499
|
(3,758)
|
(37)
|
(2,414)
|
(5,699)
|
|
|
|
|
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
Profit for the period
|
-
|
-
|
-
|
-
|
124
|
124
|
|
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
Fair value gains net of tax
on:
hedges net of tax
|
|
|
|
|
|
|
Impact of cost of
hedging
|
-
|
-
|
-
|
1
|
-
|
1
|
Cash flow hedges
|
-
|
-
|
-
|
11
|
-
|
11
|
Actuarial (loss)/gain on pension net
of tax:
|
|
|
|
|
|
|
Loss on plan assets
|
-
|
-
|
-
|
-
|
(11)
|
(11)
|
Decrease in scheme
liabilities
|
-
|
-
|
-
|
-
|
59
|
59
|
Total comprehensive income
|
-
|
-
|
-
|
12
|
172
|
184
|
|
|
|
|
|
|
|
Balance as at 31 March 2024
(unaudited)
|
11
|
499
|
(3,758)
|
(25)
|
(2,242)
|
(5,515)
|
(1) This row is labelled audited as
the amounts have been extracted from the company's audited
financial statements for the year ended 31 December
2023.
Condensed consolidated
statement of cash flows for the three months ended 31 March
2024
|
Note
|
Unaudited
Three months ended
31 March 2024
£m
|
Unaudited
Three months ended
31 March 2023
£m
|
Cash flows from operating activities
|
|
|
|
Cash generated from
operations
|
6
|
460
|
374
|
Taxation:
|
|
|
|
Corporation tax paid
|
|
(8)
|
-
|
Net
cash generated from operating activities
|
|
452
|
374
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Purchase of:
|
|
|
|
Property, plant and
equipment
|
|
(186)
|
(101)
|
(Increase)/decrease in term deposits
(1)
|
|
(41)
|
855
|
Interest received
|
|
39
|
18
|
Net
cash (used in)/generated from investing
activities
|
|
(188)
|
772
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Proceeds from issuance of
bonds
|
|
349
|
-
|
Repayment of bonds
|
|
(600)
|
(750)
|
Fees and other financing
items
|
|
(3)
|
-
|
Interest paid to Heathrow Finance
plc
|
|
(66)
|
-
|
External interest paid
(2)
|
|
(85)
|
(109)
|
Settlement of accretion on
index-linked swaps
|
|
-
|
(85)
|
Early settlement of accretion on
index-linked swaps (3)
|
|
-
|
(81)
|
Inflation swap restructuring
(4)
|
|
14
|
-
|
Payment of lease
liabilities
|
|
(9)
|
(11)
|
Net
cash used in financing activities
|
|
(400)
|
(1,036)
|
|
|
|
|
Net
(decrease)/increase in cash and cash equivalents
|
|
(136)
|
110
|
|
|
|
|
Cash and cash equivalents at
beginning of period
|
|
191
|
285
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
55
|
395
|
(1) Term deposits
with an original maturity of over three months are invested by
Heathrow Airport Limited and Heathrow Finance plc.
(2) Includes £4
million of lease interest paid (three months ended 31 March 2023:
£4 million). By class, includes £56 million (three months ended 31
March 2023: £56 million) of interest paid on junior (Class B)
debt.
(3)
In the three months ended 31 March 2023 the Group
elected to early pay £81 million of accrued accretion paydowns,
which were due to be settled within the next 2 years in line with
the liquidity profile assessment of the Group.
(4)
The Group restructured two inflation-linked swaps
by shortening the maturities from 2035. This resulted in a cash
inflow to the Group of £14 million made up of £68 million net
future interest and £54 million future accretion.
Notes to the condensed consolidated
financial statements for the three months ended 31 March
2024
General information
The Company is the holding company
of a group of companies that owns Heathrow Airport ('Heathrow') and
operates Heathrow Express ('HEX'), the express rail service between
Heathrow and central London. Heathrow (SP) Limited is a limited
liability company, limited by shares, incorporated in the UK and
registered in England and Wales, and domiciled in the UK. The
Company is a private limited company and its registered office is
The Compass Centre, Nelson Road, Hounslow, Middlesex, TW6
2GW.
Primary financial statements format
A columnar approach has been
adopted in the income statement and the impact of separately
disclosed items is shown in separate columns. These columns include
'certain re-measurements' which management separates from the
underlying operations of the Group. By isolating certain
re-measurements, management believes the underlying results
provides the reader with a more meaningful understanding of the
performance of the Group, by concentrating on the matters over
which it exerts influence, whilst recognising that information on
these additional items is available within the financial
statements, should the reader wish to refer to them.
