TIDMTT.
RNS Number : 8449U
TUI Travel PLC
04 January 2013
4 January 2013
TUI TRAVEL PLC
ANNUAL REPORT & ACCOUNTS
AND NOTICE OF 2013 ANNUAL GENERAL MEETING
TUI Travel PLC ("the Company") announces that its Annual General
Meeting will be held on Thursday 7 February 2013 at 10.30am at the
offices of Herbert Smith Freehills, Exchange House, Primrose
Street, London EC2A 2EG. In connection with this, the following
documents have been posted or made available to shareholders
today:
-- Notice of 2013 Annual General Meeting ("AGM Notice");
-- Annual Report & Accounts for the year ended 30 September
2012 ("Annual Report & Accounts"); and
-- Proxy Form for the 2013 Annual General Meeting.
In accordance with Listing Rule 9.6.1, copies of the AGM Notice
and Annual Report & Accounts have also been submitted to the
National Storage Mechanism website and will shortly be available
for inspection at: www.hemscott.com/nsm.do.
The AGM notice and the Annual Report & Accounts are
available on the Company's website:
http://www.tuitravelplc.com/investors-media/shareholder-centre/annual-general-meeting
The appendices to this announcement contain additional
information which has been extracted from the Annual Report &
Accounts for the purposes of compliance with the Disclosure and
Transparency Rules ("DTR") and should be read together with the
Final Results Announcement, which can be downloaded from the
Company's website:
http://www.tuitravelplc.com/investors-media/shareholder-centre/annual-general-meeting
This announcement should be read in conjunction with, and is not
a substitute for, reading the full Annual Report & Accounts.
Together these constitute the information required by DTR 6.3.5
which is required to be communicated to the media in full unedited
text through a Regulatory Information Service.
APPENDICES
Appendix A: Directors' responsibilities statement
The following responsibility statement is repeated here solely
for the purpose of complying with DTR 6.3.5. This statement relates
to, and is extracted from, page 55 of the Annual Report &
Accounts. Responsibility is for the full Annual Report &
Accounts not the extracted information presented in this
announcement or the Preliminary Results Announcement:
Each of the Directors, whose names and functions are listed on
page 51 confirm that, to the best of their knowledge:
-- the Group financial statements, which have been prepared in
accordance with IFRSs as adopted by the EU, give a true and fair
view of the assets, liabilities, financial position and profit of
the Group; and
-- the Directors' Report includes a fair review of the
development and performance of the business and the position of the
Group, together with a description of the principal risks and
uncertainties that it faces.
The Directors also confirm that:
-- so far as they are aware, there is no relevant audit
information of which the Company's auditors are unaware; and
-- they have taken all the steps that they ought to have taken
as a Director in order to make themselves aware of any relevant
audit information and to establish that the Company's auditors are
aware of that information.
The Directors' Responsibilities Statement was approved by a duly
authorised Committee of the Board of Directors on 3 December 2012
and signed on its behalf by William Waggott, Chief Financial
Officer.
Appendix B: Principal Risks
A description of the principal risks that the Company faces is
extracted from pages 23-27 of the Annual Report & Accounts:
Risk category Nature and extent of risk Current mitigation
---------------------------- ---------------------------- ----------------------------------------------------------------
STRATEGIC
---------------------------- ---------------------------- ----------------------------------------------------------------
Consumer Preferences & Context Group-wide
Desires Price, product and social * Our strategy emphasises our vision of being
media play a key part in 'online-driven' and ensures we focus on providing our
Strategic drivers the consumer's customers with an easy and inspiring online
* Content decision-making process. experience. We continue to develop and enhance the
Consumers are increasingly nature and mix of our distribution channels including
turning online to research increasing our participation in social media
* Brands & Distribution and book holidays and are according to the preference of our customers
moving towards encompassing the entire customer journey from
booking nearer the time of dreaming and planning, through to experiencing and
* Technology travel. sharing.
