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Registration number: 00459408

Scandinavian Airlines System (Investments) Limited

Annual Report and Financial Statements

for the Year Ended 31 October 2024

 

Scandinavian Airlines System (Investments) Limited

Contents

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

3 to 10

 

Scandinavian Airlines System (Investments) Limited

Company Information

Directors

 

Y Zachrisson

K J T Gustafsson

Registered office




 

Room Lo.0146
Terminal 2, The Queen's Terminal
Heathrow Airport
London
TW6 1EW

Independent Auditor

Shaw Gibbs (Audit) Limited
Statutory Auditor
Salatin House
19 Cedar Road
Sutton
Surrey
SM2 5DA

 

Scandinavian Airlines System (Investments) Limited

(Registration number: 00459408)
Statement of Financial Position as at 31 October 2024

Note

2024
£

2023
£

Current assets

 

Cash at bank and in hand

 

15,700

25,804

Payables: Amounts falling due within one year

5

(21,866,264)

(19,930,094)

Total assets less current liabilities

 

(21,850,564)

(19,904,290)

Provisions for liabilities

(24,718)

(1,698,381)

Net liabilities excluding pension asset/(liability)

 

(21,875,282)

(21,602,671)

Net pension asset 1

98,871

6,793,521

Net liabilities

 

(21,776,411)

(14,809,150)

Equity

 

Called up share capital

8

700

700

Retained earnings

(21,777,111)

(14,809,850)

Shareholders' deficit

 

(21,776,411)

(14,809,150)

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006 and in accordance with the provisions of FRS 102 Section 1A - small entities.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Income statement.

Approved and authorised by the Board on 30 April 2025 and signed on its behalf by:
 

.........................................

K J T Gustafsson
Director

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024

1

General information

Scandinavian Airlines System (Investments) Limited (the 'company') is a private company limited by share capital, incorporated in England and Wales under the Companies Act. The address of the registered office is given on page 1. The nature of the company’s operations and its principal activities are set out in the directors' report on page 2.

2

Accounting policies

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented.

Going concern

The directors have prepared these financial statements on the going concern basis, which assumes that the company will remain in operational existence for a period of at least twelve months from the date of approval.

This is on the basis that the parent undertaking, Scandinavian Airline Systems, will provide the company with sufficient resources to enable the company to meet its financial obligations as they fall due in line with the Deed of Guarantee.

In July 2022, SAS AB and certain of its subsidiaries initiated a voluntary chapter 11 procedure in the United States. Chapter 11 is a legal process for financial restructuring conducted under US federal court supervision and it has previously been used by many international airlines to make financial restructurings. Through this process, SAS sought to reach agreements with key stakeholders, restructure debt obligations, restructure its aircraft fleet and emerge from the restructuring proceedings with a significant capital injection. On March 27, 2024, SAS AB applied for company reorganization in Sweden.

On August 28, 2024, SAS announced that it had successfully completed its restructuring proceedings, thereby having secured an investment of USD 1.2 billion in the company, restructured more than USD 2 billion in debt, adjusted the aircraft fleet and reached agreements with key stakeholders, creditors and suppliers.

As a wholly owned subsidiary of the SAS AB Group, Scandinavian Airlines System (Investments) Limited is directly and indirectly affected by the situation described above, as the SAS Group is the cooperation partner for the company.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The functional currency of the company is considered to be pound sterling (£) because that is the currency of the primary economic environment in which the company operates. The financial statements are presented in pound sterling (£).

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024 (continued)

2

Accounting policies (continued)

Summary of disclosure exemptions

The company meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements. The company is consolidated in the financial statements of its parent, Scandinavian Airline System, which may be obtained from www.sasgroup.net. Exemptions have been taken in these separate company financial statements in relation to financial instruments, presentation of a cash flow statement, transactions with group entities and remuneration of key management personnel.

Judgements and key sources of estimation uncertainty

There were no critical judgements, key sources of estimation uncertainties or assumptions made by the directors in the process of applying the company's accounting policies which have a significant effect on the amounts recognised in the financial statements.

Taxation

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at
the balance sheet date where transactions or events that result in an obligation to pay more tax in the
future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.

Deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and are subject to an insignificant risk of change in value.

Receivables

Trade receivables are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade receivables are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade receivables is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Payables

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade payables are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024 (continued)

2

Accounting policies (continued)

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined benefit pension obligation

Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation.

The cost of providing benefits is determined periodically by independent actuaries and charged to the Income Statement in the period in which those benefits are earned by the employees. Remeasurements, including actuarial gains and losses are recognised in the Statement of Comprehensive Income in the period in which they occur. Past service costs resulting from a plan amendment or curtailment are recognised immediately in the Income Statement.

The pensions asset or liability recognised in the Statement of Financial Position in respect of defined benefit pension plans represents the fair value of scheme assets, less the present value of the defined benefit obligation at the year end calculated using a number of actuarial assumptions. The bid values of the scheme assets are not intended to be realised in the short term and may be subject to significant change before they are realised. The present value of the scheme's liabilities are derived from cash flow projections over long periods and are , therefore, inherently uncertain.

The company participates in a group pension scheme and is responsible for the administration. All costs and income for the scheme have been recognised in the company's Income Statement.

Financial instruments

The company only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 0 (2023 - 0).