The column 'certain
re-measurements' in the consolidated income statement contains the
following: i. fair value gains and losses on investment property
revaluations and disposals; ii. derivative financial instruments
and the fair value gains and losses on any underlying hedged items
that are part of a fair value hedging relationship; iii. the
associated tax impacts of the items in (i) and (ii).
Accounting policies
Basis of preparation
The condensed interim financial
statements cover the three-month period ended 31 March 2024 and has
been prepared in accordance with UK adopted International
Accounting Standard 34 'Interim Financial Reporting'. This
condensed set of financial statements comprises the unaudited
financial information for the three months ended 31 March 2024 and
its comparatives, together with the unaudited consolidated
statement of financial position as at 31 March 2024 and the audited
consolidated statement of financial position as at 31 December
2023.
The condensed interim financial
statements do not include all the notes of the type normally
included in the annual financial statements. Accordingly, the
financial information should be read in conjunction with the
statutory accounts for the year ended 31 December 2023, which were
prepared in accordance with UK adopted international accounting
standards and the requirements of Companies Act 2006. The auditors'
report on these statutory accounts was unqualified, did not contain
an emphasis of matter and did not contain a statement under section
498 of the Companies Act 2006.
Where financial information in the
notes to the condensed interim financial statements, relating to
year ended 31 December 2023, is labelled audited, the amounts have
been extracted from the Group's audited financial statements for
the year ended 31 December 2023.
The condensed interim financial
statements for the three-month period ended 31 March 2024 have been
prepared on a basis consistent with that applied in the preparation
of the consolidated financial statements for the year ended 31
December 2023, except for the following amendments which apply for
the first time in 2024. However, not all
are expected to impact the Group as they are either not relevant to
the Group's activities or require accounting which is consistent
with the Group's current accounting policies.
The following new standards and
amendments are effective for the period beginning 1 January
2024:
· Supplier Finance Arrangements (Amendments to IAS 7 & IFRS
7);
· Lease
Liability in a Sale and Leaseback (Amendments to IFRS
16);
· Classification of Liabilities as Current or Non-Current
(Amendments to IAS 1); and
· Non-current Liabilities with Covenants (Amendments to IAS
1).
These amendments haven't had any
effect on the measurement and disclosures of any items included in
the condensed interim financial statements of the Group.
Going concern
The Directors have prepared the
financial information presented within the condensed interim
financial statements for the three-month
period ended 31 March 2024 on a going
concern basis as they have a reasonable expectation that the Group
has adequate resources to continue in operational existence for the
foreseeable future.
Background
Heathrow is economically regulated
by the CAA which controls Heathrow's maximum airport charges. The
H7 price control period commenced on 1 January 2022 and during 2023
the CAA published their Final Decision of tariffs to cover the
period from 1 January 2022 to 31 December 2026 with an average H7
tariff of £23.06 in 2020 CPI real terms.
Through the course of 2023 and
heading into 2024, the macro-economic environment has changed, and
passengers are now impacted by high inflation and high interest
rates. Passenger forecasts are fundamental to the going concern
analysis, and the Directors have considered trends in future
expected passenger numbers. Through 2023 and the first quarter of
2024, there has been strong passenger demand for travel which gives
confidence in our future expected passenger numbers.
Heathrow (SP) operates as an
independent securitised group. The Directors have considered the
wider Heathrow Group, 'FGP Topco Limited', given the corporate
structure, which involves cash generation across the Group and
within the main operating company, Heathrow Airport Limited,
including any covenants as described below in assessing the
liquidity.
Notes to the condensed consolidated
financial statements for the three months ended 31 March
2024
Going concern continued
The wider Heathrow Group is bound
by two types of debt covenants, tested on 31 December each year:
the Regulatory Asset Ratio ("RAR"), a measure of the ratio of
consolidated nominal net debt to the Regulatory Asset Base ("RAB");
and Interest Cover Ratios ("ICR"), a measure of operating cashflows
to debt interest charge. These covenants exist at different levels
within the Group's Class A and Class B debt. On that basis the
Directors have assessed going concern for the period to December
2025.
Base case
In determining an appropriate base
case, the Directors have considered the following:
· Forecast revenue and operating cash flows from the underlying
operations, based on 2024 traffic forecasts of 82.4 million
passengers;
· Forecast level of capital expenditure based on the CAA's H7
Final Decision;
· The
overall Group liquidity position including cash resources, the
remaining committed and uncommitted facilities available to it, its
scheduled debt maturities, its forecast financial ratios and
projected covenant requirements; and
· The
assumption of no future funding or access to capital
markets.