"Our direct distribution
channels are central to the
* Growth & Scale Group's continued growth. Tour Operator
We have room * We have implemented a distribution strategy tailored
to expand these in all our to the specific customer preferences and market
markets which will lead to dynamics of each of our source markets. We remain
improved margins and better focused on our strategy of controlled distribution
results. through which we will enhance our customer access and
The core contribution of reduce costs. Within our Mainstream business we are
our direct distribution now leveraging our new structure to enhance the
comes from online portfolio of unique and exclusive products which will
channels." increase our competitive advantage, command a premium
"At present we consider margin and attract greater customer loyalty. Within
ourselves to be an our Specialist business we have developed a strong
online-driven Group, brand portfolio of tailor-made products and services
however, we can do more. and will continue to look for specialist innovative
The products and attractive markets that cater for
online drive continues changing customer needs and that will provide future
across the Group from growth.
front-end customer
interaction at the time of
booking to back office * We are in the process of upgrading our web front-end
functions." reservation and finance systems across all source
Risk markets within our Mainstream Sector. These
We do not respond quickly technology upgrades will provide our websites with
enough to changes in new search functionalities, improved personalisation
consumer preferences and do and richer content as well as enhanced mobile
not keep up with capability as our customers increasingly research and
latest technological book their holidays on mobile devices. Our Specialist
developments. businesses have made good progress in consolidating
Potential impact their finance and reservation systems to leverage our
Our market positions come scale across multiple brands and continue on their
under pressure resulting in journey of standardisation while balancing the varied
lower short to medium-term requirements of the different holiday experiences
growth rates they offer.
and reduced margins.
Online Accommodation
* We have a wide and diverse range of hotel stock and
our strategy focuses on increasing this further as we
seek to provide our customers with a one-stop-shop
for their accommodation needs.
* We seek to ensure that both our Accommodation
Wholesaler and Accommodation OTA businesses are
supported by effective and efficient IT platforms.
Within the Accommodation Wholesaler business our
operational systems are being upgraded and updated in
order to continue improving service delivery to
global customers and in the Accommodation OTA
business we have been investing, and continue to
invest, in a new platform to support our growth
strategy.
---------------------------- ---------------------------- ----------------------------------------------------------------
Business Improvement Context Group-wide
Opportunities The Group is heavily * We have progressed our ambition to strengthen our
reliant on legacy systems, internal control environment through the rollout of
Strategic drivers processes and structures the COSO control framework across the Group and we
* Content which, in some cases, continue to implement business continuity management
are outdated, complex and in our various businesses in order to build
inefficient. resilience into our operations.
* Brands & Distribution "We have been successful in
implementing Group-wide
cost efficiency and * We continue to drive stronger and more cost-effective
* Technology business improvement relationships with our key service providers through
programmes as we have done better co-ordination of key procurement activities
over previous years. The across the Group, better targeting of prepayments as
* Growth & Scale total savings made this well as closer scrutiny of the financial standing of
year of these our key partners and their achievement of required
activities equates to standards of customer service, Health & Safety and
GBP42m. The drive for sustainable development.
operational efficiency is
Group-wide."
"Technology is an integral Tour Operator
part of the direction we * We have consolidated our tour operator businesses in
are heading in and as such, French Mainstream to create a single business and
in March 2012, have repositioned our French airline as a scheduled
we appointed Mittu Sridhara carrier specialising in long-haul through delivery of
as the Group's Chief the Corsairfly transformation project. Our strategy
Information Officer and within German Mainstream is progressing and starting
member of the Group to deliver growth through differentiated and
Management Board. The exclusive products. Our focus now is to use our new
online drive continues Mainstream structure to leverage scale in order to
across the Group from grow and consolidate our leading position within
front-end customer Europe. We review continuously areas where the
interaction efficiency of our operations can be improved without
at the time of booking to compromising on customer experience.
back office functions."
Risk
We do not address * As mentioned under consumer preferences and desires
successfully the legacy we are in the process of upgrading our web front-end
inefficiencies and reservation and finance systems across all source
complexities of our markets with plans progressing well in our key source
existing markets i.e. Germany and UK. This will deliver
infrastructure. significant improvement in both the customer booking
Potential Impact experience and back office process efficiencies and
We incur higher costs due we continue to examine opportunities to further
to inefficiencies, consolidate in our other source markets.
impacting our ability to
optimise business
performance Online Accommodation
and provide a value added * Our scale is a key factor in driving our Online
service to our consumers. Accommodation business and in a price-driven
environment with lower margins high volumes can be
leveraged to gain competitive advantage. We are a
firm leader in the Accommodation Wholesaler market
and have a clear strategy of consolidating this
position further by continuing to grow our existing
destinations and accelerating our expansion into new
markets. Within the Accommodation OTA market we are
concentrating our growth strategy on attractive
emerging markets which exhibit the highest growth
potential in this segment.
