Financial Statements 2015: Airbus Group SE
Financial Statements 2015: Airbus Group SE
Financial Statements 2015: Airbus Group SE
Financial
Statements 2015
Attributable to:
Equity owners of the parent (Net income) 2,696 2,343
Non-controlling interests 2 7
The accompanying notes are an integral part of these Consolidated Financial Statements (IFRS).
Airbus Group SE
IFRS Consolidated Statements of Comprehensive Income
for the years ended 31 December 2015 and 2014
Attributable to:
Equity owners of the parent 76 (3,362)
Non-controlling interests (27) (12)
The accompanying notes are an integral part of these Consolidated Financial Statements (IFRS).
Airbus Group SE
IFRS Consolidated Statements of Financial Position
at 31 December 2015 and 2014
Assets
Non-current assets
Intangible assets 17 12,555 12,758
Property, plant and equipment 18 17,127 16,321
Investment property 66 67
Investments accounted for under the equity method 7 1,326 3,391
Other investments and other long-term financial assets 19 2,492 1,769
Non-current other financial assets 23 1,096 586
Non-current other assets 24 2,166 1,822
Deferred tax assets 15 6,759 5,717
Non-current securities 34 9,851 5,989
53,438 48,420
Current assets
Inventories 20 29,051 25,355
Trade receivables 21 7,877 6,798
Current portion of other long-term financial assets 19 178 167
Current other financial assets 23 1,402 1,164
Current other assets 24 2,819 2,389
Current tax assets 860 605
Current securities 34 1,788 3,183
Cash and cash equivalents 34 7,489 7,271
51,464 46,932
Assets and disposal group of assets classified as held for sale 6 1,779 750
Total assets 106,681 96,102
The accompanying notes are an integral part of these Consolidated Financial Statements (IFRS).
Airbus Group SE
IFRS Consolidated Statements of Cash Flows
for the years ended 31 December 2015 and 2014
Profit for the period attributable to equity owners of the parent (Net income) 2,696 2,343
Profit for the period attributable to non-controlling interests 2 7
Adjustments to reconcile profit for the period to cash provided by operating activities:
Interest income (183) (142)
Interest expense 551 462
Interest received 131 99
Interest paid (388) (303)
Income tax expense 677 863
Income tax paid (595) (115)
Depreciation and amortization 9 2,466 2,150
Valuation adjustments 487 562
Results on disposals of non-current assets (234) (93)
Results of investments accounted for under the equity method (1,016) (840)
Change in current and non-current provisions (54) 415
Reimbursement from / contribution to plan assets (217) (462)
Change in other operating assets and liabilities: (723) (2,386)
- Inventories (4,133) (3,252)
- Trade receivables (1,378) (700)
- Trade liabilities 1,603 130
- Advance payments received 3,752 1,715
- Other assets and liabilities (417) (387)
- Customer financing assets (193) 124
- Customer financing liabilities 43 (16)
Cash provided by operating activities 3,600 2,560
Investments:
- Purchases of intangible assets, property, plant and equipment,
investment property (2,924) (2,548)
- Proceeds from disposals of intangible assets, property, plant and equipment,
investment property 78 232
- Acquisitions of subsidiaries, joint ventures, businesses and non-controlling
interests (net of cash) 6 (13) (47)
- Proceeds from disposals of subsidiaries (net of cash) 6 127 (34)
- Payments for investments in associates, joint ventures,
other investments and other long-term financial assets (258) (36)
- Proceeds from disposals of associates, joint ventures,
other investments and other long-term financial assets 1,731 1,083
- Dividends paid by companies valued at equity 7 34 143
Disposals of non-current assets and disposal groups classified
as assets held for sale and liabilities directly associated 127 0
Payments for investments in securities (7,151) (5,526)
Proceeds from disposals of securities 4,790 3,510
Cash (used for) investing activities (3,459) (3,223)
Effect of foreign exchange rate changes on cash and cash equivalents 171 256
The accompanying notes are an integral part of these Consolidated Financial Statements (IFRS).
Airbus Group SE
IFRS Consolidated Statements of Changes in Equity
for the years ended 31 December 2015 and 2014
Non-controlling Total
Equity attributable to equity holders of the parent
interests equity
Capital Share Retained Accumulated other comprehensive income Treasury Total
stock premium earnings Available-for- Cash flow Foreign currency shares
sale financial hedges translation
(In € million) Note assets adjustments (1)
Balance at 1 January 2014 783 5,049 2,167 625 1,101 1,189 (50) 10,864 42 10,906
Total comprehensive income of the period 0 0 758 45 (4,411) 246 0 (3,362) (12) (3,374)
Capital increase 32 2 50 0 0 0 0 0 52 0 52
Balance at 31 December 2014 785 4,500 2,989 670 (3,310) 1,435 (8) 7,061 18 7,079
Other comprehensive income 0 0 491 165 (3,554) 278 0 (2,620) (29) (2,649)
Total comprehensive income of the period 0 0 3,187 165 (3,554) 278 0 76 (27) 49
Capital decrease 32 0 0 0 0 0 0 0 0 0 0
Convertible bond 32 0 0 53 0 0 0 0 53 0 53
Balance at 31 December 2015 785 3,484 6,316 835 (6,864) 1,713 (303) 5,966 7 5,973
(1) In 2015, €1 million are reclassified from currency translation adjustments to profit or loss.
The accompanying notes are an integral part of these Consolidated Financial Statements (IFRS).
2. NOTES TO THE IFRS CONSOLIDATED
FINANCIAL STATEMENTS
Notes to the IFRS Consolidated Financial Statements
Table of content
BASIS OF PRESENTATION............................................................................................................................... 3
1. The Company ................................................................................................................................................................ 3
2. Significant accounting policies ...................................................................................................................................... 3
3. Key estimates and judgements ...................................................................................................................................... 5
4. Change in accounting policies and disclosures.............................................................................................................. 7
GROUP STRUCTURE ......................................................................................................................................... 8
5. Scope of consolidation .................................................................................................................................................. 8
6. Acquisitions and disposals ............................................................................................................................................ 8
7. Investments accounted for under the equity method ................................................................................................... 11
8. Related party transactions ............................................................................................................................................ 14
SEGMENT INFORMATION ............................................................................................................................ 15
9. Segment information ................................................................................................................................................... 16
GROUP PERFORMANCE ................................................................................................................................ 19
10. Revenues, cost of sales and gross margin .................................................................................................................... 19
11. Research and development expenses ........................................................................................................................... 20
12. Share of profit from investments accounted for under the equity method and other income from investments ......... 20
13. Other income and other expenses ................................................................................................................................ 20
14. Total finance costs ....................................................................................................................................................... 21
15. Income tax ................................................................................................................................................................... 21
16. Earnings per share ....................................................................................................................................................... 24
OPERATIONAL ASSETS AND LIABILITIES .............................................................................................. 25
17. Intangible assets .......................................................................................................................................................... 25
18. Property, plant and equipment ..................................................................................................................................... 28
19. Other investments and other long-term financial assets .............................................................................................. 29
20. Inventories ................................................................................................................................................................... 30
21. Trade receivables and trade liabilities ......................................................................................................................... 30
22. Provisions, contingent assets and contingent liabilities ............................................................................................... 32
23. Other financial assets and other financial liabilities .................................................................................................... 33
24. Other assets and other liabilities .................................................................................................................................. 34
25. Sales financing transactions......................................................................................................................................... 34
EMPLOYEES COSTS AND BENEFITS.......................................................................................................... 38
26. Number of employees.................................................................................................................................................. 38
27. Personnel expenses ...................................................................................................................................................... 38
28. Personnel-related provisions........................................................................................................................................ 38
29. Post-employment benefits ........................................................................................................................................... 38
30. Share-based payment ................................................................................................................................................... 44
31. Remuneration .............................................................................................................................................................. 47
1
Notes to the IFRS Consolidated Financial Statements
2
Notes to the IFRS Consolidated Financial Statements
BASIS OF PRESENTATION
1. The Company
The accompanying IFRS Consolidated Financial Statements present the financial position and the results of operations of Airbus
Group SE, the “Company” or “Airbus Group”, (formerly Airbus Group N.V.) and its subsidiaries (the “Group”), legally seated in
Amsterdam (current registered office at Mendelweg 30, 2333 CS Leiden, The Netherlands). On 28 May 2015, the legal form of the
Group has changed from a Dutch public limited company (N.V.) to a European company (SE) and is consistently subject to the laws
of the Dutch Civil Code. Airbus Group is listed on the European stock exchanges in Paris, Frankfurt am Main, Madrid, Barcelona,
Valencia and Bilbao. The IFRS Consolidated Financial Statements were authorised for issue by the Group’s Board of Directors on
23 February 2016. They are prepared and reported in euro (“€”) and all values are rounded to the nearest million appropriately.
Basis of preparation — The Group’s Consolidated Financial Statements are prepared in accordance with International Financial
Reporting Standards (“IFRS”), issued by the International Accounting Standards Board (“IASB”) as endorsed by the European
Union (“EU”) and with Part 9 of Book 2 of the Netherlands Civil Code. When reference is made to IFRS, this intends to be
EU-IFRS. The Consolidated Financial Statements have been prepared on a historical cost basis, unless otherwise indicated.
Airbus Group describes the accounting policies applied in each of the individual notes to the financial statements and avoids
repeating the text of the standard, unless this is considered relevant to the understanding of the note’s content. The most significant
accounting policies are set out below:
Revenue recognition – Revenue is recognised to the extent that it is probable that the economic benefit arising from the ordinary
activities of the Group will flow to the Group, that revenue can be measured reliably and that the recognition criteria, for each type of
revenue-generating activity (sales of goods and services and construction contracts), have been met. Revenue is measured at the fair
value of the consideration received or receivable.
Revenues from the sale of commercial aircraft are recognised when the aircraft is delivered, risks and rewards of ownership have
been transferred to the customer and revenues can be measured reliably except for launch customer contracts (see “Revenue from
construction contracts” below). Revenues from sales of aircraft (and related cost of sales) always include the engine component.
Customers will generally benefit from a concession from the engine manufacturer, negotiated directly between the customer and the
engine manufacturer. When reliable information exists, the engine prices considered in our revenues (and cost of sales) reflect the
effect of the concessions.
Revenue from construction contracts - Construction contract accounting is applied for military programmes, space projects as well
as for launch customer contracts in the civil aircraft business if customers have significantly influenced the structural design and
technology of the aircraft type under the contract. As a result of certain airline customers’ increasing involvement in the development
and production process of the A350 XWB programme, the Group applies IAS 11 to a fixed number of launch customer contracts of
the A350 XWB programme. When the outcome can be estimated reliably, revenues and contract costs are recognised as revenue and
expensed respectively by reference to the percentage of completion of the contract activity at the end of the reporting period (“PoC
method”). Contract revenues include the purchase price agreed with the customer considering escalation formulas, contract
amendments and claims and penalties when assessed as probable. The PoC method used depends on the contract. The method is
based either on inputs (i.e. costs incurred for development contracts) or outputs (i.e. contractually agreed technical milestones,
delivered units).
Whenever the outcome of a construction contract cannot be estimated reliably – for example during the early stages of a contract or
during the course of a contract’s completion – all related contract costs that are incurred are immediately expensed and revenues are
recognised only to the extent of those costs being recoverable (the “early stage”, also called “zero profit margin” method of
accounting) (see Note 3 “Key estimates and judgements”).
3
Notes to the IFRS Consolidated Financial Statements
Provision for loss making contracts – The Group records provisions for loss making contracts when it becomes probable that the
total contract costs will exceed total contract revenues. Before a provision for loss making contracts is recorded, the related assets
under construction are written-off. Loss making sales contracts are identified by monitoring the progress of the contract as well as the
underlying programme and updating the estimate of contract costs, which requires significant and complex assumptions, judgements
and estimates related to achieving certain performance standards as well as estimates involving warranty costs (see Note 3 “Key
estimates and judgements”, Note 10 “Revenues, cost of sales and gross margin” and Note 22 “Provisions, contingent assets and
contingent liabilities”).
Research and development expenses – Research and development activities can be either contracted or self-initiated.
The costs for contracted research and development activities, carried out in the scope of externally financed research and
development contracts, are expensed when the related revenues are recorded.
The costs for self-initiated research are expensed when incurred. The costs for self-initiated development are capitalised when:
the product or process is technically feasible and clearly defined (i.e. the critical design review is finalised).
adequate resources are available to successfully complete the development.
the benefits from the assets are demonstrated (a market exists or the internal usefulness is demonstrated) and the costs attributable to
the projects are reliably measured.
the Group intends to produce and market or use the developed product or process and can demonstrate its profitability.
Income tax credits granted for research and development activities are deducted from corresponding expenses or from capitalised
amounts when earned.
Development costs which are capitalised, are recognised either as intangible assets or, when the related development activities lead to
the construction of specialised tooling for production (“jigs and tools”), or involve the design, construction and testing of prototypes
and models, as property, plant and equipment. Capitalised development costs are generally amortised over the estimated number of
units produced. If the number of units produced cannot be estimated reliably, capitalised development costs are amortised over the
estimated useful life of the internally generated intangible asset. Amortisation of capitalised development costs is recognised in cost
of sales.
Inventories are measured at the lower of acquisition cost (generally the average cost) or manufacturing cost and net realisable value.
Manufacturing costs comprise all costs that are directly attributable to the manufacturing process, such as direct material and labour,
and production related overheads (based on normal operating capacity and normal consumption of material, labour and other
production costs), including depreciation charges. Net realisable value is the estimated selling price in the ordinary course of the
business less the estimated costs to complete the sale. Inventories include work in progress arising under construction contracts for
which revenues are recognised based on output methods.
Transactions in foreign currency, i.e. transactions in currencies other than the functional currency of a Group entity, are translated
into the functional currency at the foreign exchange rate prevailing at the transaction date. Monetary assets and liabilities
denominated in foreign currencies at the end of the reporting period are remeasured into the functional currency at the exchange rate
in effect at that date. Except when deferred in equity as qualifying cash flow hedges (see Note 35 “Information about financial
instruments”), these foreign exchange remeasurement gains and losses are recognised, in line with the underlying item:
in the profit before finance costs and income taxes if the substance of the transaction is commercial (including sales financing
transactions), and
in the finance costs for financial transactions.
Non-monetary assets and liabilities denominated in foreign currencies that are stated at historical cost are translated into functional
currency at the foreign exchange rate in effect at the date of the transaction. Translation differences on non-monetary financial assets
and liabilities that are measured at fair value are reported as part of the fair value gain or loss. However, translation differences of
non-monetary financial assets measured at fair value and classified as available for sale are included in Accumulated other
comprehensive income (“AOCI”).
4
Notes to the IFRS Consolidated Financial Statements
Hedge accounting – Most of the Group’s revenue is denominated in US dollar (“US$”), while a major portion of its costs is incurred
in euro. The Group is significantly exposed to the risk of changes in US$/€ exchange rates. Furthermore, the Group is exposed,
though to a much lesser extent, to foreign exchange risk arising from costs incurred in currencies other than the euro and to other
market risks such as interest rate risk, commodity price and equity price risk.
In order to manage and mitigate those risks, the Group enters into derivative contracts. The Group applies cash flow hedge
accounting to its derivative contracts whenever the relevant IFRS criteria can be met. Hedge accounting ensures that derivative gains
or losses are recognised in profit or loss (mainly as part of the revenue) in the same period that the hedged items or transactions affect
profit or loss.
The major portion of the Group’s derivative contracts is accounted for under the cash flow hedge model. The fair value hedge model
is used only for certain interest rate derivatives. Derivative contracts which do not qualify for hedge accounting are accounted for at
fair value through profit and loss, any related gains or losses being recognised in financial result.
The Group’s hedging strategies and hedge accounting policies are described in more detail in Note 35 “Information about financial
instruments”.
The preparation of the Group’s consolidated financial statements requires the use of estimates and assumptions. In preparing these
financial statements, management exercises its best judgement based upon its experience and the circumstances prevailing at that
time. The estimates and assumptions are based on available information and conditions at the end of the financial period presented
and are reviewed on an ongoing basis. Key estimates and judgements that have a significant influence on the amounts recognised in
the Group’s Consolidated Financial Statements are mentioned below:
Revenue recognition on construction contracts – The PoC method is used to recognise revenue under construction contracts. This
method places considerable importance on accurate estimates at completion as well as on the extent of progress towards completion.
For the determination of the progress of the construction contract significant estimates include total contract costs, remaining costs to
completion, total contract revenues, contract risks and other judgements.
The management of the operating Divisions continually review all estimates involved in such construction contracts and adjusts them
as necessary (see Note 21 “Trade receivables and trade liabilities” for further information).
Provisions – The determination of provisions, for example for contract losses, warranty costs, restructuring measures and legal
proceedings is based on best available estimates. Loss making contracts are identified by monitoring the progress of the contract as
well as the underlying programme and updating the estimate of contract costs, which also requires significant judgement related to
achieving certain performance standards as well as estimates involving warranty costs. Depending on the size and nature of the
Group’s contracts and related programmes, the extent of assumptions, judgements and estimates in these monitoring processes
differs. In particular, the introduction of new commercial or military aircraft programmes (such as the A350 XWB and the A400M)
or major derivative aircraft programmes particularly involves an increased level of estimates and judgements associated with the
expected development, production and certification schedules and expected cost components.
The Group makes estimates and provides, across the programmes, for costs related to in service technical issues which have been
identified and for which solutions have been defined, which reflects the latest facts and circumstances. The Group is contractually
liable for the repair or replacement of the defective parts but not for any other damages whether direct, indirect, incidental or
consequential (including loss of revenue, profit or use). However, in view of overall commercial relationships, contract adjustments
may occur, and be considered on a case by case basis.
Estimates and judgements are subject to change based on new information as contracts and related programmes progress.
Furthermore, the complex design and manufacturing processes of the Group’s industry require challenging integration and
coordination along the supply chain including an on-going assessment of suppliers’ assertions which may additionally impact the
outcome of these monitoring processes (see Note 10 “Revenues, cost of sales and gross margin” and Note 22 “Provisions, contingent
assets and contingent liabilities” for further information).
5
Notes to the IFRS Consolidated Financial Statements
Employee benefits – The Group accounts for pension and other post-retirement benefits in accordance with actuarial valuations.
These valuations rely on statistical and other factors in order to anticipate future events. The actuarial assumptions may differ
materially from actual developments due to changing market and economic conditions and therefore result in a significant change in
post-retirement employee benefit obligations and the related future expense (see Note 29 “Post-employment benefits”).
Legal contingencies – Group companies are parties to litigations related to a number of matters as described in Note 36 “Litigation
and claims”. The outcome of these matters may have a material effect on the financial position, results of operations or cash flows of
the Group. Management regularly analyses current information about these matters and provides provisions for probable cash
outflows, including the estimate of legal expenses to resolve the matters. Internal and external lawyers are used for these assessments.
In making the decision regarding the need for provisions, management considers the degree of probability of an unfavourable
outcome and the ability to make a sufficiently reliable estimate of the amount of loss. The filing of a suit or formal assertion of a
claim against Group companies or the disclosure of any such suit or assertion, does not automatically indicate that a provision may be
appropriate.
Income taxes – The Group operates and earns income in numerous countries and is subject to changing tax laws in multiple
jurisdictions within these countries. Significant judgements are necessary in determining the worldwide income tax liabilities.
Although management believes that it has made reasonable estimates about the final outcome of tax uncertainties, no assurance can
be given that the final tax outcome of these matters will be consistent with what is reflected in the historical income tax provisions.
At each end of the reporting period, the Group assesses whether the realisation of future tax benefits is probable to recognise deferred
tax assets. This assessment requires the exercise of judgement on the part of management with respect to, among other things,
benefits that could be realised from available tax strategies and future taxable income, as well as other positive and negative factors.
The recorded amount of total deferred tax assets could be reduced, through valuation allowances recognition, if estimates of
projected future taxable income and benefits from available tax strategies are lowered, or if changes in current tax regulations are
enacted that impose restrictions on the timing or extent of the Group’s ability to utilise future tax benefits. The basis for the
recoverability test of deferred tax assets is the same as the Group’s latest five year operative planning also taking into account certain
qualitative aspects regarding the nature of the temporary differences. Qualitative factors include but are not limited to an entity’s
history of planning accuracy, performance records, business model, backlog, existence of long-term contracts as well as the nature of
temporary differences (see Note 15 “Income tax”).
Other subjects that involve assumptions and estimates are further described in the respective notes (see Note 6 “Acquisitions and
disposals”, Note 17 “Intangible assets” and Note 21 “Trade receivables and liabilities”.
6
Notes to the IFRS Consolidated Financial Statements
New, revised or amended IFRS standards and interpretations issued but not yet applied
A number of new or revised standards, amendments and improvements to standards as well as interpretations are not yet effective for
the year ended 31 December 2015 and have not been applied in preparing these Consolidated Financial Statements and early
adoption is not planned:
On May 2014, the IASB issued IFRS 15 which establishes a single comprehensive framework for determining when to recognise
revenue and how much revenue to recognise. IFRS 15 will replace the current revenue recognition standards IAS 18 “Revenue” and
IAS 11 “Construction contracts” and related interpretations when it becomes effective.
IFRS 15 will require the Group to identify the different performance obligations it assumes under a contract, and account for them
separately based on their relative stand-alone selling prices. For all contracts, including long-term construction contracts currently
accounted for under the PoC method, the group will only be able to recognise revenue once certain conditions providing evidence
that control of a good or service has transferred to the customer are met. In certain circumstances, the standard considers work in
progress to be controlled by the customer, in which case it would be inappropriate for an entity to recognise work in progress as an
asset on its balance sheet. Furthermore, the standard requires an entity to accrue interest on advance payments if the contract with the
customer contains a significant financing component.
The Group is currently assessing the impact of these and other accounting changes that will arise under IFRS 15. It has, however,
identified the changes highlighted above as potentially creating a material impact on the Group’s Consolidated Income Statement and
Consolidated Statement of Financial Position.
7
Notes to the IFRS Consolidated Financial Statements
GROUP STRUCTURE
5. Scope of consolidation
Consolidation – The Group’s Consolidated Financial Statements include the financial statements of Airbus Group SE and all
material subsidiaries controlled by the Group. The Group’s subsidiaries prepare their financial statements at the same reporting date
as the Group’s Consolidated Financial Statements (see Appendix “Group structure chart”).
Subsidiaries are entities controlled by the Group including so-called Structured Entities (“SE”) which are created to accomplish a
narrow and well-defined objective (see Note 25 “Sales financing transactions”). They are fully consolidated from the date control
commences to the date control ceases.
The assessment of the control of SE is performed in three steps. In a first step, the Group identifies the relevant activities of the SE
(which may include managing lease receivables, managing the sale or re-lease at the end of the lease and managing the sale or re-
lease on default) and in a second step, the Group assesses which activity is expected to have the most significant impact on the SE’s
return. Finally, the Group determines which party or parties control this activity.
The Group’s interests in equity-accounted investees comprise investments in associates and joint ventures. Investments in associates
and in joint ventures are accounted for using the equity method and are initially recognised at cost.
The financial statements of the Group’s investments in associates and joint ventures are generally prepared for the same reporting
period as for the parent company. Adjustments are made where necessary to bring the accounting policies and accounting periods in
line with those of the Group.
Perimeter of consolidation
31 December
Number of companies 2015 2014
Fully consolidated entities 262 286
Investments accounted for using the equity method:
in joint ventures 53 50
in associates 19 17
Total 334 353
For more details related to unconsolidated and consolidated SE, please refer to Note 25 “Sales financing transactions”.
Business combinations are accounted for using the acquisition method, as at the acquisition date, which is the date on which control
is transferred to the Group.
The determination of the fair value of the acquired assets and the assumed liabilities which are the basis for the measurement of
goodwill requires significant estimates. Land, buildings and equipment are usually independently appraised while marketable
securities are valued at market prices. If any intangible assets are identified, depending on the type of intangible asset and the
complexity of determining its fair value, the Group either consults with an independent external valuation expert or develops the fair
value internally, using appropriate valuation techniques which are generally based on a forecast of the total expected future net cash
flows.
These evaluations are linked closely to the assumptions made by management regarding the future performance of the assets
concerned and the discount rate applied.
8
Notes to the IFRS Consolidated Financial Statements
Loss of control, loss of joint control, loss of significant influence – Upon loss of control of a subsidiary, the assets and liabilities
and any components of the Group’s equity related to the subsidiary are derecognised. Any gain or loss arising from the loss of
control is recognised within Other income or Other expenses in the Consolidated Income Statement. If the Group retains any interest
in the previous subsidiary, such interest is measured at fair value at the date the control is lost.
Assets and liabilities of a material subsidiary for which a loss of control is highly probable are classified as assets and liabilities held
for sale when the company has received sufficient evidence that the loss of control will occur in the 12 months after the
classification. These assets and liabilities are presented after elimination of intercompany transactions.
When the loss of significant influence or the loss of joint control of an investment accounted under the equity method is highly
probable and will occur in the coming 12 months, this associate or joint venture is classified as an asset held for sale.
Sale of investment in an associate or joint venture – Any gain or loss arising from the disposal of investment accounted for under
the equity method is recognised within share of profit from investments accounted for under the equity method.
6.1 Acquisitions
There were no material acquisitions in 2015 and 2014.
6.2 Disposals
On 14 January 2015, Airbus Group and Safran completed the first phase of the integration process of Airbus Safran Launchers
Joint Venture (“ASL”) enabling the entity to become operational. Coordination and programme management of the civil activities
of the launcher business as well as relevant participations have been transferred to ASL during this first phase. The assets and
liabilities associated with the first phase were classified as held for sale as at 31 December 2014.
Airbus Group received 50% of issued shares in ASL initially recognised at €56 million as at-equity investment. The loss of control in
the business resulted in a capital gain of €49 million, which is reported in Airbus Defence and Space division in other income.
During the second phase, Safran and Airbus Group intend to integrate within the joint venture all the remaining contracts, assets and
industrial resources, related to space launchers and associated propulsion systems.
On 16 June 2015, ASL, the French state and CNES, the French space agency, have reached an agreement to transfer CNES's stake in
Arianespace to ASL. On 12 August 2015, ASL was awarded the Ariane 6 development contract by the European Space Agency.
The second phase will be initiated and implemented once all legal and financial terms and conditions are finalised between both
partners. The joint venture will then be fully equipped for all design, development, production and commercial activities related to
civil and military launchers and associated propulsion systems.
On 20 August 2015 Airbus Defence and Space GmbH, Rohde & Schwarz GmbH und Co. KG, Thales Electronic Systems GmbH and
Northrop Grumman Litef GmbH sold their shares in Elektroniksystem und Logistik GmbH (“ESG”) to
E-Sicherheitsbeteiligungen GmbH. Airbus Group recognised a €59 million gain in share of profit from investments accounted for
under the equity method, which is reported in Airbus Defence and Space division. The assets and liabilities of this company were
classified as held for sale as at 31 December 2014.
On 1 October 2015, Airbus sold its shares in its fully owned subsidiary Cimpa SAS to Sopra Steria Group. The gain on this disposal
which is recognised in other income for €72 million, is reported in Airbus division.
On 28 February 2014, EADS North America, Inc., Herndon (VA, USA) sold 100% of the assets and liabilities of its Test & Services
division to Astronics Corp., East Aurora (NY, USA), for a total consideration of €51 million, which is reported in Airbus Defence
and Space division.
On 7 March 2014, Astrium Services GmbH, Ottobrunn (Germany) disposed of 100% of the shares of ND Satcom GmbH,
Immenstaad (Germany) to Quantum Industries S.à.r.l., Luxembourg (Luxembourg) with economic effect as of 1 March 2014 leading
to a negative consideration of €9 million, which is reported in Airbus Defence and Space division.
9
Notes to the IFRS Consolidated Financial Statements
On 10 July 2014, Airbus Defence and Space sold its Test & Services activities to a consortium consisting of ACE Management
S.A., Paris (France) and IRDI S.A., Toulouse (France). The disposal was performed via an acquisition company Test & Mesures
Groupe SAS in which Airbus Defence and Space will retain temporarily 33.5%. The total consideration received amounted to
€35 million (thereof €28 million consideration received in cash and €7 million for the shares in Test & Mesures Groupe SAS). The
amount of net assets sold was €31 million. The Group recognised a €7 million capital gain on the sale of the Test & Services
activities reported in other income, which is reported in Airbus Defence and Space division.
On 27 November 2014, Airbus Group in an off-market lock trade sold to Dassault Aviation a total of 810,072 Dassault Aviation
shares at a price of €980 per share representing a total amount of €794 million pre-transaction costs. The gain recognised in share of
profit from investments accounted for under the equity method amounted to €343 million and reported in “Others / HQ / Conso.”
segment.
On 9 December 2014, Airbus Group signed a share purchase agreement with the State of Finland to sell its entire 26.8% share in
Patria Oyj to the Finnish defence, security and aviation services provider for a total consideration of €133 million. The transaction
was closed on 11 December 2014 and the Group recognised a €47 million capital gain within share of profit from investments
accounted for under the equity method. The transaction has been reported in Airbus Defence and Space division.
On 25 March 2015, Airbus Group sold 1,612,407 Dassault Aviation shares, corresponding to 17.5% of the Dassault Aviation’s share
capital, of which 460,688 shares (5%) were sold to Dassault Aviation for €980 per share and 1,151,719 shares (12.5%) were sold to
institutional investors at €1,030 per share. On 14 April 2015, Airbus Group sold an additional 115,172 shares (1.25%) to institutional
investors at €1,030 per share.
As of 31 March 2015, the remaining equity investment in Dassault Aviation with the carrying amount of €1,320 million has been
classified as an asset held for sale (reported in “Others / HQ / Conso.” segment) as Airbus Group intends to pursue market
opportunities to sell the remainder of this investment. Prior to the reclassification, the carrying amount included the Airbus Group
interest in Dassault Aviation’s first quarter 2015 result and a negative catch-up on 2014 of €-119 million.
In 2015, Airbus Group has recognised €748 million (€697 million in share of profit from investments accounted for under the equity
method and €51 million in other income) representing the net capital gain on partial disposal after transaction costs.
As of 31 December 2015, Airbus Group holds 23.60% of Dassault Aviation’s share capital and 24.71% of associated voting rights
and the carrying amount of the assets held for sale amounts to €1,253 million. As of 31 December 2014, the carrying amount of the
investment in Dassault Aviation was €2,429 million recognised in investment accounted for under the equity method.
On 17 June 2015, Airbus signed an agreement with Singapore-based ST Aerospace Ltd. (STA) to offer passenger-to-freighter (P2F)
conversion solutions for its A320 and A321 aircraft. STA will acquire an additional 20% of the shares of Elbe Flugzeugwerke
(EFW), Dresden (Germany) by way of a contribution in kind and a capital increase to EFW. Consequently, 45% of the shares of
EFW will be retained and the Group will effectively lose its control over EFW (reported in Airbus division). The transaction has been
closed on 4 January 2016.
On 17 December 2015, DS Holding SAS (France) and Astrium International Holdings B.V. (as beneficiaries) and a buyer signed a
sale purchase agreement in respect to the companies which form the business communications perimeter. The sale is subject to
closing conditions. The transaction has been reported in Airbus Defence and Space division.
10
Notes to the IFRS Consolidated Financial Statements
The assets and disposal group of assets and liabilities classified as held for sale consist of:
31 December
(In € million) 2015 2014
Intangible assets 144 23
Property, plant and equipment 125 0
Non-current financial assets 1,253 0
Inventory 75 447
Trade receivables 84 262
Other assets 11 0
Cash and cash equivalents 87 18
Assets and disposal group of assets classified as held for sale 1,779 750
Provisions 69 3
Customer advance payments 0 674
Other liabilities 162 3
Disposal group of liabilities classified as held for sale 231 680
The Group’s material joint ventures are MBDA S.A.S., Paris (France), Atlas Elektronik GmbH (“Atlas”), Bremen (Germany) and
GIE ATR, Blagnac (France), as parent companies of their respective groups. Neither of these joint venture companies is publicly
listed.
The Group held a 37.5% stake in MBDA at 31 December 2015 and 2014, which is a joint venture between the Group, BAE Systems
and Finmeccanica. MBDA offers missile systems capabilities that cover the whole range of solutions for air dominance, ground-
based air defence and maritime superiority, as well as advanced technological solutions for battlefield engagement.
Atlas is a joint venture of Thyssen Krupp and the Group (which held a 49% stake at 31 December 2015 and 2014). It provides
maritime and naval solutions above and below the ocean surface and holds a leading position in all fields of maritime high
technology from command and control systems to coastal surveillance systems and in in-house support.
GIE ATR is manufacturing advanced turboprop aircraft. It is a 50% joint venture between Alenia Aermacchi, a Finmeccanica Group
company and Airbus Group. Both Alenia Aermacchi and Airbus Group provide airframes which are assembled by GIE ATR in
France. The members of ATR GIE are legally entitled to the whole benefits of the company and are liable for the commitments of the
company. GIE ATR is obliged to transfer its cash to each member of the joint venture.
11
Notes to the IFRS Consolidated Financial Statements
The following table summarises financial information for MBDA, Atlas and GIE ATR based on their consolidated financial
statements prepared in accordance with IFRS:
The Group’s share of contingent liabilities of MBDA and of Atlas as of 31 December 2015 is €399 million (2014: €329 million) and
€9 million (2014: €15 million), respectively.
12
Notes to the IFRS Consolidated Financial Statements
Furthermore, the Group has interests in a number of individually immaterial joint ventures, being accounted for under the equity
method. They are stated in aggregate in the following table:
The Group’ share of contingent liabilities of its joint ventures as of 31 December 2015 amounts to €0 million (2014: €2 million).
As of 31 December 2014, the Group’s only individually material investment in associates was Dassault Aviation (42.11%) with a
carrying amount of €2,429 million. Following the partial sale of Dassault Aviation shares in the financial year 2015 (for more details,
please see Note 6 “Acquisitions and disposals”), the remaining equity investment in Dassault Aviation has been reclassified as asset
held for sale.
The cumulative unrecognised comprehensive loss amounts for these associates to €-117 million and €-147 million as of 31 December
2015 and 2014, respectively (thereof €+30 million for the period).
13
Notes to the IFRS Consolidated Financial Statements
Other
Sales of goods Purchases of liabilities /
and services goods and Receivables Payables Loans
and other services and due as of due as of received as of
(In € million) income other expense 31 December 31 December 31 December
2015
Total transactions with associates 7 40 96 4 79
Total transactions with joint ventures 1,771 121 1,850 14 544
2014
Total transactions with associates 7 116 3 5 79
Total transactions with joint ventures 2,141 122 1,451 13 601
Transactions with unconsolidated subsidiaries are immaterial to the Group’s consolidated financial statements.
A part of the shares in Dassault Aviation were sold back to Dassault Aviation during 2015 and 2014 (for more details, please see
Note 6 “Acquisitions and disposals”).
As of 31 December 2015, the Group granted guarantees of €503 million to Air Tanker group in the UK (2014: €474 million).
For information regarding the funding of the Group’s pension plans, which are considered as related parties, please refer to Note 29
“Post-employment benefits”.
The information relative to compensation and benefits granted to members of the Executive Committee and Board of Directors are
disclosed in Note 31 “Remuneration”.
14
Notes to the IFRS Consolidated Financial Statements
SEGMENT INFORMATION
The Group operates in three reportable segments which reflect the internal organizational and management structure according to the
nature of the products and services provided.
Airbus — Development, manufacturing, marketing and sale of commercial jet aircraft of more than 100 seats; aircraft conversion and
related services; development, manufacturing, marketing and sale of regional turboprop aircraft and aircraft components.
Airbus Helicopters — Development, manufacturing, marketing and sale of civil and military helicopters; provision of helicopter
related services.
Airbus Defence and Space — Military combat aircraft and training aircraft; provision of defence electronics and of global security
market solutions such as integrated systems for global border security and secure communications solutions and logistics; training,
testing, engineering and other related services; development, manufacturing, marketing and sale of missiles systems; development,
manufacturing, marketing and sale of satellites, orbital infrastructures and launchers; provision of space related services;
development, manufacturing, marketing and sale of military transport aircraft and special mission aircraft and related services.
The following table presents information with respect to the Group’s business segments. As a rule, inter-segment transfers are carried
out on an arm’s length basis. Inter-segment sales predominantly take place between Airbus and Airbus Defence and Space and
between Airbus Helicopters and Airbus. The Group’s activities managed in the US, the holding function of the Group’s
Headquarters, the Airbus Group bank and other activities not allocable to the reportable segments, combined together with
consolidation effects, are disclosed in the column “Others / HQ / Conso.”.
Airbus Group uses EBIT pre-goodwill impairment and exceptionals as a key indicator of its economic performance. The term
“exceptionals” refers to such items as depreciation expenses of fair value adjustments relating to the former EADS merger and the
Airbus combination, as well as impairment charges thereon. It also comprises disposal impacts related to goodwill and fair value
adjustments from these transactions.
15
Notes to the IFRS Consolidated Financial Statements
9. Segment information
Business segment information for the year ended the 31 December 2015 is as follows:
Airbus
Airbus Defence Total Others / HQ /
(In € million) Airbus Helicopters and S pace segments Conso. Consolidated
Total revenues 45,854 6,786 13,080 65,720 296 66,016
Internal revenues (764) (633) (163) (1,560) (6) (1,566)
Revenues 45,090 6,153 12,917 64,160 290 64,450
EBIT pre-goodwill
impairment and
exceptionals 2,301 427 745 3,473 613 4,086
thereof:
- depreciation and
amortisation (1,608) (159) (654) (2,421) (45) (2,466)
- research and development
expenses (2,702) (325) (344) (3,371) (89) (3,460)
- share of profit from
investments accounted for
under the equity method 179 4 159 342 674 1,016
- additions to other
provisions 897 616 2,009 3,522 263 3,785
Impairment and
disposal of goodwill 0 0 0 0 0 0
Exceptionals depreciation /
disposal (14) 0 (9) (23) (1) (24)
Profit before finance
costs and income taxes 2,287 427 736 3,450 612 4,062
Interest result (368)
Other financial result (319)
Income taxes (677)
Profit for the period 2,698
16
Notes to the IFRS Consolidated Financial Statements
Business segment information for the year ended the 31 December 2014 is as follows:
Airbus
Airbus Defence Total Others / HQ /
(In € million) Airbus Helicopters and S pace segments Conso. Consolidated
Total revenues 42,280 6,524 13,025 61,829 482 62,311
Internal revenues (749) (528) (297) (1,574) (24) (1,598)
Revenues 41,531 5,996 12,728 60,255 458 60,713
EBIT pre-goodwill
impairment and
exceptionals 2,671 413 409 3,493 547 4,040
thereof:
- depreciation and
amortisation (1,419) (157) (540) (2,116) (34) (2,150)
- research and development
expenses (2,667) (325) (360) (3,352) (39) (3,391)
- share of profit from
investments accounted for
under the equity method 62 4 176 242 598 840
- additions to other
provisions 1,148 523 1,580 3,251 178 3,429
Impairment and
disposal of goodwill 0 0 (6) (6) 0 (6)
Exceptionals depreciation /
disposal (25) 0 (16) (41) (2) (43)
Profit before finance
costs and income taxes 2,646 413 387 3,446 545 3,991
Interest result (320)
Other financial result (458)
Income taxes (863)
Profit for the period 2,350
17
Notes to the IFRS Consolidated Financial Statements
S egment assets
(In € million) 2015 2014
Airbus 47,857 41,342
Airbus Helicopters 10,172 10,248
Airbus Defence and Space 19,388 17,660
Others / HQ / Conso. 738 3,337
Total segment assets 78,155 72,587
Unallocated
Deferred and current tax assets 7,619 6,322
Securities 11,639 9,172
Cash and cash equivalents 7,489 7,271
Assets classified as held for sale 1,779 750
Total assets 106,681 96,102
The property, plant and equipment by geographical areas is disclosed in Note 18 “Property, plant and equipment”. The revenues by
geographical areas are disclosed in Note 10 “Revenues, cost of sales and gross margin”.
18
Notes to the IFRS Consolidated Financial Statements
GROUP PERFORMANCE
Revenues increased by 6.2% mainly at Airbus. The revenue growth in Airbus results from a more favourable foreign exchange
impact and an overall increase in deliveries to 635 aircraft (629 in the previous year). Airbus Helicopters contributed also positively
mainly due to a higher level of services activity. Airbus Defence and Space revenues were broadly stable and include revenues
related to the A400M programme of €1,648 million (2014: €1,561 million).
Revenues by geographical areas based on the location of the customer are as follows:
Further included in cost of sales are amortisation expenses of fair value adjustments of non-current assets in the amount of
€24 million (2014: €43 million).
Inventories recognised as an expense during the period amount to €45,289 million (in 2014: €41,523 million).
The gross margin decreased by €-86 million to €8,851 million compared to €8,937 million in 2014. Included is the net charge on the
A400M programme recorded in the second quarter of 2015 and a negative foreign exchange impact in Airbus. The gross margin rate
decreased from 14.7% to 13.7%.
The A350 XWB Entry into service occurred at the end of 2014, with the first A350 being delivered to Qatar Airways on 22
December 2014. In 2015, Airbus has delivered fourteen additional aircraft. The industrial ramp-up preparation is underway and
associated risks will continue to be closely monitored in line with the schedule, aircraft performance and overall cost envelope, as per
customer’s commitment. Despite the progress made, significant challenges remain with the ramp-up acceleration.
19
Notes to the IFRS Consolidated Financial Statements
An additional eleven A400M aircraft were delivered in 2015, resulting in twenty-one cumulative deliveries up to 31 December 2015.