Base case passenger
forecast
There is inherent subjectivity in
modelling future passenger numbers, nevertheless, passenger demand
now exceeds post-pandemic levels with total passengers in Q1 being
18.5 million (10% increase from Q1 2023). Despite a
high-inflationary economic environment impacting the cost-of-living
of passengers, demand has remained strong which signals that
passengers are prioritising travel spend.
Base case
tariffs
The base case uses a 2024 nominal
tariff of £26.74 and 2025 nominal tariff of £24.70 based on the
tariff methodology set out in the CAA's Final Decision. The tariff
also includes the conservative downwards adjustment as part of the
CMA appeals and determination. Under the base case, the Group will
meet all covenants associated with its financial
arrangements.
Base case cash flow and
liquidity
The wider Heathrow Group can raise
finance at both Heathrow SP Limited ("Heathrow SP") and Heathrow
Finance plc ("Heathrow Finance"). Continued support for the Group's
credit enabled Heathrow to successfully raise £750 million of debt
in Q1 2024: a Class B GBP sustainability-linked bond of £350
million and £400 million of Heathrow Finance public debt. As at 31
March 2024, the wider group has total liquidity available of £3.8
billion, comprising of £2.4 billion of cash held at FGP Topco group
and a £1.4 billion undrawn revolving credit facility. Total debt
maturity for the period to December 2025 is £1.3 billion at
Heathrow SP and £0.3 billion at Heathrow Finance. Taking this into
account, the Group has sufficient liquidity to meet its base case
cash flow needs for the going concern period. This includes
forecast operational costs, capital investment, debt service costs,
scheduled debt maturities and repayments.
Severe but plausible downside case
The Directors are required to
consider severe but plausible downside scenarios as part of the
going concern assessment. In considering a severe but plausible
downside, the Directors have considered the inherent judgement in
forecasting future passenger numbers - particularly in a highly
inflationary economic environment impacting the disposable income
of passengers - on cash flow generation, liquidity, and debt
covenant compliance. Under the Group's downside scenario, the
Directors have considered passenger numbers at the low end of
Heathrow's 2024 and 2025 passenger forecast to be a severe but
plausible outcome. This considers the Group's views of plausible
impacts caused by reduced passenger confidence and other economic
factors. The low range of passengers represents a 5.5% reduction
against the base case for 2024 and 4.5% for 2025. The tariff
assumptions remain the same as in the base case since these are now
fixed subject to inflation. While deemed unlikely, the Directors
have also assumed that the Group would be unable to access debt
markets for any new funding should there be any risk of credit
downgrade in this scenario. Under the severe but plausible
scenario, the Group has sufficient liquidity to meet all forecast
cash flow needs until at least December 2025, with no breach of its
covenants in the same period.
Reverse stress test
In forming their assessment, the
Directors deemed it best practice to perform a reverse stress test
which determines the earliest point of failure for the group, which
would be a covenant breach in the next tested period in December
2024, where sufficient liquidity will remain intact. This involved
modelling the breakeven level of passengers which would result in a
covenant breach as at 31 December 2024. The model is based on a
reduction in passenger numbers with no impact on costs. The
Heathrow Finance plc ICR covenant is the most restrictive to
operating performance, and for there to be a breach at this level,
forecast passenger numbers would need to decrease by over 26.3%
versus the base case for 2024, and 24.9% for 2025. An even greater
passenger number decrease would be required for the Group to breach
its RAR covenants. These passenger levels are below the low end of
the Group's passenger forecast and are not considered plausible by
the Directors. Should circumstances arise that require Management
to take corrective action, the majority of previously utilised
tactical actions could be available, including cost reduction,
deferral of investment or temporary reprofiling of interest
payments.
Conclusion
Having had regard to both liquidity
and debt covenants, and considering a severe but plausible downside
and reverse stress testing, the Directors have concluded that there
is sufficient liquidity available to meet the Group and Company's
funding requirements for at least 12 months from the date of
these condensed interim financial
statements and that it is accordingly
appropriate to adopt a going concern basis for their
preparation.
Notes to the condensed consolidated
financial statements for the three months ended 31 March
2024
Significant accounting judgements and changes in
estimates
In applying the Group's accounting
policies, Directors have made judgements and estimates in a number
of key areas. Actual results may, however, differ from estimates
calculated and the Directors believe that the following areas
present the greatest level of uncertainty.
Critical judgments in applying the
Group's accounting policies
In preparing the three-month
condensed interim financial information, the areas where judgement
has been exercised by Directors in applying the Group's accounting
policies remain consistent with those applied to the Annual Report
and Financial Statements for the year ended 31 December
2023.
Key sources of estimation
uncertainty
In preparing the three-month
condensed interim financial
information, the key sources of estimation
uncertainty remain consistent with those applied to the Annual
Report and Financial Statements for the year ended 31 December
2023.