* Our IT transformation programme in both the
Accommodation Wholesaler and Accommodation OTA
businesses looks to improve overall competitiveness
and to facilitate the rapid integration of new brands
whether acquired or organically developed.
---------------------------- ---------------------------- ----------------------------------------------------------------
Emerging Markets, Context Group-wide
Acquisitions & Investments The Group continues to look * We have a team dedicated to exploring and evaluating
into new markets as the our strategic options and growth opportunities
Strategic drivers traditional Mainstream worldwide through desktop and local research.
* Content markets mature.
Specialist businesses,
accommodation online and Tour Operator
* Growth & Scale the Emerging Markets * We have established a significant presence in the
represent a significant fast-growing Russian and the CIS markets as part of
opportunity to participate our longer-term growth strategy and these businesses
in longer-term travel are now starting to reach critical mass. We have also
growth trends and have launched small tour operating businesses in the
higher growth potential. Indian and Chinese markets.
"During the year, we
consolidated our existing
businesses (in Russia and Online Accommodation
CIS source market) * We are concentrating our growth strategy on
into a single brand (TUI) attractive emerging markets which exhibit the highest
featuring all destinations, growth potential in this segment. AsiaRooms is now an
establishing a strong established and growing Accommodation OTA brand in
platform for the the Asia-Pacific region and we are expanding further
future. The Sector now has in to the Americas and Asia with our Accommodation
close to 600,000 customers, Wholesaler business.
up 15% on prior year."
"We successfully entered
the Brazilian market * We recently acquired MalaPronta.com, Brazil's fourth
through the acquisition of largest accommodation-only OTA which has given us a
MalaPronta.com in foothold into the fast-growing and lucrative Latin
September 2012." American (LATAM) market. We are now concentrating on
Risk our expansion into other attractive emerging markets
We do not maximise which exhibit high growth potential and are
opportunities to deliver accelerating our expansion plans with particular
results in Emerging Markets focus on Asia, Latin America and Africa.
because we have limited
experience in these markets
and/or we have difficulty
in integrating operations
and systems.
Potential Impact
Our potential long-term
growth rates and margins
are impacted with cash
flows lower than
anticipated
and significant absorption
of resource.
---------------------------- ---------------------------- ----------------------------------------------------------------
OPERATIONAL
---------------------------- ---------------------------- ----------------------------------------------------------------
Global Financial Factors Context Group-wide
The cross-border nature of * Our policy is to ensure hedging cover for fuel and
Strategic drivers trading exposes our foreign currency is taken out ahead of source market
Growth & Scale business to fluctuations in customer booking profiles in order to provide
exchange rates certainty of input costs when planning pricing and
and complex tax laws. In capacity.
addition a significant
proportion of operating
expenses are in relation * We track closely the foreign exchange and fuel
to aircraft fuel which is markets to ensure the most up-to-date market
also subject to intelligence and we monitor continuously the
fluctuation. Pressure in appropriateness of our hedging policies.
the travel and tourism
and banking sectors is set
to continue due to the * We have developed, and continue to maintain, high
inherent risks within quality relationships with tax authorities and are in
travel and tourism, regular communication to keep them abreast of the
the Eurozone debt crisis commercial reality of our business operations. Where
and the introduction of appropriate, we minimise uncertainty through
Basel III. recording of provisions to reflect potential tax
"Over the last 12 months, exposures.
Eurozone countries have had
to come to grips with
austerity measures * We review our funding and liquidity position and
placed on them by national continue to ensure our key facilities are refinanced
governments, some more well ahead of maturity. We have three main sources of
severe than others. We debt funding; including external bank revolving
continue to monitor syndicated credit facilities totalling GBP970m which
the developments across the mature in June 2015 and are used to manage the
region and do not expect seasonality of the Group's cash flows and liquidity,
this to have a major impact a GBP350m convertible bond (due October 2014) issued
on our business. in October 2009, and a GBP400m convertible bond (due
The good relationships we April 2017) issued in April 2010.
have with our suppliers and
the flexibility in our
business model * We have developed, and continue to maintain, high
means we are well quality relationships with the Group's key financiers
positioned to deal with any and monitor compliance actively with the covenants
eventuality." contained within our financing facilities.