Industrial efficiency and military capability remain a challenge during the ramp up phase. Management is working with the
customers to agree a schedule of military capability enhancement and deliveries as well as reviewing the escalation formulae.
Industrial recovery measures have been identified and management is focused on delivery, but risk remains. The mission capability
roadmap (including the achievement of the respective milestones) and the delivery plan remain under negotiation with
OCCAR/Nations and are expected to be finalised in 2016.
Management reviewed the programme evolution and estimated contract result driven to a large extent from the implications of the
accident, as well as the impact of low inflation on the price revision formula, delays in military functionality and deliveries,
commercial negotiations, cost reduction targets and challenges in the industrial ramp-up, together with associated mitigation actions.
As a result of this review, Airbus Defence and Space recorded an additional net charge of €290 million in the second quarter of 2015.
The detailed review continued in the second half of 2015 however no further net charges were deemed necessary.
The A400M SOC 1 and 1.5 milestones remain to be achieved. SOC 1 fell due end October 2013 and SOC 1.5 fell due end December
2014. The associated termination rights became exercisable by OCCAR/Nations on 1 November 2014 and 1 January 2016
respectively. SOC 2 fell due end December 2015 and is still in the 12-month grace period. Management judges that it is highly
unlikely that any of these termination rights will be exercised.
The A400M programme remains in a critical phase and the associated risks will continue to be closely monitored.
Research and development expenses increased by 2.0% primarily reflecting R&D activities on the A350 XWB programme at Airbus.
In addition, an amount of €154 million of development costs has been capitalised, mainly related to the H160 and Single Aisle NEO
programmes.
12. Share of profit from investments accounted for under the equity method
and other income from investments
(In € million) 2015 2014
Share of profit from investments in associates (1) 773 721
Share of profit from investments in joint ventures 243 119
S hare of profit from investments accounted for under the equity method 1,016 840
Other income from investments 54 55
(1) This includes a significant impact from the investment in Dassault Aviation. For more details, please see Note 6 “Acquisitions and disposals”.
Other income increased by €+144 million. This increase is mainly due to the capital gain of €72 million related to the disposal of
Cimpa SAS, the net gain of €51 million from the partial sale of Dassault Aviation held for sale shares that occurred in the second
quarter and the capital gain of €49 million following the completion of the first phase of the creation of ASL (see Note 6
“Acquisitions and disposals”). It also includes income from rental properties (€50 million in 2015 compared to €67 million in 2014).
Other expenses increased by €-43 million, mainly due to costs associated with disposals in Airbus Defence and Space.
20
Notes to the IFRS Consolidated Financial Statements
Interest income derived from the Group’s asset management and lending activities is recognised as interest accrues, using the
effective interest rate method.
In 2015, €42 million of current tax income and €-56 million of deferred tax expense relate to prior years.
Main income tax rates and main changes impacting the Group:
21
Notes to the IFRS Consolidated Financial Statements
The following table shows a reconciliation from the theoretical income tax (expense) using the Dutch corporate tax rate to the
reported income tax (expense):
Changes in valuation allowances represent reassessments of the recoverability of deferred tax assets based on future taxable profits of
certain companies mainly for Airbus in Germany and Airbus Defence and Space in the United Kingdom (“UK”). The amount of
change in valuation allowances of €96 million in 2015 (2014: €-72 million) excludes a positive impact of €1 million (2014:
€4 million) from a change in tax rates which is presented in the line “change of tax rate”.
As the Group controls the timing of the reversal of temporary differences associated with its subsidiaries (usually referred to as
“outside basis differences”) arising from yet undistributed profits and changes in foreign exchange rates, it does not recognise a
deferred tax liability. For temporary differences arising from investments in associates the Group recognises deferred tax liabilities.
The rate used reflects the assumptions that these differences will be recovered from dividend distribution unless a management
resolution for the divestment of the investment exists at the closing date. For joint ventures, the Group assesses its ability to control
the distribution of dividends based on existing shareholder agreements and recognises deferred tax liabilities accordingly.
As of 31 December 2015, the aggregate amount of temporary differences associated with investments in subsidiaries, branches and
associates and interests in joint arrangements, for which deferred tax liabilities have not been recognised, amounts to €117 million.
Companies in deficit situations in two or more subsequent years recorded a total deferred tax asset balance of €52 million (in 2014:
€115 million). Assessments show that these deferred tax assets will be recovered in future through either (i) own projected profits, or
(ii) profits of other companies integrated in the same fiscal group (“régime d’intégration fiscale” in France, “steuerliche Organschaft”
in Germany) or (iii) via the “loss surrender-agreement” in UK.
Deferred taxes on net operating losses (“NOL”), trade tax loss carry forwards and tax credit carry forwards:
NOLs, capital losses and trade tax loss carry forwards are indefinitely usable in France, Germany, UK and in Spain. In Spain, tax
credit carry forwards still expire after 18 years. The first tranche of tax credit carry forwards (€14 million) will expire in 2023.
22
Notes to the IFRS Consolidated Financial Statements
Deferred income taxes as of 31 December 2015 are related to the following assets and liabilities:
Other Movement through
1 January 2015 movements income statement
Deferred 31 December 2015
Deferred tax Deferred
Deferred tax OCI / R&D tax benefit Deferred tax
(In € million) tax assets liabilities IAS 19 Others (1) credits (expense) tax assets liabilities
Intangible assets 50 (475) 0 (1) 0 (59) 53 (538)
Property, plant and equipment 490 (1,355) 0 (10) 0 354 832 (1,353)
Investments and other long-term
financial assets 332 (167) (35) 80 0 (181) 186 (157)
Inventories 1,219 (457) 0 (8) 0 (173) 1,333 (752)
Receivables and other assets 397 (2,267) (115) (1) 0 208 837 (2,615)
Prepaid expenses 2 0 0 0 0 0 3 (1)
Provision for retirement plans 1,897 0 (235) 13 0 (156) 1,519 0
Other provisions 2,422 (498) 0 (2) 0 (550) 1,999 (627)
Liabilities 2,335 (871) 1,389 1 0 713 4,007 (440)
Deferred income 53 (22) 0 0 0 (7) 98 (74)
Net operating loss and tax credit
carry forwards 2,080 0 0 82 (51) (262) 1,849 0
Deferred tax assets / (liabilities)
11,277 (6,112) 1,004 154 (51) (113) 12,716 (6,557)
before offsetting
23
Notes to the IFRS Consolidated Financial Statements
Deferred income taxes as of 31 December 2014 are related to the following assets and liabilities:
Basic earnings per share - The weighted average number of ordinary shares used for the basic earnings per share computation does
not include those shares for which a financial liability was recognised, and equity reduced, under the share buyback program (see
Note 32.1 “Equity attributable to equity owners of the parent”).
2015 2014
Profit for the period attributable to equity owners of the parent (Net income) €2,696 million €2,343 million
Weighted average number of ordinary shares 785,621,099 782,962,385
Basic earnings per share € 3.43 € 2.99
Diluted earnings per share - The Group’s categories of dilutive potential ordinary shares are stock option plans (“SOP”), share-
settled performance units for Executive Committee members relating to long-term incentive plans (“LTIP”) and the convertible
bonds issued on 1 July 2015 (see Note 34.3 “Financing liabilities”). In 2015, the average price of Airbus Group shares exceeded the
exercise price of the SOP as well as the share-settled performance units and therefore 359,335 shares (in 2014: 1,193,364 shares)
were considered in the calculation of diluted earnings per share. The dilutive effect of the convertible bonds was also considered in
the calculation of diluted earnings per share in 2015, by adding back €3 million of interest expense to the profit for the period
attributable to equity owners of the parent (2014: no adjustment) and by including 2,511,495 of dilutive potential ordinary shares.
2015 2014
Profit for the period attributable to equity owners of the parent (Net income) €2,699 million €2,343 million
Weighted average number of ordinary shares (diluted) (1) 788,491,929 784,155,749
Diluted earnings per share € 3.42 € 2.99
(1) Dilution assumes conversion of all potential ordinary shares.
24
Notes to the IFRS Consolidated Financial Statements
Intangible assets comprise (i) goodwill (see Note 5 “Scope of consolidation”) (ii) capitalised development costs (see Note 2
“Significant accounting policies”) and (iii) other intangible assets, e.g. internally developed software and acquired intangible assets.
Intangible assets with finite useful lives are generally amortised on a straight line basis over their respective estimated useful lives
(3 to 10 years) to their estimated residual values.
Development costs
The Group has capitalised development costs in the amount of €1,659 million as of 31 December 2015 (€1,688 million as of
31 December 2014) as internally generated intangible assets mainly for the Airbus A380 (€412 million) and A350 XWB
(€765 million) programmes. The amortisation for the A380 programme development costs is performed on a unit of production basis.
Capitalisation for development costs of the A350 XWB programme started in the second quarter of 2012 when the first aircraft
entered the final assembly line.
25
Notes to the IFRS Consolidated Financial Statements
Impairment tests
The Group assesses at each end of the reporting period whether there is an indication that a non-financial asset or a cash generating
unit (“CGU”) to which the asset belongs may be impaired. In addition, intangible assets with an indefinite useful life, intangible
assets not yet available for use and goodwill are tested for impairment in the fourth quarter of each financial year irrespective of
whether there is any indication for impairment. An impairment loss is recognised in the amount by which the asset’s carrying amount
exceeds its recoverable amount. For the purpose of impairment testing any goodwill is allocated to the CGU or group of CGUs in a
way that reflects the way goodwill is monitored for internal management purposes.
The discounted cash flow method is used to determine the recoverable amount of a CGU or the group of CGUs to which goodwill is
allocated. The discounted cash flow method is particularly sensitive to the selected discount rates and estimates of future cash flows
by management. Discount rates are based on the weighted average cost of capital (WACC) for the groups of cash-generating units.
The discount rates are calculated based on a risk-free rate of interest and a market risk premium. In addition, the discount rates reflect
the current market assessment of the risks specific to each group of cash-generating units by taking into account specific peer group
information on beta factors, leverage and cost of debt. Consequently, slight changes to these elements can materially affect the
resulting valuation and therefore the amount of a potential impairment charge.
These estimates are influenced by several assumptions including growth assumptions of CGUs, availability and composition of
future defence and institutional budgets, foreign exchange fluctuations or implications arising from the volatility of capital markets.
Cash flow projections take into account past experience and represent management’s best estimate about future developments.
As of 31 December 2015 and 2014, goodwill was allocated to CGUs or group of CGUs, which is summarized in the following
schedule:
Airbus Airbus Defence
(In € million) Airbus Helicopters and S pace Others / HQ Consolidated
Goodwill as of 31 December 2015 6,759 299 2,835 14 9,907
Goodwill as of 31 December 2014 6,768 310 2,887 14 9,979
The goodwill mainly relates to the creation of the Group in 2000 and the Airbus Combination in 2001.
The Group follows an active policy of foreign exchange risk hedging. As of 31 December 2015, the total hedge portfolio with
maturities up to 2023 amounts to US$102 billion (US$88 billion as of 31 December 2014) and covers a major portion of the foreign
exchange exposure expected over the period of the operative planning (2016 to 2020). The average US$/€ hedge rate of the US$/€
hedge portfolio until 2023 amounts to 1.28 US$/€ (previous year: 1.33 US$/€) and for the US$/₤ hedge portfolio until 2021 amounts
to 1.58 US$/₤ (previous year: 1.59 US$/₤). For the determination of the operative planning in the CGUs, management assumed
future exchange rates of 1.25 US$/€ from 2016 onwards to convert in € the portion of future US$ which are not hedged.
General economic data derived from external macroeconomic and financial studies has been used to derive the general key
assumptions.
In addition to these general planning assumptions, the following additional CGU specific assumptions, which represent
management’s current best assessment as of the date of these Consolidated Financial Statements, have been applied in the individual
CGUs.
26
Notes to the IFRS Consolidated Financial Statements
Airbus
The planning takes into account the decision to ramp-up progressively A320 Programme deliveries to 60 a/c per month. Long Range
deliveries increase progressively throughout the planning period from 64 a/c in 2016 to 92 a/c in 2019 incorporating the introduction of
A330 Neo deliveries in 2017. Furthermore A350 delivery rates increase significantly throughout the plan. For A380, Management
believes that the programme will remain stable in the foreseeable future.
In the absence of long-term financial reference, expected cash flows generated beyond the planning horizon are considered through a
terminal value. The terminal value reflects management’s assessment of a normative operating year based on an outlook of a full
aeronautic cycle over the next decade.
Long-term commercial assumptions in respect of market share, deliveries and market value are based on General Market Forecast
updated in 2015. The development of market share per segment considers enlargement of the competition as per current best
assessment. Current market evolutions are considered through sensitivities.
Due to the huge hedge portfolio, the carrying value and the planned cash flows of the CGU Airbus are materially influenced.
Cash flows are discounted using a euro weighted WACC of 8.4% (in 2014: 9.4%).
Airbus Helicopters
The planning takes into account the ramp-up of our medium segment driven by the H145 and the H175 which have been certified in
2014, the continuing deliveries of NH90 and a continuous growth of our support and services activity.
Long-term commercial assumptions in respect of market share, deliveries and market value are based on Helicopter market forecast
considering the decrease of last two years in the civil and parapublic market partially driven by decrease of investment in oil and gas,
needs of helicopter fleet renewal and growth markers and the increase of Airbus Helicopters market share in this environment. Current
market evolutions are considered through sensitivities.
Cash flows are discounted using a euro weighted WACC of 8.2% (in 2014: 9.0%).
The planning period is characterised by a strong forecasted order intake across Military Aircraft and Space Systems.
The major products driving significant growth are A400M programme, including export contracts, Tankers, light and medium transport
aircraft and satellites, along with significant results from the foundation of ASL.
Airbus Defence and Space assumes a further increase in profitability over the planning period, driven by higher programme
performance and cost synergies.
Airbus Defence and Space free cash flow target is also expected to grow leveraging on a solid cash generation from current contracts
and businesses as well as future order intakes (Military Aircraft, Satellites, Communication Intelligence and Security) and improvement
on A400M programme.
Cash flows are discounted using a Euro weighted WACC of 8.0% (in 2014: 8.7%).
27
Notes to the IFRS Consolidated Financial Statements
Property, plant and equipment is valued at acquisition or manufacturing costs less accumulated depreciation and impairment losses.
Items of property, plant and equipment are generally depreciated on a straight-line basis. The following useful lives are assumed:
Buildings 10 to 50 years
Site improvements 6 to 30 years
Technical equipment and machinery 3 to 20 years
Jigs and tools (1) 5 years
Other equipment, factory and office equipment 2 to 10 years
(1) If more appropriate, jigs and tools are depreciated using the number of production or similar units expected to be obtained from the tools (sum-of-the-units
method).
For details on assets related to lease arrangements on sales financing, please refer to Note 25 “Sales financing transactions”.
Property, plant and equipment as of 31 December 2015 and 2014 comprise the following:
28
Notes to the IFRS Consolidated Financial Statements
Other investments mainly comprise the Group’s participations, the most significant at 31 December 2015 being the participations in
AviChina (Group share: 5.0%) amounting to €199 million (2014: €140 million) and CARMAT SAS (Group share: 24.2%,
2014: 24.2%) amounting to €43 million (2014: €68 million).
Other long-term financial assets and the current portion of other long-term financial assets encompass other loans in the amount
of €717 million and €876 million as of 31 December 2015 and 2014, and the Group’s sales finance activities in the form of finance
lease receivables and loans from aircraft financing (see Note 25 “Sales financing transactions”).
29
Notes to the IFRS Consolidated Financial Statements
20. Inventories
31 December 2015
In € million Gross amount Write-down Net book value
Raw materials and manufacturing supplies 3,229 (476) 2,753
Work in progress 25,585 (5,150) 20,435
Finished goods and parts for resale 3,134 (779) 2,355
Advance payments to suppliers 3,559 (51) 3,508
Total 35,507 (6,456) 29,051
31 December 2014
In € million Gross amount Write-down Net book value
Raw materials and manufacturing supplies 3,219 (502) 2,717
Work in progress 21,667 (4,412) 17,255
Finished goods and parts for resale 2,964 (768) 2,196
Advance payments to suppliers 3,233 (46) 3,187
Total 31,083 (5,728) 25,355
The increase in work in progress of €+3,180 million is mainly driven by Airbus and Airbus Defence and Space programmes, partly
offset by Airbus Helicopters programmes. Finished goods and parts for resale increased at Airbus Defence and Space and at Airbus
Helicopters, partly compensated by a decrease at Airbus. Advance payments to suppliers increased at Airbus.
Write downs for inventories are recorded when it becomes probable that total estimated contract costs will exceed total contract
revenues. In 2015, write downs of inventories in the amount of €-410 million (2014: €-501 million) are recognised in cost of sales,
whereas reversal of write downs amounts to €66 million (2014: €160 million). At 31 December 2015 €9,246 million of work in
progress and €1,863 million of finished goods and parts for resale were carried at net realisable value.
Trade receivables arise when the Group provides goods or services directly to a customer with no intention of trading the receivable.
Trade receivables include claims arising from revenue recognition that are not yet settled by the debtor as well as receivables relating
to construction contracts. Trade receivables are initially recognised at their transaction price and are subsequently measured at
amortised cost less any allowance for impairment. Gains and losses are recognised in the Consolidated Income Statement when the
receivables are derecognised or impaired as well as through the amortisation process.
Allowance for doubtful accounts involves significant management judgement and review of individual receivables based on
individual customer creditworthiness, current economic trends including potential impacts from the EU sovereign debt crisis and
analysis of historical bad debts.
Assets and liabilities relative to constructions contracts - In the construction contract business, an asset or liability is classified as
current when the item is realised or settled within the Group’s normal operating cycle for such contracts and as non-current
otherwise. As a result, assets and liabilities relating to the construction contract business such as trade receivables and payables and
receivables from PoC method, that are settled as part of the normal operating cycle are classified as current even when they are not
expected to be realised within 12 months after the reporting period.
30
Notes to the IFRS Consolidated Financial Statements
Trade receivables
31 December
In € million 2015 2014
Receivables from sales of goods and services 8,153 7,087
Allowance for doubtful accounts (276) (289)
Total 7,877 6,798
Thereof trade receivable not expected to be collected within 1 year 1,819 2,224
The trade receivables increased by €+1,079 million, mainly in Airbus Defence and Space.
In application of the PoC method, as of 31 December 2015 an amount of €2,936 million (in 2014: €1,941 million) for construction
contracts is included in the trade receivables net of related advance payments received.
The aggregate amount of costs incurred and recognised profits (less recognised losses) to date amounts to €71,813 million (in
2014: €68,543 million).
The gross amount due from customers for contract work, on construction contracts recognized under the PoC method, is the net
amount of costs incurred plus recognised profits less the sum of recognised losses and progress billings. In 2015, it amounts to
€9,190 million (in 2014: €3,828 million). Due to the nature of certain contracts and the respective recognition of revenues, these
incurred costs also include associated work in progress and respective contract losses.
The gross amount due to customers for contract work on construction contracts recognized under the PoC method, is the net
amount of costs incurred plus recognised profits less the sum of recognised losses and progress billings for all contracts in progress
for which progress billings exceed costs incurred plus recognised profits (less recognised losses). In 2015, the gross amount due to
customers amounts to €77 million (in 2014: €2,535 million).
The respective movement in the allowance for doubtful accounts in respect of trade receivables during the year was as follows:
Based on historic default rates, the Group believes that no allowance for doubtful accounts is necessary in respect of trade receivables
not past due in the amount of €5,373 million (in 2014: €4,917 million).
Trade liabilities
As of 31 December 2015, trade liabilities amounting to €129 million (€280 million as of 31 December 2014) will mature after more
than one year.
31
Notes to the IFRS Consolidated Financial Statements
Provisions – The determination of provisions, for example for contract losses, warranty costs, restructuring measures and legal
proceedings is based on best available estimates.
In general, as the contractual and technical parameters to be considered for provisions in the aerospace sector are rather complex,
uncertainty exists with regard to the timing and amounts of expenses to be taken into account.
The majority of the company’s other provisions are generally expected to result in cash outflows during the next 1 to 12 years.
31 December
(In € million) 2015 2014
Provision for pensions (Note 29) 7,615 8,250
Other provisions (Note 22) 7,465 7,862
Total 15,080 16,112
Thereof non-current portion 9,871 10,400
Thereof current portion 5,209 5,712
In 2015, provision for contract losses mainly includes A350 XWB programme (€136 million) and several Airbus Defence and Space
programmes (€133 million). The additions to the contract losses provision include the net charge of €290 million for the A400M
programme before netting with work in progress. “Reclassification/Change in consolidated group” mainly relates to offsetting of
A400M programme contract provisions to respective inventories (see Note 10 “Revenues, costs of sales and gross margin”).
The majority of the addition to provisions for outstanding costs relates to Airbus Defence and Space (€1,008 million) and
corresponds among others to the Boarder Security business, to the Eurofighter programme and to diverse tasks to complete on
construction contracts, as well as to Airbus Helicopters (€490 million), mainly for the NH90 and Tiger programmes.
32
Notes to the IFRS Consolidated Financial Statements
Contingent assets and contingent liabilities – Airbus Group is exposed to technical and commercial contingent obligations due to
the nature of its businesses. To mitigate this exposure, Airbus Group has subscribed a Global Aviation Insurance Programme (GAP).
When the Company has obtained insurance coverage from third parties for these risks, any reimbursement is recognised separately
only when it is virtually certain to be received. Information required under IAS 37 “Provisions, contingent liabilities and contingent
assets” is not disclosed if the Group concludes that disclosure can be expected to prejudice seriously its position in a dispute with
other parties. Negotiations concerning an insurance reimbursement relating to an Airbus commercial insurance case are currently
ongoing.
For other contingent liabilities, please refer to Note 36 “Litigation and Claims” and Note 10 “Revenues, cost of sales and gross
margin” (mainly A400M).
Other commitments include contractual guarantees and performance bonds to certain customers as well as commitments for future
capital expenditures and amounts which may be payable to commercial intermediaries if future sales materialise.
Refundable advances from European governments are provided to the Group to finance research and development activities for
certain projects on a risk-sharing basis, i.e. they have to be repaid to the European Governments subject to the success of the project.
33
Notes to the IFRS Consolidated Financial Statements
Other liabilities
31 December
(In € million) 2015 2014
Customer advance payments 14,472 12,231
Others 521 618
Total non-current other liabilities 14,993 12,849
(1)
Customer advance payments 23,612 22,174
Tax liabilities (excluding income tax) 885 675
Others 2,540 2,373
Total current other liabilities 27,037 25,222
Total 42,030 38,071
Thereof other liabilities due within 1 year 26,313 24,291
(1) Of which €8,252 million (2014: €7,840 million) relate to construction contracts mainly in Airbus Defence and Space (2015: €7,007 million and
2014: €6,499 million) and Airbus Helicopters (2015: €1,246 million and 2014: €1,273 million).
Sales financing – With a view to facilitating aircraft sales for Airbus and Airbus Helicopters, the Group may enter into either
on-balance sheet or off-balance sheet sales financing transactions.
On-balance sheet transactions where Airbus is lessor are classified as operating leases, finance leases and loans, inventory and to a
minor extent, equity investments:
(i) operating leases – Aircraft leased out under operating leases are included in property, plant and equipment at cost less
accumulated depreciation (see Note 18 “Property, plant and equipment”). Rental income from operating leases is recorded as
revenues on a straight-line basis over the term of the lease.
(ii) finance leases and loans – When, pursuant to a financing transaction, substantially all the risks and rewards of ownership of the
financed aircraft reside with a third party, the transaction is characterised as either a finance lease or a loan. In such instances,
revenues from the sale of the aircraft are recorded upon delivery, while financial interest is recorded over time as financial income.
The outstanding balance of principal is recorded on the statement of financial position (on balance sheet) in long-term financial
assets, net of any accumulated impairments.
(iii) inventory - Second hand aircraft acquired as part of a commercial buyback transaction, returned to the Group after a payment
default or at the end of a lease agreement are classified as inventory held for resale if there is no subsequent lease agreement in force
(see Note 20 “Inventories”).
34
Notes to the IFRS Consolidated Financial Statements
Off-balance sheet commitments – Financing commitments are provided to the customer either as backstop commitments before
delivery, asset value guarantees at delivery, operating head-lease commitments or counter guarantees:
(i) Backstop commitments are guarantees by Airbus, made when a customer-order is placed, to provide financing to the customer in
the event that the customer fails to secure sufficient funding when payment becomes due under the order. Such commitments are not
considered to be part of gross customer financing exposure (see below) as (i) the financing is not in place, (ii) commitments may be
transferred in full or part to third parties prior to delivery, (iii) past experience suggests it is unlikely that all such proposed financings
actually will be implemented and, (iv) the Group retains the asset until the aircraft is delivered and does not incur an unusual risk in
relation thereto. In order to mitigate customer credit risks for the Group, such commitments typically contain financial conditions
which guaranteed parties must satisfy in order to benefit therefrom.
(ii) Asset value guarantees are guarantees whereby the Group guarantees a portion of the value of an aircraft at a specific date after
its delivery. Airbus considers the financial risks associated with such guarantees to be acceptable, because (i) the guarantee only
covers a tranche of the estimated future value of the aircraft, and its level is considered prudent in comparison to the estimated future
value of each aircraft, and (ii) the exercise dates of outstanding asset value guarantees are distributed through 2025. It is management
policy that the present value of the guarantee given does not exceed 10% of the sales price of the aircraft.
As of 31 December 2015, the nominal value of asset value guarantees provided to beneficiaries amounts to €781 million (2014:
€861 million), excluding €97 million (2014: €146 million) where the risk is considered to be remote. The present value of the risk
inherent in asset value guarantees where a settlement is being considered probable is fully provided for and included in the total of
provisions recognised for asset value risks of €550 million (2014: €618 million) (see Note 22 “Provisions, contingent assets and
contingent liabilities”).
(iii) Operating head-lease commitments – The Group has entered into head-lease sub-lease transactions in which it acts as a lessee
under an operating head-lease and lessor under the sub-lease. The Group’s gross customer financing exposure to operating head-lease
commitments, determined as the present value of the future head-lease payments, was €92 million in 2015 (2014: €135 million).
Exposure – In terms of risk management, the Group manages its gross exposure arising from its sales financing activities (“gross
customer financing exposure”) separately for (i) customer’s credit risk and (ii) asset value risk.
Gross customer financing exposure is the sum of (i) the book value of operating leases before impairment, (ii) the outstanding
principal amount of finance leases or loans due before impairment, (iii) the guaranteed amounts under financial guarantees and the
net present value of head-lease commitments, (iv) the book value of second hand aircraft for resale before impairment, and (v) the
outstanding value of any other investment in sales financing SEs before impairment. This gross customer financing exposure may
differ from the value of related assets on the Group’s statement of financial position and related off balance sheet contingent
commitments, mainly because (i) assets are recorded in compliance with IFRS, but may relate to transactions that are financed on a
limited recourse basis and (ii) the carrying amount of the assets on the Consolidated Statement of Financial position may have been
adjusted for impairment losses.
Gross customer financing exposure amounts to US$1.5 billion (€1.4 billion) (2014: US$1.3 billion (€1.1 billion)).
Net exposure is the difference between gross customer financing exposure and the collateral value. Collateral value is assessed using
a dynamic model based on the net present value of expected future receivables, expected proceeds from resale and potential cost of
default. This valuation model yields results that are typically lower than residual value estimates by independent sources in order to
allow for what management believes is its conservative assessment of market conditions and for repossession and transformation
costs. The net exposure is fully provided for by way of impairment losses and other provisions.
Impairment losses and provisions – For the purposes of measuring an impairment loss, each transaction is tested individually.
Impairment losses relating to aircraft under operating lease and second hand aircraft for resale (included in inventory) are recognised
for any excess of the aircraft’s carrying amount over the higher of the aircraft’s value in use and its fair value less cost to sell.
Impairment allowances are recognised for finance leases and loans when their carrying amounts exceed the present value of
estimated future cash flows (including cash flows expected to be derived from a sale of the aircraft). Under its provisioning policy for
sales financing risk, the Group records provisions as liabilities for estimated risk relating to off-balance sheet commitments.
35
Notes to the IFRS Consolidated Financial Statements
Security – Sales financing transactions, including those that are structured through SE (see below), are generally collateralised by the
underlying aircraft. Additionally the Group benefits from protective covenants and from security packages tailored according to the
perceived risk and the legal environment.
The Group endeavours to limit its sales financing exposure by sharing its risk with third parties usually involving the creation of an
SE. Apart from investor interest protection, interposing an SE offers advantages such as flexibility, bankruptcy remoteness, liability
containment and facilitating sell-downs of the aircraft financed. An aircraft financing SE is typically funded on a non-recourse basis
by a senior lender and one or more providers of subordinated financing. When the Group acts as a lender to such SEs, it may take the
role of the senior lender or the provider of subordinated loan. The Group consolidates an aircraft financing SE if it is exposed to the
SE’s variable returns and has the ability to direct the relevant remarketing activities. Otherwise, it recognises only its loan to the SE
under other long-term financial assets. At 31 December 2015 the carrying amount of its loans from aircraft financing amounts to
€553 million (2014: €426 million). This amount also represents the Group’s maximum exposure to loss from its interest in
unconsolidated aircraft financing SEs.
31 December
In € million 2015 2014
Not later than 1 year 62 69
Later than 1 year and not later than 5 years 98 142
Later than 5 years 0 2
Total aircraft lease commitments (1) 160 213
Of which commitments where the transaction has been sold to third parties (149) (191)
Total aircraft lease commitments where the Group bears the risk (not discounted) 11 22
(1) Backed by sublease income from customers with an amount of €119 million in 2015 (2014: €159 million).
Financing liabilities
Financing liabilities from sales financing transactions are mainly based on variable interest rates (see Note 34.3 “Financing
liabilities”) and entered into on a non-recourse basis (i.e. in a default event, the creditor would only have recourse to the aircraft
collateral).
31 December
In € million 2015 2014
Loans 94 46
Liabilities to financial institutions 0 0
Total sales financing liabilities 94 46
36
Notes to the IFRS Consolidated Financial Statements
37
Notes to the IFRS Consolidated Financial Statements
Several German Group companies provide life time working account models, being employee benefit plans with a promised return
on contributions or notional contributions that qualify as other long-term employee benefits under IAS 19. The employees’
periodical contributions into their life time working accounts result in corresponding personnel expense in that period, recognised in
other personnel charges.
Reclassi-
Increase fication/
Balance at from Change in Balance at
1 January Exchange passage consolidated 31 December
(In € million) 2015 differences of time Additions group Used Released 2015
Restructuring measures /
pre-retirement part-time
work 425 1 4 67 (20) (148) (64) 265
Other personnel charges 830 1 1 483 (22) (335) (78) 880
Total 1,255 2 5 550 (42) (483) (142) 1,145
38
Notes to the IFRS Consolidated Financial Statements
France - The French pension system is operated on a “pay as you go” basis. Besides the basic pension from the French social
security system, each employee is entitled to receive a complementary pension from defined contribution schemes ARRCO
(Association pour le régime de retraite complémentaire des salaries) and AGIRC (Association générale des institutions de retraite des
cadres). Moreover, French law stipulates that employees are paid retirement indemnities in the form of lump sums on the basis of the
length of service, which are considered as defined obligations.
Germany - The Group has a pension plan (P3) for executive and non-executive employees in place. Under this plan, the employer
provides contributions for the services rendered by the employees, which are dependent on their salaries in the respective service
period. These contributions are converted into components which become part of the accrued pension liability at the end of the year.
Total benefits are calculated as a career average over the entire period of service. Certain employees that are not covered by this plan
receive retirement indemnities based on salary earned in the last year or on an average of the last three years of employment. For
some executive employees, benefits are dependent on the final salary of the respective individual at the date of retirement and the
time period served as an executive.
Parts of the pension obligation in Germany are funded by assets invested in specific funding vehicles. Besides a relief fund
(“Unterstützungskasse”), the Group has implemented a Contractual Trust Arrangement. The Contractual Trust Arrangement structure
is that of a bilateral trust arrangement. Assets that are transferred to the relief fund and the Contractual Trust Arrangement qualify as
plan assets under IAS 19.
United Kingdom - the Airbus Group UK Pension Scheme (“the Scheme”) was implemented by Airbus Defence and Space Ltd,
Stevenage (UK) as the principal employer. This plan comprises all eligible employees of Airbus Defence and Space Ltd as well as all
personnel, who were recruited by one of the Group companies located in the UK and participating in the scheme. The majority of the
Scheme’s liabilities relate to Airbus Defence and Space Ltd. The major part of the obligation is funded by scheme assets due to
contributions of the participating companies. The Scheme is a registered pension scheme under the Finance Act 2004. The trustee’s
only formal funding objective is the statutory funding objective under the Pensions Act part 6 2004, which is to have sufficient and
appropriate assets to cover the Scheme’s obligations. Since 1 November 2013, this plan is generally closed for new joiners, who
participate in a separate defined contribution plan.
Moreover, the Group participates in the UK in several funded trustee-administered pension plans for both executive and non-
executive employees with BAE Systems being the principal employer. These plans qualify as multi-employer defined benefit plans
under IAS 19 “Employee benefits”. The Group’s most significant investments in terms of employees participating in these BAE
Systems UK pension plans is Airbus Operations Ltd. Participating Airbus Operations Ltd employees have continued to remain
members in the BAE Systems UK pension plans due to the UK pension agreement between the Group and BAE Systems and a
change in UK pensions legislation enacted in April 2006.
Based on the funding situation of the respective pension schemes, the pension plan trustees determine the contribution rates to be
paid by the participating employers to adequately fund the schemes. The different UK pension plans in which the Group investments
participate are currently underfunded. BAE Systems has agreed with the trustees various measures designed to make good the
underfunding. These include (i) regular contribution payments for active employees well above such which would prevail for funded
plans and (ii) extra employers’ contributions.
Based on detailed information about the different multi-employer pension schemes provided by BAE Systems, the Group is able to
appropriately and reliably estimate the share of its participation in the schemes, i.e. its share in plan assets, defined benefit obligations
(“DBO”) and pension costs. The information enables the Group to derive keys per plan to allocate for accounting purposes an
appropriate proportion in plan assets, defined benefit obligations and pension costs to its UK investments as of the reporting date,
taking into account the impact of contributions as well as future extra contributions agreed by BAE Systems with the trustees.
Therefore, the Group accounts for its participation in BAE Systems’ UK defined benefit schemes under the defined benefit
accounting approach in accordance with IAS 19.
39
Notes to the IFRS Consolidated Financial Statements
In 2015, the share of Airbus in BAE Systems’ main scheme amounts to 20.96% (in 2014: 19.65%). The impact of this change is
mainly reflected in the remeasurements of the period.
BAE Systems, Airbus and the trustees agreed to work towards a sectionalisation of the Main Scheme in 2016, which remains subject
to Trustee approval. In a first step, in December 2015, BAE Systems, Airbus Operations Ltd. and the scheme trustees agreed on an
allocation of the deficit of the BAE Systems Pension Scheme (“Main Scheme”) to BAE Systems and Airbus based in principle on
each member’s last employer. This methodology is considered to represent a better estimate of the deficit allocation than the relative
payroll contributions of active members and has been reflected in the allocation of the IAS 19 pension deficit in the Main Scheme at
31 December 2015. The impact of this change on the amounts allocated at 31 December 2015 is a decrease of €106 million in the
Group’s share of the reported IAS 19 deficit.
In the event that an employer who participates in the BAE pension schemes fails or cannot be compelled to fulfil its obligations as a
participating employer, the remaining participating employers are obliged to collectively take on its obligations. The Group considers
the likelihood of this event as remote.
Risks
The defined benefit obligation exposes the Group to actuarial risks, including the following ones:
Market price risk – The return on plan assets is assumed to be the discount rate derived from AA-rated corporate bonds. If the actual
return rate of plan assets is lower than the applied discount rate, the net defined benefit liability increases accordingly. Moreover, the
market values of the plan assets are subject to volatility, which also impacts the net liability.
Interest rate risk – The level of the defined benefit obligation is significantly impacted by the applied discount rate. The low interest
rates, particular in the €-denominated market environment, lead to a relatively high net pension liability. If the decline in returns of
corporate bonds will continue, the defined benefit obligation will further increase in future periods, which can only be offset partially
by the positive development of market values of those corporate bonds included in plan assets. Generally, the pension obligation is
sensitive to movements in the interest rate leading to volatile results in the valuation.
Inflation risk – The pension liabilities can be sensitive to movements in the inflation rate, whereby a higher inflation rate could lead
to an increasing liability. Since some pension plans are directly related to salaries, increases in compensations could result in
increasing pension obligations. A fixed interest rate has been agreed for the deferred compensation plan P3, which is financed by the
employees.
Longevity risk – The pension liabilities are sensitive to the life expectancy of its members. Rising life expectancies lead to an
increase in the valuation of the pension liability.
The weighted-average assumptions used in calculating the actuarial values of the most significant retirement plans as of 31 December
are as follows:
Pension plans in
Germany France UK Multi-employer (UK)
Assumptions in % 2015 2014 2015 2014 2015 2014 2015 2014
Discount rate 2.4 1.9 2.5 2.1 3.9 3.8 3.9 3.6
Rate of compensation increase 2.75 3.25 2.5 2.5 3.0 3.0 3.2 3.2
Rate of pension increase 1.7 1.7 - / 1.7 - / 2.0 2.9 2.8 2.3 - 3.2 2.3 - 3.2
Inflation rate 1.7 1.7 1.7 1.7 3.0 2.9 3.2 3.2
For Germany and France, the Group derives the discount rate used to determine the defined benefit obligation from yields on high
quality corporate bonds with an AA rating. The determination of the discount rate is based on the iBoxx€ Corporates AA bond data
and uses the granularity of single bond data in order to receive more market information from the given bond index. The discount
rate for the estimated duration of the respective pension plan is then extrapolated along the yield curve. In the UK it is determined
with reference to the full yield curve of AA-rated sterling-denominated corporate bonds of varying maturities. The salary increase
rates are based on long-term expectations of the respective employers, derived from the assumed inflation rate and adjusted by
promotional or productivity scales.
40
Notes to the IFRS Consolidated Financial Statements
Rates for pension payment increases are deviated from the respective inflation rate for the plan.
Inflation rate for German plans corresponds to the expected increase in cost of living. In the UK, the inflation assumptions are
derived by reference to the difference between then yields on index-linked and fixed-interest long-term government bonds.
For the calculation of the German pension obligation, the “2005 G” mortality tables (generation tables) as developed by Professor
Dr. Klaus Heubeck are applied. For the UK schemes, the Self-Administered Pensions S1 mortality tables based on year of birth (as
published by the Institute of Actuaries) is used in conjunction with the results of an investigation into the actual mortality experience
of scheme members. In France, INSEE (Institute for French Statistics) tables are applied.
On 1 April 2014, Dutch Space B.V., Leiden (Netherlands) settled its own pension scheme and transferred its obligation and related
plan assets to the pension scheme of the industry sector “Electrotechnical and Metal” as managed by its pension fund PME.
Considering an additional payment of €2 million, the settlement gain amounted to €25 million. The company pays a yearly premium
to the PME without any further obligation for additional contributions. The pension scheme of the PME qualifies as a defined
contribution plan.
41
Notes to the IFRS Consolidated Financial Statements
In 2015, contributions in the amount of €241 million (2014: €372 million) are made into the pension plans of the Group, mainly
relating to the Contractual Trust Arrangement with €130 million (2014: €265 million), the Airbus Group UK scheme with €58
million (2014: €50 million) and the relief fund in Germany with €50 million (2014: €50 million).
Contributions of approximately €400 million are expected to be made in 2016.
The weighted average duration of the defined benefit obligation for retirement plans and deferred compensation is 14 years at 31
December 2015 (31 December 2014: 15 years).
The split of the defined benefit obligation for retirement plans and deferred compensation between active, deferred and pensioner
members for the most significant plans is as follows (as of 31 December 2015 unless otherwise noted):
Active Deferred Pensioner
Germany 46% 6% 48%
France 99% 0% 1%
UK (1) 69% 12% 19%
Share of multi-employer scheme in UK (M ain Scheme) (2) 32% 19% 49%
(1) As of 5 April 2013
(2) As of 31 March 2014
The following table shows how the present value of the defined benefit obligations of retirement plans and deferred compensation
would have been influenced by changes in the actuarial assumptions as set out for 31 December 2014:
Impact on defined benefit obligations
Change as of 31 December
Change in actuarial assumptions 2015 2014
Present value of the obligation 14,680 15,706
Discount rate Increase by 0.5%-point (1,007) (1,333)
Decrease by 0.5%-point 1,062 1,416
Rate of compensation increase Increase by 0.25%-point 188 356
Decrease by 0.25%-point (305) (457)
Rate of pension increase Increase by 0.25%-point 256 345
Decrease by 0.25%-point (369) (452)
Life expectancy Increase by 1 year 283 421
Reduction by 1 year (411) (537)
Sensitivities are calculated based on the same method (present value of the defined benefit obligation calculated with the projected
unit method) as applied when calculating the post-employment benefit obligations. The sensitivity analyses are based on a change of
one assumption while holding all other assumptions constant. This is unlikely to occur in practice and changes of more than one
assumption may be correlated leading to different impacts on DBO than disclosed above. If the assumptions change at a different
level, the effect on the DBO is not necessarily in a linear relation.