4

Cash and cash equivalents

2024
£

2023
£

Cash at bank

15,700

25,804

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024 (continued)

5

Payables

2024
£

2023
£

Due within one year

Amounts owed to group undertakings

21,848,665

19,918,294

Accrued expenses

17,599

11,800

21,866,264

19,930,094


The amounts owed to group undertakings disclosed above as falling within one year represents the company' unsecured loans from group undertakings with interest charged at a floating interest rate per annum and is repayable on demand. Of the loan balances disclosed above, £214,093 (2023: £228,477) is subject to a fixed annual interest rate of 4.6113% and the balance is payable on demand and non-interest bearing.

6

Provisions for liabilities

Deferred tax
£

At 1 November 2023

1,698,381

Increase (decrease) in existing provisions

(1,673,663)

At 31 October 2024

24,718

The deferred tax liability above is in respect of the company's defined benefit pension scheme surplus.

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024 (continued)

7

Pension and other schemes

Defined benefit pension schemes

Scandinavian Airline System (Investments) Limited Pensions and Assurance Scheme

The company is a principal and participating named employer to the Scandinavian Airline System (Investments) Limited Pensions and Assurance Scheme, and is listed on the Schedule of Contributions as liable for the employer's scheme contributions. Therefore the company discloses all assets and liabilities of the Scheme.

The date of the most recent comprehensive actuarial valuation was 01 January 0001. The date of the most recent full actuarial valuation was 31 October 2023 for both the SAS Section and SGS Sub fund. For the SAS Section being the main fund, the actuarial valuation results revealed a funding surplus of 505k which is an improved funding level position to 101%. Under the most recent Schedule of Contributions certified by the Scheme Actuary on 28 February 2025, it was agreed that contributions are no longer due. However, for the SGS Sub Fund, the actuarial valuation results as at 31 October 2023 reported a funding shortfall of £27k and a funding level of 99%. In accordance with the latest recovery plan dated 28 February 2025, the sponsoring employer will pay contributions of £8,300 each year from October 2026 to October 2029 inclusive to cover the shortfall.

Reconciliation of scheme assets and liabilities to assets and liabilities recognised

The amounts recognised in the statement of financial position are as follows:

2024
£

2023
£

Fair value of scheme assets

66,602,676

65,407,293

Present value of defined benefit obligation

(66,503,805)

(58,613,772)

Defined benefit pension scheme surplus

98,871

6,793,521

Defined benefit obligation

Changes in the defined benefit obligation are as follows:

2024
£

Present value at start of year

58,613,772

Past service cost

11,000

Interest cost

3,283,614

Actuarial (Gain) or Loss, Financial assumptions

8,054,207

Benefits paid

(3,458,788)

Present value at end of year

66,503,805

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024 (continued)

7

Pension and other schemes (continued)

Fair value of scheme assets

Changes in the fair value of scheme assets are as follows:

2024
£

Fair value at start of year

65,407,293

Interest income

3,613,323

Return on plan assets, excluding amounts included in interest income/(expense)

1,369,568

Administration costs

(328,720)

Benefits paid

(3,458,788)

Fair value at end of year

66,602,676

Analysis of assets

The major categories of scheme assets are as follows:

2024
£

2023
£

Bond investments

55,013,213

58,856,920

Other investments

11,589,463

6,550,373

66,602,676

65,407,293

Return on scheme assets

2024
£

2023
£

Return on scheme assets

(3,263,226)

(10,638,920)

Pension income recognised in other comprehensive income:

2024
£

2023
£

Actuarial losses on defined benefit obligations during the period

8,054,207

8,867,414

Return on Plan Assets excluding Interest Income

(3,263,226)

(10,638,920)

Pension expense recognised in other comprehensive income

4,790,981

(1,771,506)

The pension scheme has not invested in any of the company's own financial instruments or in properties or other assets used by the company.

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024 (continued)

7

Pension and other schemes (continued)

Principal actuarial assumptions

The principal actuarial assumptions at the statement of financial position date are as follows:

2024
%

2023
%

Discount rate

4.70

5.75

Future pension increases

3.20

3.30

Inflation

3.40

3.50

8

Share capital and reserves

Allotted, called up and fully paid shares

 

2024

2023

 

No.

£

No.

£

Ordinary shares of £1 each

700

700

700

700

         

The company has one class of share capital which carries no right to fixed income.

Reserves
The retained earnings reserve represents cumulative profit or losses net of dividends paid and other adjustments.

9

Related party transactions

The company is a wholly owned subsidiary member of its group and has therefore taken advantage of the provisions of paragraph 1AC.35 of FRS 102 - Small Entities the not to disclose transactions with entities that are wholly owned members of the group. There were no other related party transactions to disclose.

10

Parent and ultimate parent undertaking

The company's parent undertaking and ultimate controlling party is Scandinavian Airline System, a consortium representing Swedish, Norwegian and Danish interest registered in Sweden.

 The most senior parent entity producing publicly available financial statements is Scandinavian Airline System. These financial statements are available upon request from
https://www.sasgroup.net/about-SAS/annual-reports.

11

Events after the financial period

There have been no significant events between the year end and the date of approval of these accounts which would require a change to, or disclosure in, the financial statements.

 

Scandinavian Airlines System (Investments) Limited

Notes to the Financial Statements
for the Year Ended 31 October 2024 (continued)

12

Audit report

The Independent Auditor's Report was unqualified. The name of the Senior Statutory Auditor who signed the audit report on 30 April 2025 was Ransford Agyei-Boamah, who signed for and on behalf of Shaw Gibbs (Audit) Limited .