"We have recorded our
largest underlying profit
figure to date, despite the
Eurozone crisis
which led to a negative
foreign exchange
translation. We reviewed
and approved the Group's
overall taxation strategy
during the year. This
covered the key factors for
the Group's overall
tax position and forecasts
for the future tax charge
and cash taxes and we
remain satisfied
with our funding and
liquidity position and have
three main sources of
long-term debt funding."
Risk
We do not manage adequately
the volatility of exchange
rates and fuel prices or
other rising
input costs; we face an
increase in tax authorities
taking a more strident tax
approach in
order to fund local fiscal
deficits and we face
difficulties in securing
additional facilities,
if needed and at a
reasonable cost.
Potential Impact
We suffer increased costs
which reduce demand
resulting in lower revenue
and/or margins. We
face a negative impact on
cash flow, lengthy tax
litigation processes and
possible reduction
in Group's after-tax
earnings.
---------------------------- ---------------------------- ----------------------------------------------------------------
Economic Environment Context Group-wide
Spending on travel and * We are working across our Mainstream Sector to ensure
Strategic drivers tourism is discretionary our unique holidays and distribution channels are
* Content and price sensitive. The aligned closely with the aspirations and preferences
economic outlook of our customers to drive more benign business
remains uncertain with conditions (see Consumer Preferences & Desires risk).
* Distribution different source markets at We also ensure that we exploit the flexibility and
different points in the resilience of our business model and the
recovery cycle. functionality of sophisticated capacity and yield
* Growth & Scale Consumers are also waiting management systems to the fullest extent. Through
longer to book their trips their active management we can ensure that capacity
in order to assess their is aligned very closely to forecasts in order to
financial situation. protect margins and profit growth. Within our overall
"Whilst the uncertain accommodation online business, the model involves
economic environment has minimum commitment or risk and operates extremely
had an effect on consumer well in relation to the latest market.
travel spending habits,
demand for leisure travel
remains strong."
"Overall, the Group has
expanded its unique
holidays portfolio (this is
our differentiated
and exclusive products
combined) which books
earlier and provides higher
margins for our
businesses."
"We are able to take
advantage of our scale and
technological developments
to offer our customers
a wide variety of choice at
very competitive prices. We
have the market-leading
position in
Accommodation Wholesale and
continue to invest in our
own Accommodation Online
Travel Agent
(OTA) business."
Risk
We do not respond
successfully to changes in
consumer demand and/or the
consumer preference
for late booking.
Potential Impact
Our short-term growth rates
and margins are lower than
anticipated.
---------------------------- ---------------------------- ----------------------------------------------------------------
Talent Management Context Group-wide
The Group's success depends * We assess continuously our current capability against
Strategic drivers on its ability to retain that required to maximise current and future
* People key management and it shareholder value.
relies on having
good relations with its
colleagues. * We have ensured succession plans are in place for all
"Our results are reflective identified business critical roles, in particular
of our resilient and emergency successors for all source market and Sector
flexible business with the board roles, and these plans are reviewed every six
right strategy months.
for the market and a large
number of colleagues who
care about our customers, * Our succession planning for senior management
who are passionate appointments was reviewed during the year by the
about our leisure travel Nomination Committee, as was the broader issue of
experiences and can plan, talent management across the Group.
implement and deliver
growth."
Risk * Our talent management priorities are overseen on an
We are unable to attract ongoing basis by the Capability Committee which
and retain talent, build assesses the strength of the talent pool relative to
future leadership the needs of the business. It uses inputs from a
capability and maintain number of sources such as the Group Risk Management
the commitment and trust of Committee to inform those priorities and take the
our employees. necessary action to deliver the balance of skills,
Potential Impact knowledge and experience required to deliver the
We do not maximise on our business strategy.
operating results and
financial performance.
* We use our Group-wide leadership framework to develop
and recruit all senior roles and to drive high levels
of pride and engagement.
* This year we conducted competency testing, in
conjunction with Korn Ferry, of our key finance
management which enabled us to assess the adequacy of
the skill-set of individual finance managers as well
as the competency of the finance community within key
businesses and across the Group as a whole. We also
launched our Finance Academy to drive up levels of
financial maturity within our various businesses
which has been very well received by our employees.
* We continue to invest in international and tailored
graduate programmes and more generally in the
training and development of our people to ensure they
have the right skills. This is further supported by
the introduction of centres of excellence to enable
the sharing of best practice so that skills are not
limited to one source market.
* This year we refreshed the performance and talent
management guidelines and have continued to drive
high performance and engagement through our
performance review, development plans and career
planning process.
