AIR FRANCE – KLM A GLOBAL AIRLINE MARKET LEADER Roissy, France and Amstelveen, The Netherlands, May 5 2004 The full press kit can be found on the websites: www.airfrance.com/corporate www.klm.com Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 1 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com PERSBERICHT - PERSBERICHT - PERSBERICHT - PERSBERICHT - PERSBERICHT COMMUNIQUE DE PRESSE - COMMUNIQUE DE PRESSE - COMMUNIQUE DE PRESSE PRESS RELEASE - PRESS RELEASE - PRESS RELEASE - PRESS RELEASE 5 MAY 2004: AIR FRANCE – KLM, A GLOBAL AIRLINE MARKET LEADER Jean-Cyril Spinetta, Chairman and CEO of Air France, and Leo van Wijk, President and CEO of KLM, have expressed their great satisfaction following the success of the recommended public offer of exchange for KLM ordinary shares. At a press conference held today at Paris-Charles de Gaulle airport, the two chairmen announced: “The merger of our two airlines is now a done deal. Today is an important date for the world airline industry and marks an essential step forward in the process of sector consolidation in Europe. The new entity, which will be the world’s largest airline group by turnover (19.2 billion euros) and a world leader in its three core businesses: Passengers, Cargo and Maintenance, has the potential to develop powerful synergies. The complementary nature of the two airlines, which will each retain their brands and unique values, will ensure that the new group is more attractive for passengers, as they will gain access to an enhanced offering, and will create substantial shareholder value.” The synergies already identified are scheduled to gain momentum and have a positive impact on the Group’s consolidated operating profit of some 400 to 500 million euros as of the fifth year. The synergies are to be achieved through optimized networks, improved deployment of passenger and cargo activity, and an expanded maintenance offering together with cost savings in supplies, sales distribution and Information Technology. Customers will start feeling the benefit of these synergies very rapidly. Jean-Cyril Spinetta and Leo van Wijk announced that, as of 1 June this year, Air France and KLM passengers will be able to benefit from coordinated schedules throughout their entire short-, medium- and longhaul networks. Flight schedules between Paris and Amsterdam will be regular and frequent to increase the possibilities of connecting flights to the entire world via the hubs at Paris-Charles Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 2 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com de Gaulle 2 or Schiphol. KLM flights will be transferred from Terminal 1 to Terminal 2F at Paris Charles de Gaulle to join the Air France flights. In Amsterdam, both airlines’ flights will also leave from the same boarding area. Air France and KLM are to step up services between Amsterdam and French regional airports and between Paris and Dutch regional airports with the launch of three new services: Amsterdam-Bordeaux, Amsterdam-Marseille and CDG-Rotterdam. Air France and KLM are also seeking to maximize the complementary nature of their medium -haul networks. Air France has a strong presence in southern Europe, while KLM has developed an extensive network in northern Europe. The long-haul routes on which Air France and KLM do not have a daily flight or do not have a non-stop point-to-point flight are to be rationalized and improved. The two airlines’ world networks can be combined, forming a vast network organized around the two major hubs of Amsterdam-Schiphol and Paris-CDG. This initiative will be very attractive for passengers who need to travel via a hub to reach their final destination. When they organize their trip to a distant destination served by Air France and KLM, they can benefit from two different schedules on the same day, on both the outgoing and return legs, and will be able to combine a trip via Amsterdam with one via Paris. The Air France-KLM Group will therefore be bringing to bear the tremendous power of its enhanced combined offering for the benefit of its most demanding passengers. These customers will be able to organize their trips to suit their schedules, at the most attractive available fares, based on the addition of two half round-trip tickets. Members of the Fréquence Plus/Air France and Flying Dutchman/KLM frequent flyer programmes will be able to earn Miles and claim rewards on all the two airlines’ routes as of 1 June 2004. And once KLM, Northwest and Continental join SkyTeam, scheduled for mid-September 2004, customer benefits will be even further increased. By pooling their strengths in the cargo sector, Air France and KLM will become the biggest nonintegrator operator, with a combined turnover of 2.5 billion euros. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 3 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com In the field of aircraft maintenance , the merger is to give rise to one of the world’s leading suppliers of maintenance services, with a combined turnover of 2.6 billion euros, 900 million euros of which are generated by third-party customers. Jean-Cyril Spinetta and Leo van Wijk concluded: “Air France and KLM have decided to join their forces and destinies to build a new entity on a par with the great European Single Market. Today we share a single ambition, which is to be one of the few airlines that are powerful enough to play a leading role in the future of the global alliances that will structure the airline industry. In other words, to be big enough to be a key player on the world stage, in order to improve our profitability, offer the best service possible to our customers and protect our jobs over the long-term. The people at Air France and KLM who are going to build the new Group can embark on this new venture with pride in their hearts.” The full press kit can be found on the websites: www.airfrance.com/corporate www.klm.com Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 4 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com 5 MAY 2004 : AIR FRANCE – KLM, A GLOBAL AIRLINE MARKET LEADER CONTENTS • Press release of 5 May 2004 I. AIR FRANCE AND KLM: MORE DESTINATIONS, MORE FLIGHTS, WIDER CHOICE FOR PASSENGERS OF BOTH AIRLINES .....................................................P 6 • 5 May: A combined network and more seats at the most attractive available fares • 1st June: Frequent service between Paris and Amsterdam to link up the Air France and KLM networks • 1st June: Enhanced service to French and Dutch regions to link up the Air France and KLM networks • 1st June: More attractive frequent flyer programmes for 9.3 million passengers • Early-June: Air France and KLM launch electronic ticketing on both airlines’ flights • Special Air France-KLM offer immediately available II. CLEARLY IDENTIFIED SYNERGIES ..............................................................................P 17 • • • • • Sales/distribution/stations Network management and revenue management Cargo Maintenance Information systems III. PARIS-CDG AND AMSTERDAM -SCHIPHOL : TWO MAJOR ASSETS FOR AIR FRANCE AND KLM ...........................................................................................P 22 IV. SKYTEAM, A LEADING ALLIANCE ...............................................................................P 26 V. GOVERNANCE OF THE AIR FRANCE-KLM GROUP .................................................P 27 VI. AIR FRANCE-KLM GROUP STRUCTURE ...................................................................P 29 ANNEXES • • • Facts and figures Launch of world's leading airline group in 12 key dates Biographies of Jean-Cyril Spinetta and Leo van Wijk Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 5 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com I. AIR FRANCE AND KLM: MORE DESTINATIONS, MORE FLIGHTS, WIDER CHOICE FOR PASSENGERS OF BOTH AIRLINES For the first time, the merger of two major national carriers – Air France and KLM – will offer customers new benefits: • a combined network giving access to a wider choice of routes, • more seats at the best possible fares available, • even more attractive frequent flyer programmes More destinations Air France and KLM have combined their networks for the benefit of their customers. This combined network, organized around the hubs of Paris-CDG and Amsterdam -Schiphol, will enable the new Group to offer passengers a total of 225 destinations all over the world instead of 200 for Air France alone and 131 for KLM alone. The Air France-KLM network comprises 119 short and medium -haul destinations and 106 long-haul destinations. 47 out of the 106 long-haul destinations are served by Air France, 23 by KLM, and only 36 by both airlines, which proves the highly complementary nature of the two networks. More flights at more attractive fares For destinations served by both airlines, passengers can combine two fares, giving them the choice of an outbound flight with KLM via Amsterdam and a return flight with Air France via Paris or vice versa. The fare is the equivalent of two half roundtrip tickets added together. This way customers can benefit from connections via either hub, both on the outward and return journey, at the best available fares. More choice The frequent service on the Paris-Amsterdam route, with 15 daily flights in each direction, and enhanced services to the French and Dutch provinces, will make it easier for passengers to travel on the vast Air France and KLM network, by multiplying routing possibilities all over the world via CDG or Schiphol. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 6 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Still more attractive frequent flyer programmes Starting 1st June 2004, members of the Air France Fréquence Plus and KLM Flying Dutchman frequent flyer programmes will be able to earn Miles and claim rewards on all the routes of both airlines. A special launch offer Finally, to celebrate the merger, Air France and KLM are launching a special offer enabling passengers to travel on either or both networks. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 7 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com 5 MAY: A COMBINED NETWORK AND MORE SEATS AT THE MOST ATTRACTIVE AVAILABLE FARES Air France and KLM want their customers to reap all the benefits of their complementary networks by giving them access to the most attractive fares available, while at the same time providing a wider choice of schedules and routes. This is why the two airlines decided that almost all their fares could be combined. This facility is available as of now on all Air France and KLM European markets, and will be gradually phased in on the other markets. Practically speaking, this means that a passenger can travel on either network at the best possible fares of each airline. For example, he or she can travel one-way with Air France and come back with KLM at the most attractive fares available (calculated by adding half of each of the two roundtrip fares). This has broadened the choice of flight schedules. Examples: Madrid - Hong Kong –Madrid : Customers can choose their outbound flight from the following schedules: • Madrid 12:55 - Hong Kong 09:45 (the next day) via Amsterdam-Schiphol with KLM • Madrid 20:20 – Hong Kong 17:00 (the next day) via Paris-CDG2 with Air France And their return flight at the following times: • Hong Kong 11:40 – Madrid 22:15 via Amsterdam-Schiphol with KLM • Hong Kong 23:35 – Madrid 09:20 (the next day) via Paris-CDG2 with Air France Example of KLM roundtrip fare Madrid-Hong Kong-Madrid: €695 exc. tax. Example of Air France roundtrip fare Madrid-Hong Kong-Madrid: €679 exc. tax. Fare offered to the customer: (695 + 679) divided by 2 = €687 exc. tax, i.e. €737.12 inc. tax. (Fare subject to conditions) Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 8 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Vienna – Johannesburg-Vienna : Customers can choose their outbound flight from the following schedules: • Vienna 06:55 – Johannesburg 20:45 via Amsterdam-Schiphol with KLM • Vienna 19:40 – Johannesburg 09:40 via Paris-CDG2 with Air France And their return flight at the following times: • Johannesburg 22:40 – Vienna 15:35 via Amsterdam-Schiphol with KLM • Johannesburg 20:00 – Vienna 09:15 via Paris-CDG2 with Air France Example of KLM roundtrip fare Vienna-Johannesburg-Vienna : €638 exc. tax. Example of Air France roundtrip fare Vienna-Johannesburg-Vienna: €819 exc. tax. Fare offered to the customer: (638 + 819) divided by 2 = €729 exc. tax, i.e. €821.84 inc. tax. (Fare subject to conditions) Amsterdam – Los Angeles – Amsterdam Customers can choose to travel with either Air France or KLM depending on whether one of the flights is full. For example: Non-stop flight: Amsterdam 11:30 - Los Angeles 13:45 with KLM Or flight via Paris -CDG 2: Amsterdam 11:20 – Los Angeles 15:50 with Air France Return flight: Los Angeles 16:10 – Amsterdam 11:40 with KLM Example of KLM roundtrip fare Amsterdam -Los Angeles-Amsterdam non stop: €612 exc. tax. Example of Air France roundtrip fare Amsterdam -Los Angeles –Amsterdam via Paris-CDG: €450 exc. tax. Fare offered to the customer: (612 + 450) divided by 2 = €531 exc. tax, i.e. €625.56 inc. tax. For the customer, this wider choice of routes, as can be seen from the above examples, increases the number of available seats at the best possible fares. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 9 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com This facility is generally only offered by other airlines on full fares. These “combinable” fares will enable Air France and KLM to respect the principle of “one group, two airlines”. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 10 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com 1ST JUNE: FREQUENT SERVICE BETWEEN PARIS AND AMSTERDAM TO LINK UP THE AIR FRANCE AND KLM NETWORKS At regular intervals throughout the day, the two airlines will schedule fifteen code-shared flights each way between Paris and Amsterdam. Air France and KLM will thus be offering their customers a very attractive service between the two capitals, with a total capacity of nearly 4,500 seats a day in both directions. This service will also increase the number of available connections worldwide via Paris-CDG or Amsterdam-Schiphol. CDG à Airline AF AF AF KL KL KL AF AF KL AF KL AF AF KL KL AMS depart 06:55 07:30 08:10 09:00 09:45 10:30 11:40 12:35 13:35 15:40 16:20 17:50 18:40 19:00 20:45 arrival 08:05 08:40 09:20 10:10 11:00 11:45 12:50 13:45 14:55 16:50 17:35 19:00 20:00 20:10 22:00 AMS à Airline KL KL KL AF AF AF KL AF KL AF KL AF KL AF AF CDG depart. 06:55 07:40 08:10 08:55 09:35 10:35 11:20 13:35 14:15 15:30 16:50 18:05 18:50 20:00 20:45 arrival 08:00 08:55 09:30 10:10 10:50 11:50 12:30 14:50 15:20 16:45 18:00 19:20 19:55 21:15 22:05 Starting on 1 June 2004, KLM flights will operate out of Paris-Charles de Gaulle Terminal 2F, at the heart of Air France’s hub. Air France flights to Amsterdam, as well as Alitalia flights, will also be based at Terminal 2F. This terminal is next to Terminal 2E, where the other SkyTeam member airlines, namely Aeromexico, CSA, Delta and Korean Air, operate from. Also starting 1st June, KLM’s partner Northwest Airlines will also operate from Terminal 2E. The Air France and KLM flights at Amsterdam-Schiphol will also leave from the same boarding area at Departure Hall 2. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 11 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com 1st JUNE: ENHANCED SERVICES TO FRENCH AND DUTCH REGIONS TO LINK UP THE AIR FRANCE AND KLM NETWORKS Air France and KLM will be enhancing their services between Amsterdam and French regional destinations, and between Paris and Dutch regional destinations, with the launch of three new routes, starting from 1 June, namely: • Amsterdam -Bordeaux: 3 daily Air France flights • Amsterdam -Marseille: 2 daily KLM flights (3 daily flights as from 30 August 2004) • CDG-Rotterdam: 2 daily KLM flights (3 daily flights as from 30 August 2004) The “AF” code will be added to KLM’s three daily Eindhoven-Paris CDG flights. This will be in addition to the following existing services: • Amsterdam -Lyon: 6 daily flights with schedules and capacity already coordinated by the two airlines • Amsterdam -Toulouse: 3 daily flights • Amsterdam -Nice: 3 daily flights • Amsterdam -Clermont-Ferrand: 2 daily flights • Connections to/from many other French destinations are offered via Paris-CDG, Lyon and Clermont-Ferrand. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 12 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com 1st JUNE: EVEN MORE ATTRACTIVE FREQUENT FLYER PROGRAMMES FOR 9.3 MILLION PASSENGERS During the course of 2005, Air France and KLM will merge their frequent flyer programmes Fréquence Plus and Flying Dutchman to launch a new, combined Frequent Flyer Programme. This is the first time that two national airlines merge their FFPs and create a single database grouping all their members, i.e. 6.5 million members for Air France and 2.8 million for KLM, making a total of 9.3 million frequent flyers. However starting 1st June 2004, frequent flyers from both programmes will be able to accrue miles and obtain reward tickets on the entire networks of Air France and KLM. To begin with, this advantage will concern: • Fréquence Plus members travelling on “AF” and “KL” flights operated by KLM, • Flying Dutchman members travelling on “AF” and “KL” flights operated by Air France. As from 1st of June 2004, all Air France and KLM lounges worldwide will be open to eligible passengers of both airlines (Fréquence Plus Red cardholders, Flying Dutchman Platinum and Gold cardholders, KLM Plus cardholders, and passengers travelling in First, Business and Europe Select classes). In 2005, the integrated Air France / KLM Frequent Flyer Programme will offer customers one programme and one card to access a very extensive network and a wide range of commercial and airline partners, thanks to whom they can earn miles and obtain rewards. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 13 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com EARLY-JUNE: AIR FRANCE AND KLM LAUNCH RECIPROCAL ELECTRONIC TICKETING Starting in early June 2004, KLM customers can take advantage of electronic ticketing - a substitute solution to the traditional paper ticket - on eligible AF flights, whether operated by Air France or one of its franchised subsidiaries - Brit Air, Régional or City Jet. Conversely, Air France passengers will have access to electronic ticketing on virtually all KLM flights, operated by KLM, KLM Cityhopper or KLM Exel. For instance, a KLM customer can use the same electronic ticket for an Amsterdam/Paris/Lisbon round trip, with the Paris/Lisbon route operated by Air France, either on an AF/KL code-share or just on an AF code. Another example: an Air France customer can use the same electronic ticket for a Bordeaux/Amsterdam/Oslo round trip, with the Amsterdam/Oslo route operated by KLM, whatever the code, whoever the operator. To begin with, Air France passengers having purchased their ticket directly through Air France (city or airport ticket offices, Air France websites, call centers, etc.) will have access to electronic ticketing on KLM. This service will be extended to travel agencies in the autumn of 2004. Already, customers greatly appreciate the benefits of this service: no risk of mislaying or forgetting their ticket, possibility of purchasing a ticket and modifying a trip (where applicable) in the comfort of their home. Air France and KLM are already offering their customers this service on flights with their respective partners, Delta and Northwest. Today electronic ticketing accounts for one-third of ticket issues for both Air France and KLM. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 14 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com SPECIAL AIR FRANCE-KLM OFFER IMMEDIATELY AVAILABLE To celebrate their merger, Air France and KLM will launch a special offer enabling passengers to travel on one or both airlines. Medium-haul services: One-way fares on departure from France or the Netherlands starting at 45 euros inc. tax (sold on a roundtrip basis only). Examples of one-way fares from Paris including tax (sold on a roundtrip basis only): London starting at 45 euros, Amsterdam at 60 euros, Madrid at 65 euros. Examples of one-way fares from the Netherlands including tax are Rotterdam -Paris starting at 45 euros, Amsterdam -Paris at 60 euros and Amsterdam-Zurich starting at 67 euros (sold on a roundtrip basis only). This offer is also available on departure from virtually all European countries. Examples of one-way fares from Geneva including tax: Paris starting at 88 Swiss francs, Amsterdam starting at 130 Swiss francs. For sale from 6 to 15 May 2004 in France and the Netherlands, from 10 May to 5 June in the rest of Europe. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 15 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Valid for travel : • in the Air France Tempo or KLM Economy cabins • between 5 July and 28 August 2004 (last return on 30 August). Possibility of combining an Air France flight with a KLM flight (one-way with one airline and return with the other) to and from virtually all European countries. Fares subject to conditions. For information and reservations, call 0 820 820 820 in France or 0 20 4 747 747 in the Netherlands, or Air France and KLM ticket offices or travel agents. Long-haul services: Up to 70% discount in Business Class to 31 Air France and KLM destinations worldwide on departure from Paris, Amsterdam, the French regions or from almost any European country (via CDG or Schiphol) : Amman, Bangkok, Beijing, Beirut, Boston, Cairo, Cape Town, Chicago, Damascus, Douala, Dubai, Guangzhou, Hong Kong, Jakarta, Johannesburg, Lagos, Los Angeles, Manila, Mexico City, Miami, New Delhi, New York, Philadelphia, Rio de Janeiro, San Francisco, Sao Paulo, Seoul, Shanghai, Singapore, Teheran, Washington. For sale from 6 to 15 May 2004 in France and the Netherlands, from 10 May to 5 June in the rest of Europe. This offer will be renewed in autumn 2004. Valid for travel : • in the Air France l’Espace Affaires or KLM Business Class cabin, • between 1 July (Netherlands and Europe) or 5 July (France) and 23 August 2004 (last return on 30 August). Possibility of combining an Air France flight with a KLM flight (one-way with one airline and return with the other), e.g. Lyon-Paris-Johannesburg with Air France, Johannesburg-Amsterdam-Lyon with KLM. Fares subject to conditions. For information and reservations, call 0 820 820 820 in France or 0 20 4 747 747 in the Netherlands, or Air France and KLM ticket offices or travel agents. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 16 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com II. CLEARLY IDENTIFIED SYNERGIES Air France and KLM have already identified and assessed a certain number of potential synergies. These synergies should result in a growing, annual improvement of 385-495 million euros on the Group’s consolidated operating income, as early as the fifth year. These synergies will be achieved through network optimization, improved organization of passenger and cargo operations, an expanded offering of maintenance services, as well as cost reductions in purchasing, sales distribution and IT applications. Customers will also benefit from these synergies through an expanded network, attractive fares and enhanced service on all the new Group’s flights. A positive impact on the Group’s consolidated operating income of 385-495 million euros Main Actions Identified annual synergies Year 3 Sales/distribution Year 5 Harmonizing sales policies Coordinating sales forces Reducing sales, catering and ground handling costs Network €40m €100m €95m - €130m €130m - €195m €35m €35m Optimizing networks and schedules Revenue Management Harmonizing revenue management Fleet Optimizing fleet management Coordinated management Cargo Optimizing networks Coordinating sales policies Sales cooperation Maintenance Purchasing Insourcing of subcontracted work Pooling of spares, etc. €25m €60m - €65m IT systems Gradual converging of IT systems €20m €50m - €70m Other Joint purchasing €5m - €10m €10m - €30m TOTAL Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate €220m - €260m 17 May 5, 2004 €385m - €495m KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Sales/distribution/stations Through coordination of its two sales organizations, the new Group will strengthen its presence worldwide and will be able to attract more passengers. A joint negotiation position with catering and ground handling partners could also lead to additional cost reductions. Commercial synergies will mainly concern: • cost reductions: distribution, station handling, catering, etc. • harmonization of sales policies, • the gradual grouping of sales and operations teams as needed, • sharing of airport lounges. Network management By fully code-sharing and coordinating flight schedules, the two airlines will be able to offer passengers more destinations and connecting flights. This will lead to an increase in the number of passengers as well as in enhanced sales performance. Air France and KLM will leverage the complementarity of their two medium-haul networks. Air France has a well developed medium-haul network in southern Europe, while KLM is particularly strong in northern Europe. The new Group will also be well-positioned to strengthen its network in Central and Eastern Europe. Air France services between Paris-CDG and Bristol and Paris and Birmingham-Glasgow 1, as well as those of KLM between Amsterdam and Casablanca and Amsterdam and Turin, all very unprofitable routes, are to be suspended as of 1 June 2004. Connecting passengers will however still be able to take advantage of connections to all of those destinations via the Paris-CDG or Amsterdam-Schiphol hubs. 1 The non -stop roundtrip service between CDG & BHX will, however, remain unchanged Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 18 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com On the long-haul network, wherever Air France and KLM offer less than 6 or 7 weekly flights or flights with stopovers, these flights will be rationalized and upgraded in order to offer customers daily non-stop service. For example: § Air France will operate a daily Paris-CDG-Caracas flight, and KLM will add the ‘KL’ code on these flights, once traffic