Notes to the condensed
consolidated financial statements for the three months ended 31
March 2024
1. Segment information
The Group is organised into
business units according to the nature of the services provided.
Most revenue is derived from the activities carried out within the
Airport. The exception to this is Heathrow Express, which is a
separately identifiable operating segment under IFRS 8, with
separately identifiable assets and liabilities, and hence
management aggregates these units into two operating segments, as
follows:
· Heathrow Airport (Aeronautical and commercial operations
within the Airport and its boundaries).
· Heathrow Express (Rail income from the Heathrow Express rail
service between Heathrow and London).
The performance of the above
segments is measured on a revenue and Adjusted EBITDA basis. The
reportable segments derive their revenues from a number of sources,
including aeronautical, retail, other regulated charges and other
products and services (including rail income), and this information
is also provided to the Board on a monthly basis.
Table (a)
|
Unaudited
Three months ended
31 March 2024
£m
|
Unaudited
Three months ended
31 March 2023
£m
|
Segment revenue
|
|
|
Aeronautical
|
|
|
Movement charges
|
205
|
215
|
Parking charges
|
19
|
22
|
Passenger charges
|
291
|
308
|
Total aeronautical
revenue
|
515
|
545
|
Retail
|
|
|
Retail
concessions
|
61
|
54
|
Catering
|
17
|
17
|
Other
retail
|
17
|
14
|
Car
parking
|
44
|
40
|
Other
services
|
29
|
24
|
Total retail revenue
|
168
|
149
|
Other
|
|
|
Other regulated
charges
|
66
|
54
|
Property
revenue
|
5
|
9
|
Property (lease
related income)
|
30
|
29
|
Other rail
income
|
4
|
6
|
Heathrow
Express
|
20
|
22
|
Total other revenue
|
125
|
120
|
|
|
|
Total revenue
|
808
|
814
|
Heathrow Airport
|
788
|
792
|
Heathrow Express
|
20
|
22
|
|
|
|
Adjusted EBITDA
|
443
|
486
|
Heathrow Airport
|
439
|
480
|
Heathrow Express
|
4
|
6
|
|
|
|
Reconciliation to statutory information:
|
|
|
Depreciation and
amortisation
|
(163)
|
(183)
|
Operating profit (before certain
re-measurements)
|
280
|
303
|
Fair value gain on investment
properties (certain re-measurements)
|
7
|
6
|
Operating profit
|
287
|
309
|
Finance income
|
28
|
13
|
Finance costs
|
(126)
|
(382)
|
Profit/(loss) before tax
|
189
|
(60)
|
Notes to the condensed
consolidated financial statements for the three months ended 31
March 2024
1. Segment information continued
Table (b)
|
Unaudited
Three
months ended
31 March 2024
|
Unaudited
Three months ended
31 March 2023
|
|
Depreciation & amortisation (1)
£m
|
Fair value gain (2)
£m
|
Depreciation & amortisation
(1)
£m
|
Fair value gain (2)
£m
|
Heathrow Airport
|
(158)
|
7
|
(175)
|
6
|
Heathrow Express
|
(5)
|
-
|
(8)
|
-
|
Total
|
(163)
|
7
|
(183)
|
6
|
(1)
Includes intangible asset amortisation charges of £10 million
(three months ended 31 March 2023: £10 million).
(2)
Reflects fair value gain and loss on investment
properties only.
Table (c)
|
Unaudited
31
March 2024
|
Audited
31 December
2023
|
|
Assets
£m
|
Liabilities
£m
|
Assets
£m
|
Liabilities
£m
|
Heathrow Airport
|
13,118
|
(451)
|
13,095
|
(464)
|
Heathrow Express
|
535
|
(8)
|
538
|
(6)
|
Total operations
|
13,653
|
(459)
|
13,633
|
(470)
|
|
|
|
|
|
Unallocated assets and
liabilities:
|
|
|
|
|
Cash, term deposits and external
borrowings
|
1,846
|
(15,713)
|
1,941
|
(16,079)
|
Retirement benefit
assets/(obligations)
|
-
|
(87)
|
-
|
(151)
|
Derivative financial
instruments
|
1,011
|
(2,133)
|
1,044
|
(2,037)
|
Deferred and current tax
assets/(liabilities)
|
-
|
(916)
|
-
|
(838)
|
Amounts owed to group
undertakings
|
-
|
(2,618)
|
-
|
(2,643)
|
Right of use asset and lease
liabilities
|
299
|
(398)
|
304
|
(403)
|
Total
|
16,809
|
(22,324)
|
16,922
|
(22,621)
|
2. Operating costs
|
Unaudited
Three months ended
31 March 2024
£m
|
Unaudited
Three months ended
31 March 2023
£m
|
Employment
|
114
|
93
|
Operational(1)
|
107
|
97
|
Maintenance
|
57
|
50
|
Business rates
|
28
|
29
|
Utilities
|
35
|
38
|
Other(2)
|
24
|
21
|
Operating costs before depreciation and
amortisation
|
365
|
328
|
|
|
|
Depreciation and amortisation
|
|
|
Property, plant and
equipment
|
143
|
162
|
Intangible assets
|
10
|
10
|
Right of use assets
|
10
|
11
|
|
163
|
183
|
|
|
|
Operating costs before certain
re-measurements
|
528
|
511
|
Fair value gain on investment
properties (certain re-measurements)
|
(7)
|
(6)
|
Total operating costs
|
521
|
505
|
(1)
Operational costs consist of expenditure in
relation to the standard operations of the airport.
