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«Chief Executive‟s Report 9 Summary Operating and Financial Overview Directors‟ Report 15 Corporate Governance Report Report of the Remuneration ...»

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2 Financial Highlights

Chairman‟s Report

Chief Executive‟s Report

9 Summary Operating and Financial Overview

Directors‟ Report

15 Corporate Governance Report

Report of the Remuneration Committee on Directors‟ Remuneration

Statement of Directors‟ Responsibilities

Independent Auditor‟s Report

37 Presentation of Financial and Certain Other Information

39 Detailed Index*

41 Key Information

47 Principle Risks and Uncertainties 63 Information on the Company 86 Operating and Financial Review 91 Critical Accounting Policies 106 Directors, Senior Management and Employees 114 Major Shareholders and Related Party Transactions 115 Financial Information 125 Additional Information 136 Quantitative and Qualitative Disclosures About Market Risk 141 Controls and Procedures 145 Consolidated Financial Statements 201 Company Financial Statements 207 Directors and Other Information 208 Appendix *See Index on page 39 and 40 for detailed table of contents.

Information on the Company is available online via the Internet at our website, www.ryanair.com.

Information on our website does not constitute part of this Annual Report. This Annual Report and our 20-F are available on our website.

2014 2013 Change €M €M Financial Highlights Operating revenue 4,884.0 +3% 5,036.7 Net profit after tax 569.3 -8% 522.8 Basic EPS (in euro cent) 39.45 -6% 36.96 Adjusted profit above for year ended March 31, 2012 excludes a one off release of ticket sales revenue of €57.8 million and for year ended March 31, 2011 excludes estimated costs of €26.1 million relating to volcanic ash disruptions in the year. Adjusted profit for the year ended March 31, 2010 excludes an impairment charge of €13.5m on our investment in Aer Lingus and for year ended March 31, 2009 excludes €51.6 million relating to accelerated depreciation on aircraft disposals and a further €222.5 million write down of our investment in Aer Lingus.

–  –  –

This year we delivered a net profit after tax of €523m which was a disappointing €46m decline compared to last year‘s profit of €569m. However, this decline was entirely due to a 4% fall in fares, weaker sterling, and significantly higher fuel costs which rose by €128m.

During the year Ryanair delivered a number of significant milestones:

 Our traffic grew by 3% to 81.7m passengers.

 We ordered 180 new aircraft from Boeing for delivery from 2014 to 2018.

–  –  –

 We completed a €482m share buyback.

 We successfully improved customer service via the launch of a new website and introduced allocated seating.

 We achieved a BBB+ (stable) rating from Standard & Poor‘s (―S&P‖) and Fitch and became the highest rated airline in the world.

During fiscal 2014 we suffered a €128m increase in our fuel bill, which accounts for 46% of our total operating costs. Looking forward we are 90% hedged for fiscal 2015 at approximately $96 per barrel, significantly below current fuel prices, which will deliver approximately €50m cost savings this year. We have also extended our hedging into H1 FY16 and are already 55% hedged at prices which are just under 4% lower per passenger than fiscal 2015.

We lead the airline industry by having the lowest fares, the most on- time flights, and the youngest fleet. This year we have focused on significantly improving our customer experience by launching a new website, a user friendly mobile app, the My Ryanair registration service which makes it simpler, and easier for customers to book Ryanair flights. We have recently introduced allocated seating, reduced certain fees and charges, launched a family product with discounts for children, and enabled passengers to take a 2 nd small carryon bag on-board. These improvements have been warmly welcomed by our customers, and we will launch further enhancements as part of our ―always getting better‖ customer experience programme.