42
Notes to the IFRS Consolidated Financial Statements
The fair value of the plan assets for retirement plans and deferred compensation can be allocated to the following classes:
31 December 2015 31 December 2014
Quoted Unquoted Quoted Unquoted
(In € million) prices prices Total prices prices Total
Equity securities
Europe 990 0 990 1,086 0 1,086
Rest of the world 0 0 0 102 0 102
Emerging markets 221 0 221 248 0 248
Global 1,454 0 1,454 1,452 0 1,452
Bonds
Corporates 1,549 0 1,549 2,289 0 2,289
Governments 1,715 0 1,715 1,317 0 1,317
Pooled investment vehicles 273 0 273 310 15 325
Commodities 119 0 119 176 0 176
Hedge funds 251 0 251 121 0 121
Derivatives 0 (58) (58) 0 (47) (47)
Property 331 4 335 346 5 351
Cash and money market funds 48 0 48 197 0 197
Others 252 (64) 188 2 (143) (141)
7,203 (118) 7,085 7,646 (170) 7,476
The majority of funded plans apply broadly an asset-liability matching (ALM) framework. The strategic asset allocation (SAA) of
the plans takes into account the characteristics of the underlying obligations. Investments are widely diversified, such that the failure
of any single investment would not have a material impact on the overall level of assets. A large portion of assets in 2014 consists of
fixed income instruments, equities, and although the Group also invests in property, commodities and hedge funds. The Group is
reassessing the characteristics of the pension obligations from time to time or as required by the applicable regulation or governance
framework. This typically triggers a subsequent review of the SAA.
The amount recorded as provision in the Consolidated Statement of Financial Position can be allocated to the significant countries as
follows:
Employer’s contribution to state and private pension plans, mainly in Germany and France, are to be considered as defined
contribution plans. Contributions in 2015 amount to €689 million (in 2014: €674 million).
43
Notes to the IFRS Consolidated Financial Statements
Recognised as:
(In € million) 2015 2014
Provision 748 683
Other non-current and current assets 20 20
Total 728 663
The portion of the obligation, which is not protected by the pension guarantee association or PSV (“Pensions-Sicherungs Verein”) in
case of an insolvency of the Group companies concerned, is covered by securities. Trust agreements between the trust and the
participating companies stipulate that some portions of the obligation must be covered with securities in the same amount, while
other portions must be covered by 115% leading to an overfunding of the related part of the obligation. These amounts are recognised
as other non-current and current assets.
Share based compensation – In 2007, the Group introduced a performance and restricted unit plan (or LTIP) which qualifies as a
cash settled share-based payment plan under IFRS 2. The grant of so called “units” will not physically be settled in shares (except
with regard to Group Executive Committee members). For details of the conversion of some performance units granted to Executive
Committee members into equity-settled plans please refer to Note 31.1 ”Remuneration-Executive Committee”.
For plans settled in cash, provisions for associated services received are measured at fair value by multiplying the number of units
expected to vest with the fair value of one LTIP unit at the end of each reporting period, taking into account the extent to which the
employees have rendered service to date. The fair value of each LTIP unit is determined using a forward pricing model. Changes of
the fair value are recognised as personnel expense of the period, leading to a remeasurement of the provision.
Besides the equity settled SOP that have been granted in the past, the Group offers its employees under the employee share
ownership plan (“ESOP”), which is an additional equity settled share-based payment plan, Airbus Group shares at fair value
matched with a number of free shares based on a determining ratio. The fair value of shares provided is reflected as personnel
expense in the Group’s Consolidated Income Statements with a corresponding increase in equity.
44
Notes to the IFRS Consolidated Financial Statements
30.1 Stock option plans (“SOP”) and long-term incentive plan (“LTIP”)
Based on the authorisation given to it by the Shareholders’ meetings, the Group’s Board of Directors approved SOPs in 2006 and
2005 (see dates below). These plans provide to the members of the Executive Committee as well as to the Group’s senior
management the grant of options for the purchase of the Group’s shares.
For all of the Group’s SOPs, the granted exercise price exceeded the share price at the grant date.
In 2015, 2014, 2013, 2012, 2011 and 2010, the Board of Directors of the Company approved the granting of LTIP performance and
restricted units.
In 2014, the Group decided to hedge the share price risk inherent in the cash-settled LTIP units by entering in equity swaps where the
reference price is based on the Airbus Group share price. To the extent that LTIP units are hedged, compensation expense recognised
for these units will effectively reflect the reference price fixed under the equity swaps.
In 2015, compensation expense for LTIPs including the effect of the equity swaps amounted to €175 million (in 2014: €156 million).
For the SOPs, expenses were neither recognised in 2015 nor in 2014.
The fair value of units granted per vesting date is as follows (LTIP plan 2015):
The lifetime of the performance and restricted units is contractually fixed (see the description of the respective tranche). The
measurement is next to other market data, mainly affected by the share price as of the end of the reporting period (€62.00 as of
31 December 2015) and the lifetime of the units.
The principal characteristics of the SOPs as at 31 December 2015 are summarized in the table below:
S OP 2005 S OP 2006
Date of Shareholders’ meeting 11 M ay 2005 4 M ay 2006
Grant date 9 December 2005 18 December 2006
Number of options granted 7,981,760 1,747,500
Number of options outstanding 0 264,500
Total number of eligible employees 1,608 221
50% of options may be exercised after a period of two years from the
date of grant of the options; 50% of options may be exercised as of the
Vesting conditions third anniversary of the date of grant of the options (subject to specific
provisions contained in the Insider Trading Rules — see “Part 2/3.1.3
Governing Law — Dutch Regulations”)
Expiry date 8 December 2015 16 December 2016
Conversion right One option for one share
Vested 100% 100%
Exercise price € 33.91 € 25.65
Exercise price conditions 110% of fair market value of the shares at the date of grant
Number of exercised options 5,205,471 1,276,500
(1) As regards the SOP 2005, part of the options granted to the Group’s top executives were performance related.
45
Notes to the IFRS Consolidated Financial Statements
The following table summarises the development of the number of outstanding stock options:
Tranches Number of options
Balance at Balance at
1 January Exercised Forfeited 31 December
SOP 2005
2014 2,449,997 (700,696) (20,160) 1,729,141
2015 1,729,141 (1,668,678) (60,463) 0
SOP 2006
2014 706,125 (194,375) 0 511,750
2015 511,750 (241,750) (5,500) 264,500
Total options
for all tranches 2,240,891 (1,910,428) (65,963) 264,500
The weighted average share price at the date of exercise for share options exercised in 2015 was €60.65 (2014: €50.06).
The principal characteristics of the performance and restricted units of the LTIPs as at 31 December 2015 are summarized below:
Numbe r of
(1)
units gra nte d 2,891,540 977,780 2,606,900 880,225 2,119,160 621,980 1,241,020 359,760 1,110,230 291,420 926,416 239,604
Numbe r
of units
outs ta nding 0 0 1,621,252 430,509 2,024,076 601,800 1,202,576 355,120 1,109,650 290,840 926,416 239,604
Tota l numbe r
of e ligible
be ne fic ia rie s 1,711 1,771 1,797 1,709 1,621 1,564
The pe rforma nc e a nd re s tric te d units will ve s t if the pa rtic ipa nt is s till e mploye d by a Group c ompa ny a t the re s pe c tive
Ve s ting ve s ting da te s a nd, in the c a s e of pe rforma nc e units , upon a c hie ve me nt of mid- te rm bus ine s s pe rforma nc e .
c onditions Ve s ting s c he dule is ma de up of four pa yme nts (from the LTIP 2014 onwa rds two pa yme nts ) ove r two ye a rs .
S ha re pric e pe r
unit is limite d a t - - €55.66 €92.34 €94.90 €112.62
the ve s ting
(2)
da te s to
25% e a c h:
25% e a c h: 25% e a c h e xpe c te d: 25% e a c h e xpe c te d:
in Ma y 2015 50% e a c h
in Ma y 2014 in Ma y 2016 in Ma y 2017 50% e a c h e xpe c te d:
Ve s ting in Nove mbe r 2015 e xpe c te d:
in Nove mbe r 2014 in Nove mbe r 2016 in Nove mbe r 2017 in J une 2018
da te s 25% e a c h e xpe c te d: in J une 2019
in Ma y 2015 in Ma y 2017 in Ma y 2018 in J une 2019
in Ma y 2016 in J uly 2020
in Nove mbe r 2015 in Nove mbe r 2017 in Nove mbe r 2018
in Nove mbe r 2016
Numbe r of
ve s te d units 3,693,272 916,700 1,524,034 417,472 2,000 2,800 600 0 0 0 0 0
(1) Based on 100% target performance achievement. A minimum of 50% of performance units will vest; 100% in case of on-target performance achievement;
up to a maximum of 150% in case of overachievement of performance criteria. In case of absolute negative results (cumulative EBIT* of the Group) during the
performance period, the Board of Directors can decide to review the vesting of the performance units including the 50% portion which is not subject to
performance conditions (additional vesting condition).
(2) Corresponds to 200% of the respective reference share price. Overall, the pay-out for performance units is limited to a total amount of 250% of the units
originally granted, each valued with the respective reference share price of €27.83 (for LTIP 2012), €46.17 (for LTIP 2013), €47.45 (for LTIP 2014) and €56.31
(for LTIP 2015).
(3) Date, when the vesting conditions were determined.
46
Notes to the IFRS Consolidated Financial Statements
31. Remuneration
2015 2014
(In € million) Total Total
Executive Committee, incl. Executive Board Member
Salaries and other short term benefits (including bonuses) 23.2 23.2
Post-employment benefit costs 7.5 8.7
Share-based remuneration (“LTIP award”, including associated hedge result) 15.4 16.7
Termination benefits 3.5 4.1
Other benefits 0.8 0.6
Social charges 6.5 4.9
Non-Executive Board Members
Short-term benefits (including social charges) 1.5 1.5
Total expense recognised 58.4 59.7
For additional information regarding the remuneration of Executive Committee Members (including the CEO), please also refer to
the Report of the Board of Directors, chapter 4.4 “Remuneration Report”.
The amount of bonuses is based on estimated performance achievement as at the balance sheet date and difference between previous
year estimation and actual pay-out in the current year. Outstanding short-term benefits (bonuses) at year end 2015 for Executive
Committee members based on estimated performance achievement at year-end was €13.4 million (2014: €14.9 million).
In 2015, the Company does not recognise any high salary taxes for Executive Committee members subject to French tax jurisdictions
under the “Taxe sur les hauts revenus”, requiring for 2014 and 2015 exceptional 50% charges on individual annual remuneration
exceeding €1 million (2014: €3.6 million).
Post-employment benefit cost
The pension defined benefit obligation of the Executive Committee, including the CEO, at 31 December 2015 amounted to
€61.6 million (2014: €81.6 million). The disclosed defined benefit obligation reflects the total outstanding balance for all Executive
Committee members subject to a defined benefit plan and in charge at the end of the respective balance sheet date.
47
Notes to the IFRS Consolidated Financial Statements
The share-based payment expenses result from not yet forfeited units granted to the Executive Committee Members under the Airbus
Group LTIP which are re-measured to fair value as far as they are cash settled.
In 2015, the members of the Executive Committee were granted 175,802 performance units for LTIP 2015 and 8,850 additional units
for LTIP 2014 (2014: 190,460 units) the respective share price of these performance units at grant date was €10.3 million (2014:
€9.1 million). Fair value of outstanding LTIP balances at the end of 2015 for all Executive Committee Members was €21.6 million
(2014: €18.8 million). The total number of outstanding performance and restricted units amounted to 775,744 at 31 December 2015 (2014:
823,493), granted to the current members of the Executive Committee.
Also basing on the intention of the Board of Directors to increase the long-term commitment of Executive Committee members to the
success of the company the Board has authorized the Executive Committee members to opt for partial conversion of the otherwise
cash settled LTIP plans into share settled plans at each grant date of any new LTIP, requiring a minimum conversion rate into equity
settlement of 25% of total granted performance units. At the conversion date, each Executive Committee member individually
determined the split of equity and cash settlement for the formerly granted LTIP plan. By the end of February 2016, Executive
Committee members will accordingly decide on the split for the 2015 LTIP plan. After overall performance assessment of each of the
plans, the vesting dates as determined at the initial grant date apply to all cash settled performance units, however, units converted
into equity settlement only vest at the last of the vesting dates of the respective plan.
LTIP 2010 (1) LTIP 2011 (2) LTIP 2012 (3) LTIP 2013 LTIP 2014
Total number of units granted 413,984 337,280 275,900 203,000 199,310
Number of cash-settled units 263,228 227,949 199,925 138,300 147,269
Number of equity-settled units 150,756 109,331 75,975 64,700 52,041
Date of conversion 31 December 2012 31 December 2012 28 February 2013 28 February 2014 28 February 2015
Share price at date of conversion € 29.50 € 29.50 € 39.70 € 53.39 € 55.33
(1) Based on performance achievement of 136% for performance units under 2010 LTIP.
(2) Based on performance achievement of 128% for performance units under 2011 LTIP.
(3) Based on performance achievement of 100% for performance units under 2012 LTIP.
SOPs
To the other current members of the Executive Committee and to the Group’s senior management, the number of outstanding stock
options amounted to 264,500 at 31 December 2015 (2014: 2,240,891). During the year 2015, the Executive Committee members
have exercised 241,085 options (2014: 188,128) granted under the various SOP’s. 137,500 options (2014: 118,000) were exercised
by former Executive Committee Members. As all Airbus Group SOPs vested before 2012 no related personnel expense was
recognised in 2015 or in 2014.
Other benefits
Other benefits include expenses for Executive Committee members’ company cars and accident insurance. There were no
outstanding liabilities at 31 December 2015 or 2014 respectively.
48
Notes to the IFRS Consolidated Financial Statements
The annual variable pay is based on estimated performance achievement as at the balance sheet date and difference between the
previous year’s estimation and actual pay-out in the current year.
Post-employment benefit costs
Post-employment benefit costs relate to the aggregated amount of current service and interest costs as well as interest costs on
employee’s contribution to the defined benefit plan.
For the CEO, Tom Enders, the pension defined benefit obligation including deferred compensation amounted to €17,118,048 as of
31 December 2015 (€18,584,426 as of 31 December 2014), whilst the amount of current service and interest cost related to his
pension promise accounted for in the fiscal year 2015 represented an expense of €1,079,861 (2014: €1,043,679). This amount has
been accrued in the Consolidated Financial Statements.
Share-based remuneration
The tables below gives an overview of the interests of the current executive members of the Board of Directors, Tom Enders as CEO, under
the various LTIP’s of the Group:
Vesting of all performance units granted to the CEO is subject to performance conditions
Fair value of outstanding LTIP balances at the end of 2015 for the CEO was €3,460,607 (2014: €3,287,645).
Other benefits
The CEO, Tom Enders, is entitled to accident insurance coverage and a company car. In 2015, the total amount expensed was €69,050
(2014: €68,415). The company has not provided any loans to / advances to / guarantees on behalf of the CEO.
49
Notes to the IFRS Consolidated Financial Statements
50
Notes to the IFRS Consolidated Financial Statements
Capital stock comprises the nominal amount of shares outstanding. The addition to capital stock represents the contribution for
exercised options of €1,910,428 (in 2014: €1,871,419) in compliance with the implemented SOP’s and by employees of €1,539,014
million (in 2014: €0) under the ESOPs.
Share premium mainly results from contributions in kind in the course of the creation of Airbus Group, cash contributions from the
Group’s initial public offering, capital increases and reductions due to the issuance and cancellation of shares as well as cash
dividend payments to Airbus Group SE shareholders.
On 27 May 2015, the shareholders’ general meeting decided to distribute a gross amount of €1.20 per share, which was paid
on 3 June 2015. For the fiscal year 2015, the Group’s Board of Directors proposes a cash distribution payment of €1.30 per share.
Retained earnings include mainly the profit of the period and the changes in other comprehensive income from remeasurements of
the defined benefit liability net of tax which amounts to €491 million in 2015 (in 2014: €-1,585 million).
On 1 July 2015, Airbus Group issued a convertible bond for €500 million with a 7-year maturity (see Note 34.3 Financing liabilities).
Treasury shares represent the amount paid or payable for own shares held in treasury and relates to the share buyback in 2015.
On 27 May 2015, the Annual General Meeting (AGM) of the Company authorised the Board of Directors, for a period expiring at the
AGM to be held in 2016, to issue shares and grant rights to subscribe for shares in the Company’s share capital for the purpose of:
employee share ownership plans in the limit of 0.1% of the Company’s authorised share capital (see Note 30 “Share-based payment”)
funding the Company and its Group companies, provided that such powers shall be limited to an aggregate of 0.3% of the Company’s
authorised capital (see Note 34.3 “Financing liabilities”)
For each operation, such powers shall not extend to issuing shares or granting rights to subscribe for shares if there is no preferential
subscription right and for an aggregate issue price in excess of €500 million per share issuance.
Also on 27 May 2015, the AGM authorised the Board of Directors for an 18-month period to repurchase up to 10% of the
Company’s issued and outstanding share capital (i.e. issued share capital excluding shares held by the Company or its subsidiaries) at
a price not exceeding €85 per share.
Airbus Group has appointed an Investment Services Provider to undertake a share buyback on behalf of the Company for a maximum
amount of €1 billion. The buyback will take place between 2 November 2015 and 30 June 2016. As of 31 December 2015, the Group
bought back €264 million of shares and recognised a financial liability of €223 million for its irrevocable share buyback commitment
at that date. Recognition of the financial liability led to a corresponding reduction of equity.
51
Notes to the IFRS Consolidated Financial Statements
Furthermore, the Annual General Meeting authorised both the Board of Directors and the CEO, with powers of substitution, that the
number of shares repurchased by the Company pursuant to the share buyback programme are cancelled. As per decisions of the Chief
Financial Officer upon delegation of the CEO, on 17 December 2015, a number of 2,885,243 shares have been cancelled.
Subsidiaries with NCI that are material to their stand-alone financial information are:
Elbe GEW PFW
Flugzeugwerke Technnologies Alestis Aerospace
GmbH (Pty) Ltd. Aerospace S .L. GmbH
Principal place Dresden Pretoria La Rinconada Speyer
of business (Germany) (South Africa) (Spain) (Germany)
2015 2014 2015 2014 2015 2014 2015 2014
Ownership interest
held by NCI 35% 35% 25% 25% 38.09% 38.84% 25.10% 25.10%
NCI (in € million) 19 21 9 11 (25) (25) (28) (21)
Profit (loss) allocated
to NCI (in € million) 2 2 2 1 (7) (10) 0 1
The Group seeks to maintain a strong financial profile to safeguard its going concern, financial flexibility as well as shareholders’,
credit investors’ and other stakeholders’ confidence in the Group. Consequently, operating liquidity is of great importance.
As part of its capital management, it is one of the Group’s objectives to maintain a strong credit rating by institutional rating
agencies. This enables the Group to contain its cost of capital which positively impacts its stakeholder value (entity value). Next to
other non-financial parameters, the credit rating is based on factors such as, cash flow ratios, profitability and liquidity ratios. The
Group monitors these ratios to keep them in a range compatible with a strong rating.
Rating agency Long term rating Outlook Short term rating
(1)
Standard and Poor's A Positive A-1
Moody's Investors Services A2 Stable P-1
Fitch Ratings (unsolicited) A- Stable F-2
(1) The outlook with Standard and Poor’s has been changed to positive from stable in September 2015.
The Group’s stand-alone ratings reflect the strong backlog providing revenue visibility and Airbus leading market position, the
Group’s strong liquidity and improving credit metrics as well as management’s focus on programmes execution, profitability and
cash generation improvement. The rating is constrained by the Group’s exposure to structural currency risk.
In accordance with the Group’s conservative financial policy, a strong rating is key to maintain a wide array of funding sources at
attractive conditions, to have broad access to long-term hedging and to strengthen Airbus’ position as a solid counterparty for its
customers and suppliers.
Among other indicators, the Group uses a Value Based Management approach in order to guide the Company towards sustainable
value creation by generating financial returns above the cost of capital.
The key elements of the Value Based Management concept are:
the definition of financial returns,
the definition of the Company’s capital base, and
the measurement of value creation derived from the two above.
52
Notes to the IFRS Consolidated Financial Statements
The Group uses Return on Capital Employed (“RoCE”) to measure the value created by financial returns relative to its capital base.
RoCE, as defined by the Group, uses EBIT pre-goodwill impairment and exceptionals for the numerator and Average Capital
Employed for the denominator. The Average Capital Employed for the Group is defined as the average of the annual opening and
closing positions of Fixed Assets plus Net Operating Working Capital plus operating cash less Other Provisions.
Financial value is created if profits relative to the Group’s Capital Employed exceed the company’s cost of capital. Value can be
measured by comparing RoCE to the WACC. A five year plan for a value creation ambition is constructed annually, and is composed
of (1) RoCE, (2) EBIT pre-goodwill impairment and exceptionals, and (3) Free Cash Flow, which is defined as Cash provided by
operating activities and Cash used for investing activities less Change of securities, Contribution to plan assets for pensions and
realized Treasury swaps. The Company’s long-term aspiration is to reach the first quartile of RoCE performance among our
aerospace and defence peers.
The Group also monitors the level of dividends paid to its shareholders.
The Group generally satisfies its obligations arising from share-based payment plans by issuing new shares. In order to avoid any
dilution of its current shareholders out of these share-based payment plans, the Group has accordingly decided to buyback and cancel
its own shares following the decisions of the Board of Directors and approval of the Annual General Meeting. Apart from this
purpose, the Group generally does not trade with treasury shares.
The Group complies with the capital requirements under applicable law and its Articles of Association.
The net cash-position provides financial flexibility to fund the Group’s operations, to react to the Group’s business needs and risk
profile and to return capital to the shareholders.
31 December
(In € million) 2015 2014
Cash and cash equivalents 7,489 7,271
Current securities 1,788 3,183
Non-current securities 9,851 5,989
Short-term financing liabilities (2,790) (1,073)
Long-term financing liabilities (6,335) (6,278)
Total 10,003 9,092
Derivative instruments recognised in the Group’s statement of financial position consist of (i) instruments that are entered into as
hedges of the Group’s operating activities or interest result, and (ii) embedded foreign currency derivatives that arise from separating
the foreign currency component from certain operating contracts. Cash flows resulting from the settlement of these derivatives are
therefore recorded as part of Group cash flow from operations. Similarly, financial assets and liabilities arising from customer
financing activities and refundable advances from European governments are considered part of the Group’s operating activities and
related cash flows are hence recognised as cash flows from operating activities.
53
Notes to the IFRS Consolidated Financial Statements
31 December
(In € million) 2015 2014
Bank account and petty cash 1,504 2,280
Short-term securities (at fair value through profit and loss) 3,220 3,261
Short-term securities (available for sale) 2,851 1,744
Others 1 4
Total cash and cash equivalents 7,576 7,289
Recognized in disposal groups classified as held for sale 87 18
Recognized in cash and cash equivalents 7,489 7,271
Only securities with a maturity of three months or less from the date of the acquisition, that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value are recognised in cash equivalents.
34.2 Securities
The majority of the Group’s securities consists of debt securities and are classified as available-for-sale financial assets and carried at
their fair values (see Note 35.2 “Carrying amounts and fair values of financial instruments” for more details on how available-for-
sale assets are accounted for).
The Group’s security portfolio amounts to €11,639 million and €9,172 million as of 31 December 2015 and 2014, respectively. The
security portfolio contains a non-current portion of available-for-sale-securities of €9,848 million (in 2014: €5,985 million) and
securities designated at fair value through profit and loss of €3 million (in 2014: €4 million) as well as a current portion of
available-for-sale-securities of €1,788 million (in 2014: €3,183 million).
Included in the securities portfolio as of 31 December 2015 and 2014, respectively, are corporate and government bonds bearing
either fixed rate coupons (€10,956 million nominal value; comparably in 2014: €8,666 million) or floating rate coupons
(€397 million nominal value; comparably in 2014: €250 million) and foreign currency Funds of Hedge Funds (€8 million nominal
value; 2014: €8 million).
When the Group enters into securities lending activities, the securities pledged as collateral continue to be recognised on the balance
sheet. There were no such securities pledged as of 31 December 2015 and 2014.
The Group has issued several €-denominated bonds under its Euro Medium Term Note Programme (“EMTN”) and placed a US
dollar-denominated bond on the US institutional market under Rule 144A. It has also issued a convertible bond in euro. Furthermore,
the Group has long-term US dollar-denominated loans outstanding with the European Investment Bank (“EIB”) and the Development
Bank of Japan (“DBJ”).
54
Notes to the IFRS Consolidated Financial Statements
The terms and repayment schedules of these bonds and loans are as follows:
Principal Issuance Coupon or Effective Maturity
Bond / Loan amount date interest rate interest rate date Additional features
Interest rate swapped into
EM TN 15 years € 500,000,000 Sep-03 5.50% 5.58% Sep-18 3M Euribor +1.72%
Interest rate swapped into
EM TN 7 years € 1,000,000,000 Aug-09 4.625% 4.68% Aug-16 3M Euribor +1.57%
Interest rate swapped into
EM TN 10 years € 1,000,000,000 Apr-14 2.375% 2.394% Apr-24 3M Euribor +1.40%
Interest rate swapped into
EM TN 15 years € 500,000,000 Oct-14 2.125% 2.194% Oct-29 3M Euribor +0.84%
Interest rate swapped into
USD Bond 10 years US$1,000,000,000 Apr-13 2.70% 2.73% Apr-23 3M Libor +0.68%
Convertible into
CONVERTIBLE Bonds Airbus Group SE shares at
7 years € 500,000,000 Jul-15 0.00% 1.386% Jul-22 €99.54 per share
3M US-Libor Interest rate swapped into
DBJ 10 years US$300,000,000 Jan-11 +1.15% Jan-21 4.76% fixed
3M US-Libor Interest rate swapped into
EIB 10 years US$720,750,000 Aug-11 +0.85% Aug-21 3.2% fixed
3M US-Libor
EIB 7 years US$406,110,000 Feb-13 +0.93% Feb-20
Interest rate swapped into
EIB 10 years US$626,850,000 Dec-14 2.52% 2.52% Dec-24 3M Libor +0.61%
6M US-Libor
EIB 10 years US$320,130,000 Dec-15 +0.559% Dec-25
The Group can issue commercial paper under the so called “billet de trésorerie” programme at floating or fixed interest rates
corresponding to the individual maturities ranging from 1 day to 12 months. The programme has been set up in 2003 with a
maximum volume of €2 billion, increased in 2013 to a maximum volume of €3 billion. As of 31 December 2015, there was no
outstanding amount under the programme. The Group signed in April 2015 the documentation of a $2 billion commercial paper
programme. As of 31 December 2015, the outstanding amount was $ 550 million.
Financing liabilities include outstanding debt of €129 million (2014: €147 million) relating to a loan Airbus received from Air 2 US
in 1999 by way of a reinvestment note amounting to US$800 million, bearing a fixed interest rate of 9.88%, and other liabilities
related to sales financing (see Note 25 “Sales financing transactions”).
On 1 July 2015, the Group issued convertible bonds for €500 million, with a 7-year maturity. The bonds bear a coupon of 0% and
were issued at 102% of par. Their effective interest rate, after separation of the equity conversion option, is 1.386%.
In December 2015, the Group entered into a US$320 million loan agreement with the EIB maturing in December 2025.
Not exceeding Over 1 year M ore than
(In € million) 1 year up to 5 years 5 years Total
Bonds 1,523 550 2,893 4,966
Liabilities to financial institutions 349 1,112 1,001 2,462
Loans 255 163 240 658
Liabilities from finance leases 13 145 230 388
Others (1) 650 1 0 651
31 December 2015 (2) 2,790 1,971 4,364 9,125
Bonds 1 1,543 2,374 3,918
Liabilities to financial institutions 22 526 1,225 1,773
Loans 285 243 181 709
Liabilities from finance leases 12 70 116 198
(1)
Others 753 0 0 753
(2)
31 December 2014 1,073 2,382 3,896 7,351
(1) Included in “Others” are financing liabilities to joint ventures.
(2) Financing liabilities include non-recourse Airbus debt of €94 million in 2015 (€46 million in 2014).
55
Notes to the IFRS Consolidated Financial Statements
The aggregate amounts of financing liabilities maturing during the next five years and thereafter are as of 31 December 2015 and as
of 31 December 2014, are as follows:
Market risk
Foreign exchange risk – Foreign exchange risk arises when future commercial transactions or firm commitments, recognised
monetary assets and liabilities and net investments in foreign operations are denominated in a currency that is not the entity’s
functional currency.
The Group manages a long-term hedge portfolio with maturities of several years covering its net exposure to US dollar sales, mainly
from the activities of Airbus. This hedge portfolio covers a large portion of the Group’s firm commitments and highly probable
forecast transactions.
Most of Group’s revenue is denominated in US dollars, while a major portion of its costs is incurred in euro and to some extent in
other foreign currencies. Consequently, to the extent that the Group does not use financial instruments to hedge its exposure resulting
from this currency mismatch, its profits will be affected by changes in the €/US$ exchange rate. As the Group intends to generate
profits primarily from its operations rather than through speculation on exchange rate movements, it uses hedging strategies to
manage and minimise the impact of exchange rate fluctuations on these profits.
With respect to its commercial aircraft products, the Group typically hedges firmly committed sales in US dollars using a “first flow
approach”. Under that approach, the foreign currency derivatives the Group enters into are designated as a hedge of the first US
dollar inflows received from the customer at aircraft delivery in a given month. The strategy implies that only a portion of the
expected monthly customer payments made at aircraft delivery are hedged. For this reason, a reduction of monthly cash inflows as a
result of postponements or order cancellations have no impact on the effectiveness of the hedge as long as the actual gross US dollar
cash inflows received at aircraft delivery in a particular month exceed the portion designated as being hedged in that month.
Similarly, though to a much lesser extent, the Group hedges its expected foreign currency exposure arising from US dollar or pound
sterling cash outflows in the commercial aircraft business on a first outflow basis.
56
Notes to the IFRS Consolidated Financial Statements
In military aircraft and non-aircraft businesses, the Group hedges in- and outflows in foreign currencies from firmly committed or
highly probable forecast sales and purchase contracts. Here, foreign currency derivatives are typically contracted in lower volumes;
they may be accounted for using a first flow approach or are designated as hedges of specific agreed milestone payments. The
amount of the expected flows to be hedged can cover up to 100% of the equivalent of the net US dollar exposure at inception. The
coverage ratio considers the variability in the range of potential outcomes taking into account macroeconomic movements affecting
spot rates and interest rates as well as the robustness of the commercial cycle.
In situations where the payment dates for hedged firmly committed cash flows are not fixed and subject to potentially significant
delays, the Group may use rollover strategies, usually involving F/X swaps.
For all foreign currency hedges of future cash flows which qualify for hedge accounting under IAS 39, the Group uses the cash flow
hedge model, which requires (i) recognising the effective portion of the fair value changes of the hedging derivatives in equity
(within other comprehensive income) and (ii) recognising the effect of the hedge in profit or loss when the hedged cash flows affect
profit or loss.
In addition, the Group hedges currency risk arising from financial assets or liabilities denominated in currencies other than the euro,
including foreign currency receivable and payable accounts, as well as foreign currency denominated funding transactions or
securities. The Group applies hedge accounting if a mismatch in terms of profit or loss recognition of the hedging instrument and
hedged item would otherwise occur. Frequently, however, the currency-induced gains or losses of the hedging instrument and the
hedged item match in terms of profit or loss recognition (“natural hedge”), so no hedge accounting is required. Sometimes such gains
or losses may end up in different sections of the income statement (such as operating profit for the hedged item and financial result
for the hedging instrument). If so, the Group may choose to present the gains or losses of both the hedging instrument and the hedged
item in the same income statement line item if certain formal requirements are met.
As hedging instruments, the Group primarily uses foreign currency forwards, foreign currency options, some synthetic forwards and
to a minor extent non-derivative financial instruments.
The Group also has foreign currency derivative instruments which are embedded in certain purchase contracts denominated in a
currency other than the functional currency of any substantial party to the contract, principally in US dollar and pound sterling. If
such embedded derivatives are required to be accounted for separately from the host purchase contract, related gains or losses are
generally recognised in other financial result. However, if the embedded derivatives qualify for hedge accounting, the Group might
choose to designate them as a hedging instrument in a hedge of foreign currency risk, in which case they are accounted for under the
cash flow hedge model as described above.
Interest rate risk – The Group uses an asset-liability management approach with the objective to limit its interest rate risk. The
Group undertakes to match the risk profile of its interest-bearing assets with those of its interest-bearing liabilities. The remaining net
interest rate exposure is managed through several types of interest rate derivatives, such as interest rate swaps and interest rate futures
contracts, in order to minimise risks and financial impacts.
The vast majority of related interest rate hedges qualify for hedge accounting, and most of them are accounted for under the fair
value hedge model. As a result, both the fair value changes of these derivatives and the portion of the hedged items’ fair value change
that is attributable to the hedged interest rate risk are recognised in profit and loss, where they offset to the extent the hedge is
effective.
A few interest rate swaps that have been entered into as a hedge of certain of the Group’s variable rate debt (see Note 34.3
“Financing liabilities”) are accounted for under the cash flow hedge model, and related fair value gains are recognised in OCI and
reclassified to profit or loss when the hedged interest payments affect profit or loss.
The Group invests in financial instruments such as overnight deposits, certificates of deposits, commercial papers, other money
market instruments and short-term as well as medium-term bonds. For its financial instruments portfolio, the Group has an asset
management committee in place that meets regularly and aims to limit the interest rate risk on a fair value basis through a value-at-
risk approach.
Commodity price risk – The Group is exposed to risk relating to fluctuations in the prices of commodities used in the supply chain.
The Group manages these risks in the procurement process and to a certain extent uses derivative instruments in order to mitigate the
risks associated with the purchase of raw materials. To the extent that the gains or losses of the derivative and those of the hedged
item or transaction do not match in terms of profit or loss, the Group applies cash flow hedge accounting to the derivative
instruments.
57
Notes to the IFRS Consolidated Financial Statements
Equity price risk – The Group is to a small extent invested in equity securities mainly for operational reasons. The Group’s exposure
to equity price risk is hence limited. Furthermore, the Group is exposed under its LTIP to the risk of Airbus Group share price
increases. The Group limits these risks through the use of equity derivatives that qualify for hedge accounting and have been
designated as hedging instruments in a cash flow hedge.
Sensitivities of market risks – The approach used to measure and control market risk exposure within the Group’s financial
instrument portfolio is, amongst other key indicators, the value-at-risk (“VaR”). The VaR of a portfolio is the estimated potential loss
that will not be exceeded over a specified period of time (holding period) from an adverse market movement with a specified
confidence level. The VaR used by the Group is based upon a 95% confidence level and assumes a 5-day holding period. The VaR
model used is mainly based on the so called “Monte-Carlo-Simulation” method. Deriving the statistical behaviour of the markets
relevant for the portfolio out of market data from the previous two years and observed interdependencies between different markets
and prices, the model generates a wide range of potential future scenarios for market price movements.
The Group’s VaR computation includes the Group’s financial debt, short-term and long-term investments, foreign currency forwards,
swaps and options, commodity contracts, finance lease receivables and liabilities, foreign currency trade payables and receivables,
including intra-group payables and receivables affecting Group profit and loss.
Although VaR is an important tool for measuring market risk, the assumptions on which the model is based give rise to some
limitations, including the following:
a five-day holding period assumes that it is possible to hedge or dispose of positions within that period. This is considered to be a
realistic assumption in almost all cases but may not be the case in situations in which there is severe market illiquidity for a prolonged
period.
a 95% confidence level does not reflect losses that may occur beyond this level. Even within the model used there is a 5% statistical
probability that losses could exceed the calculated VaR.
the use of historical data as a basis for estimating the statistical behaviour of the relevant markets and finally determining the possible
range of future outcomes out of this statistical behaviour may not always cover all possible scenarios, especially those of an
exceptional nature.
The Group uses VaR amongst other key figures in order to determine the riskiness of its financial instrument portfolio and in order to
optimise the risk-return ratio of its financial asset portfolio. Further, the Group’s investment policy defines a VaR limit for the total
portfolio of cash, cash equivalents and securities. The total VaR as well as the different risk-factor specific VaR figures of this
portfolio are measured and serve amongst other measures as a basis for the decisions of the Group’s Asset Management Committee.
58
Notes to the IFRS Consolidated Financial Statements
A summary of the VaR position of the Group’s financial instruments portfolio at 31 December 2015 and 2014 is as follows:
The increase of total VaR as of 31 December 2015 is mainly attributable to a strong increase of market volatilities, in particular
foreign exchange (“FX”) volatility in combination with an increased net foreign exchange portfolio in comparison to year end 2014.
The Group uses its derivative instruments entirely for hedging purposes. As a result, the respective market risks of these hedging
instruments are – depending on the hedges’ actual effectiveness – offset by corresponding opposite market risks of the underlying
forecast transactions, assets or liabilities. Under IFRS 7 the underlying forecast transactions do not qualify as financial instruments
and are therefore not included in the tables shown above. Accordingly, the VaR of the FX hedging portfolio in the amount of
€1,814 million (2014: €1,052 million) cannot be considered as a risk indicator for the Group in the economic sense.
Liquidity risk
The Group’s policy is to maintain sufficient cash and cash equivalents at any time to meet its present and future commitments as they
fall due. The Group manages its liquidity by holding adequate volumes of liquid assets and maintains a committed credit facility
(€3.0 billion as of 31 December 2015 and 2014) in addition to the cash inflow generated by its operating business. The Group
continues to keep within the asset portfolio the focus on low counterparty risk. In addition, the Group maintains a set of other funding
sources, and accordingly may issue bonds, notes and commercial papers or enter into security lending agreements. Adverse changes
in the capital markets could increase the Group’s funding costs and limit its financial flexibility.
Further, the management of the vast majority of the Group’s liquidity exposure is centralised by a daily cash concentration process.
This process enables the Group to manage its liquidity surplus as well as its liquidity requirements according to the actual needs of its
subsidiaries. In addition, management monitors the Group’s liquidity reserve as well as the expected cash flows from its operations.
59
Notes to the IFRS Consolidated Financial Statements
The contractual maturities of the Group’s financial liabilities, based on undiscounted cash flows and including interest payments, if
applicable, are as follows:
Credit risk
The Group is exposed to credit risk to the extent of non-performance by either its customers (e.g. airlines) or its counterparts with
regard to financial instruments or issuers of financial instruments for gross cash investments. However, the Group has policies in
place to avoid concentrations of credit risk and to ensure that credit risk is limited.
As far as central treasury activities are concerned, credit risk resulting from financial instruments is managed on Group level. In order
to ensure sufficient diversification, a credit limit system is used.
The Group monitors the performance of the individual financial instruments and the impact of the market developments on their
performance and takes appropriate action on foreseeable adverse development based on pre-defined procedures and escalation levels.
Sales of products and services are made to customers after having conducted appropriate internal credit risk assessment. In order to
support sales, primarily at Airbus and ATR, the Group may agree to participate in the financing of customers, on a case-by-case
basis, directly or through guarantees provided to third parties. In determining the amount and terms of the financing transaction,
Airbus and ATR take into account the airline’s credit rating and economic factors reflecting the relevant financial market conditions,
together with appropriate assumptions as to the anticipated future value of the financed asset.
The booked amount of financial assets represents the maximum credit exposure. The credit quality of financial assets can be assessed
by reference to external credit rating (if available) or internal assessment of customers’ (such as airlines’) creditworthiness by way of
internal risk pricing methods.
The following table breaks down the carrying amounts of the Group’s non-cash loans and receivables including finance leases,
separately showing those that are impaired, renegotiated or past due:
60
Notes to the IFRS Consolidated Financial Statements
Available for sale financial assets – Financial assets classified as available-for-sale are accounted for at fair value. Changes in their
fair value other than impairment losses and foreign exchange gains and losses on monetary items are recognised directly within
AOCI. As soon as such financial assets are sold or otherwise disposed of, or are determined to be impaired, the cumulative gain or
loss previously recognised in equity is recorded as part of Other income (Other expense) from investments in the Consolidated
Income Statement for the period. Interest earned on the investment is presented as interest income in the Consolidated Income
Statement using the effective interest method. Dividends earned on investment are recognised as Other income (Other expense) from
investments in the Consolidated Income Statement when the right to the payment has been established.
In case of the impairment of debt instruments classified as available-for-sale, interest continues to be accrued at the original effective
interest rate on the reduced carrying amount of the asset and is recorded in financial result. If, in a subsequent year, the fair value of a
debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognised
in the Consolidated Income Statement, the impairment loss is reversed through the Consolidated Income Statement.
Financial assets at fair value through profit or loss – Within the Group, only derivatives not designated as hedges are categorized as
held for trading. Furthermore, the Group designates certain financial assets (such as investments in accumulated Money Market
Funds) at fair value through profit or loss at initial recognition if they are part of a group of financial assets that is managed and its
performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy.
The Group assigns its financial instruments into classes based on their balance sheet category.
61
Notes to the IFRS Consolidated Financial Statements
The following tables present the carrying amounts and fair values of financial instruments by class and by IAS 39 measurement
category as of 31 December 2015 and 2014:
31 December 2015 Loans and
Fair Value Receivables and Financial
Fair Value through for hedge Available Financial Instruments
profit or loss relations for S ale liabilities Other(3) Total
62
Notes to the IFRS Consolidated Financial Statements
63
Notes to the IFRS Consolidated Financial Statements
The fair values disclosed for financial instruments accounted for at amortised cost reflect Level 2 input. Otherwise, fair values are
determined mostly based on Level 1 and Level 2 input and to a minor extent on Level 3 input.