rights have been obtained via Paris. KLM will suspend its Amsterdam -Caracas flights as from 1 June 2004. § KLM will offer 5 non-stop weekly flight between Amsterdam and Manila. Air France will add the ‘AF’ code on Paris-CDG-Manila itineraries once traffic rights have been obtained via Amsterdam, and will suspend its Paris-Manila service with a stopover in Bangkok as from 31 October 2004. Furthermore, starting 31 October 2004, Air France and KLM will group, in Singapore, their passengers travelling to Jakarta, transferring them to one aircraft to avoid operating two simultaneous services from Singapore to Jakarta. Cargo With an integrated decision-making unit, a consistent and complementary freighter network and a unified sales structure on the markets, Air France Cargo and KLM Cargo will be able to provide their customers with a global offering, guarantee development to their staff thanks to future investments, and generate long-term profitability. Maintenance Air France Industries and KLM Engineering & Maintenance will implement a joint strategy of developing synergies. This strategy will be based on: • The redirecting of currently outsourced work to the partner airline at market conditions. For example, KLM will maintain Air France’s electric power components and GE CF680E1 engines powering its Airbus A330 fleet, and Air France will maintain KLM’s components and GE90 engines of its Boeing 777 fleet. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 19 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com • The sharing of maintenance policies wherever possible, which will result in significant savings in stocks of spare parts. • Coordination of production schedules and capacity on common products (major overhauls, maintenance of Boeing 747 CF6 engines) to better cater to customer demand. • A joint purchasing policy with regard to suppliers. • Increased turnover from customer airlines by leveraging the commercial assets and complementarities of each airline, as well as economies of scale gained through combined facilities. Information Systems Converging the IT applications used by both airlines should generate considerable cost savings in the medium term. These are included in the assessment of synergies. Other synergies Optimizing and harmonizing other activities such as simulator utilization and joint purchasing should deliver further savings. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 20 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Build-up of Synergies (in million euros) Long term 385-495 295-370 220-260 110-135 65-75 2004-05 2005-06 2006-07 2007-08 2008-09 Long term Around 60% of synergies are derived from cost savings and 40% from additional revenue. The above estimations do not include synergies from marketing cooperation with Air France’s and KLM’s respective partners. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 21 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com III. PARIS-CHARLES DE GAULLE AND AMSTERDAM-SCHIPHOL:TWO MAJOR ASSETS FOR AIR FRANCE AND KLM Starting 1st June 2004, KLM flights will be handled in Terminal 2F, at the heart of the Air France hub in Paris-Charles de Gaulle. Air France flights to Amsterdam, together with those of Alitalia, will be operated out of Terminal 2F. This terminal is located close to the new Terminal 2E, where flights of other SkyTeam member airlines operate - Aeromexico, CSA, Delta, Korean Air and, also Northwest, KLM's partner, as from 1 June 2004. The Air France and KLM flights at Amsterdam-Schiphol will also leave from the same boarding area at Departure Hall 2. This arrangement will ensure a more seamless service for passengers of both airlines in Paris and Amsterdam. Paris-CDG2 and Amsterdam-Schiphol are among Europe’s most efficient hubs and boast substantial development potential. With 17,300 medium-haul/long-haul weekly connecting opportunities in under two hours, the Air France Paris-Charles de Gaulle 2 hub is the most efficient in Europe and attracts passengers from all over the world. At the end of the year, four airport runways should be operating simultaneously. Furthermore, the hub has a strong development potential with the gradual opening of Terminal 2E and its satellites. KLM’s hub at Schiphol Airport is Europe’s fourth largest hub with 5,600 connecting mediumhaul/long-haul possibilities per week. Schiphol is Europe’s fourth largest airport in terms of passenger traffic. Over 40 million passengers transit here each year, along with over 1.2 million tonnes of freight. In 2003, Schiphol recorded 393,000 flight movements. On 20 February 2003, a fifth runway known as the “Polder Runway” was brought into service. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 22 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Capacity Paris-Charles de Gaulle Amsterdam-Schiphol 48.4 million passengers (3rd in Europe) 40.7 million passengers (4th in Europe) 4 runways 5 runways Flight movements: 1st in Europe Simultaneous use of all four runways Potential (end 2004) Flight movements: 4th in Europe Full use of new fifth runway and airport extension Terminal 2E and satellites Map of CDG2 Terminals 2A, 2B, 2C, 2D, 2E and 2F Terminal 2F1 Terminal 2B Terminal 2D Terminal 2A Terminal 2D Gare TGV Alitalia KLM Terminal 2F Terminal 2E Terminal 2E Aeromexico CSA Delta Air Lines Korean Air Northwest Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 23 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Installation of KLM at Terminal 2F on 1s t June 2004 2 KLM Ticketing positions AF/KL Check-in area Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 24 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Map of Amsterdam-Schiphol. Air France and KLM flights check-in in the same area in Departure Hall 2 KL/AF Check-in area Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 25 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com IV. SKYTEAM : A LEADING ALLIANCE Once KLM, Northwest and Continental join SkyTeam mid-September 2004, it will become the world’s second largest alliance. As a result, Air France and KLM will be able to offer their passengers all the benefits of SkyTeam. Breakdown of market share for the major alliances after KLM, Northwest and Continental join SkyTeam SkyTeam 21% KL-NW-CO Others 38% Star Alliance 24 % oneworld 17% Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 26 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com V. GOVERNANCE OF THE AIR FRANCE-KLM GROUP Air France Chairman and CEO, Jean-Cyril Spinetta, will be the Chairman and CEO of Air France-KLM. The President and CEO of KLM, Leo van Wijk, will be Vice Chairman of the Board of Directors of Air France-KLM. A Strategic Management Committee will be responsible for overall Group strategy. The Air France-KLM Board of Directors After the Air France General Shareholders' Meeting on 24 June 2004, the Board of Directors will be that of Air France, extended to 26 members to include the President and CEO of KLM, two independent directors appointed by KLM’s Supervisory Board and one director appointed by the Dutch State. In September 2004, after the hive down of the operating assets of both Air France and KLM, the composition of the Air France-KLM Board of Directors will change. The listed company will then take the name of Air France-KLM. Strategic Management Committee The Strategic Management Committee (or SMC) met informally for the first time in February 2004, and then every 15 days alternately in Paris and Amsterdam. The Strategic Management Committee is the governing body for the new Group. It has been officially set up since the closing of the PEO on 3 May 2004. The Committee defines the overall strategy for the Group: network and hub coordination, budget and mid-term planning, fleet and investment strategy, alliance strategy. It also decides on the implementation of synergies proposed by the joint working groups. Chaired by Jean-Cyril Spinetta, Chairman and CEO of Air France–KLM, the Strategic Management Committee will comprise four Air France representatives and four KLM representatives. The Chairman of the SMC benefits from a deciding vote on all decisions except those concerning modifications to the assurances given to KLM, the scope of Group activities and the conclusion of any intra-Group agreement other than arm’s length. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 27 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Corporate governance of the two operating airlines Each operating airline remains responsible for its own commercial and operational management on a daily basis (human resources, flight and ground operations, safety, etc.) and will be responsible for the implementation of the recommendations made by the SMC. KLM Supervisory and Management Boards During the transitional period of three years after the transaction, the KLM Supervisory Board will comprise nine members including four appointed by Air France. This Supervisory Board will be appointed at the KLM General Shareholders Meeting on 23 June 2004. After the transitional period, Air France will appoint five out of the nine members. The KLM Management Board will consist of five members including one appointed by Air France. Air France Executive Committee One KLM executive will sit on the Air France Executive Committee. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 28 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com VI. AIR FRANCE-KLM GROUP STRUCTURE Final Structure Current Air France shareholders Current KLM shareholders Air France-KLM Listed company 100% 100% Air France KLM Operating company Operating company After completion of the offer and until September 2004 Current Air France Current KLM shareholders shareholders Air France Foundations Dutch State Listed company 36.3% of voting rights 100% of economic rights and 49% of voting rights KLM 14.7% of voting rights Dutch State Option Operating Airline Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 29 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Starting September 2004 for 3 years Current Air France Current K L M shareholders shareholders Air France-K L M Foundations Listed company 100% 100% of economic rights a n d 49% of voting rights 36.3% o f voting rights Air France KLM Operating company Operating c o m p a n y Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 30 May 5, 2004 Dutch State 14.7% of voting rights Dutch State Option KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com ANNEXES Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 31 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com