The earlier release of our seasonal schedules and selling these seats at lower fares will deliver a 3% increase in load factors to 86% this year. This stronger forward booking strategy is helping us to better manage our close-in fares. We have also made significant changes in the way we market and distribute our flights. In the spring we launched an extensive TV and outdoor advertising campaign in key EU markets and will initiate a series of campaigns this winter to promote our new website, mobile app and the ongoing improvements to customer service. In April we commenced distributing Ryanair flights on the GDS‘s (Global Distribution Systems) used by business customers and on Google flight search. In September we will launch our new business service which will include a same day flight change and other attractive features for business customers such as fast track through security at many Ryanair airports. We will continue to expand our distribution to enable more business customers to book Ryanair flights.

In 2013 we announced plans to return up to €1bn to shareholders via share buybacks and special dividends by the end of fiscal 2015. We have already completed €482m share buybacks and the Board have now proposed a dividend in Q4 of €0.37 per share a 10% increase on the 2013 special dividend which amounts to approximately €520m subject to shareholder approval at the Annual General Meeting. The combination of this third special dividend (subject to AGM approval) and previous share buybacks and dividends will mean that Ryanair has returned over €2.53bn to shareholders over the past 6 years.

We continue to see tremendous opportunities to grow our business as many of Europe‘s legacy and regional carriers restructure and cut capacity. As the first of our new aircraft delivers this September we look forward to continuing to grow the airline to carry over 110m passengers by 2019.

Our BBB+ (stable) rating by S&P and Fitch makes us the highest rated airline in the world. This rating combined with the strength of our Balance Sheet with €3.2bn in cash at the end of fiscal 2014 enabled us to issue our first unsecured eurobond in June for €850m at a coupon of just 1.875%. This new source of attractively priced financing will form part of our strategy to fund our future growth as we purchase 180 aircraft over the coming years.

I would like to warmly welcome a new director Michael Cawley, who joins the board in August and will stand for election by the shareholders at the AGM in September, 2014. I have also invited Howard Millar to join the board in July 2015, 6 months after he steps down as CFO in December 2014.

Over the last year we have made considerable improvements to our business and the extraordinary people at Ryanair continue to work hard on behalf of shareholders to reduce costs while at the same time delivering the lowest fares along with the best customer service in Europe to our 86m passengers.

Yours sincerely, David Bonderman Chairman

–  –  –

Dear Shareholders, We are pleased to present the 2014 report from Europe‘s biggest low fares airline and the world‘s favourite international scheduled carrier. Over the past 12 months, Ryanair‘s unique low fares, low cost model, continued to deliver new route and traffic growth, albeit at lower fares, which meant that while we carried a record 81.7m customers, our average fare fell by 4% to €46.40 causing a disappointing 8% decline in profits from last year‘s record €569m, to a slightly more modest €523m this year.

While any decline in net profits is disappointing, the fact is that this fall was not caused by a cost problem, but rather by offering our customers even lower fares than last year. Our history has shown that customers who obtain lower air fares and great customer service, will continue to return to Ryanair again and again as we roll out exciting plans to grow our fleet, expand our route network, improve our flight times and frequencies, and continuously improve the customer experience on Ryanair.

In the last year traffic rose by 3% to 81.7m customers, average fares fell by 4% (to €46.40), but ancillary revenues grew strongly (up 17%) with the result that revenue per passenger was largely flat. Excluding fuel (which rose by 7%), sector length adjusted unit costs fell by 3% proving again Ryanair‘s disciplined approach to cost containment. The key trend over the last year is that the average fare and unit cost gap between Ryanair and our European competitor airlines widened (as they saw their unit costs and fares rise) and it is this wider price gap which will underpin Ryanair‘s strong traffic and profit growth over the coming years.

Over the last 12 months Ryanair opened 121 new routes, announced 8 new bases in Athens, Thessaloniki, Brussels (Zaventem), Lisbon, Rome (Fiumicino), Catania, Lamezia and Palermo. We also obtained shareholder approval for our 180 new aircraft order, deliveries of which will start in September 2014, enabling Ryanair to grow our traffic from 82m to over 110m customers over the next 5 years.