The following tables present the carrying amounts of the financial instruments held at fair value across the three levels of the fair
value hierarchy as of 31 December 2015 and 2014, respectively:
31 December 2015 31 December 2014
(In € million) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Financial assets measured at fair value
Equity instruments 828 0 0 828 208 0 0 208
Derivative instruments 0 1,234 46 1,280 0 708 2 710
Securities 11,474 165 0 11,639 7,784 1,388 0 9,172
Cash equivalents 3,941 2,130 0 6,071 3,563 1,442 0 5,005
Total 16,243 3,529 46 19,818 11,555 3,538 2 15,095
Financial liabilities measured at fair value
Derivative instruments 0 (10,587) 0 (10,587) 0 (5,503) 0 (5,503)
Other liabilities 0 0 (74) (74) 0 0 (137) (137)
Total 0 (10,587) (74) (10,661) 0 (5,503) (137) (5,640)
64
Notes to the IFRS Consolidated Financial Statements
Equity instruments – The fair values of listed equity instruments reflect quoted market prices. The fair values of unlisted equity
instruments may not be reliably measured because the range of reasonable fair value estimates is significant and the probabilities of
the various estimates within the range cannot be reasonably assessed. Those instruments are measured at cost, and their carrying
amounts used as a proxy for fair value.
65
Notes to the IFRS Consolidated Financial Statements
Customer financing assets and other loans – The carrying amounts reflected in the annual accounts are used as a proxy for fair
value.
Trade receivables and other receivables – The carrying amounts reflected in the annual accounts are used as reasonable estimates of
fair value because of the relatively short period between the receivables’ origination and their maturity.
Securities – The fair values of securities reflect their quoted market price at the end of the reporting period.
Cash and cash equivalents include cash in hand, cash in banks, checks, fixed deposits as well as commercial papers and money
market funds. The carrying amounts reflected in the annual accounts are used as reasonable estimates of fair value because of the
relatively short period between the origination of the instrument and its maturity or due date. The fair value of commercial papers is
determined based on Level 2 input by discounting future cash flows using appropriate interest rates. The fair values of money market
funds are determined by reference to their quoted market price.
Derivatives – The fair values of derivative instruments reflect quoted market prices, where available, but in most cases are
determined using recognised valuation techniques such as option-pricing models and discounted cash flow models. The valuation is
based on observable market data such as currency rates, currency forward rates, interest rates and yield curves, commodity forward
prices as well as price and rate volatilities obtained from recognised vendors of market data. Furthermore, to the extent that these
instruments are subject to master netting arrangements and similar agreements and managed on the basis of net credit exposure, their
fair values reflect credit and debit value adjustments based on the net long or net short position that the Group has with each
counterparty. Except for certain short-term commodity contracts discussed in the Level 3 section above, derivative fair values are
measured based on Level 2 input.
Financing liabilities – The fair values disclosed for financing liabilities, other than those of issued bonds and issued commercial
papers, are determined based on Level 2 input by discounting scheduled or expected cash flows using appropriate market interest
rates. The fair values disclosed for the issued EMTN and US$ bonds reflect public price quotations that qualify as Level 1 input. For
issued commercial papers, the carrying amounts reflected in the annual accounts are used as reasonable estimates of fair value
because of the relatively short period between the origination of these instruments and their maturity.
Trade liabilities and current other financial liabilities – For the same reason, carrying amounts are used as reasonable fair value
approximations for trade liabilities and current other financial liabilities.
The following interest rate curves are used in the determination of the fair value in respect of the derivative financial instruments as
of 31 December 2015 and 2014:
€ US $ ₤
(Interest rate in %) 2015 2014 2015 2014 2015 2014
6 months -0.08 0.13 0.94 0.50 0.85 0.73
1 year 0.14 0.37 1.12 0.82 1.13 1.02
5 years 0.21 0.24 1.72 1.77 1.59 1.45
10 years 0.89 0.70 2.18 2.27 1.99 1.85
66
Notes to the IFRS Consolidated Financial Statements
35.3 Potential effect of set-off rights on recognised financial assets and liabilities
The Group reports all its financial assets and financial liabilities on a gross basis. With each derivative counterparty there are master
netting agreements in place providing for the immediate close-out of all outstanding derivative transactions and payment of the net
termination amount in the event a party to the agreement defaults or another defined termination event occurs. Furthermore,
securities lending transactions are accounted for as collateralised borrowings. As a result, the securities pledged as collateral continue
to be recognised on the balance sheet and the amount of cash received at the outset of the transaction is separately recognised as a
financial liability. The following tables set out, on a counterparty specific basis, the potential effect of master netting agreements and
collateralised borrowings on the Group’s financial position, separately for financial assets and financial liabilities that were subject to
such agreements as of 31 December 2015 and 31 December 2014, respectively:
The notional amounts of foreign exchange derivative financial instruments are as follows, specified by year of expected maturity:
Remaining period
(In € million) 1 year 2 years 3 years 4 years 5 years 6 years 7 years > 7 years Total
31 December 2015
Net forward sales contracts 20,395 21,234 20,041 14,655 4,086 (367) (445) 2 79,601
FX options
Purchased US-dollar
put options 0 0 0 3,536 3,399 441 0 0 7,376
Written US-dollar
put options 0 0 0 3,536 3,399 441 0 0 7,376
FX swap contracts 906 0 0 0 0 0 0 0 906
31 December 2014
Net forward sales contracts 19,834 17,852 16,479 9,328 4,556 477 (1,069) (396) 67,061
FX swap contracts 1,274 145 0 0 0 0 0 0 1,419
67
Notes to the IFRS Consolidated Financial Statements
Remaining period
(In € million) 1 year 2 years 3 years 4 years 5 years 6 years 7 years > 7 years Total
31 December 2015
Interest rate contracts 1,382 36 1,194 1,152 7 864 4 3,232 7,871
Interest rate future contracts 1,032 0 0 0 0 0 0 0 1,032
31 December 2014
Interest rate contracts 833 1,376 30 918 853 0 1,070 0 5,080
Interest rate future contracts 176 0 0 0 0 0 0 0 176
Please also refer to Note 34.3 “Financing liabilities”.
Remaining period
(In € million) 1 year 2 years 3 years 4 years > 4 years Total
31 December 2015 336 129 23 11 1 500
31 December 2014 319 161 105 20 10 615
Remaining period
(In € million) 1 year 2 years 3 years 4 years > 4 years Total
31 December 2015 153 76 52 49 19 349
31 December 2014 209 146 75 23 0 453
In the year 2015, an amount of €3,833 million (in 2014: €-358 million) was reclassified from equity mainly to revenues resulting
from matured cash flow hedges. No material ineffectiveness arising from hedging relationship has been determined.
68
Notes to the IFRS Consolidated Financial Statements
In addition, a gain of €20 million was recognised in the profit of the period in 2015 (€35 million in 2014) on derivatives that were
designated as hedging instruments in a fair value hedge, and a loss of €-18 million (in 2014: €-34 million) attributable to the hedged
risk was recognised in the profit of the period on the corresponding hedged items. Corresponding with its carrying amounts, the fair
values of each type of derivative financial instruments as of 31 December 2015 and 2014, respectively, is as follows:
2015 2014
(In € million) Assets Liabilities Assets Liabilities
Foreign currency contracts – cash flow hedges 832 (10,017) 327 (4,847)
Foreign currency contracts – not designated in a hedge relationship 182 (82) 154 (103)
Interest rate contracts – cash flow hedges 0 (40) 0 (15)
Interest rate contracts – fair value hedges 101 (8) 117 (26)
Interest rate contracts – not designated in a hedge relationship 80 (87) 105 (141)
Commodity contracts – cash flow hedges 0 (57) 0 (40)
Commodity contracts – not designated in a hedge relationship 46 (73) 2 (64)
Equity swaps – cash flow hedges 30 (7) 0 (94)
Embedded foreign currency derivatives – cash flow hedges 0 (31) 0 (111)
Embedded foreign currency derivatives – not designated in a hedge
relationship 9 (185) 5 (62)
Total 1,280 (10,587) 710 (5,503)
Interest income from financial assets or financial liabilities through profit or loss is included in net gains or losses.
69
Notes to the IFRS Consolidated Financial Statements
OTHER NOTES
Litigation and claims – Various legal actions, governmental investigations, proceedings and other claims are pending or may be
instituted or asserted in the future against the Group. Litigation is subject to many uncertainties, and the outcome of individual
matters is not predictable with certainty. The Group believes that it has made adequate provisions to cover current or contemplated
litigation risks. It is reasonably possible that the final resolution of some of these matters may require the Group to make
expenditures, in excess of established reserves, over an extended period of time and in a range of amounts that cannot be reasonably
estimated. The term “reasonably possible” is used herein to mean that the chance of a future transaction or event occurring is more
than remote but less than likely.
Airbus Group is involved from time to time in various legal and arbitration proceedings in the ordinary course of its business, the
most significant of which are described below. Other than as described below, Airbus Group is not aware of any material
governmental, legal or arbitration proceedings (including any such proceedings which are pending or threatened), during a period
covering at least the previous twelve months which may have, or have had in the recent past significant effects on Airbus Group SE’s
or the Group’s financial position or profitability.
If the Group concludes that the disclosures relative to contingent liabilities can be expected to prejudice seriously its position in a
dispute with other parties, the Group limits its disclosures to the nature of the dispute.
WTO
Although Airbus Group is not a party, Airbus Group is supporting the European Commission in litigation before the WTO.
Following its unilateral withdrawal from the 1992 EU-US Agreement on Trade in Large Civil Aircraft, the US lodged a request on 6
October 2004 to initiate proceedings before the WTO. On the same day, the EU launched a parallel WTO case against the US in
relation to its subsidies to Boeing. On 19 December 2014, the European Union requested WTO consultations on the extension until
the end of 2040 of subsidies originally granted by the State of Washington to Boeing and other US aerospace firms until 2024.
On 1 June 2011, the WTO adopted the Appellate Body’s final report in the case brought by the US assessing funding to Airbus from
European governments. On 1 December 2011, the EU informed the WTO that it had taken appropriate steps to bring its measures
fully into conformity with its WTO obligations, and to comply with the WTO’s recommendations and rulings. Because the US did
not agree, the matter is now under WTO panel review pursuant to WTO rules.
On 23 March 2012, the WTO adopted the Appellate Body’s final report in the case brought by the EU assessing funding to Boeing
from the US. On 23 September 2012, the US informed the WTO that it had taken appropriate steps to bring its measures fully into
conformity with its WTO obligations, and to comply with the WTO’s recommendations and rulings. Because the EU did not agree,
the matter is now under WTO panel review pursuant to WTO rules.
Exact timing of further steps in the WTO litigation process is subject to further rulings and to negotiations between the US and the
EU. Unless a settlement, which is currently not under discussion, is reached between the parties, the litigation is expected to continue
for several years.
GPT
Prompted by a whistleblower’s allegations, Airbus Group conducted internal audits and retained PricewaterhouseCoopers (“PwC”) to
conduct an independent review relating to GPT Special Project Management Ltd. (“GPT”), a subsidiary that Airbus Group acquired
in 2007. The allegations called into question a service contract entered into by GPT prior to its acquisition by Airbus Group, relating
to activities conducted by GPT in Saudi Arabia. PwC’s report was provided by Airbus Group to the UK Serious Fraud Office (the
“SFO”) in March 2012. In the period under review and based on the work it undertook, nothing came to PwC’s attention to suggest
that improper payments were made by GPT. In August 2012, the SFO announced that it had opened a formal criminal investigation
into the matter. Airbus Group is cooperating fully with the authorities.
70
Notes to the IFRS Consolidated Financial Statements
Eurofighter Austria
In March 2012, the German public prosecutor, following a request for assistance by the Austrian public prosecutor, launched a
criminal investigation into alleged bribery, tax evasion and breach of trust by current and former employees of EADS Deutschland
GmbH (renamed on 1 July 2014 Airbus Defence and Space GmbH) and Eurofighter Jagdflugzeug GmbH as well as by third parties
relating to the sale of Eurofighter aircraft to Austria in 2003. After having been informed of the investigation in 2012, Airbus Group
retained the law firm Clifford Chance to conduct a fact finding independent review. Upon concluding its review, Clifford Chance
presented its fact finding report to Airbus Group in December 2013. Airbus Group provided the report to the public prosecutors in
Germany. Airbus Group is cooperating fully with the authorities.
Other investigations
Following the announcement of investigations by the Romanian authorities relating to the border surveillance project in Romania in
mid-October 2014, Airbus Group confirms that Airbus Defence and Space GmbH has been informed that the German prosecution
office is also investigating potential irregularities in relation to this project, a project in Saudi Arabia and a project of Tesat-
Spacecom GmbH & Co. KG. The public prosecutor in Germany has launched administrative proceedings in the context of those
investigations against Airbus Defence and Space GmbH and Tesat-Spacecom GmbH & Co. KG. Airbus Group is cooperating fully
with the authorities.
Public prosecutors in Greece and Germany launched investigations into a current employee and former managing directors and
employees of Atlas Elektronik GmbH, a joint company of ThyssenKrupp and Airbus Group, on suspicion of bribing foreign officials
and tax evasion. The public prosecutor in Germany has launched an administrative proceeding for alleged organisational and
supervisory shortfalls. The authorities in Greece have launched civil claims against Atlas Elektronik GmbH. In 2015 the public
prosecutor´s office in Bremen launched another investigation into current and former employees and managing directors of Atlas
Elektronik GmbH on suspicion of bribery and tax evasion in connection with projects in Turkey. With the support of its shareholders,
the company is cooperating fully with the authorities and in consultation with the public prosecutor is assisting the further
clarification of the matter through its own internal investigation.
Commercial disputes
In May 2013, the Group has been notified of a commercial dispute following the decision taken by the Group to cease a partnership
for sales support activities in some local markets abroad. The Group believes it has solid grounds to legally object to the alleged
breach of a commercial agreement. However, the consequences of this dispute and the outcome of the proceedings cannot be fully
assessed at this stage. The arbitration is not expected to be completed before the end of 2016.
In the course of another commercial dispute, the Group received a statement of claim alleging liability for refunding part of the
purchase price of a large contract which the customer claims it was not obliged to pay. The Group believes that this claim, which
goes back many years, should be dismissed in principle. The dispute is currently the subject of arbitration.
In light of regulatory investigations and commercial disputes, including those discussed above, the Group has determined to enhance
certain of its policies, procedures and practices, including ethics and compliance. The Group is accordingly in the process of revising
and implementing improved procedures, including those with respect to its engagement of consultants and other third parties, in
particular in respect of sales support activities, and is conducting enhanced due diligence as a pre-condition for future or continued
engagement and corresponding payment. The Group believes that these enhancements to its controls and practices best position it for
the future, particularly in light of advancements in regulatory standards. The Group cannot exclude that these changes lead to
additional commercial disputes or other consequences in the future.
71
Notes to the IFRS Consolidated Financial Statements
With reference to Section 2:382a(1) and (2) of the Netherlands Civil Code, the following fees for the financial year 2015 have been
charged by KPMG to the Company, its subsidiaries and other consolidated entities:
2015 2014
In € thousand In % In € thousand In %
Audit
Audit process, certification and examination of individual and
consolidated accounts 6,008 47.0 5,812 66.5
Additional tasks (1) 6,160 48.2 2,344 26.9
S ub-total 12,168 95.2 8,156 93.4
Other services as relevant
Legal, tax, employment 608 4.8 573 6.6
S ub-total 608 4.8 573 6.6
Total 12,776 100.0 8,729 100.0
(1) Mainly transaction related work.
In 2015 and 2014, the Airbus Group was audited by KPMG only. Other audit firms have audit fees related to audit process,
certification and examination of individual and consolidated accounts of €6 million in 2015 (2014: €6 million).
These Consolidated Financial Statements have been authorized for issuance by the Board of Directors on 23 February 2016.
72
AIRBUS_2015_RD_EV_ORGA.pdf 1 24/02/16 18:21
AIRBUS GROUP SE
(The Netherlands)
97.57%
Elbe
Flugzeugwerke EADS CASA Airbus Defence
Stelia Aerospace 94.42%
FRANCE Airbus DS GmbH and Space SAS Airbus Helicopters
(France) GmbH (Germany) (France)
(Germany) (France) (France)
Airbus Helicopters
Premium Aerotec 5.58% Astrium EADS Casa Deutschland
50%* ATR GIE Airbus España, S.L. Espacio, S.L.
(France) GmbH GmbH
(Germany) (France) (Spain) (Spain) (Germany)
Airbus
Airbus Operations Helicopters
37.5%* MBDA Group SAS Astrium Services CRI, S.A.
GmbH (Germany) (Spain) UK Limited
(France) (UK)
Airbus
Airbus Operations Airbus Defence Helicopters
GmbH and Space España, S.A.
(Germany) Limited (UK) (Spain)
MBDA Group
*Airbus Group owns indirectly 50% of ATR GIE and 37.50% of MBDA Group. Paradigm
Services Limited
Subsidiaries held with no indication of ownership percentage are 100% owned. (UK)
Legal forms are indicated for information purposes and are not always part of the legal name.
3. IFRS COMPANY FINANCIAL STATEMENTS
Notes to the IFRS Company Financial Statements
Table of Content
1
Notes to the IFRS Company Financial Statements
IFRS Company Income Statements for the years ended 31 December 2015 and
2014
2
Notes to the IFRS Company Financial Statements
3
Notes to the IFRS Company Financial Statements
Assets
Non-current assets
Investments in subsidiaries and associates 7 14,521 14,243 14,379
Long-term financial assets 8 3,594 3,128 3,054
Non-current other financial assets 8 7,979 3,321 2,333
Non-current other assets 5 5 3
Deferred tax assets 6 15 19 0
Non-current securities 12 9,593 5,809 4,179
35,707 26,525 23,948
Current assets
Trade receivables 11 9 146
Current other financial assets 8 4,431 2,502 1,338
Current accounts Group companies 8 8,353 8,856 9,247
Current other assets 149 130 168
Current securities 12 1,683 3,077 2,430
Cash and cash equivalents 12 6,515 6,200 6,126
21,142 20,774 19,455
4
Notes to the IFRS Company Financial Statements
IFRS Company Statements of Cash Flows for the years ended 31 December
2015 and 2014
Profit for the period attributable to equity owners of the parent (Net income) 54 623
Adjustments to reconcile profit for the period to cash provided by operating activities:
Interest income (225) (219)
Interest expense 133 132
Interest received 206 257
Interest paid (117) (151)
Income tax received 3 0
Depreciation and amortization 5 44
Valuation adjustments (240) (83)
Deferred tax expense (income) 11 (44)
Results on disposals of non-current assets 0 (571)
Change in current and non-current provisions 2 (7)
Change in other operating assets and liabilities: (3) 157
- Trade receivables (2) 137
- Other assets and liabilities (1) 20
Cash (used for) provided by operating activities (171) 138
Investments:
- Acquisitions of subsidiaries, joint ventures, businesses and non-controlling interests (546) (116)
- Proceeds from disposals of subsidiaries 7 0 708
Effect of foreign exchange rate changes on cash and cash equivalents 146 205
5
Notes to the IFRS Company Financial Statements
Balance at 1 January 2014 783 5,049 4,170 110 (9) (50) 10,053
Capital increase 2 50 0 0 0 0 52
Balance at 31 December 2014 785 4,500 4,860 195 (10) (8) 10,322
Balance at 31 December 2015 785 3,484 4,993 221 (10) (303) 9,170
6
4. NOTES TO THE IFRS COMPANY FINANCIAL
STATEMENTS
Notes to the IFRS Company Financial Statements
Table of Content
BASIS OF PRESENTATION............................................................................................................................... 2
1. The Company ............................................................................................................................................................... 2
2. Significant accounting policies ................................................................................................................................... 2
3. Related party transactions .......................................................................................................................................... 4
COMPANY PERFORMANCE ............................................................................................................................ 5
4. Total Operating Result................................................................................................................................................ 5
5. Total financial result ................................................................................................................................................... 5
6. Income tax .................................................................................................................................................................... 5
OPERATIONAL ASSETS AND LIABILITIES ................................................................................................ 7
7. Investment in subsidiaries, associates and participations ........................................................................................ 7
8. Financial assets and liabilities .................................................................................................................................... 9
9. Commitments and Contingencies............................................................................................................................. 10
EMPLOYEES ...................................................................................................................................................... 10
10. Number of employees ................................................................................................................................................ 10
CAPITAL STRUCTURE AND FINANCIAL INSTRUMENTS .................................................................... 10
11. Total Equity ............................................................................................................................................................... 10
12. Cash, securities and financing liabilities .................................................................................................................. 12
a) Cash and cash equivalents..................................................................................................................................... 12
b) Securities ............................................................................................................................................................... 12
c) Financing liabilities ............................................................................................................................................... 12
13. Information about financial instruments ................................................................................................................ 14
a) Financial risk management ................................................................................................................................... 14
b) Carrying amounts and fair values of financial instruments ................................................................................... 16
c) Potential effect of set-off rights on recognised financial assets and liabilities ...................................................... 18
d) Notional amounts of derivative financial instruments .......................................................................................... 18
e) Derivative financial instruments and hedge accounting disclosure ...................................................................... 18
f) Net gains or net losses........................................................................................................................................... 19
1
Notes to the IFRS Company Financial Statements
BASIS OF PRESENTATION
1. The Company
The Company’s principal activity is acting as a holding and management company for the subsidiaries of Airbus Group SE, the
“Company”, a listed company in the form of a European Company (Societas Europaea), legally seated in Amsterdam (current
registered office at Mendelweg 30, 2333 CS Leiden, The Netherlands). On 28 May 2015, the legal form of the Company has changed
from a Dutch public limited company (formerly Airbus Group N.V.) to a European company (SE) and is consistently subject to the
laws of the Dutch Civil Code. The Company has its listings at the European Stock Exchanges in Paris, Frankfurt am Main, Madrid,
Barcelona, Valencia and Bilbao. The Financial Statements were authorised for issue by the Company’s Board of Directors on
23 February 2016. They are prepared and reported in euro (“€”) and all values are rounded to the nearest million appropriately.
As of 1 January 2015, the Company changed the basis for preparing the Company Financial Statements to IFRS as adopted by the
European Union being applicable for Company Financial Statements (a.o. IAS 27), as permitted by section 2:362 (8) of the Dutch
Civil Code.
As an internationally operating Company, Airbus Group SE has global institutional and private shareholders as well as other
stakeholders who are used to IFRS as internationally accepted and applied accounting standards, rather than to Dutch GAAP
requirements under the formerly applied option. Airbus’ management considers that the recognition of its investments at cost less
impairment in the Company Financial Statements is a more appropriate approach to provide a fair insight into the Company’s
Financial Position with regards to the determination of distributable equity and provides additional insight relating to the dividend
upstream within the Group and therefore complements the Airbus Group’s IFRS Consolidated Financial Statements.
As a result of the change in accounting framework in the Company Financial Statements, the following main differences can be
identified:
• subsidiaries will now be measured at historic cost less impairment instead of net asset value,
• in the statement of income, dividend income is recognised instead of results from investments in accordance with the
equity method, and
• back-to-back hedges with subsidiaries are no longer presented on a net basis in the statement of financial position.
The comparative figures have been adjusted accordingly as from 1 January 2014 (transition date).
2
Notes to the IFRS Company Financial Statements
For purposes of an impairment test as of 01.01.2014, management assessed the overall recoverability of its investments and
intercompany loans following the principles of IFRS. The impairment test according to IFRS was performed by using the discounted
cash flow method (discount rate: pre-tax weighted average cost of capital (WACC) of 8.7%) considering assumptions of the
operative planning. Its relevant components are the country specific inflation and interest rates as well as an increase of future labour
expenses at a yearly average rate of 2%. For further details regarding the methods applied for impairment testing see also Note 7 of
the Company Financial Statements. As a result of the test an impairment of €1,230 million was recorded in the opening balance sheet
as of 01.01.2014. The impairment consists of €780 million related to investments and € 450 million in connection with intercompany
loans. As at year end 2014, intercompany loans were subject to an additional impairment in the amount of €43 million mainly
resulting from FX impacts.
Furthermore we provide a reconciliation of the Net Income from Dutch GAAP into EU-IFRS in the Company financial statements
for 2014:
Basis of preparation — The Company’s Financial Statements are prepared in accordance with International Financial Reporting
Standards (“IFRS”), issued by the International Accounting Standards Board (“IASB”) as endorsed by the European Union (“EU”)
and with Part 9 of Book 2 of the Dutch Civil Code. When applying IFRS in the Company Financial Statements, Airbus Group SE
applied the principles of IFRS 1 First-time Adoption of International Financial Reporting Standards (IFRS 1). According to IFRS 1 a
company applying for first time IFRS 1 shall develop accounting policies based on the standards and related interpretations which are
effective at the reporting date of its first annual EU-IFRS Financial Statements (31.12.2015). IFRS 1 also requires that those policies
be applied as of the date of transition to EU-IFRS (01.01.2014) and throughout all periods presented in the first EU-IFRS Financial
Statements.
In the Company Financial Statements of Airbus Group SE, unless otherwise disclosed, the same accounting principles have been
applied as set out in the Notes of the Consolidated Financial Statements, except for the valuation of the investments as presented
under investments in subsidiaries and associates in the Company Financial Statements. These policies have been consistently applied
to all years presented. In adopting IFRS for the first time, the company has not exercised the right of applying optional exemptions
which are granted to first-time IFRS adopters in the conversion from Dutch GAAP to EU-IFRS.
In the Company Financial Statements, the investments in subsidiaries and associates are recorded at acquisition cost less
impairments, whereas in prior years, investments in Group companies were stated at net asset value. As a consequence, the
determination of the results in the Company Financial Statements changed compared to previous years. In the Company Statement of
Income, dividend received from investments is recorded as dividend income.
Due to this application, the Company equity and net result are not equal to the consolidated equity and net result. A reconciliation for
total shareholders’ equity and net income is presented in Note 11 to the Company Financial Statements.
The Company Financial Statements have been prepared on a historical cost basis, unless otherwise indicated.
Regarding the application of new, revised or amended IFRS standards issued but not yet applied please refer to Note 2 “Significant
accounting policies” of the Group’s Consolidated Financial Statements. Further information about Share-based payments and
Employee stock ownership plans (ESOP) are presented in Note 30 and information about Remuneration is presented in Note 31 of
the Consolidated Financial Statements.
The information with regard to Capital Management are disclosed in the Note 33, further information about Litigation and Claims
refer to Note 36 and Events after the reporting date are disclosed in Note 38 of the Group’s Consolidated Financial Statements.
3
Notes to the IFRS Company Financial Statements
Unless reference is made to the accounting policies described in the Consolidated Financial Statements, the main accounting policies
applied in the preparation of these Company Financial Statements are described in each accounting area. These accounting policies
have been consistently applied to all financial years presented, unless otherwise stated.
Key accounting estimates and judgements affecting the assessment and measurement of impairment are included in Note 7 in the
Company Financial Statements.
Intercompany transactions
A comprehensive exchange of internal services between the subsidiaries of a multinational corporation like Airbus Group SE is
common practice. In its responsibility as holding company to manage its subsidiaries and to assist the business activities conducted
by companies of the Airbus Group and its subsidiaries, Airbus Group SE applies transfer prices for its business activities in
conformity with market levels and in accordance with national and international tax requirements (arm’s length principle).
The following table discloses the related party intercompany transactions in 2015 and 2014:
For further information about granted guarantees to subsidiaries please refer to Note 9 of the Company Financial Statements.
4
Notes to the IFRS Company Financial Statements
COMPANY PERFORMANCE
(1) In 2015, the total interest income amounts to €225 million (in 2014: €219 million) for financial assets which are not measured at fair value through profit or
loss. For financial liabilities which are not measured at fair value through profit or loss €-133 million (in 2014: €-132 million) are recognised as total interest
expenses. Both amounts are calculated by using the effective interest method.
The Company is acting as a financial market agent on behalf of its subsidiaries, therefore the fair value changes of derivatives are
reported on a net basis.
6. Income tax
The Company is tax registered in the Netherlands. The Company is heading a fiscal unity, which also includes Airbus Group Finance
B.V., Airbus DS Holdings B.V. and Airbus Defence and Space Netherlands B.V. and therefore the Company is severally and jointly
liable for income tax liabilities of the fiscal unity as a whole.
5
Notes to the IFRS Company Financial Statements
Income taxes — The tax expense for the year comprises deferred tax. Tax is recognised in the statement of income, except to the
extent that it relates to items recognised directly in Other Comprehensive Income.
The amount of income tax included in the Statement of Income is determined in accordance with the rules established by the tax
authorities in the Netherlands, based on which income taxes are payable or recoverable.
Deferred tax assets and/or liabilities, arising from temporary differences between the carrying amounts of assets and liabilities and
the tax base of assets and liabilities, are calculated using the substantively enacted tax rates expected to apply when they are realised
or settled. Deferred tax assets are recognised if it is probable that they will be realised.
The following table shows reconciliation from the theoretical income tax expense using the Dutch corporate tax rate to the reported
tax (expense) income:
The first tranche of tax loss carry forwards (€20 million) will expire by the end of 2023.
Deferred income taxes as of 31 December 2015 are related to the following assets and liabilities:
Movement
through
Other income
1 January 2015 movements statement 31 December 2015
Deferred Deferred Deferred
Deferred Tax tax benefit Deferred Tax
(In € million) Tax assets liabilities OCI Others (expense) Tax assets liabilities
Securities 0 (31) 10 0 0 0 (21)
Financial instruments 27 0 0 0 (30) 0 (3)
Net operating loss and tax loss carry forwards 23 0 0 (3) 19 39 0
Deferred tax assets / (liabilities)
50 (31) 10 (3) (11) 39 (24)
before offsetting
Set-off (31) 31 0 0 0 (24) 24
Net deferred tax assets / (liabilities) 19 0 10 (3) (11) 15 0
6
Notes to the IFRS Company Financial Statements
Deferred income taxes as of 31 December 2014 are related to the following assets and liabilities:
Movement through
Other
income statement
1 January 2014 movements 31 December 2014
Deferred Deferred Deferred Deferred
Tax Tax Deferred tax Tax Tax
(In € million) assets liabilities OCI benefit (expense) assets liabilities
Securities 0 (11) (20) 0 0 (31)
Financial instruments 3 0 0 24 27 0
Net operating loss and tax loss carry forwards 3 0 0 20 23 0
Deferred tax assets / (liabilities)
6 (11) (20) 44 50 (31)
before offsetting
Set-off (6) 6 0 0 (31) 31
Net deferred tax assets / (liabilities) 0 (5) (20) 44 19 0
Available for sale participations are stated at fair value with changes in fair value recognised in Other Comprehensive Income.
For the purpose of impairment testing all consolidated subsidiaries are allocated to cash generating units (“CGU”) in a way they are
monitored for internal management purposes. At each balance sheet date, the Company reviews whether there is an indication that a
CGU to which its investments in subsidiaries and associated companies belong to are impaired.
7
Notes to the IFRS Company Financial Statements
An indication for impairment of the investments in subsidiaries and associated companies may include, respectively, management’s
downward adjustment of the strategic plan or a significant decrease in the share price of a publicly listed company. Further
indications for impairment of its investments may include other areas where observable data indicates that there is a measurable
decrease in the estimated future cash flows. These determinations require significant judgement. In making this judgement,
management evaluates, among other factors, the financial performance of and business outlook for its investments, including factors
such as industry and sector performance, changes in technology and operational and financing cash flow.
If any indication for impairment exists, the recoverable amount of the investments is estimated in order to determine the extent, if
any, of the impairment loss. An investment is impaired if the recoverable amount is lower than the carrying value. The recoverable
amount is defined as the higher of an investment’s fair value less costs to sell and its value in use.
The determination of the investment’s value in use is based on calculations using pre-tax cash flow projections based on financial
budgets approved by management covering a five-year period. Cash flows beyond the five-year period are extrapolated using
estimated growth rates. The discounted cash flow method is used to determine the recoverable amount of a CGU to which its
investments in subsidiaries and associated companies belongs to. The discounted cash flow method is particularly sensitive to the
selected discount rates and estimates of future cash flows by management. Key assumptions used to determine the recoverable value
of the CGU are the expected future labour expenses, future interest rates, future exchange rates to convert in € the portion of future
US$ and GBP which are not hedged and the estimated growth rate of terminal values.
If the recoverable amount of an investment is estimated to be less than its carrying amount, the carrying amount of the investment is
reduced to its recoverable amount. Any impairment loss is recognised immediately in the statement of income.
Impairment losses recognised in prior periods shall be reversed only if there has been a change in the estimates or external market
information used to determine the investment’s recoverable amount since the last impairment loss was recognised.
The recoverable amount shall not exceed the carrying amount that would have been determined had no impairment loss been
recognised in prior years.
On 25 July 2014, Airbus Group SE acquired 100% shares in Salzburg München Bank AG from Raiffeisenverband Salzburg followed
by a capital increase in December 2014. The total capital contribution amounted to €100 million.
On 13 November 2014, Airbus Group SE entered into a share purchase agreement with its subsidiary Sogerma S.A.S. to sell its
100% subsidiary Aerolia S.A.S. for a total consideration of €700 million. The transaction was closed on the same date, whereby the
Company recognized a €480 million capital gain within income from investments.
8
Notes to the IFRS Company Financial Statements
With effect of 1 January 2015, Airbus Operation GmbH contributed its A400M „IFA and Cargo Hold System“, Bremen business into
Airbus Defence and Space GmbH in turn to become a new shareholder. As a consequence Airbus Group SE’s participation in Airbus
Defence and Space GmbH was diluted from 78.48 % to 66.08%.
31 December
(In € million) 2015 2014
Long-term financial assets 3,594 3,128
Long-term loans Group companies 3,583 3,074
Long-term loans External 11 54
Non-current other financial assets 7,979 3,321
Positive fair values of derivative financial instruments 7,979 3,321
Current other financial assets 4,431 2,502
Positive fair values of derivative financial instruments 3,982 2,187
Current portion long-term loans Group companies 449 315
Current accounts Group companies (1) (20,062) (16,793)
Receivables from subsidiaries 8,353 8,856
Liabilities to subsidiaries (28,415) (25,649)
Non-current financial liabilities (7,960) (3,405)
Negative fair values of derivative financial instruments (7,960) (3,405)
Current financial liabilities (3,991) (2,257)
Negative fair values of derivative financial instruments (3,991) (2,257)
(1) The receivables from and liabilities to subsidiaries include mainly transactions in connection with the cash pooling in Airbus Group SE.
9
Notes to the IFRS Company Financial Statements
Airbus Group SE issued guarantees on behalf of Group companies in the amount of €6,347 million (2014: €6,409 million). The commitments
of these companies to third parties mainly relate to their operating business as described in Note 18 “Property, plant and equipment”, Note 25
“Sales financing transactions” and Note 35 “Information about financial instruments” to the Consolidated Financial Statements. In addition,
the Company has entered into capital contribution commitments with Group companies in the amount of €54 million (2014: €0 million).
On 15 June 2015, Airbus Group SE announced an industrial partnership with OneWeb Ltd. for the design and manufacturing of
microsatellites with a total commitment amount of $166 million. On 26 June 2015, a first investment of $146 million has been made
into this partnership.
On 8 December 2015, Airbus Group SE entered into a partnership agreement to establish a Corporate venture capital fund, dubbed
Airbus Group Ventures, as well as a technology and business innovation center in Silicon Valley with a total commitment amount of
$150 million. On 25 November 2015, a first investment of $5 million has been made into this fund.
EMPLOYEES
The average number of the persons employed by the Company in 2015 was 3 (2014: 3).
Airbus Group’s shares are ordinary shares with a par value of €1.00. The following table shows the development of the number of
shares outstanding:
Holders of ordinary shares are entitled to dividends and are entitled to one vote per share at general meetings of the Company.
Capital stock comprises the nominal amount of shares outstanding. The addition to capital stock represents the contribution for
exercised options of €1,910,428 (in 2014: €1,871,419) in compliance with the implemented stock option plans and by employees of
€1,539,014 million (in 2014: €0) under the Employee Stock Ownership Plans (“ESOP”).
10
Notes to the IFRS Company Financial Statements
Share premium mainly results from contributions in kind in the course of the creation of Airbus Group, cash contributions from the
Initial Public Offering, capital increases and reductions due to the issuance and cancellation of shares as well as cash distributions to
Airbus Group SE shareholders. On 27 May 2015, the Shareholders’ General Meeting decided to distribute a gross amount of €1.20
per share, which was paid on 3 June 2015. For the fiscal year 2015, the Group’s Board of Directors proposes a cash distribution
payment of €1.30 per share.
Treasury shares represent the amount paid or payable for own shares held in treasury.
Authorisations granted by the Shareholders’ General Meeting of Airbus Group held on 27 May 2015:
On 27 May 2015, the Annual General Meeting of the Company authorised he Board of Directors, for a period expiring at the Annual
General Meeting to be held in 2016, to issue shares and grant rights to subscribe for shares in the Company’s share capital for the
purpose of:
• employee share ownership plans in the limit of 0.1% of the Company’s authorised share capital (see Note 30 “Share based
payment” of the Group’s Consolidated Financial Statements);
• funding the Company and its Group companies, provided that such powers shall be limited to an aggregate of 0.3% of the
Company’s authorised capital (see Note 34.3 “Financing liabilities of the Group’s Consolidated Financial Statements).
For each operation, such powers shall not extend to issuing shares or granting rights to subscribe for shares if there is no preferential
subscription right and for an aggregate issue price in excess of €500 million per share issuance.
Also on 27 May 2015, the Annual General Meeting of the Company authorised the Board of Directors for an 18-month period to
repurchase up to 10% of the Company’s issued and outstanding share capital (i.e. issued share capital excluding shares held by the
Company or its subsidiaries) at a price not exceeding 85 euros per share.
Airbus Group has appointed an Investment Services Provider to undertake a share buyback on behalf of the Company for a maximum
amount of € 1 billion. The buyback will take place between 2 November 2015 and 30 June 2016. As of 31 December 2015 the
Company bought back €264 million of shares and recognised a financial liability of €223 million for its irrevocable share buyback
commitment at that date. Recognition of the financial liability led to a corresponding reduction of equity.
Furthermore, the Annual General Meeting authorised both the Board of Directors and the Chief Executive Officer, with powers of
substitution, that the number of shares repurchased by the Company pursuant to the share buyback programme are cancelled. As per
decisions of the Chief Financial Officer upon delegation of the Chief Executive Officer, on 17 December 2015, a number of
2,885,243 shares have been cancelled.
The difference between the total shareholders’ equity according to the Consolidated Financial Statements and Company’s Financial
Statements as at 31 December 2015 is as follows:
31 December
(In € million) 2015 2014
Consolidated Equity 5,966 7,061
AOCI - Restatement of investments from Consolidated to Company Financial Statements 4,527 1,390
Retained Earnings - Restatement of investments from Consolidated to Company Financial Statements (1,537) 1,657
Retained Earnings - Valuation investments at historical cost 1,487 1,487
Retained Earnings - Impairment of financial assets (1,273) (1,273)
Company's Equity 9,170 10,322
11
Notes to the IFRS Company Financial Statements
The difference between the Net income according to the Consolidated Financial Statements and Company’s Financial Statements for
the year ended 31 December 2015 is as follows:
31 December
(In € million) 2015 2014
Bank accounts 444 1,195
Short-term securities (at fair value through profit & loss) 3,220 3,261
Short-term securities (available for sale) 2,851 1,744
Total cash and cash equivalents 6,515 6,200
Only securities with a maturity of three months or less from the date of the acquisition, that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value are recognized in cash equivalents.
b) Securities
31 December
(In € million) 2015 2014
Current securities (available for sale) 1,683 3,077
Non-current securities (available for sale) 9,590 5,805
Non-current securities (at fair value through profit & loss) 3 4
Total securities 11,276 8,886
Included in the securities portfolio as of 31 December 2015 and 2014, respectively, are corporate and government bonds bearing
either fixed rate coupons (€10,604 million nominal value; comparably in 2014: €7,010 million) or floating rate coupons
(€397 million nominal value; comparably in 2014: €247 million) and foreign currency Funds of Hedge Funds (€8 million nominal
value; 2014: €8 million).
c) Financing liabilities
Current and non-current classification – A financial asset or liability is classified as current if it is settled within 12 months after the
reporting date, and as non-current otherwise.
Financing liabilities comprise obligations towards financial institutions, issued corporate bonds, and payables due to related parties.
12
Notes to the IFRS Company Financial Statements
The Company has received several €-denominated loans and one US $-denominated loan from Airbus Group Finance B.V.
(‘AGFBV’). It has also issued a convertible bond in Euro. Furthermore, the Company has long-term US dollar-denominated loans
outstanding with the European Investment Bank (‘EIB’) and the Development Bank of Japan (‘DBJ’). The terms and repayment
schedules of these bonds and loans are as follows:
Others € 11 € 54
Bond
Convertible into Airbus Group
Convertible Bond 7 years € 500 € 457 €0 0.00% 1.39% Jul-22
SE shares at €99.54 per share
Total € 7,217 € 5,551
Thereof non-current financing liabilities € 5,394 € 5,551
Thereof current financing liabilities € 1,823 €0
The Company can receive loans from issued commercial papers under the so called “billet de trésorerie” programme at floating or
fixed interest rates corresponding to the individual maturities ranging from 1 day to 12 months. The programme has been set up in
2003 with a maximum volume of €2 billion, increased in 2013 to a maximum volume of €3 billion.
The decrease in long-term financing liabilities is mainly due to a reclassification between long-term and short-term bonds, partly
offset by the issue of a convertible bond for €500 million on 1 July 2015, with a 7 year-maturity. This bond bears a coupon of 0% and
was issued at 102% of par. Its effective interest rate, after separation of the equity conversion option (€53 million), is 1.386%.