FACTS AND FIGURES Air France-KLM: 1st worldwide in terms of revenue: 19.2 billion euros (2002/03 data) 3rd worldwide in terms of revenue passenger-km 1st worldwide non-consolidator cargo airline in terms of revenue tonne-km 225 destinations served – 106 long-haul and 119 medium-haul 106,000 employees 2002/03 data Air France KLM Air France-KLM Passengers (million) 42.9 23.4 66.3 Aircraft in operation 360 178 538 2002/03 data Air France In million euros KLM 2003-04 (9 months) 2002-03 2003-04 (9 months) 2002-03 Turnover 9,325 12,687 4,500 6,485 EBITDAR* 1,414 1,738 572 606 149 172 94 (133) 80 107 44 (416) Operating income Net income Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 32 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com LAUNCH OF WORLDS’S LEADING AIRLINE GROUP IN TWELVE KEY DATES 30 September 2003: Jean-Cyril Spinetta and Leo van Wijk announce the proposed merger between Air France and KLM at two press conferences held in Amsterdam and then in Paris. 16 October 2003: Jean-Cyril Spinetta and Leo van Wijk sign the final transaction agreement between the two airlines in Amsterdam. 11 February 2004: The European Commission and U.S. Department of Justice clear the proposed merger. 2 April 2004: Air France announce the launch of the recommended public exchange offer (PEO) for the ordinary KLM shares on 5 April 2004. 5 April 2004: Launch of the public exchange offer. 19 April 2004: KLM General Shareholders’ Meeting adopt the amendment of the Company’s Articles of Association enabling the creation of the new Air France-KLM Group. 20 April 2004: Air France General Shareholders’ Meeting vote the capital increase required to remunerate KLM shareholders. 3 May 2004: Closing of the public exchange offer. 4 May 2004 : Air France announces the successful conclusion of the PEO. 5 May 2004: Jean-Cyril Spinetta and Leo van Wijk announce the birth of the Air France-KLM Group, the world ‘s leading airline group, at a press conference in Paris. 24 June 2004: Air France General Shareholders’ Meeting to approve the composition of the new Board of Directors extended to 26 members, until September 2004. September 2004: Air France General Shareholders’ Meeting to rule on the creation of the Air France operating company and the change of company name to Air France-KLM. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 33 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com Jean-Cyril SPINETTA Chairman and C.E.O of Air France Born in Paris on 4 October 1943, Jean-Cyril Spinetta holds university degrees in public law and political science. He also graduated from the Ecole Nationale d’Administration. He entered the French Civil Service as Head of the Investments and Planning Department of the Ministry of Education in 1972 and was subsequently seconded to the Council of State as auditor in 1976. Thereafter he held a series of positions including Head of the Information Department for the Prime Minister (1981), Director at the Ministry of Education (1983) and Chief of Staff for Michel Delebarre (1984), who was successively Minister of Labour and Vocational Training, Minister of Social Affairs and Employment and Minister of Planning and Development, Housing and Transport. Mr. Spinetta joined Air Inter as Chairman and C.E.O. in 1990, where he remained until 1993. He subsequently held the post of advisor to the President of France for industrial matters from 1994 to 1995. In January 1996, he joined the staff of the European Commissioner in charge of science, research and education. Mr. Spinetta was appointed Chairman and C.E.O. of Air France on 22 September 1997. Jean-Cyril Spinetta was Chairman of the Association of European Airlines for the year 2001. Mr. Spinetta is an «Officier de la Légion d’Honneur», “Officier de l’Ordre National du Mérite” and “Officier des Palmes Académiques”. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 34 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com LEO M. VAN WIJK President and Chief Executive Officer Leo M. van Wijk was born in Amsterdam in 1946. After completing his secondary education, he studied at Amsterdam University, receiving a Masters Degree in Econometrics in 1971. Mr. Van Wijk joined KLM Royal Dutch Airlines on May 1st of that year. During his early career at KLM he held various positions in Automation Services. In 1977 he moved to Cargo Division, being appointed Manager Cargo Handling in March 1979. In early 1983, Mr. Van Wijk was appointed Manager Cargo Marketing and, at the same time, Deputy Vice President KLM Marketing. His appointment as Vice President KLM Marketing followed on May 1, 1984. On May 1, 1987, he moved to a new position as Deputy to the Senior Vice President Commercial Services. Two years later, Mr. Van Wijk became Senior Vice President Corporate Development on January 1, 1989. Mr. Van Wijk joined the Board of Managing Directors on January 1, 1991. Leo van Wijk became KLM’s President and Chief Executive Officer (CEO) on August 6, 1997. Leo van Wijk was Chairman of the Association of European Airlines for the year 2002. Air France Corporate Communications 45, rue de Paris 95747 Roissy Cedex, France Internet: www.airfrance.com/corporate 35 May 5, 2004 KLM Corporate Communications P.O. Box 7700 1117 ZL Schiphol Airport, The Netherlands Internet: www.klm.com