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Annual Statements

Home Annual Statements Financial Statements 2013 Notes to the consolidated financial statements Related parties Associates

Associates

Registered in

Direct / indirect
interest in %

JFK IAT Member LLC

Delaware

100.00

Flight Forum C.V.

Eindhoven

49.00

Schiphol Logistics Park B.V.

Schiphol

45.00

Schiphol Logistics Park C.V.

Schiphol

38.08

Cargonaut B.V.

Schiphol

36.93

Mainport Innovation Fund B.V.

Delft

25.00

Schiphol Area Development Company N.V.

Schiphol

25.00

Airport Medical Services B.V.

Haarlemmermeer

20.00

Airport Medical Services C.V.

Haarlemmermeer

20.00

Tradeport Hong Kong Ltd

Hong Kong

18.75

Brisbane Airport Corporation Holdings Ltd

Brisbane

18.72

Aéroports de Paris S.A.

Parijs

8.00

Schiphol Group owns all of the class A shares in JFK IAT Member LLC and accordingly exerts significant influence. This associate is not consolidated. The governance structure is determined by the following agreements:

  • Schiphol USA Inc. and Delta Airlines concluded an operating agreement under which Schiphol USA Inc. holds all the class A shares and Delta Airlines holds all the class B shares in JFK IAT Member LLC. This agreement also contains arrangements on the division of the result between the shareholders, the two shareholders’ powers in respect of strategic decisions, operational management and the shareholders’ further rights and obligations;
  • JFK IAT LLC (a subsidiary of JFK IAT Member LLC) and Delta Airlines concluded an anchor tenant agreement under which JFK IAT LLC and Delta Airlines are proportionally represented in a Management Committee and an Operations Advisory Committee, which committees determine the policies in key financial and operational areas;
  • JFK IAT LLC and the Port Authority of New York and New Jersey concluded a lease agreement regarding Terminal 4 under which the Port Authority has far-reaching consultation rights and veto rights over key strategic and operational areas;
  • Schiphol USA Inc.’s revenues primarily consist of regular revenues resulting from management contracts and depend to a limited extent on the revenues of JFK IAT LLC.

Schiphol Group has an interest of 18.72% in Brisbane Airport Corporation Holdings Ltd which owns the entire share capital of Brisbane Airport Corporation Holdings No. 2 Pty Ltd, which in turn is sole shareholder of Brisbane Airport Corporation Ltd. (BACL). Despite Schiphol Group’s interest in Brisbane Airport Corporation Ltd (BACL) being less than 20%, it has significant influence as a result of the following:

  • Schiphol Group has a blocking vote with respect to a various important decisions which can only be taken by the shareholders’ meeting by a majority in excess of 90%;
  • Schiphol Group has the right to appoint three out of the nine members of the Board of Directors, each of whom has equal voting rights, meaning that the members appointed by Schiphol Group represent 33.3% of the votes;
  • The existence of a Technical Services Agreement between Schiphol Group and BACL under which Schiphol Group has, for instance, the sole right to put forward candidates for Managing Director (Chief Executive Officer); and
  • The existence of an Intellectual Property Agreement between Schiphol Group and BACL under which BACL is able to share Schiphol Group’s expertise relating to the operation and development of an airport.

Schiphol Group has an interest of 8% in Aéroports de Paris S.A. (ADP). Despite Schiphol Group’s interest in ADP being less than 20%, it has significant influence as a result of the following:

  • It is a long-term alliance and a mutual shareholding;
  • An Industrial Cooperation Committee (ICC) has been set up which supervises the cooperation between the two parties in eight specified areas of operation. Each company has four representatives on this committee, which is chaired alternately by the Presidents of ADP and Schiphol Group;
  • The President (CEO) of Schiphol Group is a member of the ADP strategy committee and as such is able to exert significant influence on strategic decisions of ADP’s one-tier board;
  • The President (CEO) and Financial Director (CFO) of Schiphol Group have seats on ADP’s one-tier board;
  • Joint international airport projects will be developed in the future, whereby Schiphol Group will focus on reinforcing the dual hub within the SkyTeam international network.

The fair value of Aéroports de Paris S.A. (ADP), derived from the market price of the share at 31 December 2013, was 8.1 billion euros (31 December 2012: 5.8 billion euros). Schiphol Group’s share in this was 653 million euros (31 December 2012: 462 million euros).

The municipality of Amsterdam, the municipality of Haarlemmermeer, Schiphol Group and the province of North-Holland established a land development company Schiphol Area Development Company N.V. (SADC) as a public-private partnership in 1987. SADC’s object is to safeguard and enhance the economic position of Amsterdam Airport Schiphol and surrounding areas through the ongoing development of business locations and supporting infrastructure projects. The shareholders decided in cooperation agreements to jointly acquire land and to contribute their existing holdings, so as to be able subsequently to develop this area together. SADC may demand a maximum contribution of 20 million euros from the shareholders for the acquisition of these lands. Since 2010, the four parties referred to above have each held 25% of the shares in SADC.

Financial information relating to Schiphol Group’s share of the above associates:

(in thousands of euros)

2013

2012

Total assets

1,430,163

1,496,007

Total equity

383,042

292,556

Revenue

495,935

441,757

Net result

212,343

179,679

At 31 December 2013, the outstanding loans to joint ventures were 59.5 million euros.

At 31 December 2013, Tradeport Hong Kong had a loan outstanding of 6.4 million euros. The guaranteed part of this loan amounts to 1.9 million euros. On the basis of Schiphol Group’s share in Tradeport Hong Kong (18.75%), the amount of the maximum guarantee attributable to Schiphol Group is 0.4 million euros. Schiphol Group has also given guarantees for a maximum of 3.8 million euros in respect of the liabilities of Tradeport Hong Kong relating to land on which the company has a concession for the operation of the logistics centre.

At 30 June 2013, Brisbane Airport Corporation Ltd (BACL) had a contingent liability based on passenger and traffic growth forecasts for capital expenditure at Brisbane Airport totalling 66.2 euros million over several years. Major expansions have been planned in the next few years in the form of a new runway and an extension of the terminals and the infrastructure. On the basis of Schiphol Group’s indirect interest of 18.72% in BACL, the associate’s contingent liability amounts to 12.4 million euros.