Included in the short-term financing liabilities is the irrevocable part of the share buyback commitment in the amount of €223
million.
13
Notes to the IFRS Company Financial Statements
As the Company’s back-to-back hedge contracts are entered into with different counterparties, their fair values are reflected
separately in the statement of Financial Position and recognized as Other financial assets and Other financial liabilities as disclosed in
Note 8 of the Company Financial Statements.
In the Statement of Income the results of the back-to-back hedge transactions, both realized and unrealized, are presented on a net
basis as the Company acts as an agent for its subsidiaries.
The Company’s overall financial risk management activities and their objectives are described in detail in section 35.1 “Financial
risk management” of the Notes to the Consolidated Financial Statements.
Market risk
Foreign exchange risk – The Company manages a long-term hedge portfolio with maturities of several years for its subsidiaries,
mainly Airbus, and to a small extent for its joint ventures or associates. This hedge portfolio covers a large portion of Airbus Group’s
firm commitments and highly probable forecast transactions. As explained above, owing to the Company’s back-to-back approach,
its own exposure to foreign exchange risk is very limited.
Interest rate risk – The Company uses an asset-liability management approach with the objective to limit its interest rate risk. The
Company undertakes to match the risk profile of its interest-bearing assets with those of its interest-bearing liabilities, the remaining
net interest rate exposure being managed through several types of interest rate derivatives. If the derivative instruments qualify for
hedge accounting in the Company financial statements the Company applies cash flow hedge accounting or fair value hedge
accounting. For more information on the risk management and hedging strategies used by the Group please refer to section 35.1
“Financial Risk Management” of the Notes to the Consolidated Financial Statements.
Equity price risk – The Company is to a small extent invested in quoted equity securities mainly for strategic reasons. The
Company’s exposure to equity price risk is hence limited. Furthermore, Airbus Group is exposed under its Long-Term Incentive Plan
(LTIP) to the risk of Airbus Group share price movements. In order to limit these risks for the Group, the Company enters into
equity derivatives that reference the Airbus Group SE share price.
Sensitivities of market risks – The approach used to measure and control market risk exposure within the Group’s financial
instrument portfolio is amongst other key indicators the value-at-risk (“VaR”). For information about VaR and the approach used by
the Company to assess and monitor sensitivities of market risks please refer to section 35.1 “Financial Risk Management” in the
Notes to the Consolidated Financial Statements.
The Company is part of the Group risk management process, which is more fully described in section 35.1 “Financial Risk
Management” in the Notes to the Consolidated Financial Statements.
14
Notes to the IFRS Company Financial Statements
A summary of the VaR position of the Company’s financial instruments portfolio at 31 December 2015 and 2014 is as follows:
Total Equity price Currency Interest rate
(In € million) VaR VaR VaR VaR
31 December 2015
FX hedges 19 0 19 0
Financing liabilities, financial assets
(incl. cash, cash equivalents, securities
and related hedges) 50 22 29 28
Equity swaps 11 11 0 0
Diversification effect (39) (8) (39) 0
All financial instruments 41 25 9 28
31 December 2014
FX hedges 15 0 15 0
Financing liabilities, financial assets
(incl. cash, cash equivalents, securities
and related hedges) 22 13 12 18
Equity swaps 17 17 0 0
Diversification effect (20) (6) (24) 0
All financial instruments 34 24 3 18
The increase of total VaR compared to 31 December 2014 is mainly caused by to a strong increase of market volatilities particularly
in relation with interest rates and FX. The Company enters into derivative instruments mainly for hedging purposes of the Group.
The derivative instruments entered into with group-external counterparties are passed on a 1:1 basis to Airbus Group entities. As a
result, the respective market risks of the group-external derivative instruments are offset by corresponding opposite market risks of
intragroup transactions.
Liquidity risk
The Company’s policy is to maintain sufficient cash and cash equivalents at any time to meet its own and the Group’s present and
future commitments as they fall due. For information on how the Group monitors and manages liquidity risk please refer to section
35.1 “Financial Risk Management” in the Notes to the Consolidated Financial Statements.
The contractual maturities of the Company financial liabilities, based on undiscounted cash flows and including interest payments, if
applicable, are as follows:
Credit risk
The Company is exposed to credit risk to the extent of non-performance by either the related parties to which it provides financing or
its counterparts with regard to financial instruments or issuers of financial instruments for gross cash investments. Although the
Company provides loans to Group companies its credit risk is limited to its direct subsidiaries. For the policies the Company has put
15
Notes to the IFRS Company Financial Statements
in place to avoid concentrations of credit risk and to ensure that credit risk is limited please refer to section 35.1 “Financial Risk
Management” of the Notes to the Consolidated Financial Statements.
In 2015, the total receivables, neither past due nor impaired amount to €4,946 million (in 2014: €4,226 million).
The Company assigns its financial instruments (excluding its at-cost investments, which are outside the scope of IAS 39) into classes
based on their category in the statement of financial position.
The following tables present the carrying amounts and fair values of financial instruments by class and by IAS 39 measurement
category as of 31 December 2015 and 2014:
16
Notes to the IFRS Company Financial Statements
17
Notes to the IFRS Company Financial Statements
Remaining period
(In € million) 1 year 2 years 3 years 4 years 5 years 6 years 7 years > 7 years Total
31 December 2015
Interest rate contracts 2,549 41 1,021 18 14 1,134 8 3,469 8,254
Interest rate future contracts 1,032 0 0 0 0 0 0 0 1,032
31 December 2014
Interest rate contracts 833 2,537 30 1,000 0 0 1,088 0 5,488
Interest rate future contracts 176 0 0 0 0 0 0 0 176
Remaining period
(In € million) 1 year 2 years 3 years 4 years > 4 years Total
31 December 2015 153 76 52 49 20 350
31 December 2014 209 146 75 23 0 453
18
Notes to the IFRS Company Financial Statements
2015 2014
(In € million) Assets Liabilities Assets Liabilities
19
5. OTHER SUPPLEMENTARY INFORMATION
INCLUDING THE INDEPENDENT AUDITOR’S
REPORT
Other Supplementary Information
Other supplementary information
1. Appropriation of result
Articles 30 and 31 of the Articles of Association provide that the Board of Directors shall determine which part of the result shall be
attributed to the reserves. The general meeting of shareholders may dispose of a reserve only upon a proposal of the Board of Directors and
to the extent it is permitted by law and the Articles of Association. Dividends may only be paid after adoption of the annual accounts from
which it appears that the shareholders’ equity of the company is more than the amount of the issued and paid-in part of the capital increased
by the reserves that must be maintained by law.
It will be proposed at the Annual General Meeting of Shareholders that the net income of €54 million as shown in the income statements
for the financial year 2015 is to be added to retained earnings and that a payment of a gross amount of €1.30 per share shall be made to the
shareholders out of retained earnings.
For further information please see Note 38 of the Consolidated Financial Statements.
1
Independent auditor’s report
To: the General Meeting of Shareholders of Airbus Group SE
KPMG Accountants N.V., registered with the trade register in the Netherlands under number 33263683, is a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (‘KPMG International’), a Swiss entity.
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Audit approach
Summary
Materiality
Misstatements can arise from fraud or error and are considered material if, individually or in
aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements. The materiality affects the nature, timing and extent of our
audit procedures and the evaluation of the effect of identified misstatements on our opinion.
Based on our professional judgement we determined the materiality for the financial statements as a
whole at EUR 200 (2014: EUR 222) million. The materiality is determined with reference to
consolidated profit before income taxes (2015: 5.9%; 2014: 6.9%). We consider consolidated profit
before income taxes as the most appropriate benchmark given the nature of the business. We have
also taken into account misstatements and/or possible misstatements that in our opinion are material
for qualitative reasons for the users of the financial statements.
We agreed with the Board of Directors and Audit Committee that misstatements in excess of EUR 10
million, which are identified during the audit, would be reported to them, as well as smaller
misstatements that in our view must be reported on qualitative grounds.
KPMG Accountants N.V., registered with the trade register in the Netherlands under number 33263683, is a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (‘KPMG International’), a Swiss entity.
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We scope entities into the group audit where they are of significant size, have significant risks to the
Group associated with them or are considered significant for other reasons. This resulted in coverage
of 96% (2014: 96%) of total Group revenue and 96% (2014: 98%) of total Group assets. For
remaining entities, we performed, amongst others, analytical procedures to corroborate our
assessment that there are no significant risks of material misstatement within these entities.
The audit of the Airbus Group consolidation and the financial statements is performed at the Airbus
headquarters in Toulouse, France. Our involvement in the audit includes participation in risk
assessment and planning discussions, setting the direction of the group audit work (including
instructions to the divisional and entity auditors), review and discussion of the planned audit approach,
obtaining an understanding of the financial reporting process, performing procedures on the Group
consolidation, participating in the evaluation of key accounting topics, reviewing the financial
statements and participating in meetings with Group and divisional management. As part of our Group
audit instructions, we also issued specific questionnaires on key programs (A380, A350 and A400M)
and the risk of non-compliance with laws and regulations.
The audit of the three Airbus Group divisions (Airbus, Airbus Defence & Space and Airbus Helicopters)
is performed jointly by KPMG network firms and other non-KPMG audit firms. Meetings were held
with the divisional auditors to discuss the findings reported to the group audit team, as well as file
reviews.
By performing the procedures mentioned above at group entities, together with additional procedures
at group level, we have been able to obtain sufficient and appropriate audit evidence about the
group’s financial information to provide an opinion on the financial statements.
KPMG Accountants N.V., registered with the trade register in the Netherlands under number 33263683, is a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (‘KPMG International’), a Swiss entity.
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Accounting for construction contracts, including revenue recognition and loss provisions
Description
The amount of revenue and profit recognised in a year is dependent on the assessment of the stage
of completion of construction contracts as well as estimated total revenue and estimated total cost.
Significant estimates are made to assess the stage of completion based on milestones, estimated revenue and
costs for the key programmes such as A400M and A350 (contracts with launch customers only). Depending on
these assessments, the stage of completion is determined, revenue is recognised and loss provisions are
recorded when the contract margin is negative.
Provisions for contract losses relate mainly to the A400M and A350 launch customers and are recorded when it
becomes probable that estimated total contract costs will exceed estimated total contract revenues. Updates to
these provisions can have a significant impact on the Group’s result and financial position. The determination of
these provisions is based on best available estimates and requires significant management judgement and
assumptions associated with the technical development achievement and certification schedules, production
plan (including assumptions on ramp up), performance guarantees as well as expected outcome from ongoing
negotiations with customers.
A key risk is the A400M programme which remains in a critical phase. The A400M SOC 1 and 1.5 milestones
remain to be achieved and therefore the related contractual termination rights from OCCAR/Nations became
exercisable (SOC 1: as of 1 November 2015; SOC 1.5 as of 1 January 2016). Negotiations with OCCAR/Nations
on military functionality, price revision formula and commercial compensation remain ongoing and are targeted
for completion in 2016.
Reference is made to the disclosure on note 3 “Key estimates and judgements”, note 10 (Revenues) and note
22 (Provisions) of the financial statements.
Our response
We evaluated the design and implementation of internal controls for accounting for construction
contracts. We also performed detailed procedures on individually significant programs, including
discussions with the individual Head of Programme, and evaluated management’s assumptions in the
determination of amongst others the stage of completion of a project, estimates to complete for both revenue
and costs, and any provisions for loss making contracts. We focused on management’s assessment of key
contract risks and opportunities to determine whether these are appropriately reflected in the cost to complete
forecasts, and paid specific attention for example to technical development, delivery plan and certification
schedules. We challenged management’s assumptions by discussing and reviewing correspondence with
customers, considered the accuracy and consistency of similar estimates made in previous years and
corroborated the assumptions with the latest contractual information.
We paid particular attention to the loss provision for the A400M programme, including the EUR 290 million
additional net charge in 2015, as well as related disclosures. We discussed the extent to which management
assessed the impact on the programme of the accident on 9 May 2015, and the challenges regarding delays in
military functionality and deliveries, (commercial) negotiations with OCCAR/Nations, cost reduction targets and
challenges in the industrial ramp-up and the SOC 1 and 1.5 contractual termination rights. Apart from reviewing
underlying documentation, we also visited the Final Assembly Line in Seville and Bremen, and reviewed reports
from Corporate Audit related to the programme.
KPMG Accountants N.V., registered with the trade register in the Netherlands under number 33263683, is a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (‘KPMG International’), a Swiss entity.
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Valuation of inventories for contracts accounted for under IAS 18 and completeness of provisions for contract
losses and customer service obligations
Description
Inventories amount in total to EUR 29 billion, including work in progress of EUR 20 billion. Key
programmes (which are accounted for under IAS 18 Revenue recognition, for which revenue and
cost of sales are recognised as each aircraft is delivered) in light of the risks mentioned below are the A380 and
the A350 contracts with non-launch customers. With respect to the A380, a key challenge is securing the order
flow.
Estimates of total contract costs and selling price per aircraft are necessary to determine if a net realisable value
impairment or provision for contract loss is required. In addition to the risk of contract cancellations, significant
costs or loss of revenue may be incurred in connection with remedial action required to correct any performance
issues detected. Due to the inherent uncertainty involved in forecasting future costs and interpreting contractual
and commercial positions in determining impairments and provisions, this is a key audit area. Updates to these
provisions can have a significant impact on the Group’s result and financial position.
Reference is made to the disclosures on note 3 “Key estimates and judgements”, and notes 20 (Inventories)
and 22 (Provisions) of the financial statements.
Our response
We evaluated the design and implementation of internal controls for identifying and recording
impairments and provisions and performed detailed procedures including inquiry of the Head of
Programmes and corroboration with other audit evidence. We evaluated management’s assumptions in the
determination of the forecast revenue to be received, costs to be incurred (including any contractual penalties)
and gross margin. Our evaluation was based on our assessment of the historical accuracy of the Group’s
estimates in previous periods and included an analysis of contingencies and impact of known technical issues on
cost forecasts and provisions.
Particular attention was paid to the commercial status of the A380 programme, including discussions with
Airbus management on the status and their ongoing commitment to the A380 programme.
Litigation and claims and risk of non-compliance with laws and regulations
Description
A part of the Group’s business is characterised by competition for individual significant contracts
with customers which are often directly or indirectly associated with governments. The process
associated with these activities is susceptible to the risk of non-compliance with laws and regulations. In
addition the Group operates in a number of territories where the use of commercial intermediaries is normal
practice. Subsidiaries of Airbus Group SE remain under investigation by various law enforcement agencies in
Germany, Greece, UK, Romania and Austria. Breaches of laws and regulations can lead to fines, penalties,
criminal prosecution, litigation and restrictions on future business.
Litigation and claims involve amounts that are potentially significant and the estimate of the amount to be
provided as a liability, if any, is inherently subjective. The outcome of these matters may have a material effect
on the Group’s result and financial position.
Reference is made to the disclosure on note 3 “Key estimates and judgements and note 36 (Litigation and
claims) of the financial statements.
Our response
Our audit procedures included, among others, assessment of documents with the Group's general
counsel and the group/divisional compliance officers on all significant legal and alleged compliance
cases. In addition we obtained letters from the Group's legal counsel and external lawyers for all significant
litigation. We used our own forensic specialists to assess risks and perform procedures to identify actual and
potential non-compliance with laws and regulations relevant to the Group's business, analysed correspondence
with enforcement agencies, and monitored external sources of information. With respect to cases regarding
alleged non-compliance with laws and regulations, we assessed the adequacy of management’s response
(including investigations and corrective actions).
We tested payments made to commercial intermediaries during the year, made inquiries of appropriate
personnel and evaluated the tone set by the Board and the Group’s approach in managing these compliance
KPMG Accountants N.V., registered with the trade register in the Netherlands under number 33263683, is a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (‘KPMG International’), a Swiss entity.
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Litigation and claims and risk of non-compliance with laws and regulations
risks. We also assessed whether the Group's disclosures detailing significant legal proceedings and suspected
breach in laws and regulations adequately disclose the contingent liabilities of the Group within note 36.
Particular attention was paid to the alleged compliance cases, the enhanced business development policies with
regards to Ethics & Compliance and related disclosures.
Goodwill impairment
Description
Goodwill amounts to EUR 9.9 billion (2014: 10 billion) and represents 9% (2014:10%) of the balance
sheet total and 166% (2014: 141%) of total equity. There is a risk of irrecoverability of the Group's
significant goodwill balance due to weak demand in certain markets and aircraft market cyclicality. The Company
used assumptions such as growth rates, weighted average cost of capital and underlying foreign exchange
rates. Due to the inherent uncertainty involved in forecasting and discounting future cash flows, which are the
basis of the assessment of recoverability, this is one of the key judgemental areas.
Reference is made to the disclosure on note 17 (Intangible assets) of the financial statements.
Our response
In this area our audit procedures included, among others, testing of the group's budgeting
procedures upon which the forecasts are based and the principles and integrity of the Group's
discounted cash flow model. We used our own valuation specialist to assist us in evaluating the assumptions
and methodologies used by the Group, in particular relating to the discount rate used. We also evaluated
management’s sensitivity analyses on the assumptions for each cash generating unit. We compared the sum of
the discounted cash flows to the group's market capitalisation to assess the reasonableness of those cash
flows. We also assessed whether the Group's disclosures about the sensitivity of the outcome of the
impairment assessment to changes in key assumptions reflected the risks inherent in the cash flow model.
Description
Airbus Group operates in a business environment that is exposed to currency and interest rate
volatility. A significant portion of the Group’s revenue is denominated in US dollars, while a major
part of its costs is incurred in Euro and, to a lesser extent, in pounds Sterling. In response to these risks the
Group uses financial instruments (mainly currency forwards) to mitigate the exposure to changes in market
rates. There is a high inherent risk of error in the group financial statements, both in the valuation of the financial
instruments and in the presentation and disclosure in the financial statements.
The magnitude of the Group’s hedge portfolio and potential significant changes in the exchange rate of the US
dollar versus the Euro could have a negative impact on the equity of the Group via the “mark to market”
valuation of the hedge portfolio. It therefore also has a major impact on the capitalisation of Airbus Group, with
net equity (as percentage of total assets) amounting to 5.6% per 31 December 2015 (2014: 7.4%).
Reference is made to note 35 (Information about financial instruments) of the financial statements.
Our response
For the audit of financial instruments we used specialists who tested the controls around the Group’s
central treasury system, independently calculated the valuation of the treasury portfolio and tested
the application of hedge accounting rules and the resulting accounting treatment. We also obtained counterparty
confirmation of the outstanding financial instruments to verify the existence and ownership. Finally, we
evaluated whether appropriate disclosures relating to financial instruments were made in the financial
statements.
KPMG Accountants N.V., registered with the trade register in the Netherlands under number 33263683, is a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (‘KPMG International’), a Swiss entity.
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Responsibilities of the Board of Directors for the financial statements
The Board of Directors is responsible for the preparation and fair presentation of the financial
statements in accordance with EU-IFRS and with Part 9 of Book 2 of the Netherlands Civil Code and
for the preparation of the report of the Board of Directors in accordance with Part 9 of Book 2 of the
Netherlands Civil Code. Furthermore, the Board of Directors is responsible for such internal control as
the Board of Directors determines is necessary to enable the preparation of the financial statements
that are free from material misstatement, whether due to errors or fraud.
As part of the preparation of the financial statements, the Board of Directors is responsible for
assessing the company’s ability to continue as a going concern. Based on the financial reporting
framework mentioned, the Board of Directors should prepare the financial statements using the going
concern basis of accounting unless the Board of Directors either intends to liquidate the company or
to cease operations, or has no realistic alternative but to do so. The Board of Directors should disclose
events and circumstances that may cast significant doubt on the company’s ability to continue as a
going concern in the financial statements.
Engagement
We were engaged before 2003 for the first time as auditor of Airbus Group SE and operated as auditor
since then. We were re-appointed by the Annual General Meeting of Shareholders as auditor of Airbus
Group SE on May 27, 2015, for the year 2015, after which we will rotate off from the Airbus Group
audit.
R.J. Aalberts RA
KPMG Accountants N.V., registered with the trade register in the Netherlands under number 33263683, is a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (‘KPMG International’), a Swiss entity.
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Report of the Board
of Directors
(Issued as of 23 February 2016)
1. GENERAL OVERVIEW 1
2. S UMMARY 2015 2
For further information regarding the Company’s business, finances, risk factors and corporate governance, please refer
to the Company’s website: www.airbusgroup.com
1. General Overview
With consolidated revenues of € 64,450 million in 2015, the Group is Europe’s premier aerospace and defence company
and one of the largest aerospace and defence companies in the world. In terms of market share, the Group is among the
top two manufacturers of commercial aircraft, civil helicopters, commercial space launch vehicles and missiles, and a
leading supplier of military aircraft, satellites and defence electronics. In 2015, it generated approximately 82% of its total
revenues in the civil sector and 18% in the defence sector. As of 31 December 2015, the Group’s active headcount was
136,574 employees.
Airbus Group organises its businesses into the following three operating Divisions: (i) Airbus, (ii) Airbus Defence and
Space and (iii) Airbus Helicopters.
Ramp up Production
Focus on ramping up our new civil platforms: A350 XWB, A320neo, EC175, EC145 T2;
Recover A400M industrial set-up and outstanding development milestones of military capabilities; deliver aircraft to full
customer satisfaction.
Operational Excellence
Deploy Quest throughout the entire Group;
Further reduce times required to get a fix for in-service issues;
Simplify and shorten development processes (Beluga XL, Ariane 6, X6), reduce R&D complexity;
Continue to drive ‘lean’ and improve Competitiveness in all areas;
Implement the Cyber Security Improvement Plan (CSIP).
Innovation
Develop and implement a Digital Strategy at Group level;
Connect existing innovation initiatives for synergies and improve traction with operations and customers;
Install Innovation Centre and Corporate Venture fund in Silicon Valley;
Pursue innovation-to-business projects in all Divisions while leveraging Group-wide roadmaps, expertise, technologies
and resources.
Finance
Continue margin enhancement and increase our profitability;
Focus on cash generation and build up reserves for future investments;
Build trustful relationship with shareholders and reconsider our capital allocation policy;
Ensure that all employees are financially aware and understand the necessity to make best use of our resources.
Team Airbus
Drive Group-wide, Divisional and team level actions to meaningfully improve employee engagement over the next two
years, thereby increasing performance, competitiveness and accelerating transformation and innovation;
Accelerate the development and mobility of current and future leaders through the new Leadership University’s
development of >12,000 people in 2015;
Global Outreach
Ensure full deployment of the one-roof concept throughout the Group by year-end;
Strive to further expand our worldwide footprint with local industrial presence (e.g. Airbus Final Assembly Line in
Mobile, Alabama);
Tap into talents and resources worldwide and hence strengthen our cultural and citizenship diversity.
2015 was a year of growth and progress for Airbus Group. The Group achieved a series of key milestones in major
programmes, renewed and upgraded its product portfolio and took important decisions to adapt and streamline its
business portfolio:
the A320neo received joint Type Certification from European and US authorities;
the E-Fan became the first all-electric, two-engine aircraft taking off by its own power to successfully cross the
Channel;
Lisa Pathfinder was successfully launched, paving the way for a new type of large space observatory to observe our
universe as never before;
first flight of the H160, the world's first fully composite civil helicopter is the cleanest and quietest in its field;
test flights began for Perlan 2, which will push the frontiers of flight by becoming the first glider to reach the edge of
space;
Airbus Helicopters lay the foundation stone for a new factory in Brasov, Romania that will build the H215;
Airbus Defence and Space was selected by OneWeb Ltd. to build 900 microsatellites which will help bring affordable
global Internet access;
A new corporate venture capital fund, Airbus Group Ventures, and A³, business innovation centre, were set up in
Silicon Valley;
Airbus' inaugural US manufacturing plant opened in Mobile, Alabama. By 2018, it will produce 40-50 single-aisle
aircraft a year;
A new algae cultivation facility was opened in Ottobrunn, Germany to research efficient processes for producing bio-
kerosene and chemical products from algae;
Airbus launched its Sustainable Aviation Engagement Programme to help airlines reduce their environmental footprint
with tailored services and expertise;
In its first year, the Airbus Foundation delivered 160 tonnes of aid and established a Memorandum of Understanding
signed with The International Federation of Red Cross and Red Crescent Societies to offer additional products,
technologies and services from the Group to help those in need; and
Airbus Group N.V. realized another milestone in the transformation of its corporate governance in converting to a
European Company (Societas Europaea) and became Airbus Group SE.
Holders of shares have a pre-emptive right to subscribe for any newly issued shares in proportion to the aggregate
nominal value of shares held by them, except for shares issued for consideration other than cash and shares issued to
employees of the Company or of a Group company. For the contractual position as to pre-emption rights, see “- 3.2.
Relationship with Principal Shareholders”.
The shareholders’ meeting also has the power to limit or to exclude pre-emption rights in connection with new issues of
shares, and may authorise the Board of Directors, for a period of no more than five years, to limit or to exclude pre-
emption rights. All resolutions in this context must be approved by a two-thirds majority of the votes cast during the
shareholders’ meeting in the case where less than half of the capital issued is present or represented at said meeting.
However, the Articles of Association provide that a 75% voting majority is required for any shareholders’ resolution to
issue shares or to grant rights to subscribe for shares if the aggregate issue price is in excess of € 500,000,000 per share
issuance, and no preferential subscription rights exist in respect thereof. The same voting majority requirement applies if
the shareholders' meeting wishes to designate the Board of Directors to have the authority to resolve on such share
issuance or granting of rights.
Pursuant to the shareholders’ resolutions adopted at the AGM held on 27 May 2015, the powers to issue shares and to
grant rights to subscribe for shares which are part of the Company's authorised share capital and to limit or exclude
preferential subscription rights for existing shareholders have been delegated to the Board of Directors for the purpose of:
1. Employee share ownership plans, provided that such powers shall be limited to 0.1% of the Company’s
authorised share capital, and
2. Funding the Company and its Group companies, provided that such powers shall be limited to 0.3% of the
Company’s authorised share capital.
Such powers have been granted for a period expiring at the AGM to be held in 2016, and shall not extent to issuing
shares or granting rights to subscribe for shares (i) if there is no preferential subscription right (by virtue of Dutch law, or
because it has been excluded by means of a resolution of the competent corporate body) and (ii) for an aggregate issue
price in excess of €500 million per share issuance.
At the AGM held on 27 May 2015, the Board of Directors was authorised for a period of 18 months from the date of such
AGM to repurchase shares of the Company, by any means, including derivative products, on any stock exchange or
The shareholders’ meeting may reduce the issued share capital by cancellation of shares or by reducing the nominal
value of the shares by means of an amendment to the Articles of Association. The cancellation of shares requires the
approval of a two-thirds majority of the votes cast during the shareholders’ meeting in the case where less than half of the
capital issued is present or represented at the meeting; the reduction of nominal value by means of an amendment to the
Articles of Association requires the approval of a two-thirds majority of the votes cast during the shareholders’ meeting
(unless the amendment to the Articles of Association also concerns an amendment which under the Articles of
Association requires a 75% voting majority).
At the AGM held on 27 May 2015, the Board of Directors and the Chief Executive Officer were authorised, with powers of
substitution, to implement a cancellation of shares held or repurchased by the Company, including the authorisation to
establish the exact number of the relevant shares thus repurchased to be cancelled.
The Company launched on 30 October 2015 a €1 billion share buyback for completion by 30 June 2016. (see “Notes to
the Consolidated Financial Statements (IFRS) - Note 32: Total Equity“ for further information).
The table below shows the total potential dilution that would occur if all the stock options issued as at 31 December 2015
were exercised:
Percentage
Percentage of diluted
of diluted voting
Number of shares capital Number of voting rights rights*
Total number of the Company’s shares issued as
of 31 December 2015 785,344,784 99,966 785,344,784 99,966
Total number of the Company’s shares which may
be issued following exercise of stock options 264,500 0,034% 264,500 0,034%
Total potential share capital of the Company 785,609,284 100% 785,609,284 100%
(*) The potential dilutive effect on capital and voting rights of the exercise of these stock options may be limited as a result of the Company’s share
purchase programmes and in the case of subsequent cancellation of repurchased shares.
The diagram below shows the ownership structure of the Company as of 31 December 2015 (% of capital and of voting
rights (in parentheses) before exercise of outstanding stock options granted for the subscription of the Company’s
shares).
Shareholders may have disclosure obligations under Dutch law. These apply to any person or entity that acquires, holds
or disposes of an interest in the Company’s voting rights and/or capital. Disclosure is required when the percentage of
voting rights or capital interest reaches, exceeds or falls below 3%, 5%, 10%, 15%, 20%, 25%, 30%, 40%, 50%, 60%,
75% or 95% (whether because of an acquisition or disposal of shares or other instruments, or because of a change in the
total voting rights or capital issued). Disclosures must be made to the AFM immediately.
In addition, the below listed entities have notified the AFM of their substantial interest in the Company as of 31 December
2015. For further details, please refer to the website of the AFM at: www.afm.nl
BlackRock, Inc. (4.20% of the capital interest and 4.99% of the voting rights); and
Capital Group International Inc. together with Capital Research and Management Company (5.02% of the voting
rights).
The persons who have the right to attend and vote at shareholders’ meetings are those who are so on record in a register
designated for that purpose by the Board of Directors on the twenty-eighth day prior to the day of the shareholders’
meeting (the “Registration Date”), irrespective of who may be entitled to the shares at the time of that meeting.
As a prerequisite to attending the shareholders’ meeting and to casting votes, the Company, or alternatively an entity or
person so designated by the Company, should be notified in writing by each holder of one or more shares and those who
derive the aforementioned rights from these shares, not earlier than the Registration Date, of the intention to attend the
meeting in accordance with the relevant convening notice.
Shareholders holding their Airbus Group shares through Euroclear France S.A. who wish to attend general meetings will
have to request from their financial intermediary or accountholder an admission card and be given a proxy to this effect
from Euroclear France S.A. in accordance with the relevant convening notice. For this purpose, a shareholder will also be
able to request that its shares be registered directly (and not through Euroclear France S.A.) in the register of the
Company. However, only shares registered in the name of Euroclear France S.A. may be traded on stock exchanges.
In order to exercise their voting rights, the shareholders will also be able, by contacting their financial intermediary or
accountholder, to give their voting instructions to Euroclear France S.A. or to any other person designated for this
purpose, as specified in the relevant convening notice.
Pursuant to its Articles of Association, the Company may provide for electronic means of attendance, speaking and voting
at the shareholders’ meetings. The use of such electronic means will depend on the availability of the necessary technical
means and market practice.
The Dutch law foundation would issue depositary receipts to the relevant shareholder in return for the Excess Shares
transferred to the foundation, which would entitle the relevant shareholder to the economic rights, but not the voting rights,
attached to such Company shares. The foundation’s Articles of Association and the terms of administration governing the
relationship between the foundation and the depositary receipt holders provide, inter alia, that:
The Board Members of the foundation must be independent from the Company, any grandfathered persons and their
affiliates (see “— 3.1 Exemptions from Mandatory Disposal Threshold”) and any holder of depositary receipts and
their affiliates (there is an agreement under which the Company will, inter alia, cover the foundation’s expenses and
2015 REPORT OF THE BOARD OF DIRECTORS OF AIRBUS GROUP SE 7
indemnify the Board Members against liability);
The Board Members are appointed (except for the initial Board Members who were appointed at incorporation) and
dismissed by the Management Board of the foundation (the Company may however appoint one Board Member in a
situation where there are no foundation Board Members);
The foundation has no discretion as to the exercise of voting rights attached to any the Company shares held by it and
will in a mechanical manner vote to reflect the outcome of the votes cast (or not cast) by the other shareholders, and
the foundation will distribute any dividends or other distributions it receives from the Company to the holders of
depositary receipts; and
No transfer of a depositary receipt can be made without the prior written approval of the foundation’s board.
For any shareholder or concert, the term “Excess Shares”, as used above, refers to such number of shares comprised in
the interest of such shareholder or concert exceeding the Mandatory Disposal Threshold which is the lesser of: (a) the
shares held by such shareholder or concert which represent a percentage of the Company’s issued share capital that is
equal to the percentage with which the foregoing interest exceeds the Mandatory Disposal Threshold; and (b) all shares
held by such person or concert.
This restriction is included in the Articles of Association to reflect the Company’s further normalised governance going
forward aiming at a substantial increase of the free float and to safeguard the interests of the Company and its
stakeholders (including all its shareholders), by limiting the possibilities of influence above the level of the Mandatory
Disposal Threshold or takeovers other than a public takeover offer resulting in a minimum acceptance of 80% of the share
capital referred to below.
Different grandfathering regimes apply to such shareholders and concerts depending on the interests and the nature
thereof held by each such shareholder or concert on the Exemption Date.
The Company has confirmed that (i) the specific exemption in article 16.1.b of the Articles of Association applies to
Sogepa, as it held more than 15% of the outstanding Company’s voting rights and shares including the legal and
economic ownership thereof on the Exemption Date and (ii) the specific exemption in article 16.1.c applies to the concert
among Sogepa, GZBV and SEPI, as they held more than 15% of the outstanding Company’s voting rights and shares
including the legal and economic ownership thereof on the Exemption Date.
The Multiparty Agreement provided for significant changes to the Company’s shareholding structure. In addition, a series
of related transactions (collectively referred to as the “Consummation”) occurred shortly after the Extraordinary General
Meeting of the shareholders held on 27 March 2013. This resulted in several changes in the governance of the Company,
including changes in the composition of the Board of Directors and its internal rules, as well as amendments to the Articles
of Association of the Company. The participation agreement among the Company’s former core shareholders, as at 31
December 2012 including KfW, was terminated and replaced in part by a more limited shareholders’ agreement (the
“Shareholders’ Agreement”) among only Gesellschaft zur Beteiligungsverwaltung GZBV mbH & Co. KG (“GZBV”), a
subsidiary of KfW, Sogepa and SEPI. 4.7
The Shareholders’ Agreement does not give the parties to it any rights to designate Members of the Board of Directors or
management team or to participate in the governance of the Company. Finally, the Multiparty Agreement provided for the
entry into state security agreements with each of the French State and German State, which will be described in more
detail below, and certain further undertakings of the Company with respect to selected matters that affect the interests of
the Current Consortium Members.
After the Consummation, the corporate governance arrangements of the Company were substantially changed. These
changes are intended to further normalise and simplify the Company’s corporate governance, reflecting an emphasis on
best corporate governance practices and the absence of a controlling shareholder group. Certain changes to the
Company’s corporate governance arrangements were provided for in the Articles of Association, including (i) disclosure
obligations for shareholders that apply when their interests in the Company reach or cross certain thresholds and (ii)
ownership restrictions prohibiting any shareholder from holding an interest of more than 15% of the share capital or voting
rights of the Company, acting alone or in concert with others. In addition, there were changes in the composition of the
Board of Directors and its internal rules.
Grandfathering Agreement
The French State, Sogepa, the German State, KfW and GZBV (all parties together the “Parties” and each, individually, as
a “Party”) entered into an agreement with respect to certain grandfathering rights under the Articles of Association. Below
is a summary of such agreement.
The Concert is terminated as a result of it or any of its affiliates having actually or constructively terminated such
Concert; or
and such termination or exit is not for good cause and is not based on material and on-going violations of the Concert
arrangements, including, without limitation, of the Shareholders’ Agreement, by the other principal Member of the Concert.
In the event that in the future the voting rights in the Company of the other principal Member of the Concert together with
those of its affiliates would for an uninterrupted period of three months represent less than 3% of the outstanding
aggregate voting rights of the Company, the Grandfathering Rights of the Party including its affiliates which were no
longer entitled to use their Grandfathering Rights shall from then on revive and Sogepa and GZBV shall jointly notify the
Company to that effect.
The Company will not incur any liability to any of the Parties by taking such actions following receipt of any such joint
instruction or binding advice, and the Company will not be required to interpret the post-concert Grandfathering
Agreement or any such joint instruction or binding advice. Notwithstanding the description under “Various provisions –
Jurisdiction” below, the courts of the Netherlands will have exclusive jurisdiction to resolve any dispute, controversy or
claim affecting the rights or obligations of the Company under the post-concert Grandfathering Agreement.
Jurisdiction. Binding advice for any dispute, controversy or claim arising out of or in connection with the post-concert
Grandfathering Agreement in accordance with the procedure set forth in the post-concert Grandfathering Agreement;
provided, however, that to the extent application to the courts is permitted to resolve any such dispute controversy or
claim, the courts of the Netherlands shall have exclusive jurisdiction.
Appointment of the Directors: The Shareholders shall vote in favour of any draft resolution relating to the appointment
of Directors submitted to the shareholders’ meeting of the Company in accordance with the terms and conditions of the
German State Security Agreement and the French State Security Agreement (as described below). If, for whatever
reason, any person to be appointed as a Director pursuant to the German State Security Agreement or the French State
Security Agreement is not nominated, the Shareholders shall exercise their best endeavours so that such person is
appointed as a Director. Sogepa and GZBV shall support the appointment of one Spanish national that SEPI may present
to them as Member of the Board of Directors of the Company, provided such person qualifies as an independent Director
pursuant to the conditions set forth in the rules governing the internal affairs of the Board of Directors (the “Board Rules”),
and shall vote as Shareholders in any shareholders’ meeting in favour of such appointment and against the appointment
of any other person for such position. If, for whatever reason, the French State Security Agreement and/or the German
State Security Agreement has/have been terminated, KfW or Sogepa, as the case might be, shall propose two persons,
and the Shareholders shall exercise their best endeavours so that these persons are appointed as Directors.
Modification of the Articles of Association: Sogepa and GZBV shall consult each other on any draft resolution
intending to modify the Board Rules and/or the Articles of Association. Unless Sogepa and GZBV agree to vote in favour
together on such draft resolution, the Shareholders shall vote against such draft resolution. If Sogepa and GZBV reach a
mutual agreement on such draft resolution, the Shareholders shall vote in favour of such draft resolution.
Reserved Matters: With respect to the matters requiring the approval of a Qualified Majority at the Board level
(“Reserved Matters”), all the Directors shall be free to express their own views. If the implementation of a Reserved Matter
would require a decision of the shareholders’ meeting of the Company, Sogepa and GZBV shall consult each other with a
view to reaching a common position. Should Sogepa and GZBV fail to reach a common position, Sogepa and GZBV shall
remain free to exercise on a discretionary basis their votes.
Prior consultation: Sogepa and GZBV shall consult each other on any draft resolution submitted to the shareholders’
meeting other than related to Reserved Matters and the Board Rules.
Balance of interests
The Shareholders agree to pursue their common objective to seek a balance between themselves and their respective
interests in the Company as follows:
To hold as closely as reasonably possible to 12% of the voting rights for GZBV, together with any voting rights
attributable to GZBV and/or to the German State, pursuant to Dutch takeover rules except for voting rights
attributable due to acting in concert with the other Parties; and
To hold as closely as reasonably possible to 4% of the voting rights for SEPI, together with any voting rights
attributable to SEPI and/or to the Spanish State, pursuant to Dutch takeover rules except for voting rights attributable
due to acting in concert with the other Parties.
Transfer of Securities
Permitted transfer. Transfer of securities by any Shareholder to one of its affiliates.
Pre-emption right. Pro rata pre-emption rights of the Shareholders in the event any Shareholder intends to transfer any
of its securities to a third party directly or on the market.
Call option right. Call-option right for the benefit of the Shareholders in the event that the share capital or the voting rights
of any Shareholders cease to be majority owned directly or indirectly by the French State, the German State or the
Spanish State as applicable.
Tag-along right. Tag-along right for the benefit of SEPI in the event that Sogepa, the French State or any of their affiliates
and any French public entity and GZBV, the German State or any of their affiliates and any public entity propose together
to transfer all of their entire voting rights interests.
Various provisions
Termination. The Shareholders’ Agreement may cease to apply in respect of one or more Shareholders and/or their
affiliates, subject to the occurrence of certain changes in its or their shareholding interest in the Company or in its or their
shareholders.
Jurisdiction. Arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce, with the
seat of arbitration in The Hague (the Netherlands).
The Company has made certain undertakings and entered into certain agreements in connection with certain interests of
its former core shareholders and the German State.
The Company and the German State have entered into an agreement relating to the protection of essential interests to
the German State’s security (the “German State Security Agreement”). Under the German State Security Agreement,
certain sensitive German military assets are held by a Company subsidiary (the “German Defence Holding Company”).
The German State has the right to approve or disapprove of – but not to propose or appoint – three outside Directors to
the supervisory board of the German Defence Holding Company (the “German Defence Outside Directors”), at least
two of whom must qualify as Independent Directors under the Board Rules if they were Members of the Board. Two of the
German Defence Outside Directors are required to also be Members of the Board. The qualifications to serve as a
German Defence Outside Director are comparable to those to serve as a French Defence Outside Director, with the
additional requirement that a German Defence Outside Director may not be a civil servant. The Company has agreed to
negotiate with the Spanish State in order to reach a special security agreement relating to the protection of the essential
security interests of the Spanish State.
Dassault Aviation
The Company entered into an agreement with the French State pursuant to which the Company:
Grants the French State a right of first offer in case of the sale of all or part of its shareholding in Dassault Aviation;
and
Commits to consult with the French State prior to making any decision at any shareholders’ meeting of Dassault
Aviation.
As disclosed in a press release dated 28 November 2014 the Company in an off-market block trade sold to Dassault
Aviation approximately 8% of Dassault Aviation's share capital.