(2)
Other operating costs consist of primarily
marketing costs and other general expenditure.
Notes to the condensed
consolidated financial statements for the three months ended 31
March 2024
3. Financing
|
Unaudited
Three months ended
31 March 2024
£m
|
Unaudited
Three months ended
31 March 2023
£m
|
Finance income
|
|
|
Interest on deposits
|
27
|
13
|
Interest receivable from group
undertakings
|
1
|
-
|
Total finance income
|
28
|
13
|
|
|
|
Finance costs
|
|
|
Interest on borrowings:
|
|
|
Bonds and related hedging
instruments(1)
|
(161)
|
(161)
|
Bank loans, overdrafts and unwind
of hedging reserves
|
(22)
|
(47)
|
Net interest expense on external
derivatives not in hedge relationship(2)
|
(17)
|
(223)
|
Facility fees and other
charges
|
-
|
(4)
|
Net pension finance costs
|
(2)
|
(1)
|
Interest on debenture payable to
Heathrow Finance plc
|
(41)
|
(38)
|
Finance costs on lease
liabilities
|
(5)
|
(4)
|
Total borrowing costs
|
(248)
|
(478)
|
Less: capitalised borrowing
costs(3)
|
23
|
23
|
Total finance costs
|
(225)
|
(455)
|
Net
finance costs before certain re-measurements
|
(197)
|
(442)
|
|
|
|
Certain re-measurements
|
|
|
Fair value gain/(loss) on financial
instruments
|
|
|
Interest rate swaps: not in hedge
relationship
Relationship
|
86
|
(14)
|
Index-linked swaps: not in hedge
relationship
|
18
|
88
|
Cross-currency swaps: not in hedge
relationship (4),
(5)
|
-
|
5
|
Ineffective portion of cash flow
hedges (5)
|
(2)
|
(5)
|
Ineffective portion of fair value
hedges (5)
|
(3)
|
(1)
|
|
99
|
73
|
Net
finance costs
|
(98)
|
(369)
|
(1)
Includes accretion of £12 million
for three months ended 31 March 2024 (three
months ended 31 March 2023: £54 million) on index-linked
bonds.
(2)
Includes accretion of £39 million for three
months ended 31 March 2024 (three months
ended 31 March 2023: £232 million) on index-linked
swaps.
(3) Capitalised
interest included in the cost of qualifying assets arose on the
general borrowing pool and is calculated by applying an average
capitalisation rate of 8.25% (for three months ended 31 March 2023:
10.69%) to expenditure incurred on such assets.
(4) Includes
foreign exchange retranslation gain on the currency bonds of £2
million (three months ended 31 March 2023: £1 million loss)
which has moved systematically in the opposite
direction to that of the cross-currency swaps which economically
hedge the related currency bonds.
(5) The value of
all currency bonds changes systematically in the opposite direction
to that of the related cross-currency swaps, in response to
movements in underlying exchange rates with a net nil impact in
fair value for foreign exchange movement.
Notes to the condensed
consolidated financial statements for the three months ended 31
March 2024
4. taxation
(charge)/CREDIT
|
Unaudited
Three months
ended
31 March
2024
|
Unaudited
Three
months ended
31
March 2023
|
|
Before certain re-measurements
£m
|
Certain re-measurements
£m
|
Total
£m
|
Before certain
re-measurements
£m
|
Certain re-measurements
£m
|
Total
£m
|
UK
corporation tax:
|
|
|
|
|
|
|
Current tax charge at 25% (2023:
23.5%)
|
(12)
|
-
|
(12)
|
-
|
-
|
-
|
Deferred tax:
|
|
|
|
|
|
|
Current year
(charge)/credit
|
(26)
|
(27)
|
(53)
|
30
|
(20)
|
10
|
Taxation (charge)/credit
|
(38)
|
(27)
|
(65)
|
30
|
(20)
|
10
|
The total tax charge for the
three-month period ended 31 March 2024 was £65 million (2023: £10
million tax credit) on a profit before tax of £189 million (2023:
£60 million loss).
