BELFAST International Airport has been sold to the British property company TBI, for £107 million sterling in cash and shares.

The sale, which creates a £38 million pound windfall for management and staff at the Aldergrove airport, comes two years after the British government sold the airport to a management buy out (MBO) team for £32.75 million.

Under the TBI deal, the airport's three senior executives will each receive £6.4 million for their combined 25 per cent stake in the company. The three men - managing director, Mr Jim Dornan, finance director, Mr Greg Hamill and operations director, Mr James Mairs - are to retain their positions after the sale. About 200 of the airport's staff shareholders will each receive an average payment of £96,000.

The largest single shareholder is the venture capital company, Mercury Asset Management (MAM), which has a 33 per cent stake and will receive £25.4 million. Five other institutions, including the Dublin based venture capital company, ACT, are to receive about £2.6 million each.

The deal, which is subject to approval from TBI's shareholders and Belfast International Airport's 200 worker shareholders, is one of the largest ever private sector investments in the North. The cash payment to management and staff shareholders is subject to 40 per cent capital gains tax in the North.

The publicly quoted TBI, which bought the smaller Cardiff Airport last year, is paying £72.4 million for Belfast International Airport's holding company in a mixture of cash band shares.

But TBI is also to repay the airport's £28 million bank borrowings and its £2 million transaction costs, and Belfast International Airport is paying a £4.5 million dividend to holders before the sale is completed. The additional elements bring the total purchase cost to £107 million.

The managing director of Belfast International Airport, Mr Jim Dornan, said the airport had not been for sale but that TBI had made them an offer which they could not refuse. "Our plans had been to sell at the earliest in year three or maybe after five years . . . so this was really quite a surprise." Other, parties had also made approaches about a possible acquisition and City analysts had been encouraging an early flotation, he said.

Mr Dornan agreed the price paid by TBI differed greatly from the British government's selling price of £32.75 million two year's ago, but said it should be remembered that the Exchequer also received the airport's £15 million cash reserves in July, 1994.

The airport's performance had also substantially improved during the period, he said. "It is a big jump in two years but I would argue that a very professional job was done by the management and staff at the airport."

Belfast International Airport handled 2.4 million passengers last year, 70 per cent of whom travelled on domestic flights. Operating profits increased from £5.3 million to £8.2 million as turnover grew from £22.8 million to £25.8 million.

TBI chief executive, Mr Keith Brooks, described the acquisition as "a good deal for everyone". TBI, which outbid Aer Rianta to take control of Cardiff Airport last year, wants to buy other UK regional airports and is also considering investing in other countries.

Mr Brooks said the principal airport to Belfast was the high level of passenger numbers coupled with the fact that passenger throughput has increased by 80 per cent in the last decade. Airports make more money from passengers than from the airplane landing fees and TBI is convinced it can grow this spend dramaticaly.

When TBI acquired Cardiff Airport last year the average spend per head was £3.50 but this has now been increased to £5.71 which helped increase total operating profits by 63 per cent to £5.2 million. The current figure for Belfast's £1.93 per head and Mr Brooks believes this can be boosted with "better retail and better catering outlets".

TBI plans to expand the number "of holiday charter flights from Belfast and will compete aggressively with the smaller Belfast City Airport, according to Mr Brooks. "We won't be sitting back," he said.

Belfast International Airport made a £24 million bid for Belfast City Airport last year but the acquisition was blocked by the British Monopolies and Mergers Committee.

TBI was also attracted to Belfast International Airport by the 200 acres of land which are adjacent to the site, and intends to develop this land for business use, according to Mr Brooks. TBI, which has extensive property interests in Britain, yesterday reported a 146 per cent increase in pre tax profits to £10.1 million.