As was disclosed in a press release dated 25 March 2015, the Company sold 1.61 million shares in Dassault Aviation
through a book-built offering to institutional investors. Following the exercise of the over-allotment option, the total number
of Dassault Aviation shares sold by the Company in the placement reached nearly 1.73 million shares, representing
18.75% of the share capital of Dassault Aviation.
After seeing a period of consolidation in 2014, Airbus Group shares made a strong return into positive territory in 2015.
Despite macroeconomic instability and volatile stock markets, the share advanced 50% during the course of the year,
supported by the Group’s solid operational and financial performance and a euro-dollar tailwind.
Starting from its low of €41.35 at the close of 31 December 2014, the Airbus Group share price breached for the first time
ever the €60 mark at closing on 11 March and reached in August and November two new all-time highs of € 67.18 and €
68.44, respectively, each time following the disclosure of Airbus Group results.
In the first months of the year the Airbus Group share progressed, supported by favourable EUR/USD rates, following the
launch of additional quantitative easing measures by the European Central Bank towards the end of January 2015, and
Airbus Group’s announcement in February of a production rate increase within the single-aisle programme to 50 aircraft
per month by 2017.
The positive trend continued until the middle of the year, when a period of turbulence set in, with growing concerns over
the Greek debt crisis, geopolitical turmoil, particularly in the Middle East, and the fall in commodity prices to historical lows.
In addition, market uncertainties in emerging countries and declining growth rates in China brought overall markets down,
and during the two months of August and September the Airbus Group share price fell 18%, weighed down by the
Group’s backlog exposure to emerging markets.
Early in October, the US Federal Reserve delayed an expected interest rate increase, giving equity markets a boost. For
Airbus Group investors, the Nine-Month results release on 30 October provided further grounds for optimism, with news of
a further single aisle production rate increase and confirmation of a €1 billion share buyback. This information, as well as
the certification of the A320neo both in USA and Europe, helped to push the share price higher, leading to the all-time
high at the end of November.
During the last month of the year, the stock declined, despite several target price increases by analysts, following new
historical lows in the price of oil and a slightly stronger euro against the dollar. In addition, investor concerns around the
product cycle, wide-body secondary market pricing and potential A320neo delays gained influence on the share price. On
31 December 2015 the Airbus Group share price closed at € 62.00.
Thanks to the strong year on year performance the Airbus Group share price outperformed the MSCI Aerospace
benchmark and wider markets. In the same period, the CAC 40 rose 8.5%, while the DAX and the MDAX moved up 9.6%
and 22.7% respectively. The EuroStoxx50 climbed 3.9%.
Therefore, based on earnings per share (EPS) of € 3.43, the Board of Directors will propose to the Annual General
Meeting the payment to shareholders of a dividend of € 1.30 per share on 4 May 2016 (FY 2014: € 1.20).
The record date should be 3 May 2016. This proposed dividend represents a pay-out ratio of 38% and a year-on-year
dividend per share increase of 8%.
Under the Articles of Association, the Board of Directors consists of at most twelve (12) Directors, who each retire at the
close of the annual general meeting held three years following their appointment. Under the Board Rules, at least a majority
of the Members of the Board of Directors (i.e., 7/12) must be European Union nationals (including the Chairman of the
Board of Directors) and a majority of such majority (i.e., 4/7) must be both European Union nationals and residents. No
Director may be an active civil servant. The Board of Directors has one (1) Executive Director and eleven (11) non-
Executive Directors. While the Board of Directors appoints the Chief Executive Officer of the Company (the “CEO”), the
CEO is required to be an Executive Director and must be an EU national and resident; therefore it is anticipated that the
Board of Directors will appoint as CEO the person appointed by the shareholders as an Executive Director. At least nine (9)
of the non-Executive Directors must be “Independent Directors” (including the Chairman of the Board of Directors).
Under the Board Rules, an “Independent Director” is a non-Executive Director who is independent within the meaning of the
Dutch Code and meets additional independence standards. Specifically, where the Dutch Code would determine
independence, in part, by reference to a Director’s relationships with shareholders who own at least 10% of the Company,
the Board Rules determine such Director’s independence, in relevant part, by reference to such Director’s relationships with
shareholders who own at least 5% of the Company. Under the Dutch Code and the Board Rules, all non-Executive
Directors (including the Chairman) other than Mr Ralph D. Crosby, qualify as an “Independent Director”. This number is
consistent with the requirement set forth in the Board Rules.
The Remuneration, Nomination and Governance Committee of the Board of Directors is charged with recommending to the
Board of Directors the names of candidates to succeed active Board Members after consultation with the Chairman of the
Board of Directors and the CEO.
The Board of Directors, deciding by simple majority vote, proposes individuals to the shareholders’ meeting of the Company
for appointment as Directors by the shareholders ‘meeting. No shareholder or group of shareholders, or any other entity,
has the right to propose, nominate or appoint any Directors other than the rights available to all shareholders under general
Dutch corporate law.
In addition to the membership and composition rules described above, the Remuneration, Nomination and Governance
Committee, in recommending candidates for the Board of Directors, and the Board of Directors, in its resolutions proposed
to the shareholders’ meeting regarding proposals to appoint or replace a resigning or incapacitated Director, are both
required to apply the following principles:
The preference for the best candidate for the position, and
The maintenance, in respect of the number of Members of the Board of Directors, of the observed balance among the
nationalities of the candidates in respect of the location of the main industrial centres of the Company (in particular
among the nationals of the four (4) Member States of the European Union where these main industrial centres are
located).
The Remuneration, Nomination and Governance Committee endeavours to avoid a complete replacement of outgoing
Directors by new candidates and draws up an appointment and reappointment schedule for the Directors after consultation
with the Chairman and the CEO. In drawing up such schedule, the Remuneration, Nomination and Governance Committee
considers the continuity of company-specific knowledge and experience within the Board while it takes into account that a
Director may at the time of his appointment or re-appointment not be older than 75 years and ensuring that at least one
third of Directors positions are either renewed or replaced every year, provided that exceptions to these rules may be
agreed by the Board if specific circumstances provide an appropriate justification for such exceptions.
The Board Rules specify that in addition to the Board of Directors’ responsibilities under applicable law and the Articles of
Association, the Board of Directors is responsible for certain enumerated categories of decisions. Under the Articles of
Association, the Board of Directors is responsible for the management of the Company. Under the Board Rules, the
Board of Directors delegates the execution of the strategy as approved by the Board of Directors and the day-to-day
management of the Company to the CEO, who, supported by the Executive Committee, makes decisions with respect to
the management of the Company. However, the CEO may not enter into transactions that form part of the key
responsibilities of the Board of Directors unless these transactions have been approved by the Board of Directors.
Matters that require Board of Directors’ approval include among others, the following items (by Simple Majority unless
otherwise noted):
Approving any change in the nature and scope of the business of the Company and the Group;
Debating and approving the overall strategy and the strategic plan of the Group;
Nominating, suspending or revoking the Chairman of the Board of Directors and the CEO (Qualified Majority);
Approving of all of the Members of the Executive Committee as proposed by the CEO and their service contracts and
other contractual matters in relation to the Executive Committee and deciding upon the appointment and removal of
the Secretary to the Board on the basis of the recommendation of the Remuneration, Nomination and Governance
Committee;
Approving the relocation of the headquarters of the principal companies of the Group and of the operational
headquarters of the Company (Qualified Majority);
Approving decisions in connection with the location of new industrial sites material to the Group as a whole or the
change of the location of existing activities that are material to the Group;
Approving decisions to invest and initiate programmes financed by the Group, acquisition, divestment or sale
decisions, in each case for an amount in excess of € 300 million;
Approving decisions to invest and initiate programmes financed by the Group, acquisition, divestment or sale
decisions, in each case for an amount in excess of €800 million (Qualified Majority);
Approving decisions to enter into and terminate strategic alliances at the level of the Company or at the level of one of
its principal subsidiaries (Qualified Majority);
Approving matters of shareholder policy, major actions or major announcements to the capital markets; and
Approving decisions in respect of other measures and business of fundamental significance for the Group or which
involves an abnormal level of risk.
The Board of Directors must have a certain number of Directors present or represented at a meeting to take action. This
quorum requirement depends on the action to be taken. For the Board of Directors to make a decision on a Simple
Majority matter, a majority of the Directors must be present or represented. For the Board of Directors to make a decision
on a Qualified Majority matter, at least ten (10) of the Directors must be present or represented. If the Board of Directors
cannot act on a Qualified Majority Matter because this quorum is not satisfied, the quorum would decrease to eight (8) of
the Directors at a new duly called meeting.
In addition, the Board Rules detail the rights and duties of the Members of the Board of Directors and set out the core
principles with which each Member of the Board of Directors shall comply with and shall be bound by, such as acting in
the best interest of the Company and its stakeholders, devoting necessary time and attention to the carrying out of their
duties and avoiding any and all conflicts of interest.
Within the Company, each member of the Board of Directors must have the required mix of experience, qualifications,
skills and industrial knowledge necessary to assist the Company in formulating and achieving its overall strategy, together
with the specific expertise required to fulfil the duties assigned to him or her as member of one of the Board of Directors’
committees. The Board of Directors also believes that a diverse composition among its members with respect to gender,
experience, national origin, etc. is valuable for the quality and efficiency of its work.
Throughout 2015, the Board of Directors received reports on the technical and commercial progress of significant
programmes, such as A400M, A350XWB, A320neo, A380, and the X6. During two off-site Board meetings, one in Seville
at the A400M final assembly line, and the other in Toulouse, the Board seized the opportunity to meet with local
management and with the operative workforce.
In 2015, the Board initiated the Group’s digital transformation and streamlined its defence business. It reviewed the Airbus
product policy and cost competitiveness as well as the evolution of Airbus Helicopters. Directors supported Management’s
initiative to establish a corporate venture capital fund, dubbed Airbus Group Ventures, as well as a business innovation
centre in Silicon Valley to enhance the Company’s ability to identify and capitalize on innovative and transformational
technologies and business models. Furthermore, the Board welcomed the selection of Airbus Defence and Space by
OneWeb Ltd. as its industrial partner for the design and manufacturing of its fleet of initially more than 900 small satellites.
Moreover, the Board of Directors focused on the Group’s financial results and forecasts, asset management, compliance
in key business processes and in major programmes, as well as efficiency, innovation and corporate social responsibility
initiatives. It reviewed Enterprise Risk Management results, the internal audit plan, and reoriented the Group’s compliance
programme by implementing a reinforced anti-corruption policy called ‘Business Development Support Initiative’.
Directors also reviewed the Board succession process and envisioned a Board staggering plan proposed for approval at
this year’s AGM in which four out of twelve Directors are either renewed or replaced every year at each AGM after 2016 to
avoid large bloc replacements of Directors at one single AGM, with the corresponding loss of experience and integration
challenges.
The subsequent discussion of the report by the whole Board in February last year was action-oriented and resulted in a
‘Board Improvement Action Plan’ for the year 2015. In the meeting on February 23, 2016 the Board reviewed the
Introduction of further female candidates to reach 25% (i.e. 3) women on Board in 2016;
Intensification of exchange with Heads of Business Units and their direct reports;
Integration of Board members’ input when agendas of Board meetings are drafted;
Increase of information circulated to Directors particularly in-between meetings (e.g. analyst reports);
The Board of Directors decided that a formal evaluation of the functioning of the Board and its Committees with the
assistance of a third party expert is conducted every three years. In the year succeeding the outside evaluation, the Board
will perform a self-evaluation and focus on the implementation of the improvement action plan resulting from the third
party assessment. In the intervening second year the General Counsel will issue a questionnaire and consult with Board
members to establish an internal evaluation. The next Board evaluation will be performed by the General Counsel for the
year 2016.
The Chairman of the Board of Directors and the Chief Executive Officer are invited to attend meetings of the Audit
Committee. The Chief Financial Officer and the Head of Controlling & Accounting are requested to attend meetings to
present management proposals and to answer questions. Furthermore, the Head of Corporate Audit and the Chief
Compliance Officer are requested to report to the Audit Committee on a regular basis.
Pursuant to the Board Rules, the Remuneration, Nomination and Governance Committee consults with the CEO with
respect to proposals for the appointment of the members of the Executive Committee and makes recommendations to the
Board of Directors regarding the appointment of the Secretary to the Board of Directors. The RNGC also makes
recommendations to the Board of Directors regarding succession planning at Board, Group Executive Committee and
Senior Management levels; remuneration strategies and long-term remuneration plans. Furthermore the Committee
decides on the service contracts and other contractual matters in relation to the members of the Board of Directors and
the Group Executive Committee. The rules and responsibilities of the Remuneration, Nomination and Governance
Committee have been set out in the Board Rules.
The Chairman of the Board of Directors and the Chief Executive Officer are invited to attend meetings of the
Remuneration, Nomination and Governance Committee. The Head of Airbus Group Human Resources is requested to
attend meetings to present management proposals and to answer questions.
In addition, the Remuneration, Nomination and Governance Committee reviews top talents, discusses measures to
improve engagement and to promote diversity, reviews the remuneration of the Group Executive Committee members for
this year, the LTIP, and the variable pay for the previous year.
Finally, the Remuneration, Nomination and Governance Committee performs regular evaluations of the Company’s
corporate governance and makers proposals for changes to the Board Rules or the Articles of Association.
The guiding principle governing management appointments in the Group is that the best candidate should be appointed to
the position (“best person for the job”), while at the same time seeking to achieve a balanced composition with respect to
gender, experience, national origin, etc. The implementation of these principles should, however not create any
restrictions on the diversity within the Company’s executive management team.
The Remuneration, Nomination and Governance Committee is required to meet at least twice a year. In 2015 it fully
performed all of the above described duties and met 6 times with an average attendance rate of 96%.
The CEO proposes all of the Members of the Executive Committee of the Company (the “Executive Committee”) for
approval by the Board of Directors, after consultation with (a) the Chairman of the Remuneration, Nomination and
Governance Committee and (b) the Chairman of the Board of Directors, applying the following principles:
The maintenance, in respect of the number of Members of the Executive Committee, of the observed balance among
the nationalities of the candidates in respect of the location of the main industrial centres of the Group (in particular
among the nationals of the four (4) Member States of the European Union where these main industrial centres are
At least 2/3 of the Members of the Executive Committee, including the CEO and the CFO, being EU nationals and
residents.
The CEO is responsible for executing the strategy as approved by the Board of Directors and for managing the day-to-day
operations of the Group’s business and he shall be accountable for its proper execution accordingly. The Executive
Committee supports the CEO in performing this task. The Executive Committee members shall jointly contribute to the
overall interests of the Company in addition to each member’s individual operational or functional responsibility within the
Group. The CEO endeavours to reach consensus among the members of the Executive Committee. In the event a
consensus is not reached, the CEO is entitled to decide the matter.
For the full text of the Dutch Code, please refer to: www.commissiecorporategovernance.nl.
For the financial year 2015, the Company states the following:
1. Vice-Chairmanship
Provision III.4.1(f) of the Dutch Code recommends the election of a vice-chairman, to deal with the situation when
vacancies occur.
The Board of Directors is headed by the Chairman of the Board of Directors. In case of dismissal or resignation of the
Chairman, the Board of Directors shall immediately designate a new Chairman. There is therefore no need for a vice-
Chairman to deal with the situation when vacancies occur.
Provision II.2.8 of the Dutch Code recommends that the maximum remuneration in the event of dismissal be one year’s
salary, and that if the maximum of one year’s salary would be manifestly unreasonable for an Executive Board Member
who is dismissed during his first term of office, such Board Member be eligible for severance pay not exceeding twice the
annual salary.
The Company foresees a termination indemnity for the Chief Executive Officer equal to one and a half times the annual
total target salary in the event that the Board of Directors has concluded that the Chief Executive Officer can no longer
fulfil his position as a result of change of the Company’s strategy or policies or as a result of a change in control of the
Company. The termination indemnity would be paid only provided that the performance conditions assessed by the Board
of Directors would have been fulfilled by the Chief Executive Officer.
Provision III.7.2 of the Dutch Code recommends that non-Executive Directors who hold securities in the Company should
keep them as a long-term investment. It does not encourage non-Executive Directors to own shares.
The Company does not require its non-Executive Directors who hold shares in its share capital, to keep such shares as a
long-term investment. Although Non-Executive Directors are welcome to own shares of the Company, the Company
considers it is altogether unclear whether share ownership by non-Executive Directors constitutes a factor of virtuous
alignment with stakeholder interest or maybe a source of bias against objective decisions.
Provision IV.3.1 of the Dutch Code recommends meetings with analysts, presentations to analysts, presentations to
investors and institutional investors and press conferences shall be announced in advance on the company's website and
by means of press releases. In addition, it recommends that provisions shall be made for all shareholders to follow these
meetings and presentations in real time and that after the meetings the presentations shall be posted on the company’s
website.
The Company does not always allow shareholders to follow meetings with analysts in real time. However, the Company
ensures that all shareholders and other parties in the financial markets are provided with equal and simultaneous
information about matters that may influence the share price.
5. Gender diversity
The Company strives to comply with composition guidelines whereby the Board of Directors would be composed in a
balanced way if it contains at least 30% women and at least 30% men. These percentages are based on those included in
a Dutch draft bill that is expected to come into force in the course of 2016 in continuation of legislation in force up to 31
December 2015 stipulating the same percentages. With the election of Amparo Moraleda to the Company’s Board of
Directors at the AGM held on 27 May 2015, the female representation on the Board increased to 16.7%. The Company is
pleased with this development and will continue to promote gender diversity within its Board of Directors by striving to
increase the proportion of female Directors.
For information on the operation of the shareholders' meeting and its key powers and on shareholders' rights and how
they can be exercised, please refer to section 3.1 “Shareholding and voting rights – right to attend shareholders’
meetings“.
For information on (i) significant direct and indirect shareholdings, (ii) holders of shares with special control rights, (iii) rules
governing appointment and dismissal of Directors, (iv) amendments to the Articles of Association, and (v) the delegation
to the Board of Directors of the power to issue or buy back shares, please refer to section 3.1 “Shareholding and voting
rights – Shareholding structure at the end of 2015“, section 3.2 “Relationships with Principal Shareholders“, section 4.1.1
“Composition, powers and rules“, section 3.1 “Shareholding and voting rights – Amendments to the Articles of
Association“ and section 3.1 “Shareholding and voting rights – Modifications of share capital or rights attached to shares”
4.4.1 INTRODUCTION
The Board of Directors and the Remuneration and Nomination Committee (“RNGC”) are pleased to present the 2015
Remuneration Report.
4.4.3 sets out the changes to the Remuneration Policy that will be proposed for adoption by the 2016 AGM;
4.4.4 illustrates how the Remuneration Policy was applied in 2015 in respect of the CEO, the only Executive Member
of the Board of Directors. (The cumulated remuneration of all Group Executive Committee Members is presented in
the “Notes to the Consolidated Financial Statements (IFRS) — Note 8: Related Party Transactions”;
4.4.5 illustrates how the Remuneration Policy was applied in 2015 in respect of the non-Executive Members of the
Board of Directors;
4.4.6 miscellaneous.
The Remuneration Policy covers all members of the Board of Directors: the CEO (who is the only Executive Director) and
the other members of the Board (which is comprised of non-Executive Directors).
It should be noted that although the Policy relating to executive remuneration only refers to the CEO, these principles are
also applied to the other members of the Group Executive Committee, who do not serve on the Board of Directors, and to
a large extent to all executives across the Group. Upon proposal by the CEO, the RNGC analyses and recommends, and
the Board of Directors decides the remuneration of the Members of the Group Executive Committee.
The Board of Directors and the RNGC are committed to making sure that the executive remuneration structure is
transparent and comprehensible for both executives and investors, and to ensure that executive rewards are consistent
and aligned with the interests of long-term shareholders.
Before setting the targets to be proposed for adoption to the Board of Directors, the RNGC considers the financial
outcome scenarios of meeting performance targets, as well as of maximum performance achievements, and how these
may affect the level and structure of the executive remuneration.
The Total Direct Compensation for the CEO comprises a Base Salary, an Annual Variable remuneration (“VR”) and a
Long-Term Incentive Plan (“LTIP”). The three elements of the Total Direct Compensation are each intended to comprise
1/3 of the total, assuming the achievement of performance conditions is 100% of target.
The level of Total Direct Compensation for the CEO is set at the median of an extensive peer group. The benchmark is
regularly reviewed by the RNGC and is based on a peer group which comprises:
Global companies in Airbus Group’s main markets (France, Germany, UK and US); and
*
Unless otherwise indicated, EBIT* figures presented in this report are Earning before Interest and Taxes, pre-goodwill impairment and exceptionals.
The Remuneration Committee regularly benchmarks the CEO’s Total Direct Compensation (Base Salary, Annual Variable
Remuneration and LTIP) against an extensive peer group. The last review took place in October 2014, and was
completed with the assistance of an independent consultant: Towers Watson. The relevant peer groups that were
considered were proposed by Towers Watson, and comprised 31 companies having comparable economic indicators
such as revenue, number of employees, and market capitalization. Financial institutions were excluded from the peer
group (you may refer to Paragraph 4.4.4 below for further details).
This review showed that the CEO’s Total Direct Compensation was slightly below the median level of the peer group.
Based on these findings and with regards to the track record of the CEO, the RNGC recommended to increase the Total
Target Remuneration of the CEO by 7% to € 3,000,000 (€ 1,500,000 Base Salary + € 1,500,000 Target Variable Pay). in
the frame of the renewal of his mandate. This increase takes into consideration the fact that his remuneration was not
reviewed since 2012 and is in line with the salary policy applied to employees across the Group over that period.
As illustrated in the table below, the structure of the CEO’s Total Direct Compensation will remain unchanged in 2016. Indeed,
the on-target levels of Annual Variable Remuneration and LTIP will each amount to 100% of the CEO’s base salary.
Target
Maximum
0 1 2 3 4 5 6 7 8 9
Base Salary Variable Remuneration (VR) Long Term Incentive (LTIP)
The Base Salary of the CEO is determined by the Board of Directors, taking into account the peer group analysis
mentioned above.
The variable remuneration is a cash payment that is paid each year, depending on the achievement of specific and
challenging performance targets. The level of the variable remuneration for the CEO is targeted at 100% of Base Salary; it
is capped at a maximum level of 200% of Base Salary. The entire variable remuneration is at-risk, and therefore if
performance targets are not achieved sufficiently, no variable remuneration is paid.
The performance measures that are considered when awarding the variable remuneration to the CEO are split equally
between Common Collective performance measures and Individual performance measures.
The Common Collective component is based on EBIT* (45%), Free Cash Flow (45%) and RoCE (10%) objectives. Each
year, the Airbus Group Board of Directors sets the goals for these key value drivers at Group and Division levels. The
Common Collective financial targets relate closely to internal planning and to guidance given to the capital market
(although there may be variations therefrom).
To calculate the Common Collective annual achievement levels, actual EBIT*, Free Cash Flow and RoCE performance
are compared against the targets that were set for the year. This comparison forms the basis to compute achievement
levels, noting that the actual EBIT*, Free Cash Flow, and RoCE levels are occasionally adjusted for a limited number of
factors which are outside management control (such as certain foreign exchange impacts or unplanned Merger and
Acquisition activities). The RNGC’s intention is to ensure ambitious financial targets and to incentivise the CEO’s
commitment to meeting these targets.
Outcomes encompass various aspects of what the CEO can do to contribute to the success of the business: specific
business results he helps achieve, projects he drives and processes he helps improve. The individual targets of the
CEO are comprehensive and shared with all employees via the Company Top Priorities;
Behaviour refers to the way results have been achieved, which is also critical for long term success: how the CEO
and the Board of Directors work as a team, how the CEO leads the Group Executive Committee, quality of
communication, encouragement of innovation, etc. A specific part of the Behaviour assessment relates to ethics,
compliance and quality issues.
For the CEO, the Company’s current Long-Term Incentive Plan (“LTIP”) is comprised only of Performance Units. One Unit
is equal in value to one Airbus Group share.
Performance Units
Performance Units are the long-term equity-related incentive awards that are currently granted to the CEO. LTIP
awards are granted each year. Each grant is subject to a three-year cumulative performance objective. At the end of
the three-year period, the grant is subjected to a performance calculation to determine whether and to what extent it
should vest. Depending on continued employment, grants attributed until 2013 will vest in four tranches, the payment
of which takes place approximately 6, 12, 18 and 24 months following the end of the performance period. Depending
on continuous employment, grants attributed from 2014 would vest in two tranches, the payment of which would take
place approximately 6 and 18 months following the end of the performance period.
LTIP-Scheme
At the date of grant, the CEO must decide what portion of the allocation (subject to the performance calculation) will
be released as cash payments and what portion will be converted into shares. At least 25% (and up to 75%) of the
award must be deferred into shares, and will only be released on the last vesting date.
For each payment in cash, one Unit is equal to the value of one Airbus Group share at the time of vesting. The Airbus
Group’s share value is the average of the opening share price, on the Paris Stock Exchange, during the twenty
trading days preceding and including the respective vesting dates. For the conversion into shares, one Unit
corresponds to one Airbus Group share.
0-50% of the allocation: The Board of Directors has the discretion to decide that this element of the Performance Unit
award will not vest if Airbus Group reports negative cumulated EBIT* results;
50-150% of the allocation: This element of the Performance Unit award vests based on one performance criteria:
average Earnings Per Share. Starting with the 2013 plan, the Company proposes that this element be based on two
performance criteria: average Earnings Per Share (75%) and cumulative Free Cash Flow (25%).
For reasons of confidentiality, the precise targets set for the cumulated FCF and average EPS, even though they have
been properly established in a precise manner, cannot be publicly disclosed as these objectives are in part linked to
Airbus Groups’ strategy. Nonetheless, for the sake of transparency and to ensure compliance with best market practices,
forward-looking information demonstrating the stringency of the targets set by the Board of Directors are provided for the
previous long term incentive plans.
the value that could result from share price increases is capped at 200% of the reference share price at the date of
grant;
the overall pay-out is capped at 250% of the value at the date of grant.
The Board of Directors has established a share ownership guideline pursuant to which the CEO is expected to
acquire Airbus Group shares with a value equal to 200% of Base Salary and to hold them throughout his tenure.
g) Benefits
The benefits offered to the CEO comprise a company car and accident insurance. Travel cost reimbursements are
based on the Company travel policy as applicable to all employees.
h) Retirement
The CEO is entitled to a retirement benefit. The Company’s policy is to provide a pension at retirement age that
equals 50% of Base Salary, once the CEO has served on the Group Executive Committee for five years. This
pension can increase gradually to 60% of Base Salary, for executives who have served on the Group Executive
Committee for over ten years, and have been Airbus Group employees for at least 12 years.
In the case of contract termination, the CEO is entitled to an indemnity equal to 1.5 times the Total Target
Remuneration (defined as Base Salary and target Annual Variable Remuneration) with respect to applicable local
legal requirements if any. This will not apply if the CEO mandate is terminated for cause, in case of dismissal, if he
resigns or, if the CEO has reached retirement age.
The CEO’s contract includes a non-compete clause which applies for a minimum of one year, and can be extended at
the Company’s initiative for a further year. The Board of Directors has the discretion to invoke the extension of the
non-compete clause. The compensation for each year that the non-compete clause applies is equal to 50% of the last
Past LTIP awards may be maintained, in such cases as in the case of retirement or if a mandate is not renewed by
the Company without cause. The vesting of past LTIP awards follows the plans’ rules and regulations and is not
accelerated in any case. LTIP awards are forfeited for executives who leave the Company of their own initiative, but
this is subject to review by the Board of Directors.
j) Clawback
Recent changes to Dutch law introduced the possibility for the Company to deduct or claw back part of the CEO’s
variable cash remuneration (i.e. VR) or equity-related remuneration (excluding the LTIP element settled in cash)
served by the Company if certain circumstances arise.
Any revision, claw back, or amounts deducted from the CEO’s remuneration will be reported in the financial notes of
the relevant Annual Report.
k) Loans
Each of these fees is a fixed amount. Non-Executive Members of the Board do not receive any performance or
equity-related compensation, and do not accrue pension rights with the Company in the frame of their mandate,
except what they would receive in the frame of a current or past executive mandate. These measures are designed to
ensure the independence of Board Members and strengthen the overall effectiveness of the Company’s corporate
governance.
The Company does not encourage non-Executive Directors to purchase Company shares.
Under the current policy, members of the Board are entitled to the following fees:
Fixed fee for membership of the Board EUR / year
Chairman: 10,000
Member: 5,000
Committee Chairmanship and Committee Membership fees are cumulative if the concerned non-Executive Director
belongs to two different Committees. Fees are paid twice a year at the end of each semester (as close as possible to
the Board meeting dates).
In order to recognize the increase in Board members’ responsibilities, their greater time commitment and the Group’s
continuous need to attract and retain highly competent members, a comprehensive review of the Board remuneration
policy was undertaken in 2015.
In the meeting on February 23, 2016 the Board confirmed the recommendation of the RNGC to increase the total target
remuneration of the Chairman of the Board of Directors to EUR 300,000 (currently EUR 240,000) while that of a non-
executive Director shall increase to EUR 140,000 (currently EUR 110,000). The calculation is based on 6 regular Board
meetings per year. This increase is the first since the comprehensive revision and modification of the Board remuneration
policy launched by the Board of Directors in 2007.
Incentivising Board attendance the new Board remuneration policy will double the attendance fee of a non-executive
Director to EUR 10,000 while leaving the fixed fee unchanged. The Chairman’s remuneration will be increased with
regards to both the fixed fee by EUR 30,000 and the attendance fee by EUR 5,000. However, attendance fees will
decrease by 50% in case of an attendance by phone.
For personal reasons, Denis Ranque decided to waive the portion of his remuneration as Chairman of the Board of
Directors which exceeds EUR 240,000 (his current total target remuneration) until further notice. The Board
recommended that the Company makes an annual contribution of € 60,000 to the Airbus Group Foundation as long as
Denis Ranque waives the part of his remuneration which exceeds € 240,000.
The proposal is to increase the Chairman’s remuneration with regards to both the fixed fee and the attendance fee:
NON-EXECUTIVE DIRECTORS
The proposal is to increase the attendance fees of the non-executive directors; the objective being to incentivise the
attendance. The fixum would remain unchanged,
MEMBERSHIP OF A COMMITTEE
Pursuant to shareholders' resolutions adopted at the AGM, the powers to issue shares and to set aside preferential
subscription rights of existing shareholders have been granted to the Board of Directors. Such powers include the
approval of ESOP.
At the 2016 AGM, the Board of Directors is proposing that shareholders adopt a number of amendments to the Airbus
Group Remuneration Policy.
CEO remuneration: The remuneration of the CEO was not reviewed since 2012. Therefore, in the frame of the
renewal of his mandate, the Company proposes to increase the remuneration of the CEO as described above.This
increase takes into consideration the track record of the CEO and is in line with the salary policy applied to
employees across the Group over that period.
LTIP: In order to maintain the alignment with shareholders’ interests, and to ensure both the Company and the
beneficiaries benefit from new tax and social regimes (offered by the Macron Act in France in favour of French tax
resident employees), the Company intends to replace all or part of future LTIP allocations with substantially similar
instruments, such as performance shares or other equity-related allocations. As with the Performance Units, the
value of the CEO’s LTIP allocation would continue to be capped as a percentage of Base Salary at the date of grant
and be subject to performance conditions. The other features would remain unchanged (performance conditions
assessed over a 3 year period based on relevant financial criteria: average Earning Per Share and cumulated Free
Cash Flow) with stringent targets set, as demonstrated by the past Group practice.
ESOP: The Company intends to implement an ESOP in 2017, subject to approval by the Board of Directors, open to
all qualifying employees (including the CEO). The Company intends to replace future ESOP through the issuance of
shares or free distribution of shares of other existing or new securities giving access to the capital as a matching
contribution. This plan would aim at favouring the development of employee shareholding.
a) Benchmarking
The RNGC regularly benchmarks the CEO’s Total Direct Compensation (Base Salary, Annual Variable Remuneration
and LTIP) against an extensive peer group.
The last review took place in October 2014, and was completed with the assistance of an independent consultant:
Towers Watson. The relevant peer groups that were considered were proposed by Towers Watson, and comprised
31 companies* having comparable economic indicators such as revenue, number of employees, and market
capitalisation. Financial institutions were excluded from the peer group.
Based on this review the RNGC concluded again this year, that the CEO’s Total Direct Compensation was slightly
below the median level of the peer group.
[*France: Air Liquide, Danone, Michelin, Renault, Sanofi, Schneider Electric, GDF Suez, Vinci. Germany: BASF, Bayer, BMW, Daimler, Lufthansa,
Deutsche Post World Net, Deutsche Telekom, E.ON, Henkel, RWE, SAP, Siemens, ThyssenKrupp. UK: Anglo American, BP, GlaxoSmithKline,
Glencore, Imperial Tobacco, Rio Tinto, Rolls-Royce, Royal Dutch Shell, Unilever. US: AT&T, Boeing, Caterpillar, Cisco Systems, Coca-Cola, General
Electric, IBM, Intel, Johnson & Johnson, Microsoft, Pfizer, Procter and Gamble, United Technologies, Verizon.]
b) Base Salary
For 2015, the Base Salary was set by the Board of Directors at € 1,400,004 (unchanged compared to the annualised
salary paid in the previous year). The CEO’s Base Salary level was set in July 2012, shortly after his appointment.
Any review of the CEO’s Base Salary will also take into consideration salary increases of employees across the
Group.
As stipulated in the Company’s Remuneration Policy, the CEO’s Annual Variable remuneration is targeted at 100% of
Base Salary and capped at 200% of Base Salary. It is subject to the fulfilment of Collective and Individual
performance targets.
For 2015, the Annual Variable Remuneration amounted to an aggregate € 1,932,000 composed of € 987,000 for the
Common Collective Component (141%), and € 945,000 for the Individual part (135%).
The Common Collective Component results from a composite 141% achievement of EBIT*, Free Cash Flow and
RoCE objectives.
This achievement mainly reflects a significant Free Cash Flow before M&A over-performance against the budgeted
target and guidance given to the market; the main drivers of that success were the solid operational performance,
healthy pre-delivery payments inflows, and on-going efforts to control working capital during programme ramp-up
phase.
EBIT*, compared to the budgeted target and guidance, was globally good, in spite of an unplanned A400M
provisions. Finally, RoCE slightly exceeded the target, thanks to a well-controlled capital employed.
Normalisation adjustments of EBIT* were made to exclude currency exchange differences against the budget rate,
or those arising from phasing mismatches. Importantly, the impact of M&A (especially the Dassault shares sale) was
excluded from EBIT* and Free Cash Flow to determine the achievement level.
The Individual part results from a high achievement level of 135% out of 200%, assessed by the RNGC and
approved by the Board on the basis of the CEO's performance and behaviour, mostly with respect to the eight Group
priorities agreed at the start of the year (see: Chapter 2 - Summary 2015). For each of these outcomes, leadership,
personal performance and contributions were examined.
The factors determining the high assessment were among other achievements: a solid financial and operational
performance with a record order book supporting the commercial aircraft ramp-up plans and driving operational
efficiency (e.g.: break even on the A380 programme, delivery of 14 A350s in the first year of industrialization,
acceleration of the A350 and A400M ramp-ups and A320neo transition, signature of Ariane 6, launch of the X6); an
initiated digital strategy (e.g.: selection of OneWeb to build 900 small satellites to enable global internet access,
creation of a new corporate venture capital and business innovation center in Silicon Valley, and the implementation
of a cyber security improvement plan); reinforcement of corporate social responsibility (e.g.: opening of new algae
cultivation facility to produce bio-kerosene and chemical products, launching of a programme to help airlines reduce
their environmental footprint with tailored services and expertise), reinforced anti-corruption policy and programme
(e.g.: updating Group policies with overarching standards of business conduct, integrity and transparency, including
for suppliers and business partners); a reinforced worldwide footprint with local industrial presence (e.g.: inauguration
of Airbus Final Assembly Line in Alabama, launching of ’Make-in-India‘ initiative).
Granting 2015
As stipulated in the Company’s Remuneration Policy, the CEO is eligible for a Performance Unit award under the
Company’s LTIP. The value of the Performance Unit award is capped at 100% of Base Salary at the date of grant.
During 2015 the CEO was granted 24,862 Performance Units.
The table below gives an overview of the Performance Units granted to the Chief Executive Officer in 2015 pursuant
to the LTIP:
In 2015, the CEO received both cash payments and vested shares in connection with the vesting of 2010 and 2011
LTIP awards:
Cash: The total cash payment to the CEO amounted to € 3,148,629.
Shares: In connection with the 2010 LTIP award, the CEO had elected that 25% of his grant should be deferred into
shares. Therefore, the CEO received 18,496 vested shares on the fourth vesting date for the 2010 LTIP (4th
November 2015).
In connection with the 2011 LTIP award, the CEO had elected that 25% of his grant should be deferred into shares.
Therefore, the vesting of 8,224 Performance Units was delayed and these will be released in the form of shares on
the fourth vesting date for the 2011 LTIP (which will take place in 2016).
In connection with the 2012 LTIP award, the CEO had elected that 25% of his grant should be deferred into shares.
Therefore, the vesting of 12,575 Performance Units will be delayed and these will be released in the form of shares
on the fourth vesting date for the 2012 LTIP (which will take place in 2017).
Share
price
Date at Units with Dates
of grant Value at Performance performance of
grants Number date grant date (Un)conditional achievement achievement vesting 2014 Share value at vesting dates
4 3rd vesting – 6 May 2015 : € 62.17
vestings
in 2014 4th vesting –
2010 54,400 € 18.40 € 1,000,960 Conditional 136% 73,984 - 2015 4 November 2015 : € 57.97
4
1st vesting – 6 May 2015 : € 62.17
vestings
in 2015 2nd vesting –
2011 51,400 € 21.41 € 1,100,474 Conditional 128% 65,792 - 2016 4 November 2015 : € 57.97
4
Not yet Not yet vestings
known known in 2016
2012 50,300 € 27.83 € 1,399,849 Conditional - 2017 Not yet known
4
vestings
Not yet Not yet in 2017
2013 30,300 € 46.17 € 1,398,951 Conditional known known - 2018 Not yet known
2
vestings
Not yet Not yet in 2018
2014 29,500 € 47.45 €1,399,775 Conditional known known - 2019 Not yet known
2
vestings
Not yet Not yet in 2019
2015 24,862 € 56.31 €1,399,979 Conditional known known - 2020 Not yet known
if the Airbus Group reports negative cumulated EBIT* results, the definitive grant shall be 0%.
50% to 150% of the allocation would be granted on a linear basis depending on three year average EPS for the 2012,
2013 and 2014 fiscal years, with the three year average EPS target for an allocation of 100% equal to 1.55 euro.
2010 54,400 0.90 euro 1.54 euro 136% 73,984 0.15 euro*
2011 51,400 1.55 euro 2.10 euro 128% 65,792 0.56 euro**
[*Average EPS of 2009, 2008 and 2007] [** Average EPS of 2010, 2009 and 2008.]
e) Share ownership
The CEO owned 64,521 Airbus Group shares on 31/12/2015, which represents more than 200% base salary. He
herewith respects the Group’s share ownership policy.
In March 2015, the Company has invited employees of the Group to subscribe for a share matching plan whereby the
Company matched a certain number of directly acquired shares with a grant of matching shares. This ratio varied
depending on the number of shares acquired at fair market value by the employees, with a maximum discount of
50%. The total offering was up to 2 million shares of the Company, open to all qualifying employees.
Under the umbrella of the ESOP 2015, a dedicated UK tax advantageous Share Incentive Plan, SIP, was also
deployed in March 2015.
Although the CEO was eligible to the plan, he did not participate to the ESOP 2015 plan favouring the development of
a shareholding among other employees of the Group.
g) Benefits
As stipulated in the Company’s Remuneration Policy the CEO’s benefits comprise a Company car and accident
insurance. The monetary value of these benefits for 2015 amounted to € 69,050.
h) Retirement
As of 31 December 2015, the present value of the CEO’s pension defined benefit obligation including deferred
compensation amounted to € 17,118,048 vs. 18,584,426 a year ago. While the plan benefits remain identical, the
present value of the pension obligation was calculated applying a 1.9% discount rate in 2014 compared to a 2.3%
discount rate in 2015, which mainly explains the change in value. For the fiscal year 2015, the current service and
interest costs related to the CEO’s pension promise represented an expense of € 1,079,861. This obligation has been
accrued in the Consolidated Financial Statements.
The defined benefit obligation for the CEO’s Company pension results from the Company’s pension policy as
described above and takes into account (1) the seniority of the CEO in the Company and on its Group Executive
Committee and (2) the significantly lower public pension promise deriving from the German social security pension
system, compared to a pension resulting from membership in the French pension system.
i) Clawback
The RNGC recommended and the Board of Directors decided not to increase non-executive fees in 2015, and
therefore the non-executive fees remain unchanged from the level set in October 2007. The CEO is the only Member
of the Board of Directors who is not entitled to any Board membership fee.
Summary table of the 2015 and 2014 fees of all non-Executive Members of the Board (current and former):
*
The Fixum related to 2014 was paid in 2015; the Fixum related to 2015 was paid 50% in July 2015 and 50% in January 2016.
**
The Board meetings of March 24 and June 3 were telephone-based and it was agreed that no remuneration will be paid for it.
***
Member of the Company Board of Directors, Audit Committee as of 27/05/2015.
The Company’s general policy is not to grant any loan to the Members of the Board of Directors. Unless the law
provides otherwise, the Members of the Board of Directors shall be reimbursed by the Company for various costs and
expenses, like reasonable costs of defending claims. Under certain circumstances, such as an act or failure to act by
a Member of the Board of Directors that can be characterised as intentional, intentionally reckless, or seriously
culpable, there will be no entitlement to this reimbursement. The Company has also taken out liability insurance
(“D&O” – Directors & Officers) for the persons concerned.
