Other PAGE CONTENTS - Ryanair

1 1 Other assets Other assets PAGE CONTENTS 2 Financial Summary 3 Key Statistics 4 Chairman s Report 6 Group Chief Executive s Report 11 Directors Report 15 Corporate Governance Report 30 Environmental and Social Report 37 Report of the Remuneration Committee on Directors Remuneration 41 Statement of Directors Responsibilities 43 Independent Auditor s Report 48 Presentation of Financial and Certain Other Information 50 Detailed Index* 53 Key Information 59 Principal Risks and Uncertainties 73 Information on the Company 96 Operating and Financial Review 99 Critical Accounting Policies 111 Directors, Senior Management and Employees 119 Major Shareholders and Related Party Transactions 120 Financial Information 126 Additional Information 137 Quantitative and Qualitative Disclosures About Market Risk 142 Controls and Procedures 145 Consolidated Financial Statements 196 Company Financial Statements 202 Directors and Other Information 203 Appendix *See Index on page 50 to 52 for detailed table of CONTENTS .

2 Information on the Company is available online via the internet at our website, Information on our website does not constitute part of this Annual Report. This Annual Report and our 20-F are available on our website. 2 3 4 Chairman s Report Dear Shareholders, Last year we made significant progress in growing Ryanair as Europe s largest airline group. We aim to carry 200m guests per annum over the next 5 years. Highlights of the year include: Traffic grew 9% to over 142m guests Avg. air fares were cut 6% to 37 Revenue rose 6% to as ancillary revenue increased by 11% per guest Ryanair Sun ( Buzz ) was launched and traded profitably in its first year We acquired 100% of Lauda, and transformed its fleet and operations We negotiated union agreements in most of our key markets We took delivery of 29 B737s and 16 A320s while investing in our business for future growth We took decisive actions to improve on-time-performance (despite record ATC disruptions)

3 We continued to deliver our environmental targets and now publish CO2 data monthly Over 560m was returned to shareholders via share buy-backs At a time of excess capacity in the European short-haul market, Ryanair s cost leadership, and strong balance sheet, means that we are well placed to take advantage of the growth opportunities that will arise as airlines consolidate and/or exit the market. In May, your Board approved a further 700m share buy-back program which will, depending on market conditions, run for 9 to 12 months. Following this latest distribution, Ryanair will have returned 7bn to shareholders since 2008.

4 The Board, in conjunction with management, are closely monitoring delivery delays to the Boeing 737-MAX-200 aircraft. Subject to FAA and EASA regulatory approval, we hope to receive our first gamechanger aircraft sometime between January and February 2020. Ryanair is therefore planning summer 2020 capacity on the basis of having 30 MAX aircraft, rather than the 58 originally scheduled, which will slow down growth from approximately 7% to approximately 3% in fiscal year 2021 where we will now carry 157m guests instead of the 162m previously expected.

5 As already announced, Michael O Leary has agreed a new 5-year contract as Group CEO, which secures his services for the Group until at least July 2024. We welcome his agreement to commit for a further 5-year period, which gives certainty to our shareholders. Both Kyran McLaughlin and I have agreed to lead the Board until summer 2020, but we do not wish to be considered for re-election at the September 2020 AGM. In order to ensure a smooth succession, Stan McCarthy (who joined the Board in May 2017) agreed to become Deputy Chairman from April 2019 and will transition to Chairman of the Board next year.

6 Stan brings enormous international experience (as a former CEO of Kerry Group plc) and leadership skills to the development of Ryanair over the coming years. Louise Phelan (who joined the Board in December 2012) has agreed to become Senior Independent Director when Kyran McLaughlin retires from the Board in summer 2020. I wish to thank the 16,800 highly skilled aviation professionals across the Ryanair Group who strive, on behalf of our 142m guests, each year, to deliver the lowest fares, the best on-time performance and the greenest, cleanest air travel with an ever-improving customer experience for the benefit of our customers, our people and our shareholders.

7 Yours sincerely, David Bonderman Chairman 5 David Bonderman Our 2019 AGM will be the last under the Chairmanship of David Bonderman. David became an investor in, and Director of, Ryanair in August 1996 when we operated just 12 aircraft, carried 3m passengers annually, and employed just over 600 people. Under David s leadership over the last 24 years Ryanair has grown to operate a fleet of over 450 aircraft, we carry 3m passengers each week, and we employ over 16,800 highly skilled aviation professionals. None of this would have been achieved without David s experience, leadership and expertise.

8 His guidance as Chairman was key to our flotation in May 1997, our first new aircraft order for 25 Boeing 737-800s, and every follow-on order since. He has guided the Board and Management of Ryanair over the last 24 years with great wisdom and insight making us today the world s largest international airline. The people, passengers, and shareholders of Ryanair owe David an enormous debt of gratitude, and on their behalf, I say a very sincere thank you to David for his time, his help and his support over the last 24 years. It has been a pleasure and a privilege to work with him.

9 Michael O Leary Group CEO 6 Group Chief Executive s Report Dear Shareholders, We are pleased to present Ryanair s 2019 Annual Report, which covers a year of significant challenges. Overcapacity in Europe and our continuing growth saw average fares fall 6% but this stimulated traffic growth of 9% to 142m guests. Ancillaries performed well with spend up 11% per guest. We faced a number of cost challenges including higher oil prices, a step up in payroll costs under new 5 year pay deals for pilots and cabin crew, and an extraordinary jump in our EU261 costs due to repeated ATC strikes and staff shortages through summer 2018.

10 As a direct result of these lower air fares, our full year profits fell 39% to 885m ( excl. Laudamotion start-up losses). This was a reasonable performance by a robust business model in difficult trading circumstances. Despite these headwinds, we delivered an industry leading 96% load factor, concluded union agreements with pilots and cabin crew in most of our major markets, and returned a further 560m to shareholders via share buy-backs. Revenue and Growth Over the past year the Ryanair Group has delivered traffic growth of 9% to 142m passengers, mainly thanks to a 6% cut in average fares to 37.