The tax charge before certain
re-measurements was £38 million (2023: £30 million tax credit).
Based on a profit before tax and certain re-measurements of £83
million (2023: £139 million loss), this results in an effective tax
rate of 45.8% (2023: 21.6%). This represents the best estimate of
the annual effective tax rate expected for the full year, applied
to the pre-tax profit before certain re-measurements for the
three-month period. The tax charge is significantly higher than the
statutory rate of 25% (2023: lower than the statutory rate of
23.5%) primarily due to the non-qualifying depreciation forecast
for 2024 compared to the relatively low profits forecast increasing
the tax charge for the year (2023: non-deductible expenses reducing the tax credit for the year
offset by current year deferred tax movements at the 25% tax
rate).
In addition, for the three months
ended 31 March 2024, a tax charge of £27 million (2023: £20
million) was recognised on certain re-measurements arising from
fair value movements on financial instruments and investment
properties of £106 million (2023: £79 million).
On 20 June 2023, Finance (No.2)
Act 2023 was substantively enacted in the UK, introducing a global
minimum effective tax rate of 15%. The legislation implements a
domestic top-up tax ("DTT") and a multinational top-up tax ("MTT"),
effective for accounting periods starting on or after 31 December
2023. We have performed an assessment of the impact of the UK's DTT
and MTT rules based on the Group's 2022 qualifying
Country-by-Country Reporting ("CbCR") data. These measures
constitute the UK's adoption of a qualifying Income Inclusion Rule
and a Qualifying Domestic Minimum Top-up Tax (part of the Pillar II
rules). Based on the 2022 CbCR data, no top-up tax is expected to
arise due to the application of the transitional safe harbour
provisions. In addition, both of Heathrow's non-UK entities are
both within the UK Controlled Foreign Companies ("CFC") rules,
i.e., both entities are non-exempt CFC's and a CFC tax charge on
their equivalent UK taxable profits is already apportioned to the
respective UK parent entities. The Group's 2023 financial
statements show an ETR of 25.5% which preliminarily indicates that
the impact of the Pillar II top-up tax should be minimal. We will
continue to monitor the 2024 Pillar II impact as further
information becomes available. The Group has applied the exemption
under the IAS 12 'Income Taxes' amendment for recognising and
disclosing information about deferred tax assets and liabilities
related to top-up income taxes.
There are no items which would
materially affect the future tax charge.
Notes to the condensed
consolidated financial statements for the three months ended 31
March 2024
5. Borrowings
|
Unaudited
31 March 2024
£m
|
Audited (1)
31 December 2023
£m
|
Current
|
|
|
Secured
|
|
|
Heathrow Funding Limited
bonds:
|
|
|
7.125% £600 million due
2024
|
-
|
600
|
0.500% CHF400 million due
2024
|
351
|
370
|
Total current (excluding interest payable)
|
351
|
970
|
Interest payable -
external
|
196
|
182
|
Interest payable - owed to group
undertakings
|
12
|
58
|
Total current
|
559
|
1,210
|
Non-current
Secured
|
|
|
Heathrow Funding Limited
bonds:
|
|
|
3.250% C$500 million due
2025
|
284
|
287
|
1.500% €750 million due
2025
|
639
|
648
|
4.221% £155 million due
2026
|
155
|
155
|
0.450% CHF210 million due
2026
|
179
|
189
|
6.750% £700 million due
2026
|
697
|
697
|
2.650% NOK1,000 million due
2027
|
68
|
73
|
2.694% C$650 million due
2027
|
380
|
385
|
1.800% CHF165 million due
2027
|
145
|
153
|
3.400% C$400 million due
2028
|
233
|
236
|
7.075% £200 million due
2028
|
199
|
199
|
4.150% A$175 million due
2028
|
86
|
90
|
2.625% £350 million due
2028
|
348
|
347
|
2.500% NOK1,000 million due
2029
|
62
|
66
|
2.750% £450 million due
2029
|
446
|
446
|
1.500% €750 million due
2030
|
580
|
594
|
3.782% C$400 million due
2030
|
229
|
233
|
1.125% €500 million due
2030
|
423
|
429
|
3.661% C$500 million due
2031
|
291
|
295
|
6.450% £900 million due
2031
|
867
|
866
|
Zero-coupon €50 million due
January 2032
|
71
|
71
|
1.366%+RPI £75 million due
2032
|
113
|
113
|
Zero-coupon €50 million due April