In June 2013 the CEO described the importance of the Company’s dedication towards Ethics and Compliance
(“E&C”) in the following way: “Within the Airbus Group, it’s not just our results that matter – it’s the way we achieve
them”. The Airbus Group Ethics and Compliance Programme (“the Airbus Group E&C Programme”) seeks to
ensure that the Group’s business practices conform to applicable laws and regulations as well as to ethical business
principles and thus establish a culture of integrity. The Company is convinced that such a culture helps to sustain the
Group’s global competitiveness.
There are two foundation documents in the Group E&C Programme: the “Standards of Business Conduct” which
were revised in 2013 and “Our Integrity Principles” which summarises the Group’s 6 key Ethics and Compliance
commitments and which was rolled out group-wide to each individual employee in 2013 by his / her manager.
Those foundation documents are complemented by policies addressing specific topics and providing the necessary
framework for Airbus Group to operate. In light of regulatory investigations and commercial disputes, the Group has
determined to enhance certain of its policies, procedures and practices, including ethics and compliance. The Group
is accordingly in the process of revising and implementing improved procedures, including those with respect to its
engagement of consultants and other third parties, in particular in respect of sales support activities, and is
conducting enhanced due diligence as a pre-condition for future or continued engagement and corresponding
payment. The Group believes that these enhancements to its controls and practices best position it for the future,
particularly in light of advancements in regulatory standards. The Group cannot exclude that these changes lead to
additional commercial disputes or other consequences in the future.
In terms of organization, in 2015 the decision was made to merge the Ethics & Compliance Organisation with the
Legal Department under the ultimate responsibility of the Group General Counsel. The Group General Counsel
reports to the CEO and is now a Group Executive Committee member and reports to the Board. In order to maintain
the necessary independence, the SVP Group Ethics and Compliance Officer (“ECO”), reports to the Group General
Counsel and has access to the Audit Committee of the Board of Directors.
This integration at Group level was then replicated at Division level. As a result, the Divisions’ Ethics and Compliance
Officers now report to their respective Division General Counsel who themselves report to the Group General
Counsel. The Divisions’ Ethics & Compliance Officers also have a dotted line to the Group ECO.
To further ensure its independence, the decision was also made to fully integrate the new Legal and Compliance
function, such that the Division General Counsels report only to the Group General Counsel.
The E&C Programme sets the rules and policies and deals with the allegations and investigations;
The Export Compliance Office ensures that the activities of the Group comply with all relevant export control rules and
with the internal “sensitive countries” policy;
The Procurement Compliance Officer supervises compliance in the supply chain; while
Under the responsibility of the Group General Counsel, each Division has a Divisional E&C Organisation that is
embedded within the business through a network of E&C representatives. In recent years, we have enlarged our
footprint of E&C representatives and they are now present in all functions and locations of the Business.
Furthermore, in 2015 we maintained five E&C Country Managers in the following zones: Brazil, India, Russia Middle
East and Africa, China. The E&C Country Managers report to the Group Ethics & Compliance organization.
Like previous years, E&C was a top priority for the Group in 2015 and the E&C Organisation had a set of objectives.
Similarly, each of our Executives had E&C objectives to meet.
Our E&C Cycle includes the following steps which are put in motion by empowered E&C Resources:
Employees, customers, suppliers, and third-party intermediaries are encouraged to freely share their E&C concerns
with the management or with E&C resources. While we have a non-retaliation principle, we recognise that a
confidential channel for reporting may be useful and we have an alert system called OpenLine. Subject to local legal
restrictions, OpenLine is available to employees of controlled entities in France, Germany, Spain, the UK, Australia,
Brazil, Canada, China, Mexico and Saudi Arabia. It has been extended to India in 2015. A separate system is also
available for the USA. The Airbus Group OpenLine can be used by employees to raise concerns in relation with
Corruption and Bribery, Accounting, Finance, Anti-Competitive practices, Harassment, Conflicts of Interest, Quality or
Product Safety.
Applied across the Group and its main subsidiaries, ERM facilitates achieving and applying common understanding,
methodology, practice and language. ERM is a permanent top-down and bottom-up process, which is executed
across Airbus Group Divisions on each level of the organisation. It is designed to identify and manage risks and
opportunities focusing on business-relevant aspects. A particular focus is put on the operational dimension due to the
importance of Programmes and Operations for Airbus Group.
early warning;
Enterprise Risk Management is an operational process embedded into day-to-day management activities of
Programmes, Operations and Functions. A reporting synthesis is made and consolidated on a regular basis (quarterly
and yearly).
identify, assess, control and mitigate risks, and seize and capture opportunities;
ERM reporting to the Board of Directors and Audit Committee (AC) respectively;
design and effectiveness of the internal risk management and control systems.
The objectives, principles and process for the ERM system as endorsed by the Board of Directors are set forth in the
Company’s ERM Policy and communicated throughout the Group. The Company’s ERM Policy is supplemented by
various manuals, guidelines, handbooks, etc. External standards that contribute to the Company’s ERM system
include the Internal Control and ERM frameworks of COSO, as well as industry-specific standards as defined by the
International Standards Organisation (ISO).
The ERM system comprises an integrated hierarchical bottom-up and top-down process to enable better
management and transparency of risks and opportunities. At the top, the Board of Directors and the Audit Committee
discuss major risks and opportunities, related risk responses and opportunity capture as well as the status of the
ERM system, including significant changes and planned improvements. This is based on systematic bottom-up
information including management judgement. The results are then fed back into the organisation.
the operational process, which consists of a sequence of eight consistent standardised components to enhance
operational risk and opportunity management;
the reporting process, which contains procedures for the status reporting of the ERM system and the risk/opportunity
situation;
the compliance process, which comprises procedures to assess the effectiveness of the ERM system; and
the support process, which includes procedures to maintain and increase the quality of the ERM system.
The ERM process applies to all relevant sources of risks and opportunities, which are potentially affecting the
Company activities, its businesses as well as its organisation in the short-, middle- and long-term. The ERM process
is part of the management process and interrelated with the other processes. The details of application of the ERM
process vary with the risk appetite of management and the size, structure and nature of the organisational unit,
programme/project, department or process. Nonetheless, the fundamental principles of the Company’s ERM Policy
generally apply.
For the main risks to which the Group is exposed. See “— Chapter 4.7 (Risk Factors)” of this document.
The governance structure and related responsibilities for the ERM system are as follows:
the Board of Directors supervises the design and effectiveness of the ERM system including management actions to
mitigate the risks inherent in the Company’s business activities. The board discusses the major risks based on ERM
reporting or as required depending on development of business risks. The board is supported by the Audit
Committee, which discusses at least yearly the activities with respect to the operation, design and effectiveness of
the ERM system;
the Group’s Chief Executive Officer, backed by the Group Executive Committee, is responsible for an effective ERM
system, the related internal environment (i.e. values, culture) and risk philosophy. He is supported by the Group’s
Chief Financial Officer, who supervises the Head of Risk and Opportunity Management Airbus & Airbus Group, and
the ERM system design and process implementation;
the Head of Risk and Opportunity Management Airbus & Airbus Group has primary responsibility for the ERM
strategy, priorities, system design, culture development and reporting tool. He supervises the operation of the ERM
system and is backed by a dedicated risk management organisation on Group and Division level focusing on the
operational dimension, early warning and anticipation culture development while actively seeking to reduce overall
the management on executive levels assume responsibility for the operation and monitoring of the ERM system in
their respective area of responsibility. They seek to ensure transparency and effectiveness of the ERM system and
adherence to its objectives. They take responsibility for the implementation of appropriate response activities to
reduce probability and impact of risk exposures, and conversely for the implementation of appropriate responses to
increase probability and impact of opportunities.
ERM Effectiveness
ERM CoC, based on ERM reports, confirmation letters, in situ sessions (risk reviews etc.), participation to key controls
(e.g. major Programme Maturity Gate Reviews).
The combination of the following controls is designed to achieve reasonable assurance about ERM effectiveness:
Organisation Explanations
Regular monitoring
Board of Directors/
The Board of Directors and the Audit Committee review, monitor and supervise the ERM
Audit Committee
system.
ERM as part of the regular divisional business reviews
Results of the operational risk and opportunity management process, self-assessments
Top Management
and confirmation procedures are presented by the Divisions or Business Units to top
management.
ERM confirmation letter procedure
Management Entities and department heads that participate in the annual ERM compliance procedures
have to sign ERM confirmation letters.
ERM effectiveness measurement
Assess ERM effectiveness by consideration of ERM reports, ERM confirmations, in situ
ERM department
sessions (risk reviews etc.), participation to key controls (e.g. major Programme Maturity
Gate Reviews).
Audits on ERM
Corporate Audit Provide independent assurance to the Audit Committee on the effectiveness of the ERM
system.
Alert System
Ethics and Compliance Detect deficiencies regarding conformity to applicable laws and regulations as well as to
ethical business principles.
Board Declaration
The Board of Directors believes to the best of its knowledge that the internal risk management and control system
over financial reporting has worked properly in 2015 and provides reasonable assurance that the financial reporting
does not contain any errors of material importance.
No matter how well designed, all ERM systems have inherent limitations, such as vulnerability to circumvention or
overrides of the controls in place. Consequently, no assurance can be given that the Company’s ERM system and
procedures are or will be, despite all care and effort, entirely effective.
As a global company, the Company’s operations and performance depend significantly on market and economic conditions
in Europe, the US, Asia and the rest of the world. Market disruptions and significant economic downturns may develop
quickly due to, among other things, crises affecting credit or liquidity markets, regional or global recessions, sharp
fluctuations in commodity prices (including oil), currency exchange rates or interest rates, inflation or deflation, sovereign
debt and bank debt rating downgrades, restructurings or defaults, or adverse geopolitical events (including those in the
Near and Middle East, Ukraine, Africa and other regions). Any such disruption or downturn could affect the Company’s
activities for short or extended periods and have a negative effect on the Company’s future results of operation and financial
condition.
In recent years European financial markets have experienced significant disruptions as a result of concerns regarding the
ability of certain countries in the euro-zone to reduce their budget deficits and refinance or repay their sovereign debt
obligations as they come due. The European Central Bank and euro-zone policy makers have so far succeeded to stabilise
the euro-zone and the European banks. However, austerity measures as well as lower credit supply to the real economy
have slowed down economic activity and as a result consumer prices are far below the target levels. The European Central
Bank has amplified its expansive monetary policy in order to fight against deflationary trends, induce economic growth and
complement structural reforms. The policy includes negative deposit rates and a quasi open-ended quantitative easing
programme started in March 2015 and further extended in December 2015 to an equivalent of about € 1.5 trillion which
triggered a weakening of the euro. The progressive implementation of an institutional framework for Eurozone has
decreased the immediate pressure on EU sovereign debt but risks for medium term economic prospects remain.
Improving economic fundamentals such as in particular the low unemployment rate in the U.S. have triggered the first
increase in interest rates of 0.25% by the Federal Reserve in nearly a decade signalling confidence in the continued
strength and sustainability of a U.S. recovery. The strong labour market, the recovery of the housing prices, and low energy
cost support the recovery of the US economy. However, a further strengthening of the US dollar, the slowdown of growth in
Emerging Countries, the fall of equity markets and more globally the development of risk aversion may reduce the growth
dynamic in the US. Risks on growth and more importantly deflationary risks linked to the drop of oil price might reduce the
pace and magnitude of the further normalization of the US monetary policy. Medium term concerns about the increasing
budget deficit and the sustainability of sovereign debt will likely have to be addressed over the next several years through a
combination of tax increases, agreed budget cuts or budget sequestration in defence and entitlement spending, combined
with an increase in the debt ceiling to finance further borrowing. This could negatively affect economic growth in the US and
worldwide, the creditworthiness of US Treasury securities and the exchange rate of the US dollar against other major
currencies (in particular euro or pound sterling), which may in turn adversely impact the Company’s sales in the defence
sector, the market value of the Company’s investments or the exchange rates at which the Company is able to hedge its
foreign currency exposure.
China has acknowledged additional downward revisions in its GDP growth targets, confirming fears of a slowdown in the
world’s largest growth engine. This reversion in Chinese demand is exacerbating pressures on global commodity markets
If economic conditions were to deteriorate, or if more pronounced market disruptions were to occur, there could be a new or
incremental tightening in the credit markets, low liquidity, and extreme volatility in credit, currency, commodity and equity
markets. This could have a number of effects on the Company’s business, including:
requests by customers to postpone or cancel existing orders for aircraft (including helicopters) or decision by
customers to review their order intake strategy due to, among other things, lack of adequate credit supply from the
market to finance aircraft purchases or change in operating costs or weak levels of passenger demand for air travel
and cargo activity more generally;
an increase in the amount of sales financing that the Company must provide to its customers to support aircraft
purchases, thereby increasing its exposure to the risk of customer defaults despite any security interests the
Company might have in the underlying aircraft;
further reductions in public spending for defence, homeland security and space activities, which go beyond those
budget consolidation measures already proposed by governments around the world;
financial instability, inability to obtain credit or insolvency of key suppliers and subcontractors, thereby impacting the
Company’s ability to meet its customer obligations in a satisfactory and timely manner;
continued de-leveraging as well as mergers, rating downgrades and bankruptcies of banks or other financial
institutions, resulting in a smaller universe of counterparties and lower availability of credit, which may in turn reduce
the availability of bank guarantees needed by the Company for its businesses or restrict its ability to implement
desired foreign currency hedges;
default of investment or derivative counterparties and other financial institutions, which could negatively impact the
Company’s treasury operations including the cash assets of the Company; and
decreased performance of the Group’s cash investments due to low and partly negative interest rates.
The Company’s financial results could also be negatively affected depending on gains or losses realised on the sale or
exchange of financial instruments; impairment charges resulting from revaluations of debt and equity securities and other
investments; interest rates; cash balances; and changes in fair value of derivative instruments. Increased volatility in the
financial markets and overall economic uncertainty would increase the risk of the actual amounts realised in the future on
the Company’s financial instruments differing significantly from the fair values currently assigned to them.
A significant portion of the Company’s revenues is denominated in US dollars, while a major portion of its costs is incurred
in euro, and to a lesser extent, in pounds sterling. Consequently, to the extent that the Company does not use financial
instruments to hedge its exposure resulting from this foreign currency mismatch, its profits will be affected by market
changes in the exchange rate of the US dollar against these currencies. The Company has therefore implemented a long-
term hedging portfolio to help secure the rates at which a portion of its future US dollar-denominated revenues (arising
primarily at Airbus) are converted into euro or pound sterling, in order to manage and minimise this foreign currency
exposure.
When effectively hedged, the Company recognises fair value changes of the derivative portfolio in equity until instruments’
maturity. If the US dollar appreciates against the euro compared to the rate at which the Company has hedged its future
US dollar denominated revenues the mark to market of the derivative portfolio becomes negative. Hence, the Company’s
equity is accordingly reduced which could eventually result into restrictions of equity otherwise available for dividend
distribution or share buy-backs. Currency exchange rate fluctuations in those currencies other than the US dollar in which
the Company incurs its principal manufacturing expenses (mainly the euro) may affect the ability of the Company to
compete with competitors whose costs are incurred in other currencies. This is particularly true with respect to fluctuations
relative to the US dollar, as many of the Company’s products and those of its competitors (e.g., in the defence export
market) are priced in US dollars. The Company’s ability to compete with competitors may be eroded to the extent that any
of the Company’s principal currencies appreciates in value against the principal currencies of such competitors.
The Company’s consolidated revenues, costs, assets and liabilities denominated in currencies other than the euro are
translated into the euro for the purposes of compiling its financial statements. Changes in the value of these currencies
relative to the euro will therefore have an effect on the euro value of the Company’s reported revenues, costs, earnings
before interest and taxes, pre-goodwill impairment and exceptionals, other financial result, assets and liabilities.
In support of sales, the Company may agree to participate in the financing of selected customers. As a result, the
Company has a portfolio of leases and other financing arrangements with airlines and other customers. The risks arising
from the Company’s sales financing activities may be classified into two categories: (i) credit risk, which concerns the
customer’s ability to perform its obligations under a financing arrangement, and (ii) aircraft value risk, which primarily
relates to unexpected decreases in the future value of aircraft. Measures taken by the Company to mitigate these risks
include optimised financing and legal structures, diversification over a number of aircraft and customers, credit analysis of
financing counterparties, provisioning for the credit and asset value exposure, and transfers of exposure to third parties.
No assurances may be given that these measures will protect the Company from defaults by its customers or significant
decreases in the value of the financed aircraft in the resale market.
The Company’s sales financing arrangements expose it to aircraft value risk, because it generally retains security
interests in aircraft for the purpose of securing customers’ performance of their financial obligations to the Company,
and/or because it may guarantee a portion of the value of certain aircraft at certain anniversaries from their delivery to
customers. Under adverse market conditions, the market for used aircraft could become illiquid and the market value of
used aircraft could significantly decrease below projected amounts. In the event of a financing customer default at a time
when the market value for a used aircraft has unexpectedly decreased, the Company would be exposed to the difference
between the outstanding loan amount and the market value of the aircraft, net of ancillary costs (such as maintenance
and remarketing costs, etc.). Similarly, if an unexpected decrease in the market value of a given aircraft coincided with the
2015 REPORT OF THE BOARD OF DIRECTORS OF AIRBUS GROUP SE 47
exercise window date of an asset value guarantee with respect to that aircraft, the Company would be exposed to losing
as much as the difference between the market value of such aircraft and the guaranteed amount, though such amounts
are usually capped. The Company regularly reviews its exposure to asset values and adapts its provisioning policy in
accordance with market findings and its own experience. However, no assurances may be given that the provisions taken
by the Company will be sufficient to cover these potential shortfalls. Through the Airbus Asset Management department or
as a result of past financing transactions, the Company is the owner of used aircraft, exposing it directly to fluctuations in
the market value of these used aircraft.
In addition, the Company has outstanding backstop commitments to provide financing related to orders on Airbus’ and
ATR’s backlog. While past experience suggests it is unlikely that all such proposed financing actually will be implemented,
the Company’s sales financing exposure could rise in line with future sales growth depending on the agreement reached
with customers. Despite the measures taken by the Company to mitigate the risks arising from sales financing activities as
discussed above, the Company remains exposed to the risk of defaults by its customers or significant decreases in the
value of the financed aircraft in the resale market, which may have a negative effect on its future results of operation and
financial condition.
Counterparty Credit
In addition to the credit risk relating to sales financing as discussed above, the Company is exposed to credit risk to the
extent of non-performance by its counterparties for financial instruments, such as hedging instruments and cash
investments. However, the Group has policies in place to avoid concentrations of credit risk and to ensure that credit risk
exposure is limited.
Counterparties for transactions in cash, cash equivalents and securities as well as for derivative transactions are limited to
highly rated financial institutions, corporates or sovereigns. The Company’s credit limit system assigns maximum
exposure lines to such counterparties, based on a minimum credit rating threshold as published by Standard & Poor’s,
Moody’s and Fitch Ratings. Besides the credit rating, the limit system also takes into account fundamental counterparty
data, as well as sector and maturity allocations and further qualitative and quantitative criteria such as credit risk
indicators. The credit exposure of the Company is reviewed on a regular basis and the respective limits are regularly
monitored and updated. The Company also seeks to maintain a certain level of diversification in its portfolio between
individual counterparties as well as between financial institutions, corporates and sovereigns in order to avoid an
increased concentration of credit risk on only a few counterparties.
However, there can be no assurance that the Company will not lose the benefit of certain derivatives or cash investments
in case of a systemic market disruption. In such circumstances, the value and liquidity of these financial instruments could
decline and result in a significant impairment, which may in turn have a negative effect on the Company’s future results of
operation and financial condition.
Moreover, the progressive implementation of new financial regulations (Basel III, EMIR, CRD4, Bank Restructuring
Resolution Directive, Dodd Frank Act, Volcker Rules, etc.) will have an impact on the business model of banks (for
example, the split between investment banking and commercial banking activities) and on the capital structure and cost of
such banks’ activities in relation to over-the-counter derivatives, and therefore on the funding consequences of central
clearing and collateralisation of over-the-counter derivatives for corporations like the Company. This may ultimately
increase the cost and reduce the liquidity of the Company’s long-term hedges, for example, as banks seek to either pass-
on the additional costs to their corporate counterparties or withdraw from low-profit businesses altogether.
The Company holds several equity investments for industrial or strategic reasons, the business rationale for which may
vary over the life of the investment. Equity investments are either accounted for using the equity method (associated
As of 31 December 2014, the Company’s principal investment in associates was Dassault Aviation. The book value of this
investment was € 2.4 billion. Following the partial sale, the remaining equity investment in Dassault Aviation has been
reclassified as asset held for sale. As such, the Company is still exposed to the risk of unexpected material adverse
changes in the fair value of Dassault Aviation and that of other associated companies. For equity investments other than
associates, which make up only a fraction of the Company’s total assets, the Company regards the risk of negative
changes in fair value or impairments on these investments as non-significant.
Treasury shares held by the Company are not considered to be equity investments. Additionally, treasury shares are not
regarded as being exposed to risk, as any change in value of treasury shares is recognised directly in equity only when
sold to the market and never affects net income. Treasury shares are primarily held to hedge the dilution risk arising from
employee stock ownership plans and the exercise by employees of stock options.
Pension Commitments
The Company participates in several pension plans for both executive as well as non-executive employees, some of
which are underfunded. For information related to these plans, see “Notes to the Consolidated Financial Statements
(IFRS) — Note 29.1: Provisions for retirement plans”. Although the Company has recorded a provision in its balance
sheet for its share of the underfunding based on current estimates, there can be no assurance that these estimates will
not be revised upward in the future, leading the Company to record additional provisions in respect of such plans.
Necessary adjustments of such provisions are driven by (i) the discount factor (dependent in part on interest rates) and
the inflation rate applied to calculate the net present value of the pension liabilities, (ii) the performance of the asset
classes which are represented in the pension assets, and (iii) additional cash injections contributed by the Company from
time to time to the pension assets. The Company has taken measures to reduce potential losses on the pension assets
and to better match the characteristics of the pension liabilities with those of the pension assets as a long-term objective.
Nevertheless, any required additional provisions would have a negative effect on the Company’s total equity (net of
deferred taxes), which could in turn have a negative effect on its future financial condition.
Tax Issues
As a multinational group with operations and sales in various jurisdictions, the Company is subject to a number of different
tax laws. It is the Company’s objective to adhere to the relevant tax regulations in the different countries and to ensure tax
compliance while structuring its operations and transactions in a tax-efficient manner. The structure of the Company’s
organisation and of the transactions it enters into are based on its own interpretations of applicable tax laws and
regulations, generally relying on opinions received from internal or independent tax counsel, and, to the extent necessary,
on rulings or specific guidance from competent tax authorities. There can be no assurance that the tax authorities will not
seek to challenge such interpretations, in which case the Company or its affiliates could become subject to tax claims.
Moreover, the tax laws and regulations that apply to the Company’s business may be amended by the tax authorities,
which could affect the overall tax efficiency of the Company.
Historically, the market for commercial aircraft has shown cyclical trends, due in part to changes in passenger demand for
air travel and cargo activity, which are in turn primarily influenced by economic or gross domestic product (“GDP”) growth.
Other factors, however, play an important role in determining the market for commercial aircraft, such as (i) the average
The commercial helicopter market could also be influenced by a number of factors listed above and in particular with the
significant drop of the price of oil in 2015, the Company is impacted by a postponement of investments in the acquisition
of new platforms by offshore helicopter players and a reduction of flight hours. The uncertainty on the lead time of the
market recovery and the low oil price may have an impact on Airbus Helicopters financial results and could lead to
cancellations or loss of bookings.
As past terrorist attacks and the spread of pandemics (such as H1N1 flu) have demonstrated, terrorism and pandemics
may negatively affect public perception of air travel safety and comfort, which may in turn reduce demand for air travel and
commercial aircraft. The outbreak of wars, riots or political unrest in a given region may also affect the willingness of the
public to travel by air. Furthermore, major airplane crashes may have a negative effect on the public’s or regulators’
perceptions of the safety of a given class of aircraft, form of design, airline or air traffic. As a result of terrorism, geopolitical
instability, pandemics and other catastrophic events, an airline may be confronted with sudden reduced demand for air
travel and be compelled to take costly security and safety measures. In response to such events, and the resulting
negative impact on the airline industry or particular airlines, the Company may suffer from a decline in demand for all or
certain types of its aircraft or other products, and the Company’s customers may postpone delivery or cancel orders.
In addition to affecting demand for its products, the occurrence of catastrophic events could disrupt the Company’s
internal operations or its ability to deliver products and services to customers. Disruptions may be related to threats to
physical security and infrastructure, information technology or cyber-attacks or failures, damaging weather or acts of
nature and other crises. Any significant production delays, or any destruction, manipulation, theft or improper use of the
Company’s data, information systems or networks could have a significant adverse effect on the Company’s future results
of operation and financial condition as well as on the reputation of the Company and its products and services.
Security Risks
The Company is exposed to a number of different types of potential security risk, arising from actions that may be
intentional and hostile, accidental, or negligent. Industrial espionage, cyber-attacks (including systems sabotage), data
breach, identity theft and intellectual property breach are the main types of risk that we may face in this category. The risk
to the availability and integrity of our industrial control systems, manufacturing processes, and products is growing, with
the increase of interconnectivity and digitalization, and with a growing gap developing between the defences of older,
relatively insecure industrial systems and the capabilities of potential attackers.
In this context, the Company’s extensive information and communications systems are exposed to cyber security risks,
which are rapidly changing, and increasing in sophistication and potential impact.
As of the date of this report, the most serious cyber security risk is the Advanced Persistent Threat (APT), where
technically capable and determined attackers use sophisticated methods, frequently including carefully crafted malicious
software, to covertly extract information from our systems. These risks mostly arise from external connections to our
systems, and can be exacerbated if we extend trusted connections to partners or suppliers. APT could be used to impact
the security of our products through direct cyber-attack on the product itself, or through the compromise of the product’s
security design, or active disruption of the product’s security functions, either of which could take place at any stage of the
Malicious software (including but not limited to petty cyber-criminality) of a more general kind predominantly poses a threat
to the integrity and availability of our products and business systems, potentially impacting our business continuity.
The occurrence of one or several of such risks could lead to severe damage including but not limited to significant
financial (including through additional investment required), contractual or reputation performance degradation as well as
loss of intellectual property data and information, operational business degradation or disruptions, and product or services
malfunctions.
The Company is dependent on numerous key suppliers and subcontractors to provide it with the raw materials, parts,
assemblies and systems that it needs to manufacture its products.
The Company relies upon the good performance of its suppliers and subcontractors to meet the obligations defined under
their contracts. Supplier performance is continually monitored and assessed so that supplier development programmes
can be launched if performance standards fall below expectations. In addition, the Company benefits from its production’s
lead times inherent flexibility to compensate for a limited non-performance of suppliers, protecting the Company’s
commitments towards its customers. In certain cases, dual sourcing may be utilised to mitigate the risk. No assurance can
be given that these measures will fully protect the Company from non-performance of a supplier which could disrupt
production and in turn may have a negative effect on its future results of operation and financial condition.
Changes to the Company’s production or development schedules may impact suppliers so that they initiate claims under
their contracts for financial compensation. However the robust, long-term nature of the contracts and a structured process
to manage such claims, limits the Company’s exposure. Despite these mitigation measures, there could still be a negative
effect on the future results of operation and financial condition of the Company.
As the Company’s global sourcing footprint extends, some suppliers (or their sub-tier suppliers) may have production
facilities located in countries that are exposed to socio-political unrest or natural catastrophes which could interrupt
deliveries. Country-based risk assessment is applied by the Company to monitor such exposures and to ensure that
appropriate mitigation plans or fall-back solutions are available for deliveries from zones considered at risk. Despite these
measures, the Company remains exposed to interrupted deliveries from suppliers impacted by such events which could
have a negative effect on the future results of operation and financial condition of the Company.
Suppliers (or their sub-tier suppliers) may also experience financial difficulties requiring them to file for bankruptcy
protection, which could disrupt the supply of materials and parts to the Company. However, financial health of suppliers is
analysed prior to selection to minimise such exposure and then monitored during the contract period to enable the
Company to take action to avoid such situations. In exceptional circumstances, the Company may be required to provide
financial support to a supplier and therefore face limited credit risk exposure. If insolvency of a supplier does occur, the
Company works closely with the appointed administrators to safeguard contractual deliveries from the supplier. Despite
these mitigation measures, the bankruptcy of a key supplier could still have a negative effect on the future results of
operation and financial condition of the Company.
Industrial Ramp-Up
As a result of the large number of new orders for aircraft recorded in recent years, the Company intends to accelerate its
production in order to meet the agreed upon delivery schedules for such new aircraft (including helicopters). The
Company’s ability to further increase its production rate will be dependent upon a variety of factors, including execution of
internal performance plans, availability of raw materials, parts (such as aluminium, titanium and composites) and skilled
employees given high demand by the Company and its competitors, conversion of raw materials into parts and
2015 REPORT OF THE BOARD OF DIRECTORS OF AIRBUS GROUP SE 51
assemblies, and performance by suppliers and subcontractors (particularly suppliers of buyer-furnished equipment) who
may experience resource or financial constraints due to ramp-up. Management of such factors is also complicated by the
development of new aircraft programmes in parallel, across the three Divisions, which carry their own resource demands.
Therefore, the failure of any or all of these factors could lead to missed delivery commitments, and depending on the
length of delay in meeting delivery commitments, could lead to additional costs and customers’ rescheduling or
terminating their orders. This risk increases as the Company and its competitors announce even higher production rates.
Good progress has been made in 2015 and the supply chain is in general more stable. Specific areas of risk with
suppliers of cabin equipment continue to be carefully managed.
The Company offers its customers products and services that are technologically advanced, the design, manufacturing,
components and materials utilized can be complex and require substantial integration and coordination along the supply
chain. In addition, most of the Company’s products must function under demanding operating conditions. Even though the
Company believes it employs sophisticated design, manufacturing and testing practices, there can be no assurance that
the Company’s products or services will be successfully developed, manufactured or operated or that they will perform as
intended.
Certain of the Company’s contracts require it to forfeit part of its expected profit, to receive reduced payments, to provide a
replacement launch or other products or services, to provide cancellation rights, or to reduce the price of subsequent
sales to the same customer if its products fail to be delivered on time or to perform adequately. No assurances can be
given that performance penalties or contract cancellations will not be imposed should the Company fail to meet delivery
schedules or other measures of contract performance — in particular with respect to new development programmes such
as the A350 XWB, A400M, H175 or H160 and to modernisation programmes such as the A320neo and the A330neo. See
“— Programme-Specific Risks” below.
In addition to the risk of contract cancellations, the Company may also incur significant costs or loss of revenues in
connection with remedial action required to correct any performance issues detected in its products or services. Moreover,
to the extent that a performance issue is considered to have a possible impact on safety, regulators could suspend the
authorisation for the affected product or service.
Any significant problems with the development, manufacturing, operation or performance of the Company’s products and
services could have a significant adverse effect on the Company’s future results of operation and financial condition as
well as on the reputation of the Company and its products and services.
In any single market, public spending (including defence and security spending) depends on a complex mix of geopolitical
considerations and budgetary constraints, and may therefore be subject to significant fluctuations from year to year and
country to country. Due to the overall economic environment and competing budget priorities, several countries have
reduced their level of public spending. This is especially true with respect to defence and security budgets, where certain
countries have already implemented substantial reductions. Any termination or reduction of future funding or cancellations
or delays impacting existing contracts may have a negative effect on the Company’s future results of operation and
financial condition. In the case where several countries undertake to enter together into defence or other procurement
contracts, economic, political or budgetary constraints in any one of these countries may have a negative effect on the
ability of the Company to enter into or perform such contracts.
The Company has a geographical diverse backlog. Adverse economic and political conditions as well as downturns in
broad economic trends in certain countries or regions may have a negative effect on the Company’s future results of
operation and financial condition.
Since 1992, the EU and the US have operated under an agreement that sets the terms and conditions of financial support
that governments may provide to civil aircraft manufacturers. In late 2004, however, the US sought to unilaterally withdraw
from this agreement, which eventually led to the US and the EU making formal claims against each other before the World
Trade Organization (“WTO”). While both sides have expressed a preference for a negotiated settlement that provides for
a level playing field when funding future aircraft developments, they have thus far failed to reach agreement on key
issues. The terms and conditions of any new agreement, or the final outcome of the formal WTO proceedings, may limit
access by the Company to risk-sharing-funds for large projects, may establish an unfavourable balance of access to
government funds by the Company as compared to its US competitors or may in an extreme scenario cause the
European Commission and the involved governments to analyse possibilities for a change in the commercial terms of
funds already advanced to the Company.
In prior years, the Company and its principal competitors have each received different types of government financing of
product research and development. However, no assurances can be given that government financing will continue to be
made available in the future, in part as a result of the proceedings mentioned above. Moreover, the availability of other
outside sources of financing will depend on a variety of factors such as market conditions, the general availability of credit,
the Company’s credit ratings, as well as the possibility that lenders or investors could develop a negative perception of the
Company’s long- or short-term financial prospects if it incurred large losses or if the level of its business activity decreased
due to an economic downturn. The Company may therefore not be able to successfully obtain additional outside financing
on favourable terms, or at all, which may limit the Company’s future ability to make capital expenditures, fully carry out its
research and development efforts and fund operations.
The markets in which the Company operates are highly competitive. In some areas, competitors may have more
extensive or more specialised engineering, manufacturing and marketing capabilities than the Company. In addition,
some of the Company’s largest customers may develop the capability to manufacture products or provide services similar
to those of the Company. This would result in these customers supplying their own products or services and competing
directly with the Company for sales of these products or services, all of which could significantly reduce the Company’s
revenues. Further, new enterprises with different business models could substitute some of the Company’s products and
services. There can be no assurance that the Company will be able to compete successfully against its current or future
competitors or that the competitive pressures it faces in all business areas will not result in reduced revenues or market
share.
In addition, the contracts for many aerospace and defence products are awarded, implicitly or explicitly, on the basis of
home country preference. Although the Company is a multinational company which helps to broaden its domestic market,
it may remain at a competitive disadvantage in certain countries, especially outside of Europe, relative to local contractors
for certain products. The strategic importance and political sensitivity attached to the aerospace and defence industries
means that political considerations will play a role in the choice of many products for the foreseeable future.
The business environment in many of the Company’s principal operating business segments is characterised by
extensive research and development costs requiring significant up-front investments with a high level of complexity. The
business plans underlying such investments often contemplate a long payback period before these investments are
recouped, and assume a certain level of return over the course of this period in order to justify the initial investment. There
can be no assurances that the commercial, technical and market assumptions underlying such business plans will be met,
and consequently, the payback period or returns contemplated therein achieved.
In order to improve competitiveness, offset rising procurement costs and achieve profitability targets, among other things,
the Company and its Divisions have launched several restructuring, transformation, cost saving and competitiveness
programmes over the past several years. These include group-wide programmes, as well as Division- or Corporate-
specific programmes such as the Airbus Defence and Space restructuring plan.
Anticipated cost savings under these programmes are based on estimates, however, and actual savings under these
programmes may vary significantly. In particular, the Company’s cost reduction measures are based on current conditions
and do not take into account any future cost increases that could result from changes in its industry or operations,
including new business developments, wage and cost increases or other factors. The Company’s failure to successfully
implement these planned cost reduction measures, or the possibility that these efforts may not generate the level of cost
savings it expects going forward, could negatively affect its future results of operation and financial condition.
In addition to the risk of not achieving the anticipated level of cost savings from these programmes, the Company may
also incur higher than expected implementation costs. In many instances, there may be internal resistance to the various
organisational restructuring and cost reduction measures contemplated. Restructuring, closures, site divestitures and job
reductions may also harm the Company’s labour relations and public relations, and have led and could lead to work
stoppages and/or demonstrations. In the event that these work stoppages and/or demonstrations become prolonged, or
the costs of implementing the programmes above are otherwise higher than anticipated, the Company’s future results of
operation and financial condition may be negatively affected.
As part of its business strategy, the Company may acquire or divest businesses and form joint ventures or strategic
alliances. Acquisitions and divestments are inherently risky because of difficulties that may arise when integrating or
carving out people, operations, technologies and products. There can be no assurance that any of the businesses that the
Company acquires can be integrated or carved out successfully and as timely as originally planned or that they will
perform well and deliver the expected synergies once integrated or separated. In addition, the Company may incur
significant acquisition or divestment, administrative and other costs in connection with these transactions, including costs
related to integration or separation of acquired businesses. While the Company believes that it has established
appropriate and adequate procedures and processes to mitigate these risks, there is no assurance that these transactions
will be successful.
Defence customers, particularly in the UK, increasingly request proposals and grant contracts under schemes known as
public-private partnerships (“PPPs”) or private finance initiatives (“PFIs”). PPPs and PFIs differ substantially from
traditional defence equipment sales, as they often incorporate elements such as:
the provision of extensive operational services over the life of the equipment;
continued ownership and financing of the equipment by a party other than the customer, such as the equipment
provider;
provisions allowing for the service provider to seek additional customers for unused capacity.
The Company is party to PPP and PFI contracts, for example through Paradigm with Skynet 5 and related
telecommunications services, and in the AirTanker (FSTA) project. One of the complexities presented by PFIs lies in the
allocation of risks and the timing thereof among different parties over the lifetime of the project.
There can be no assurances of the extent to which the Company will efficiently and effectively (i) compete for future PFI or
PPP programmes, (ii) administer the services contemplated under the contracts, (iii) finance the acquisition of the
equipment and the on-going provision of services related thereto, or (iv) access the markets for the commercialisation of
excess capacity. The Company may also encounter unexpected political, budgetary, regulatory or competitive risks over
the long duration of PPP and PFI programmes.
Programme-Specific Risks
In addition to the risk factors mentioned above, the Company also faces the following programme-specific risks (while this
list does not purport to be exhaustive, it highlights the current risks believed to be material by management and could
have a significant impact on the Group’s results and financial condition):
A350 XWB programme. In connection with the A350 XWB programme, after fourteen successful deliveries to four
airlines in 2015, the Company faces the following main challenges: ensuring satisfaction of first operators and high quality
support to its operations; maintaining supply chain performance and production ramp-up; controlling and reducing the
level if outstanding work in final assembly line; managing recurring costs beyond the initial ramp-up phase; maintaining
customisation and head of versions ramp-up; and maintaining the development schedule of A350 1000 XWB to ensure
entry in service as planned.
A380 programme. In connection with the A380 programme, the Company faces the following main challenges: secure
order flow in order to maintain current rate of production in the medium term; making continued improvements to lower the
resources and costs associated with designing each customised “head of version” aircraft for new customers, in order to
allow a higher number of head of version to be completed each year; and managing maturity in service. Further reduction
of fixed costs to protect break even at lower volumes has started. However the success of some of the running sales
campaigns will be key to mitigate the risk of the reduced backlog.
A320neo programme. In connection with the A320neo programme, the Company faces the following main challenges:
management of stress in the supply chain as a result of the industrial ramp-up; meeting the engine development status
including performance targets, and its schedule; ensuring the availability of skilled personnel for the programme; ensuring
maturity and service readiness for early operations. The transition from A320ceo (current engine option) to A320neo (new
engine option) has begun in 2016 and will finish in 2019. The main focus will be with the slower start of PW engine
deliveries for A320neo, as well as further ramp-up.
A330 programme. In connection with the A330 programme, the Company proactively addressed the current market
situation by reducing production to rate 6 per month. The commercial transition has been secured at the lower rate, which
helps mitigate against production gaps. The A330neo development progresses as planned and no new challenge
emerged in 2015.
A400M programme. In connection with the A400M programme, the Company faces the following main challenges:
finalising the development, tests and associated documentation to enable progressively enhanced aircraft capabilities
through standard operational clearance (SOC1 to 3); such as cargo management and aerial delivery, self-defence and
protection, air to air refuelling; continuing production ramp-up; managing the retrofit campaign and finalising the
development of in-service support goods and services as well as providing high levels of service for integrated logistic
2015 REPORT OF THE BOARD OF DIRECTORS OF AIRBUS GROUP SE 55
support. Industrial efficiency and military capability remain a challenge during the ramp up phase. Management is working
with the customers to agree a schedule of military capability enhancement and deliveries as well as reviewing the
escalation formulae. Industrial recovery measures have been identified and management is focused on delivery, but risk
remains. The mission capability roadmap (including the achievement of the respective milestones) and the delivery plan
remain under negotiation with OCCAR/Nations and are expected to be finalised in 2016. For further information, see “—
Notes to the Consolidated Financial Statements (IFRS) — Note 10: Revenues, cost of sales and gross margin”.
NH90 and Tiger programmes. In connection with the NH90 and Tiger programmes, the Company succeeded in the
negotiations of contract amendments with France and Germany, whilst renegotiations of some other contracts are still
ongoing. In connection with multiple fleets entering into service it faces the challenge of assuring support readiness.
H175 programme. In connection with the H175 programme produced in cooperation with Avic, the Company faces the
following main challenges: after the certification by EASA and the delivery of the 9 first H175 for Oil and Gas operations,
the Company is proceeding with the industrial ramp-up, mastering the maturity plan of the aircraft and further certifications
for new missions planned for 2016 and 2017.
Border security. In connection with border security projects, the Company faces the following main challenges: meeting
the schedule and cost objectives taking into account the complexity of the local infrastructures to be delivered and the
integration of commercial-off-the-shelf products (radars, cameras and other sensors) interfaced into complex system
networks; assuring efficient project and staffing; managing the rollout including subcontractors and customers.