---------------------------- ---------------------------- ----------------------------------------------------------------
Political Volatility, Context Group-wide
Natural Catastrophes and Providers of holiday and * Our business model is based on having a balanced
Outbreaks travel services are exposed destination mix to minimise concentration and having
to the inherent risk of flexible supplier agreements in order to enable
Strategic drivers domestic and/or capacity to be switched as required.
* Content international incidents
affecting some of the
countries/destinations * We have strong relationships with local tourism
* Growth & Scale within its operations. bodies, travel and aviation industry associations an
"2012 has been a record d
year for our business. We monitor actively the political situation in volatile
are pleased to be reporting destinations and act upon security intelligence
a 4% increase advice as it is received.
in underlying operating
profit for the full year to
GBP490m (2011: GBP471m). * We seek continuously to minimise the impact of any
This is even negative events in our source markets and
more impressive against a destinations should they occur by ensuring the
backdrop of global economic effective execution of our established incident
uncertainty, political management and emergency response plans and the
turmoil, weak deployment of our experienced leadership teams to
consumer sentiment, the support and repatriate stranded customers.
Eurozone crisis and natural
catastrophes."
Risk * We promote the benefits of travelling with a
We are not able to respond recognised and leading tour operator to increase
efficiently and effectively consumer confidence throughout source markets.
to large scale events.
Potential Impact
We suffer significant
operational disruption in
our source markets and
destinations leading
to significant losses
(holiday cancellations,
repatriation of customers)
and a general decline
in consumer demand and
increase in our insurance
premiums.
---------------------------- ---------------------------- ----------------------------------------------------------------
COMPLIANCE
---------------------------- ---------------------------- ----------------------------------------------------------------
Regulatory Environment Context Group-wide
Industries in which the * We continue to address issues affecting the industry
Strategic drivers Group operates are highly and our customers through our skilled public affairs
* Content regulated, particularly in team who work closely with governments and regulators
relation to consumer to ensure our position is communicated clearly and
protection, aviation and understood.
* Growth & Scale the environment.
"As a global organisation,
we feel the impact of * We believe we have taken appropriate action and
government regulation in established appropriate monitoring controls to
all of the markets minimise the impact of the recent ruling by the
in which we operate. Some European Court on delayed flights.
of our activities, such as
those undertaken by our
airline, are * We are committed to developing more sustainable
heavily regulated. Our holidays and to reducing the environmental impact at
focus is always to work each stage of our customer's journey. We have a
with governments to bring dedicated sustainable development team who support
forward legislation the Group and work closely with business management
that is fit for purpose, is (see our Sustainable Development section).
no more burdensome on
industry than it needs to
be and does not * We are focused on delivering our carbon management
discriminate between strategy through commitment to reducing TUI Travel's
different business models." airlines' per revenue passenger carbon emissions by
"Our Sustainable Holidays 6% by 2013/2014 (against a baseline of 2007/08 - see
Plan is a major step our Sustainable Development section).
forward for TUI Travel in
our journey towards
providing special travel * We have submitted TUI Travel's annual 2011 airline
experiences whilst data, which has been externally assured, to the
minimising environmental relevant authorities in line with the EU Emission
impact, respecting the Trading Scheme (see our Sustainable Development
culture and people in section).
destinations and bringing
real economic benefit to
local communities." * Our decentralised structure for Health & Safety
Risk management enables our source markets to focus on
We do not establish an specific risks in the context of their bespoke
effective system of operating and legal environments while ensuring
internal control to ensure appropriate oversight at Group level.
we operate in compliance
with all legal and
regulatory requirements. * We have rolled out a comprehensive Anti-Bribery &
Potential Impact Corruption training programme across the Group in
We suffer negative impact order to raise awareness of the provisions of the
which damages our Bribery Act 2010 with the intent of preventing
reputation and incurs bribery and corruption in the countries in which we
higher costs. operate. We monitor the adequacy and effectiveness of
the procedures and measures established including
legal compliance self-certification twice a year by
our businesses across the Group.
---------------------------- ---------------------------- ----------------------------------------------------------------
Appendix C: Related party transactions
The following description of related party transactions of the
Company is extracted from pages 140 to 142 of the Annual Report
& Accounts:
Apart from with its own subsidiaries which are included in the
consolidated financial statements, the Group, in carrying out its
ordinary business activities, maintained direct and indirect
relationships with related parties including consolidated or
related companies of its ultimate parent company, TUI AG. These
companies either purchased or delivered services to companies in
the Group.