2032
|
69
|
69
|
1.875% €500 million due
2032
|
426
|
432
|
0.101%+RPI £182 million due
2032
|
236
|
234
|
6.000% £350 million
sustainability-linked bond due 2032(2)
|
346
|
-
|
3.726% C$625 million due
2033
|
370
|
375
|
4.500% €650 million
sustainability-linked bond due 2033(2)
|
573
|
590
|
1.875% €650 million due
2034
|
462
|
471
|
4.171% £50 million due
2034
|
50
|
50
|
Zero-coupon €50 million due
2034
|
57
|
57
|
0.347%+RPI £75 million due
2035
|
97
|
96
|
0.337%+RPI £75 million due
2036
|
97
|
97
|
1.061%+RPI £180 million due
2036
|
263
|
262
|
Notes to the condensed consolidated
financial statements for the three months ended 31 March
2024
5. Borrowings CONTINUED
|
Unaudited
31 March 2024
£m
|
Audited (1)
31 December 2023
£m
|
3.460% £105 million due
2038
|
105
|
105
|
0.419%+RPI £51 million due
2038
|
66
|
66
|
1.382%+RPI £50 million due
2039
|
75
|
75
|
Zero-coupon €86 million due
2039
|
83
|
84
|
3.334%+RPI £460 million due
2039
|
826
|
822
|
0.800% JPY1,000 million due
2039
|
47
|
49
|
1.238%+RPI £100 million due
2040
|
148
|
147
|
0.362%+RPI £75 million due
2041
|
97
|
97
|
3.500% A$125 million due
2041
|
64
|
67
|
5.875% £750 million due
2041
|
740
|
740
|
2.926% £55 million due
2043
|
54
|
54
|
4.625% £750 million due
2046
|
743
|
742
|
4.702% £60 million due
2047
|
60
|
60
|
1.372%+RPI £75 million due
2049
|
113
|
113
|
2.750% £400 million due
2049
|
393
|
393
|
6.070% £70 million due
2056
|
70
|
70
|
6.070% £70 million due
2057
|
70
|
70
|
0.147%+RPI £160 million due
2058
|
208
|
206
|
Total bonds
|
13,503
|
13,265
|
Heathrow Airport Limited
debt:
|
|
|
Class A2 term loan due
2025
|
100
|
100
|
Class A3 term loan due
2029
|
200
|
200
|
Term notes due
2026-2052
|
1,363
|
1,362
|
Unsecured
|
|
|
Debenture payable to Heathrow
Finance plc due 2030
|
2,606
|
2,585
|
Total non-current
|
17,772
|
17,512
|
Total borrowings (excluding interest
payable)
|
18,123
|
18,482
|
(1) This row is
labelled audited as the amounts have been extracted from the
company's audited financial statements for the year ended 31
December 2023.
(2) Further details
on the Sustainability Performance Targets can be found in our
Sustainability-Linked Bond Framework at the Heathrow Investor
Centre website.
At 31 March 2024, SP Group
consolidated nominal net debt was £14,646 million (31 December
2023: £14,795 million). It comprised £13,918 million (31 December
2023: £14,155 million) in bond issues, £1,665 million (31 December
2023: £1,665 million) in other term debt, £846 million (31 December
2023: £807 million) in index-linked derivative accretion and £63
million (31 December 2023: £64 million) of additional lease
liabilities post transition to IFRS 16. This was offset by £1,846
million (31 December 2023: £1,896 million) in qualifying cash and
term deposits under the financing documentation. Nominal net debt
comprised £13,053 million (31 December 2023: £12,607 million) in
senior net debt and £1,593 million (31 December 2023: £2,188
million) in junior debt.
At 31 March 2024, the carrying
value of non-current borrowings due after more than 5 years was
£11,553 million (31 December 2023: £11,268 million), comprising
£10,091 million (31 December 2023: £9,806 million) of bonds and
£1,462 million (31 December 2023: £1,462 million) in bank
facilities, excludes lease liabilities.
Notes to the condensed consolidated
financial statements for the three months ended 31 March
2024
5. Borrowings CONTINUED
Impact of fair value hedge
adjustments
The nominal value of debt
designated in fair value hedge relationship was €2,050 million,
C$620 million, CHF610 million, A$175 million, JPY10,000 million and
NOK2,000 million. Where debt qualifies for fair value hedge
accounting, hedged item adjustments have been applied as
follows:
|
Unaudited
31 March
2024
|
Audited
31
December 2023
|
|
Nominal (1)
£m
|
Fair value adjustment (2)
£m
|
Nominal (1)
£m
|
Fair value adjustment
(2)
£m
|
Euro denominated debt
|
1,682
|
121
|
1,682
|
106
|
CAD denominated debt
|
337
|
12
|
337
|
11
|
Other currencies debt
|
779
|
35
|
779
|
37
|
Designated in fair value hedge
|
2,798
|
168
|
2,798
|
154
|
(1)
Nominal values are based on initial FX rates at
time of hedge designation.