Negotiations on change requests and schedule re-alignments are currently ongoing.
The Company generates a substantial proportion of its revenues through various consortia, joint ventures and equity
holdings. These arrangements include primarily:
The formation of partnerships and alliances with other market players is an integral strategy of the Company, and the
proportion of sales generated from consortia, joint ventures and equity holdings may rise in future years. This strategy
may from time to time lead to changes in the organisational structure, or realignment in the control, of the Company’s
existing joint ventures.
The Company exercises varying and evolving degrees of control in the consortia, joint ventures and equity holdings in
which it participates. While the Company seeks to participate only in ventures in which its interests are aligned with those
of its partners, the risk of disagreement or deadlock is inherent in a jointly controlled entity, particularly in those entities that
require the unanimous consent of all members with regard to major decisions and specify limited exit rights. The other
parties in these entities may also be competitors of the Company, and thus may have interests that differ from those of the
Company.
In addition, in those holdings in which the Company is a minority partner or shareholder, the Company’s access to the
entity’s books and records, and as a consequence, the Company’s knowledge of the entity’s operations and results, is
generally limited as compared to entities in which the Company is a majority holder or is involved in the day-to-day
management.
The Company designs, develops and produces a number of high profile products of large individual value, particularly civil
and military aircraft and space equipment. The Company is subject to the risk of product liability and warranty claims in the
event that any of its products fails to perform as designed. While the Company believes that its insurance programmes
are adequate to protect it from such liabilities, no assurances can be given that claims will not arise in the future or that
such insurance coverage will be adequate.
Intellectual Property
The Company relies upon patent, copyright, trademark and trade secret laws, and agreements with its employees,
customers, suppliers and other parties, to establish and maintain its intellectual property rights in technology and products
used in its operations. Despite these efforts to protect its intellectual property rights, any of the Company’s direct or
indirect intellectual property rights could be challenged, invalidated or circumvented. Further, the laws of certain countries
do not protect the Company’s proprietary rights to the same extent as the laws in Europe and the US. Therefore, in certain
jurisdictions the Company may be unable to protect its proprietary technology adequately against unauthorised third-party
copying or use, which could adversely affect its competitive position.
In addition, although the Company believes that it lawfully complies with the intellectual property rights granted to others, it
has been accused of infringement on occasion and could have additional claims asserted against it in the future. These
claims could harm its reputation, cost it money and prevent it from offering certain products or services. Any claims or
litigation in this area, whether the Company ultimately wins or loses, could be time-consuming and costly, injure the
Company’s reputation or require it to enter into licensing arrangements. The Company might not be able to enter into
these licensing arrangements on acceptable terms. If a claim of infringement were successful against it, an injunction
might be ordered against the Company, causing further damages.
The export market is a significant market for the Company. In addition, many of the products the Company designs and
manufactures for military use are considered to be of national strategic interest. Consequently, the export of such products
outside of the jurisdictions in which they are produced may be restricted or subject to licensing and export controls,
notably by the UK, France, Germany and Spain, where the Company carries out its principal military activities as well as
by other countries where suppliers come from, notably, the US. There can be no assurance (i) that the export controls to
which the Company is subject will not become more restrictive, (ii) that new generations of the Company’s products will
not also be subject to similar or more stringent controls or (iii) that geopolitical factors or changing international
circumstances will not make it impossible to obtain export licenses for one or more clients or constrain the Company’s
ability to perform under previously signed contracts. Reduced access to military export markets may have a significant
adverse effect on the Company’s business, results of operation and financial condition.
Operating worldwide, the Company must comply with several, sometimes inconsistent, sets of sanctions laws and
regulations implemented by national/regional authorities. Depending on geopolitical considerations including national
security interests and foreign policy, new sanctions programs may be set up or the scope of existing ones may be
widened, at any time, immediately impacting the Company’s activities.
Although the Company seeks to comply with all such laws and regulations, even unintentional violations or a failure to
comply could result in suspension of the Company’s export privileges, or preclude the Company from bidding on certain
government contracts (even in the absence of a formal suspension or debarment).
Furthermore, the Company’s ability to market new products and enter new markets may be dependent on obtaining
government certifications and approvals in a timely manner.
The Company seeks to comply with all applicable anti-bribery laws and regulations and is fully committed to preventing
corruption in all operations conducted by the Company or by third parties acting on its behalf. To that end, an anti-
corruption programme has been put in place to ensure adequate identification, assessment, monitoring and control of
corruption risks. This programme oversees business development activities and various other operations such as mergers
and acquisitions, financial investments or procurement activities. The anti-corruption programme ensures a long-term view
on the evolution of the corruption risk and continuously updates and, as the case may be, reinforces the Company
controls and procedures to prevent corruption while aiming at ensuring business success. These controls are based on
extensive due diligence of the environment of the business operations and all the stakeholders associated with it. All due
diligence follows a risk-based approach and is based on internal and external information and expertise. Moreover, the
anti-corruption programme provides comprehensive targeted training and communicates applicable policies to all
Company employees.
Although the Company seeks to comply with all such laws and regulations, even unintentional violations or a failure to
comply could result in administrative, civil or criminal liabilities including significant fines and penalties, suspension or
debarment of the Company from government or non-government contracts for some period of time, and could also have a
significant adverse effect on the reputation of the Company.
The Company is currently engaged in a number of active legal and regulatory proceedings. See “Notes to the
Consolidated Financial Statements (IFRS) — Note 36: Litigation and claims”. The Company expects to continue to incur
time and expenses associated with its defence, regardless of the outcome, and this may divert the efforts and attention of
management from normal business operations. Although the Company is unable to predict the outcome of these
proceedings, it is possible that they will result in the imposition of damages, fines or other remedies, which could have a
material effect on the Company’s business, results of operation or financial condition. An unfavourable ruling could also
negatively impact the Company’s stock price and reputation.
In addition, the Company is sometimes subject to government inquiries and investigations of its business and competitive
environment due, among other things, to the heavily regulated nature of its industry. In addition to the risk of an
unfavourable ruling against the Company, any such inquiry or investigation could negatively affect the Company’s
reputation and its ability to attract and retain customers and investors, which could have a negative effect on its business,
results of operation and financial condition. See “— Corporate Governance — 4.5 Ethics and Compliance Organisation”.
Given the scope of its activities and the industries in which it operates, the Company is subject to stringent environmental,
health and safety laws and regulations in numerous jurisdictions around the world. The Company therefore incurs, and
expects to continue to incur, significant capital expenditure and other operating costs to comply with increasingly complex
laws and regulations covering the protection of the natural environment as well as occupational health and safety. This
expenditure includes the identification and the prevention, elimination or control of physical and psychological risks to
people arising from work, including chemical, mechanical and physical agents. Environmental protection includes costs to
prevent, control, eliminate or reduce emissions to the environment, waste management, the content of the Company’s
products, and reporting and warning obligations. Moreover, new laws and regulations, the imposition of tougher licence
requirements, increasingly strict enforcement or new interpretations of existing laws and regulations may cause the
Company to incur increased capital expenditure and operating costs in the future in relation to the above, which could
have a negative effect on its results of operation and financial condition.
In addition, the various products manufactured and sold by the Company must comply with relevant health, safety and
environmental laws, for example those designed to protect customers and downstream workers, and those covering
substances and preparations in the jurisdictions in which they operate. Although the Company seeks to ensure that its
products meet the highest quality standards, increasingly stringent and complex laws and regulations, new scientific
discoveries, delivery of defective products or the obligation to notify or provide regulatory authorities or others with
required information (such as under the EU regulation known as “REACH”, which addresses the production and use of
chemical substances) may force the Company to adapt, redesign, redevelop, recertify and/or eliminate its products from
the market. Seizures of defective products may be pronounced, and the Company may incur administrative, civil or
criminal liability. In the event of an accident or other serious incident involving a product, the Company may be required to
conduct investigations and undertake remedial activities. Employees, customers and other third parties may also file
claims for personal injury, property damage or damage to the environment (including natural resources). Any problems in
this respect may also have a significant adverse effect on the reputation of the Company and its products and services.
(Please refer to the “Airbus Group SE – IFRS Consolidated Income Statements for the years ended 31 December 2015
and 2014”).
5.1.2 REVENUES
Group revenues increased six percent to € 64.5 billion (2014: € 60.7 billion). This was mainly driven by Commercial
Aircraft which registered an eight percent rise in revenues on higher deliveries of 635 aircraft (2014: 629 units), including
14 A350 XWBs, and the strengthening U.S. dollar. Despite lower overall deliveries of 395 units (2014: 471 units),
Helicopters’ revenues rose four percent and mainly reflected a higher level of services activities. Defence and Space’s
revenues were broadly stable despite the de-consolidation of launcher revenues with the creation of the Airbus Safran
Launchers Joint Venture’s first phase. A total of 11 A400M military transport aircraft were delivered in 2015.
Airbus Group uses EBIT* pre-goodwill impairment and exceptionals as a key indicator of its economic performance. The
term “exceptionals” refers to such items as depreciation expenses of fair value adjustments relating to the former EADS
merger, as well as impairment charges thereon (please refer to the “Notes to the IFRS Consolidated Financial Statements
– Note 9: Segment Information”).
Group EBIT* before one-off – an indicator capturing the underlying business margin by excluding material non-recurring
charges or profits caused by movements in provisions related to programmes and restructurings or foreign exchange
impacts – rose to € 4,132 million (2014: € 4,066 million) with increases in all Divisions compensating the lower Dassault
Aviation contribution.
Commercial Aircraft’s EBIT* before one-off rose 10 percent to € 2,780 million (2014: € 2,529 million), reflecting a solid
operational performance that included the A380 breakeven and cost control. Helicopters’ EBIT* before one-off increased
to € 427 million (2014: € 413 million), as lower deliveries were compensated by higher services activities, a favourable mix
and progress on the Division’s transformation plan. Defence and Space’s EBIT* before one-off rose 15 percent to € 1,060
million (2014: € 920 million), driven by strong programme execution across all business lines and progress with its
transformation plan.
A net charge of € 635 million related to the dollar pre-delivery payment mismatch and balance sheet revaluation driven
by the devaluation of the euro versus the dollar compared to historical rates;
A € 290 million net charge related to the A400M programme which is unchanged compared to the first half 2015
results disclosure;
A net gain of € 90 million linked to divestments in Defence and Space and of Commercial Aircraft subsidiary CIMPA;
A gain of € 41 million after reassessing and adjusting the provision for the restructuring at Defence and Space which is
progressing well;
A € 748 million net gain from the sale of an 18.75% stake in Dassault Aviation in the first half of 2015.
Net income and earnings per share (EPS) increased 15 percent to € 2,696 million (2014: € 2,343 million) and € 3.43
(2014: € 2.99) respectively. The finance result was € -687 million (2014: € -778 million) and included one-offs totalling
€ -218 million, mainly from a negative foreign exchange revaluation. 2015 net income and EPS were positively influenced
by a lower effective tax rate following tax reduced capital gains from divestments.
(Please refer to the “Airbus Group SE – IFRS Consolidated Statements of Financial Position at 31 December 2015 and
2014”).
Non-current assets
Intangible assets decreased by € -203 million to € 12,555 million (prior year-end: 12,758 M €) mainly at Airbus Defence
and Space (€-169 million) mostly due to the reclassification of Business communications entities to group of assets held
for sale. Intangible assets mainly relate to goodwill of € 9,907 million (prior year-end: € 9,979 million).
The annual impairment tests were performed in the fourth quarter 2015 and led to no impairment charge.
Property, plant and equipment increased by € +806 million to € 17,127 million (prior year-end: € 16,321 million) and
includes leased assets of € 118 million (prior year-end: € 213 million). The increase was mainly driven by A350 XWB.
Other investments and other long-term financial assets of € 2,492 million (prior year-end: € 1,769 million) are related to
Airbus for an amount of € 742 million (prior year-end: € 790 million), mainly concerning the non-current portion of aircraft
financing activities.
Non-current other financial assets mainly comprise non-current derivative financial instruments. The increase by € +510
million to € 1,096 million (prior year-end: € 586 million) resulted from the positive variation of the non-current portion of fair
values of derivative financial instruments (€ +429 million).
Non-current other assets increased by € +344 million to € 2,166 million (prior year-end: € 1,822 million) and mainly
includes non-current prepaid expenses.
Deferred tax assets increased by € +1,042 million to € 6,759 million (prior year-end: € € 5,717 million) mainly as a result of
variations in the fair values of derivative financial instruments.
The fair values of derivative financial instruments are included in non-current other financial assets (€ 931 million, prior
year-end: € 502million), in current other financial assets (€ 349 million, prior year-end: € 208 million), in non-current other
financial liabilities (€ -6,703 million, prior year-end: € -3,271 million) and in current other financial liabilities (€-3,884 million,
prior year-end: € -2,232 million), which corresponds to a total net fair value of € -9,307 million (prior year-end: € -4,793
million). The volume of hedged US dollar-contracts increases from US dollar 88 billion as at 31 December 2014 to US
dollar 102 billion as at 31 December 2015. The US dollar spot rate is USD/€ 1.09 and USD/€ 1.21 at 31 December 2015
and at 31 December 2014 respectively. The average US dollar hedge rate for the hedge portfolio of the Group improves
from USD/€ 1.33 as at 31 December 2014 to USD/€ 1.28 as at 31 December 2015.
Non-current securities with a remaining maturity of more than one year increased by € +3,862 million to € 9,851 million
(prior year-end: € 5,989 million). The movement is related to the cash management policy of the Group.
Current assets
Inventories of € 29,051 million (prior year-end: € 25,355 million) increased by € +3,696 million. This is mainly related to
Airbus (€ +3,297 million) and Airbus Defence and Space (€ +635 million). In Airbus, the increase is due to work in
progress mainly associated with the A350 ramp-up. In Airbus Defence and Space, this is mainly driven by the increased
activity on A400M.
Trade receivables increased by € +1,079 million to € 7,877 million (prior year-end: € 6,798 million), mainly in Airbus
Defence and Space.
Current other financial assets mainly comprise receivables from related companies and current derivative financial
instruments. The increase by € +238 million to € 1,402 million (prior year-end: € 1,164 million) includes the positive
variation of the current portion of fair values of derivative financial instruments (€ +141 million).
Current other assets mainly comprise VAT receivables and prepaid expenses. The increase by € +430 million to € 2,819
million (prior year-end: € 2,389 million) resulted from higher prepaid expenses (€ +176 million) and miscellaneous current
other assets (€ +175 million).
Current securities with a remaining maturity of one year or less decreased by €-1,395 million to €1,788 million (prior year-
end: € 3,183 million).
Cash and cash equivalents increased from € 7,271 million to € 7,489 million.
Total equity
Equity attributable to equity owners of the parent (including purchased treasury shares) amounts to € 5,966 million (prior
year-end: € 7,061 million) representing a decrease of € -1,095 million. This decrease is due to a reduction in other
comprehensive income of € -2,620 million related mainly to the mark to market revaluation of the hedge portfolio, and a
dividend payment of € -945 million (1.20 € per share) and the share buy-back programme whereby the Group has bought
back € 264 million of shares and recognised a financing liability of € 223 million for its irrevocable share buy-back
commitment. This was partly offset by a net income of € +2,696 million, a convertible bond of € +53 million issued on 1
July 2015 and the contribution for exercised options of € +118 million.
Non-controlling interests decreased to € 7 million (prior year-end: € 18 million). This decrease is mainly derived from the
mark to market revaluation of the hedge portfolio.
Non-current liabilities
Non-current provisions of € 9,871 million (prior year-end: € 10,400 million) include the non-current portion of pension
provisions, which decreased by € -692 million to € 7,172 million (prior year-end: € 7,864 million), mainly due to an
increase in the discount rates for the various pension schemes of the Group (France: 2.1% to 2.5%, Germany: 1.9% to
2.4% and UK: 3.6% to 3.9%). Other provisions are also included in non-current provisions and increased by € +163
million to € 2,699 million (prior year-end: € 2,536 million).
Long-term financing liabilities, mainly comprising bonds and liabilities to financial institutions increased by € +57 million to
€ 6,335 million (prior year-end: € 6,278 million). On 1 July 2015, a convertible bond for € 500 million was issued with a 7
year-maturity. This bond bears a coupon of 0% and was issued at 102% of par. Its effective interest rate, after separation
of the equity conversion option, is 1.386%. The increase due to this bond issue and due to a new € 296 million ($ 320
million) loan agreement with EIB in December 2015 with a 10 year-maturity, was compensated by the reclassification of a
€ 1 billion EMTN bond to short-term financing liabilities.
Non-current other financial liabilities mainly comprise non-current derivative financial instruments. The increase by
€ +4,116 million to € 14,038 million (prior year-end: € 9,922 million) resulted from the increase of the non-current portion of
liabilities for derivative financial instruments (€ +3,432 million) and of European governments refundable advances
(€ +696 million).
Non-current other liabilities increased by € +2,144 million to € 14,993 million (prior year-end: € 12,849 million). Advance
payments received increased by € +2,241 million.
Current liabilities
Current provisions decreased by € -503 million to € 5,209 million (prior year-end: € 5,712 million) and comprise the current
portion of pension provisions (€ 443 million) and other provisions (€ 4,766 million). The decrease is mainly due to the
release, utilisation and net presentation of the A350 XWB programme losses against inventories (see inventories).
Short-term financing liabilities increased by € +1,717 million to € 2,790 million (prior year-end: € 1,073 million), mainly due
to the above mentioned reclassification of a € 1 billion EMTN bond from long-term financing liabilities and also due to new
commercial paper programmes totalling 505 M €.
Trade liabilities increased by € +1,580 million to € 11,763 million (prior year-end: € 10,183 million). This increase occurred
mainly at Airbus.
Current other liabilities increased by € +1,815 million to € 27,037 million (prior year-end: € 25,222 million). Advance
payments received increased by € +1,438 million.
The disposal group of liabilities classified as held for sale total € 231 million (prior year-end: € 680 million).
The net cash position at the end of 2015 was € 10.0 billion (year-end 2014: € 9.1 billion) after a 2014 dividend payment of
€ 945 million (2013: € 587 million), € 264 million spent under the share buyback and a pension contribution of € 217
million. The gross cash position on 31 December 2015 was € 19.1 billion (year-end 2014: € 16.4 billion) (please refer to
the “Notes to the IFRS Consolidated Financial Statements - Note 34: Net cash”).
Free cash flow before mergers and acquisitions improved to € 1,175 million (2014: € 1,109 million), reflecting the solid
operational performance, healthy pre-delivery payment inflows and ongoing efforts to control working capital during the
programme ramp-up phase. Proceeds of around € 1.7 billion in the first half of 2015 from the sale of Dassault Aviation
shares boosted free cash flow to € 2,825 million (2014: € 2,002 million).
Group order intake in 2015 was € 159 billion (2014: € 166 billion), with the order book value reaching a record € 1,006
billion as of 31 December 2015 (year-end 2014: € 858 billion). Airbus received 1,080 net commercial aircraft orders (2014:
1,456 net orders), including 136 A330s. The 2015 gross orders of 1,190 aircraft included three A380s for new customer
ANA. After 50 governmental helicopter cancellations, Airbus Helicopters received 333 net orders (2014: 369 units)
including 107 H145s and 36 H175s. Order intake by value rose 18 percent at Airbus Defence and Space, with bookings
including 14 additional A330 MRTTs and five telecommunications satellites. During the year, an agreement was also
signed with OneWeb for 900 small telecommunications satellites.
* A resolution will be submitted to the Annual General Meeting of Shareholders in 2016,in order to appoint Ernst & Young Accountants
LLP as the Company’s auditors for the 2016 financial year.
KPMG Accountants N.V and its representative is registered with the NBA (Nederlandse Beroepsorganisatie van
Accountants).
In 2015, 5,266 employees worldwide (thereof 2,512 in the core-division perimeter of Airbus, Airbus Defence and Space,
Airbus Helicopters and Airbus Group Corporate Functions) were welcomed into the Group (5,211 in 2014), while 4,870
employees left the Group including partial retirements. With additional perimeter changes and long-term absence effects
these are leading to a 2015 year-end Group workforce of 136,574 (138,622 in 2014). In terms of nationalities, 37.8% of
the company’s employees are from France, 33.9% from Germany, 9.2% from the UK and 8.9% are from Spain. US
nationals account for 1.8% of employees. The remaining 8.5% are employees coming from a total of 130 other countries.
The overall mission of the Group’s Human Resources (“HR”) function is to ensure that the company can attract, develop,
and retain a world-class competent, motivated and flexible workforce which fits current and anticipated future business
requirements. HR facilitates diversity, continuous integration and internationalisation of the Group and contributes to a
common spirit. The HR strategy aims at making the company a global employer of choice and an innovative, inclusive
and engaging place to work for all employees. HR supports managers in their leadership and people management duties
and advises employees.
Since July 2013, Group Human Resources have been integrated under the same leadership role: Chief Human
Resources Officer Airbus Group and Airbus, in order to ensure a collaborative platform model to support the Group
evolution and maintain a high quality of delivery.
The Airbus Group Corporate HR governing team is composed of Heads of Centres of Competence, Head of International
HR, Head of Business Services and Operations, together with the divisional HR Directors. The Divisional HR Directors
have a double operational reporting line from the Divisions to the Group Chief Human Resources Officer and to the Head
of the Division.
a better delivery with improved collaboration throughout a matrix organisation as a rule for managerial levels (reporting
into Centres of Competences & proximity / business HR), the suppression of ad hoc committees and the optimisation
of contractual Service Level Agreements;
enhanced competencies, with transversal Centres of Competence integrated through one line of reporting;
an improved proximity for HR management (business partners) to ensure that the HR organisation meets operational
needs.
Corporate HQ HR is mainly focused on defining state of the art long-term HR policies that participates in setting up and
supporting Group Strategy. Transversal integrated Centres of Competences are in charge of defining group policies and
associated processes. They will also advise management and HR in the divisions in their respective domain of expertise
(e.g. Talent and Executive Management, Compensation and Benefits, Social Policy and Industrial Relations, etc.).
HR Business Services and Operations continue to provide comprehensive services and operational activities to all
employees to manage payroll, recruitment or learning administration using a common global HR information system with
a higher efficiency.
Finally, proximity and business HR management have been further enhanced and will continue to stay primary focal
points to their respective businesses and play an active role in the on-going transformation of the company. This clear
differentiation of roles and responsibilities, which is fully aligned with the new Airbus Group strategy, enables HR to
operate as a service- and performance-oriented business player.
The entire HR function is committed to support the Group’s restructuring and to play its role as a change facilitator.
Mobility of employees within or across divisions is one of the main priorities for the overall benefit of both Airbus Group
employees and the Group itself. In 2015, 11,278 employees changed jobs and the company has kept the challenging
10% target for 2016.
The company perceives the development of new competences, the creation of new ideas and the further intensification of
professional networks as crucial for any successful advancement. Consequently, it is deploying significant efforts towards
the analysis and development of all competences across the Group, in diversifying skills, gap-bridging development
actions, and in a robust and customised training plan.
In this perspective and in order to secure the competences of the future, in 2015 Airbus Group has signed partnership
agreements with nine leading aeronautics and engineering universities to ensure students graduate with the skills
required by industry to face future challenges.
The group provided more than 2 million training hours to all employees in 2015 and launched its leadership university,
reaching more than 20,000 leaders at all levels this year. This aims at strengthening the Group’s approach to leadership
and harmonising the activities across its divisions and subsidiaries, offering equivalent opportunities for all leaders to drive
their development anywhere in the Group.
In March 2015, Airbus Group launched a new unified business network focusing on women’s development. Named
‘Balance for Business’, the main objective of the initiative is to improve gender balance and spur the recognition and
development of women across the Group. Upon its creation, the network was composed of over 2,000 employees, of
which 10% were men.
The company´s commitment to act on the engagement survey results has led to the launch of a digitally-enabled, people-
driven Business Transformation in 2015, with the aim of improving the experience of Airbus Group´s employees at work.
This transformation, named PULSE, is supposed to drastically simplify the life of all employees, reducing the burden of
redundant administrative tasks, allowing both managers and employees to be more efficient and deliver more value to the
business. PULSE is not only about digital tools – it is mainly based on changing the ways of working of the company. This
transformation aims at developing a new company culture.
Besides, in support of the overall digital transformation of the Group under the leadership of the Digital Programme Office,
HR, Communications and ICT, delivered a new Group-wide employee portal to support communication, collaboration and
connection of employees across all divisions for deployment from January 2016. HR also provided the “Digital Passport” –
a user-centric learning tool accessible by all, to improve awareness and understanding of the digital transformation.
Finally, this year for the first time, Airbus Group rolled out the Awards for Excellence recognition scheme at Group- level to
reward employees and teams for exceptional achievements. 1,103 projects were submitted in total this year with the aim
of improving business performance.
Airbus Group is evolving in a world which is increasingly more populated, more urban, has scarcer resources, with overall
greater pressure on ecosystems, and a changing climate. Environmental topics are fast-changing, and Airbus Group is
preparing itself for both long-term and rapid changes.
The updated environmental policy thus provides a clear and common guidance to all employees on the Group’s vision
related to environmental topics: eco-efficiency and innovation as drivers to improve our environmental footprint,
continuous progress and anticipation to meet current and future environmental challenges, and stakeholders’ engagement
towards a more sustainable business.
The company maintains, improves and expands the certified Environmental Systems, deploys Risk & Opportunities
management and supports the engagement of stakeholders with a transparent reporting on environmental company
performance. As a result, 83% of Group employees operate under ISO 14001 certification, the Enterprise Risk
Management policy is deployed to Environmental issues across the Group and Airbus Group is supporting joint initiatives
throughout the Aerospace and Defence industry to improve its overall environmental performance in the most consistent
and efficient manner. Risks with high criticality that are reported by several divisions include supply disruptions linked to
non-compliance to environmental regulation and the stringency of the Aircraft CO2 standard currently being prepared by
the ICAO.
The Group’s Environmental Policy directs the way to improve environmental performance in the areas of energy
efficiency, GHG emissions, air pollutant emissions, waste generation, water consumption, noise, substances of concern
and local eco-systems. This commitment is reflected by concrete progress on industrial footprint reductions: -32% in
energy use, -36% in CO2 emissions, -20% in water consumption, - 36 % in waste production and -58% in volatile organic
compound (“VOC”) emissions (revenue-based figures 2006-2014). As an example, common lighting solutions are
introduced across Airbus Group sites to reduce energy consumption for the top 22 sites in Europe which will save 20
GWh per year, equivalent to the annual consumption of nearly 5,990 households; biomass boiler technologies cutting
CO2 emissions on the Airbus Toulouse site, or 3D printing which drastically reduces waste in the manufacturing process,
going from up to 95% with traditional means down to only 5% with this technology.
The Group’s Environmental Policy aims to developing more eco-efficient products and services by promoting and
supporting Eco design and environmental innovation.
Airbus: The Airbus A350 XWB is designed to be eco-efficient: -25% fuel consumption than the current generation of
aircraft, satisfying regulatory noise best standards, and comfortable margins in hydrocarbon emissions (99% below limit),
carbon monoxide emissions (86% below limit), smoke emission (60% below limit) or nitrogen oxides emission (35% below
limit). The recently certificated A320neo aircraft is expected to offer up to 20% fuel economy compared to older generation
aircraft.
Airbus Helicopters: The recently unveiled H160 brings significantly improved performance, less fuel consumption and
less CO2 emissions, and the new canted Fenestron and Blue Edge blades result in lower sound levels. With the
Bluecopter demonstrator, eco-efficiency objectives are met: decreasing of fuel consumption by as much as 40%,
significantly reducing CO2 emissions, and lowering noise to approximately 10 decibel effective perceived noise below
ICAO noise certification limits.
CTO: The E-Fan successfully carried out its maiden flight in April 2014, and was awarded the prestigious Personal Aircraft
Design Academy award the same year at the AirVenture Oshkosh Airshow. Airbus Group now intends to mature the
aircraft for pilot training while also using it as a platform to develop the potential of electric propulsion.
Monitoring the Earth’s atmosphere: Airbus Defence and Space is a pioneer in this field, designing and building the most
sophisticated satellites for environmental monitoring, and developing a wide range of horizon-broadening services. The
weather satellite CryoSat-2 is studying possible climate variations and trends by measuring changes in the thickness of
polar ice, providing researchers with unprecedented accurate data.
Optimized Air Traffic Management (ATM) and aircraft operations: Airbus supports initiatives which improve fuel
savings for operators during commercial service (single engine taxiing, electric taxiing, new ATM solutions)
Sustainable fuels for aviation: Airbus participates in research projects around the world (Brazil, Qatar, Romania, Spain,
Australia and China), working as a catalyst for the development and industrialization of sustainable fuels which do not
compete with food production or water use.
End of life solutions: Airbus and its Tarmac Aerosave joint venture use a proven method for dismantling and recycling
the aircraft in safe and environmentally responsible conditions in two dedicated centres in France and Spain.
Global Market Based Measure and carbon standard: Airbus to support the development of global measures to manage
the environmental impact of aviation through the ICAO. These measures should be agreed upon in September 2016, and
include a CO2 emissions certification standard for aircraft and a Global Market Based Measure for the offsetting of CO2
emissions of aircraft in operations.
Sustainable aviation fuels: Airbus to focus on speeding up the use of sustainable fuels for aviation commercially so as to
help meeting our industry targets of carbon neutral growth from 2020 and 50% CO2 reduction by 2050 compared to 2005.
Hazardous substances: Airbus Group to mitigate the risk of supply chain disruption due to substances that will be
banned in short and middle time.
Zero-CO2: Airbus Group to work towards reducing dependency to fossil fuels for operations.
VOC: Airbus Group to maintain efforts to reduce volatile organic compound emissions in the frame of restrictive
regulations and to reduce local air pollution.
ISO 14001: 2015, new version: Airbus Group sites to maintain certification in the frame of a more demanding new
standard for Environmental Management System.
Airbus Group Innovations is undergoing a transformation programme to become more agile, innovative and aligned with
the needs of Airbus Group’s divisions. The global research and technology network was in the international spotlight
during the year, with the E-Fan’s historic English Channel crossing in July, and the “Connected Cockpit” demonstrator
exhibition that was displayed at several public appearances – both drawing significant attention. Among the highlights of
Airbus Group Innovations’ research laboratories was interpreting automated airborne real-time sensor data during the
Barracuda Unmanned Combat Air System demonstrator’s test campaign. Airbus Group Innovations also contributed to
the Group’s external profile during Airbus Helicopters’ rotorcraft sales campaign in Poland.
Beyond Airbus Group Innovations’ activities in the company’s core countries, new partnerships were developed that will
help the Group benefit from specific capabilities of regions around the world. This included Airbus Group Innovations’
cooperation for superconductivity research in Russia, the establishment of research chairs in Brazil (composite structures)
and Canada (Artic environmental security), and an agreement in India for joint-funding of collaborative projects. In
addition, Airbus Group Innovations developed its operations in Japan and South Korea with a focus on collaborative
robotics (cobots) and energy storage, respectively.
The strategy for the Corporate Innovation Nursery was evolved to complement the new divisional and Silicon Valley
innovation initiatives, and streamline internal processes. Two CTO spin-off businesses – APWorks, which is a leader in
the field of 3D-printing, and the Group’s TESTIA non-destructive testing and training company – continued their successful
ramp-ups and growth. TESTIA launched a new “Smart Mobile Worker” business line dedicated to augmented reality
applications for production and maintenance.
Cyber Security
The CTO’s Product & Cyber Security Program Directorate focused on protecting Airbus Group’s products, manufacturing
systems and IT infrastructure from cyber threats. It also established partnerships with world-leading enterprises to share
attack signatures and protection concepts. Moving forward, it will investigate protecting interfaces with customers, partners
and suppliers, along with promising new technology for a cognitive cyber threat intelligence platform.
Under CTO’s direction, Quest is leading the implementation of a single Group-wide quality policy, with an emphasis on
increasing customer focus, improving feedback loops in operations, and ensuring robust practical problem-solving is
applied. The initiative has been rolled out to all divisions and corporate functions, with a significant training, up-skilling and
quality-awareness program in full implementation on top of the normal quality training schedule.
The Ludwig Boelkow Campus has continued its forward momentum. The first-ever study program for the Bundeswehr’s
military pilots – called “Aeronautical Engineering” – was launched in October 2015 with academic classes held at the
campus. The campus’ AlgaeTec facility, which is a unique laboratory for biofuel research operated by the Technical
University of Munich, also was inaugurated during the year.
2016 earnings and free cash flow guidance is based on a constant perimeter.
In 2016, Airbus expects to deliver more than 650 aircraft, and the commercial order book is expected to grow. In 2016,
before M&A, Airbus Group expects stable EBIT* before one-off and EPS* before one-off compared to 2015. In 2016,
before M&A, Airbus Group expects to deliver stable free cash flow compared to 2015.
Airbus Group continues to focus on leadership in commercial aeronautics, military aircraft, and space markets. The Group
is driving incremental innovation, globalization, services and value-chain optimization, all of which will result in improved
profitability and performance. Airbus Group raises its ambition by adding “Digitalization” as a further lever for change and
by developing a new innovation strategy to “pioneer and foster disruptions in our industry”.
1. Strengthen market position and profitability while remaining a leader in commercial aeronautics
Airbus aims to be largely self-sufficient going forward, rather than attempting to rely on a balanced Group portfolio. Focus
upon on-time, on-cost, on-quality is paramount given the huge backlog execution challenge. Therefore, the proven
management of cycles and shocks needs to be continued and the efforts to mitigate against cycles and shocks has to be
even further strengthened through focusing on innovation, services and a more global approach.
2. Preserve leading position in European defence, space and government markets by focusing on military
aircraft, missiles, space and related services
Defence can no longer be a tool to manage and hedge against commercial cycles, but our ambition is to remain strong
and actively shape our defence, space and governmental business. The focus will involve (i) developing high-performing,
low-equity businesses such as missiles, launchers, combat and transport aircraft, entering into new growth areas when
they are backed by government funding, and (ii) focusing on productivity improvements both through internal means and
in the context of European optimisation to enable efficiencies and improve the Group’s positioning on export markets. In
Space, Airbus Group intends to strengthen its position increasing its stake in Arianespace and developing Ariane 6, if it is
able to conclude the creation of Airbus Safran Launchers in its full scope.
Some business areas have been divested or are in the process to be divested as they do not fit the strategic goals and
the Company sees possibilities to increase their development potential in different set-ups. These include satellite
2015 REPORT OF THE BOARD OF DIRECTORS OF AIRBUS GROUP SE 71
communication services (excluding key governmental business), Rostock System-Technik, ESG, or Fairchild Controls.
The Group also maintains its path, of an orderly exit from Dassault’s capital to maximise value. Despite the Company’s
strong track record and good prospects, this minority stake has no strategic interest for Airbus Group and a 18,8% stake
has been sold in the first half of 2015 taking Airbus’ share down to 23,4%. Further divestments are planned, e.g., the
professional mobile radio business, and defence electronics, that have better perspectives in ownership structures more
tailored to the nature of these businesses.
To achieve this goal, Airbus Group is using the following strategic levers:
3. Pursue incremental innovation potential within product programmes while pioneering and fostering
disruptions in our industry, and developing necessary skills and competencies required to compete in the
future
Airbus Group innovates every day to increase its competitive advantage by enhancing product performance, creating new
customer benefits, and reducing costs. Our cutting-edge technologies and scientific excellence contribute to global
progress, and to delivering solutions for society’s challenges, such as environmental protection, mobility, and safety.
After many new product developments in recent years, the majority of the Group’s revenues are generated today in
segments where we have competitive, mature products that are far from the end of their lifecycle. Innovation will therefore
target maintaining, expanding, and continually leveraging the competitiveness of the current products.
The Group raised its ambitions to pioneer and disrupt the aerospace industry in areas that will shape the market and our
future and made a substantial effort in breakthrough innovation. Giving broader populations access to the “3rd dimension”
by fostering air mobility is a dedicated target of the Group. In 2016, the Group will further explore innovation hot-springs
beyond the Silicon Valley where the new Corporate Venture Capital fund and the Innovation Centre A^3 are currently
ramping up their activity. Other examples include the Group’s engagement in the OneWeb low cost satellite constellation
of 900 units as well as the further expansion of dedicated facilities and tools for early stage innovation (e.g., Airbus Bizlab)
4. Exploit digitalization to enhance our current business as well as pursue disruptive business models
At Airbus Group, we realize that digitalization is a mega trend that needs to be addressed at a strategic level and also at
all levels of the organisation. Our business can become more efficient with a mature use of digital technologies to drive
higher quality of services, cost efficiency and improved operations performance. Therefore, digitalization has been
validated as the 8th strategic path for Airbus Group. This new initiative will support the group’s transformation by focusing
on 5 main axes: (i) enabling high employee engagement, (ii) digital operational excellence, (iii) mastering our product data
value chain and turning product data into insight, (iv) capturing the end user experience and (v) driving our business
agility.
5. Adapt to a more global world as well as attract and retain global talents
With 77% of our backlog and 69% of our revenues coming from outside Europe, Airbus Group remains, more than ever, a
global company. The strategy and the constant effort to globalize our businesses, especially in countries with substantial
growth, have paid. This global footprint is also reflected in the diversity of our staff and skills, with employees outside
Europe almost doubled in the last five years. Workforce in Asia and Latin America experienced the most important growth.
Locally, products may need to be adapted and definitely serviced, but the main logic going forward is that the industry will
retain its “global products for local markets” dynamic. Greenfield approaches have proven to ensure the Group a
controlled entry and real citizenship, whilst partnerships and acquisitions are complementary tools. The setup of training
JVs in Singapore and Malaysia as well as greenfield training investments in Mexico are the best example of the
implementation of this strategy. Airbus Group is streamlining its set-up by consolidating its international presence, for
example in India, China, and Middle East (Dubai), using a “one-roof” policy under the Airbus name.
The strategy going forward is to focus on services where the Group can differentiate and add value for its customers
according to the motto “no one knows our products better then we”, aiming at developing long-term customer intimacy and
bring competitive advantage to its customers. As services are executed locally, the portfolio will be adapted to the
increasingly global customer base. The Group revenues in the service segment are around 13% of its total business. The
ongoing acquisition of Navtech aims at supporting our strategy by strengthening our offering of flight operations solutions.
Cooperation with military customers is set to increase substantially through maintenance and support services thanks to
the new platforms to be delivered in the coming years, including over 250 Eurofighters, over 150 A400M aircraft, around
250 NH90s and 50 Tiger helicopters. In commercial, with production rates above 600 aircraft a year, the installed base is
expanding rapidly, and new innovative services are being offered successfully.
The Group’s core capability is to master programme management and architect/integrator capabilities in order to market,
develop, and manufacture large-scale aeronautics/space platforms, integrated systems, and related services. As the
Group is much based on a strong platform prime role, managing the supplier base towards delivering to the final customer
is key. We aim to strengthen and optimise selected strategic value chain areas to protect our Intellectual property,
manage risks, increase profit, access services, and differentiate our offerings. The Group’s suppliers provide a large
proportion of the value in our products, necessitating a robust supply-chain governance framework. This is supported by
processes and tools that foster partnership, risk mitigation and supplier performance development.
8. Focus on profitability, value creation and market position; no need to chase growth at any cost. Actively
manage portfolio
Thanks to strong organic growth potential, mainly in the commercial airplane business, the Group currently goes through
a series of production ramp-ups and associated financial needs. On top of that, targeted investments will help to position
the group for the future. The financial strength of the Group is an imperative to master these challenges, and to ensure
that we have enough room for manoeuvre for strategic moves. A prerequisite is that the Airbus Group stay’s attractive for
investors, notably compared to its peers. And further efforts are planned to optimize our portfolio of business and to
improve performance of our organization.
Achieving a smooth entry-into-service of the A320neo with our customers and securing the industrial transition from
ceo to neo;
Raising production of the single-aisle family as we build towards rate 50 in 2017 and rate 60 mid-2019;
Reaching – and going beyond – our efficiency and competitiveness targets for 2016;
Introducing a roadmap and programme for the use of digital technology throughout Airbus; and
Deliver what we promise to make our products and services a success for our customers and achieve our operational
and financial targets;
Prepare the future by increasing focus on Innovation chain, winning key sales campaigns and translating growth
strategy into product policies;
Boost competitiveness through digitalisation initiatives and a reinforced continuous improvement culture; and
Engage people by attracting, retaining and developing talents with a focus on diversity while maintaining high safety,
ethical and environmental standards.
Airbus Helicopters
Airbus Helicopters will pursue the execution of its strategy in 2016 by:
Improving further, based on 2015’s successes, the fleet availability of our customers, timely deliveries of spares, and
operational costs;
Ensuring the entry-into-service of new variants such as the H175 VIP, Panther MBe and the achievement of our key
development milestones on H160;
Focusing on major military campaigns and concluding contracts with pre-selection status; and
Continue the focus on transformation to deliver on operational, financial targets and prepare the future in anticipation
of a commercial market recovery.
For further information and detail regarding the Company’s activities, finances, corporate governance, and in particular
risk factors, the reader should refer to the Company’s website www.airbusgroup.com.
The Board of Directors hereby declares that, to the best of its knowledge: 6.1
The financial statements for the year ended 31 December 2015 give a true and fair view of the assets, liabilities,
financial position and profits or losses of the Company and undertakings included in the consolidation taken as a
whole; and
This Board Report gives a true and fair view of the position as per the balance sheet date, and of the development and
performance during the 2015 financial year of the Company and undertakings included in the consolidation taken as
a whole, and the principal risks facing the Company have been described herein.