Improving our Customer Experience In September 2013, we announced plans to significantly improve our customer experience. For many years, success was defined by having the lowest costs and the lowest fares in every market, which ensured that we grew rapidly establishing enormous price (and cost) leadership over Europe‘s flag carriers, and so called low cost carriers, all of whom charge air fares that are at least 50% higher than Ryanair. As our business matures, and our growth rates slow somewhat, we are committed to improving our customer experience in addition to providing our guests with the lowest fares, the most on-time flights, the fewest lost bags, and the fewest cancellations.

To achieve these goals we have spent a lot of the past year listening to our customers, and responding to their advice on improving our customer experience by moving to fully allocated seating on all flights, launching a simpler, easier to use, website with great new features which makes finding our routes, timetables and lowest fares quicker and easier than ever.

We have also restructured many long standing policies to allow customers bring a small second carry-on bag free of charge, a 24 hour grace period to correct minor booking errors, reduced boarding card and airport bag fees, ―quiet flights‖ on early morning and late evening services for those customers who wish to chill out or snooze. We have also launched a dedicated groups service, an exciting new family product which allows children to avail of discounted prices for allocated seats, travel insurance and checked bags. In the Autumn we will launch a new business service which will allow business customers avail of exciting new benefits including flexible tickets, fast-track through security at many airports, reserved seating and free checked in bags, all for a small premium on our very low fares. These efforts have been complimented with a brand new Ryanair mobile app which was launched in mid July and will make Ryanair‘s fares and services even more accessible to customers on the go.

We have widened the availability and distribution of Ryanair‘s low fares and flights with a return to GDS distribution via new partnerships with Travelport (the operator of the Galileo and Worldspan GDS‘s), with Google Flight Search feature here in Europe, and the brilliant ―fare finder‖ facility on our website (which allows customers to readily find our lowest fares, our price promotions, or to enter a range of prices and we then produce the range of destinations that they can travel to at these price points).

Our airport partnerships Over the past year there has been a noticeable change in our airport strategy. For many years we focused our growth on low cost services to secondary airports at primary cities, or primary airports in regional cities, where low costs and efficient facilities were readily available.

Over the last 12 months an increasing number of major city primary airports are offering Ryanair low costs and efficient facilities in return for new route and/or traffic growth on existing routes, in many cases to make up for traffic declines at those primary airports by their incumbent carriers.

This has seen Ryanair announce new bases and growth at a number of primary airports last year including longterm incentive schemes at London Stansted and Dublin (where we applaud the Irish Government‘s decision to scrap the damaging travel tax), and we have also welcomed new primary airports to our network including Athens, Brussels Zaventem, Lisbon, Rome Fiumicino, Cologne, Gdansk, Warsaw Modlin and Glasgow Intl.

among others. While many of these airports are slightly more expensive than our 186 existing airports, our experience has shown that passengers at these airports prefer Ryanair‘s low fares over the much higher fares being charged by other so called low cost carriers, or flag carriers, and so they switch to Ryanair in significant numbers to make significant savings on their travel costs.

We will continue to roll out new products, new services and new routes, as we make the customer experience when flying with Ryanair the best in the business. We plan to reduce the cost of flying for individual customers, for families and for businesses. We will offer more choice of services, with an increasing range of flights to/from many of Europe‘s primary airports, and we will continue to offer Europe‘s consumers lower fares than all other airlines, as well as a better customer experience.

Digital While the Ryanair.com website is Europe‘s largest travel website, we have been slow over the past year or two to invest or improve our website, and to address new mobile technology as it develops rapidly. As a result we have allowed higher fare competitors to develop better websites and mobile platforms than those of Ryanair.

This will not happen again. Over the last year we have transformed the Ryanair.com website to make it easier to use, and we have launched a great new mobile app which makes Ryanair‘s fares, flights and ancillary services readily available to our customers on smartphones, laptops and other mobile devices.

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