Shareholder loan
A shareholder loan was advanced to the Company by TUI AG on 13
July 2011, in respect of acquiring Magic Life. The loan bore
interest at EURIBOR plus a margin of 2.75% per annum. The principal
element of the loan at 30 September 2011, excluding interest, was
EUR30m. In accordance with the repayment schedule, the loan was
fully repaid by 30 September 2012.
Convertible bond
In April 2010, the Company issued a GBP400m fixed rate 4.9%
convertible bond, of which Antium Finance Ltd, an independent
special purpose company, subscribed for 50%. TUI AG entered into a
forward purchase agreement with Antium Finance Ltd for these
GBP200m convertible bonds, in order to prevent dilution of its
majority shareholding. TUI AG is entitled to receive the interest
coupon on these bonds and to repurchase these bonds by July 2014 at
the latest.
Trademark Licence Agreement
The Trademark Licence Agreement incorporates trademark licences
granted from TUI AG to members of the TUI Tourism Group in relation
to TUI Tourism's use of the TUI name and logo and other trademarks
from within TUI AG's portfolio of trademarks used in the former TUI
Tourism's business. Licence fees payable under each licence are an
annual fee equal to 0.02 percent of the average annual gross
turnover of the relevant licensee under the relevant trademarks
measured over a three year period. Total licence fees charged for
the year ended 30 September 2012 were GBP3m (2011: GBP3m). Each
licence's standard terms are for five years with an option for the
relevant licensee to extend for a further five years on the same
terms.
Hotel Framework Agreement
TUI Deutschland has signed an exclusivity agreement with TUI
AG's Robinson hotel portfolio. Under the terms of the agreement,
TUI Deutschland paid EUR8m in the financial year ended 30 September
2012 and must pay EUR10m in the financial year ending 30 September
2013 and EUR12m per year thereafter. The contract also contains
performance related elements linked to occupancy rates under which
either more can be paid or refunds received.
Details of transactions with related parties and balances
outstanding at the balance sheet date are set out in the tables
below:
Expenses (including
Income interest)
-------------------------------- -------------------------------
Restated
Year ended Year ended Year ended Year ended
30 September 30 September 30 September 30 September
2012 2011 2012 2011
GBPm GBPm GBPm GBPm
------------------------------- --------------- --------------- --------------- --------------
Related party
Ultimate parent TUI AG 7 6 6 34
Hotel and resort subsidiaries
of TUI AG 8 11 332 319
Other subsidiaries of TUI AG 4 - 2 -
Joint ventures and associates
of TUI AG 13 10 73 74
Joint ventures of the Group 47 27 75 82
Associates of the Group 17 15 24 32
------------------------------- --------------- --------------- --------------- --------------
Total 96 69 512 541
------------------------------- --------------- --------------- --------------- --------------
Income earned from TUI AG includes airline revenue of GBP3m
(2011: GBP4m) and recharges of administrative costs of GBP3m (2011:
GBP3m).
Income earned from hotels and resort subsidiaries of TUI AG,
joint ventures and associates of TUI AG and joint ventures of the
Group includes accommodation and destination services provided by
the Group to the related entities. The income relating to the
Group's joint ventures includes GBP35m (2011: GBP25m) from Togebi
Holdings Limited, the Group's joint venture in Russia, and its
subsidiaries.
Income received from associates of the Group principally
represents aircraft sublease income from Sunwing, as detailed in
Note 7.
Expenses paid to TUI AG includes interest expense of GBP2m
(2011: GBP4m). The remaining expenses paid to TUI AG of GBP4m
(2011: GBP30m) relates to aircraft lease costs and licence
fees.
In addition to the amounts disclosed above, GBP10m (2011:
GBP10m) of the interest payable in the year in respect of the
Group's convertible bonds has been paid to Antium Finance Ltd, a
special purpose company which purchased GBP200m of the Group's 4.9%
convertible bond. TUI AG remains entitled to receive the interest
on these bonds from Antium Finance Ltd.
Expenses relating to hotels and resort subsidiaries of TUI AG,
joint ventures and associates of TUI AG and joint ventures and
associates of the Group relates to travel related services,
primarily made up of accommodation and destination services
costs.