(2)
Fair value adjustment is comprised of fair value
gain of £172 million (31 December 2023: £159 million) on continuing hedges and £4
million loss (31 December 2023: £5 million) on discontinued
hedges.
6. Cash generated from
operations
|
Unaudited
Three months ended
31 March 2024
£m
|
Unaudited
Three months ended
31 March 2023
£m
|
Profit/(loss) before tax
|
189
|
(60)
|
Adjustments for:
|
|
|
Net finance costs
|
98
|
369
|
Depreciation
|
143
|
162
|
Amortisation on
intangibles
|
10
|
10
|
Amortisation on right of use
assets
|
10
|
11
|
Fair value gain on investment
properties
|
(7)
|
(6)
|
|
|
|
Working capital changes (1):
|
|
|
Decrease/(increase) in inventories
and trade and other receivables
|
37
|
(6)
|
Decrease in trade and other
payables
|
(17)
|
(105)
|
Difference between pension charge
and cash contributions
|
(3)
|
(1)
|
Cash generated from operations
|
460
|
374
|
(1) For the three
months ended 31 March 2023, changes in
working capital include intercompany payments of £95 million made
by Heathrow Airport Limited to fund scheduled interest payments on
external debt held at Heathrow Finance plc and ADI Finance 2
Limited.
Glossary
ADIF 2 - ADI Finance 2
Limited
Air Transport Movement 'ATM' - means a flight carried out for commercial purposes and
includes scheduled flights operating according to a published
timetable, charter flights, cargo flights but it does not include
empty positioning flights, and private non-commercial
flights.
Airport Service Quality 'ASQ' - quarterly Airport Service Quality surveys directed by Airports
Council International (ACI). Survey scores range from 1 up to
5.
Baggage connection - numbers of
bags connected per 1,000 passengers.
Category B Costs - Capital
expenditure related to the consent process for
Expansion.
Connections satisfaction - Measures how satisfied passengers are with their connections
journey via our in-house satisfaction tracker - QSM Connections.
Throughout the year there are 14,000 face-to-face interviews across
all terminals where transfer passengers rate their satisfaction
with their Connections experience on a scale of one to five, where
one is 'extremely poor' and five is 'excellent'.
Departure punctuality - percentage of flights departing within 15 minutes of
schedule.
Early Category C Costs - Capital expenditure related to the early design and
construction costs for Expansion.
Gearing ratios - under the
Group's financing agreements are calculated by dividing
consolidated nominal net debt by Heathrow' Regulatory Asset Base
('RAB') value.
Interest Cover Ratio 'ICR ' - is trigger event and covenant at Class A, trigger event at
Class B and financial covenant at Heathrow Finance; Class A ICR
trigger ratio is 1.40x; Class A ICR covenant is 1.05x and is
calculated as a 3-year trailing average, Class B ICR trigger ratio
is 1.20x, Heathrow Finance ICR covenant is 1.00x.
Lost Time Injury - Lost time
injuries are injuries sustained by colleagues whilst conducting
work related duties, resulting in absence from work for at least a
day. The measure is calculated as a moving annual frequency rate of
the number of incidents in the last 12 months per 100,000 working
hours.
NERL - National Air Traffic
Services is split into two main service provision companies, one if
which is NATS En-Route PLC (NERL). NERL is the sole provider of
civilian en-route air traffic control over the UK.
Net-zero carbon - Residual
carbon emissions are offset by an equal volume of carbon
removals.
Regulatory asset ratio 'RAR' -
is trigger event and covenant event at Class A, trigger event at
Class B and financial covenant at Heathrow Finance; Class A RAR
trigger ratio is 72.5% and covenant level is 92.5%; two Class B
triggers apply: at Heathrow Finance it is 82.0% and at Heathrow
(SP) Limited it is 85.0%; Heathrow Finance RAR covenant is
92.5%.
Restricted payments - The
financing arrangements of the Group and Heathrow Finance plc
("Heathrow Finance") restrict certain payments unless specified
conditions are satisfied. These restricted payments include, among
other things, payments of dividends, distributions and other
returns on share capital, any redemptions or repurchases of share
capital, and payments of fees, interest or principal on any
intercompany loans.
Security queuing - % of
security waiting time measured under 5 minutes, based on 15-minute
time period measured.