Related party receivables
30 September 2012 30 September 2011
------------------------------------- --------------------------------------
Current Non-current Total Current Non- current Total
assets assets assets assets assets assets
GBPm GBPm GBPm GBPm GBPm GBPm
------------------------------- ---------- -------------- --------- ---------- --------------- ---------
Related party
Subsidiaries of TUI
AG 11 - 11 5 - 5
Joint ventures and associates
of TUI AG 5 - 5 8 - 8
Joint ventures of the
Group 30 34 64 33 - 33
Associates of the Group 6 - 6 2 - 2
Total 52 34 86 48 - 48
------------------------------- ---------- -------------- --------- ---------- --------------- ---------
Receivables due from related parties are reported in Note 16.
Amounts owed from subsidiaries of TUI AG of GBP11m (2011: GBP5m)
are in respect of current trade and other receivables.
Amounts owed by joint ventures of the Group that are due after
more than one year of GBP34m (2011: GBPnil) include a loan of
US$12m, equating to GBP7m (2011: GBPnil) from TUI Travel Holdings
Limited, a direct subsidiary of the Company, to Togebi Holdings
Limited. This loan is unsecured, bears interest at a rate of 7% and
is repayable by February 2017. The remaining balance due after more
than one year principally comprises hotel prepayments made to the
Atlantica Leisure Group of companies.
Amounts owed by joint ventures that are due within one year of
GBP30m (2011: GBP33m) include accommodation costs due from Togebi
Holdings Limited and its subsidiaries of GBP16m (2011: GBP14m),
which were non interest bearing balances. The remaining balance due
within one year principally comprises current hotel prepayments
made to the Atlantica Leisure Group of companies.
Related party payables
30 September 2012 30 September 2011
--------------------------------------------- ----------------------------------------------
Current Non-current Total Current Non-current Total
liabilities liabilities liabilities liabilities liabilities liabilities
GBPm GBPm GBPm GBPm GBPm GBPm
----------------------- -------------- ------------- -------------- -------------- -------------- --------------
Related party
Ultimate parent TUI
AG 8 - 8 45 - 45
Hotel and resort
subsidiaries
of TUI AG 45 - 45 37 - 37
Other subsidiaries
of TUI AG - - - 2 - 2
Joint ventures and
associates of TUI AG 19 - 19 13 - 13
Joint ventures of the
Group 10 11 21 11 10 21
Associates of the
Group 12 - 12 17 - 17
Total 94 11 105 125 10 135
----------------------- -------------- ------------- -------------- -------------- -------------- --------------
Payables outstanding from related parties are reported in Notes
19, 20 and 22.
The above balances exclude GBP200m (nominal value) of the
Group's convertible bonds 4.9% April 2017 which have been sold to
Antium Finance Ltd. TUI AG is entitled to receive the interest
coupon on these bonds and to repurchase these bonds by July 2014 at
the latest. Further details of the convertible bonds are given in
Note 19. Included within the amount payable to TUI AG of GBP8m
(2011: GBP45m) is a shareholder loan of GBPnil (2011: GBP26m).
Amounts owed to joint ventures of the Group due after more than
one year includes a US$15m loan, equating to GBP10m (2011: GBP10m),
to TUI Travel Holdings Limited, from Borublita Holdings Limited, a
subsidiary of Togebi Holdings Limited. The loan is unsecured, bears
interest at a rate of 5% plus USD 12 month LIBOR and is
conditionally repayable in September 2016.
Amounts payable to hotels and resorts of TUI AG and joint
ventures and associates of TUI AG are in respect of current trade
payables primarily associated with accommodation and destination
services costs.
Details on interest rate and liquidity risks in respect of
balances with related parties are included in Notes 25(E) and 25(F)
respectively.
Key management compensation
In accordance with IAS 24, key management functions within the
Group (the GMB and the Directors of the Company) were related
parties whose remuneration had to be listed separately. The
compensation paid in respect of key management personnel (including
Directors) was as follows:
Year ended Year ended
30 September 30 September
2012 2011
GBPm GBPm
------------------------------ --------------- ---------------
Short term employee benefits 9 8
Termination benefits 1 1
Post-retirement benefits 1 2
Share-based payments 9 10
Total 20 21
------------------------------ --------------- ---------------
Details of Directors' remuneration are given in the Remuneration
report.
This information is provided by RNS
The company news service from the London Stock Exchange
END
ACSDMGGMLDDGFZG
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