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01-MAG UK.Indd 01-MAG UK.indd 1 11/07/05 13:45:45 As the public exchange offer closed on May 3rd, 2004, the Group consolidated data for the first half of fiscal 2004-2005 are presented on the basis of a 12-month consolidation of the Air France group (April-March) and 11 months for the KLM group (May-March). Fiscal year 2003-04 is restated on a pro forma basis 01-MAG UK.indd 2 11/07/05 13:45:45 Contents General presentation Activity report Environmental and employment data Risks and risk management Financial report Additional information As the public exchange offer closed on May 3rd, 2004, the Group consolidated data for the first half of fiscal 2004-2005 are presented on the basis of a 12-month consolidation of the Air France group (April-March) and 11 months for the KLM group (May-March). Fiscal year 2003-04 is restated on a pro forma basis This reference document was filed with the French Autorité des marchés financiers on June 29th, 2005, as required by Articles 211.1 to 211.42 of the general regulations of the AMF. It may be used to support a financial operation if it is completed by an offering circular approved by the Autorité des marchés financiers 01-MAG UK.indd 1 11/07/05 13:45:45 Chairman’s message 2 Dear Shareholders, n creating Air France-KLM just over a year ago, we were We view our cultural differences as advantages from which Ipioneers, almost like the first aviators. In some ways, we we can benefit. At the same time, there are many things that reinvented the industry. By staying focused on customer and draw us together, fostering an environment of pragmatic co- shareholder satisfaction, we have opened up new opportunities ordination, which has made it possible to launch a number of for our two airlines by creating the European and Worldwide joint projects, particularly in passenger and cargo but also in leader in air transport. maintenance and information systems. For our customers, this merger has not only produced an enlarged network, greater We have successfully implemented this project, already frequency of flights, and access to two efficient hubs, but has producing a strong increase in results this year. A buoyant level also created a combined loyalty program, Flying Blue, a symbol of activity in our three businesses, combined with an effective of our joint approach. cost-control policy, has enabled us to withstand the soaring price of oil. Finally, thanks to the enthusiastic and effective But just because our results were good this year, it doesn’t mobilization of the teams in both companies, to whom I pay mean we can stop here! To meet our objective of profitable tribute, not only have synergies been implemented faster than growth in the longer-term, there are numerous challenges expected, but they have also been revised upwards. ahead. This first successful year of the merger has been recognized The first and foremost is cost-control. It is by pursuing through various awards, notably from the American magazine, the cost-control programs developed within both airlines Air Transport World, which voted Air France-KLM ‘Airline of the that we will succeed in creating an attractive offer, thereby Year’. strengthening Air France-KLM’s leadership in an increasingly competitive environment. Achieving the anticipated synergies The reasons behind our success are simple: the co-operation and identifying further ones will also be important factors in between our two companies is based on respect, commitment keeping our costs down. and trust. 01-MAG UK.indd 2 11/07/05 13:45:45 3 In a sector exposed to rapid and deep-seated change, the In my view, our share price does not yet reflect this second challenge is to maintain the capacity to grow without transformation. The airline sector is often perceived as non sacrificing the flexibility that has enabled us to adapt to the many value-creating, but I would contend that few sectors could unforeseen events that have occurred since 2001. Building on have withstood the crises that have beset it since the terrorist our two hubs, Roissy – Charles-de-Gaulle and Schiphol, we will attacks of September 11 and their consequences. Our industry continue to develop our capacities in a focused and measured has demonstrated its economic and social relevance and way, by optimizing the complementary nature of the networks its ability to weather difficult times. The industry will have to and combining point-to-point traffic and connecting flights. face up to a difficult environment again this year. However, by pursuing the strategic course that the Air France-KLM group Our third challenge is to strengthen our financial structure has adopted, we are confident that we will be able to achieve while continuing to generate sufficient cash flow to pursue the our target of an operating result of a comparable level to that rationalization and modernization of our fleet, which in turn will of 2004-05. improve our profitability and enable us to meet the demands of sustainable development. Together with Leo van Wijk, Chairman of KLM, we share the ambition of reinforcing our position as the World’s leading These challenges are not new, and we have proven ourselves airline group, for the benefit of our employees, customers and equal to the task in the past. Since its listing in 1999, your shareholders, whose support over this past year has been company has evolved considerably. Back then, we ranked only crucial. third in Europe with revenues of 10 billion euros, we were not members of a major alliance, and we were state-owned. Now, Thank you for your continued support and the confidence you fully privatized, we are the leader in SkyTeam - the alliance have demonstrated in the Group, we have created with our key partners - and above all, we have succeeded in carrying out the first merger in our sector between two national airlines with different cultures. Jean-Cyril Spinetta Entrées de Chapitres UK.indd 5 11/07/05 13:47:55 eneral Gpresentation 6 Highlights 8 Key fi gures 10 Corporate governance 20 Stock market 25 Being a shareholder Entrées de Chapitres UK.indd 2 11/07/05 15:31:17 28 Activity report 62 Environmental and employment data 82 Risks and risk management 104 Financial report 202 Additional information Entrées de Chapitres UK.indd 3 11/07/05 15:31:20 2004-05 Highlights 6 April 2004 On April 5th, Air France launches its exchange offer for KLM common stock. The shareholders of KLM, at the Shareholders’ Meeting of April 19th, adopt the bylaw amendments allowing the formation of the Air France-KLM group. On April 20th, the Air France Shareholders’ Meeting approve the capital increase intended to remunerate the KLM shareholders. May The exchange offer for the KLM shares is highly successful, with 96.3% of the shares of KLM common stock tendered in the offer. On May 5th, the Group is listed for trading in Paris, Amsterdam and New York. On May 6th, the privatization of Air France is completed with the transfer of the majority of the stock to the private sector by dilution of the French State’s stake. On May 23rd, the portion of the vault in the embarkation room in terminal 2E at Roissy - Charles-de- Gaulle collapses. All flights and personnel are reassigned to other terminals at the hub, resulting in no cancellation. June The Group identifies the top three priorities for the coming years: implement the first measures to generate synergies, continue a strict cost-control policy, and to develop the SkyTeam alliance. July The price of a barrel of oil (Brent IPE) rises above USD 40 in London, the highest level since 1990. September The Shareholders’ Meeting finalizes the legal structure of the Group with the creation of the Air France-KLM holding company, which holds two air carrier subsidiaries: Air France and KLM. KLM and its American partners Northwest Airlines and Continental join the SkyTeam alliance. October KLM celebrates its 85th anniversary around the theme Celebrating the spirit. Entrées de Chapitres UK.indd 4 11/07/05 13:47:53 7 December On December 9th, the French government reduces its equity interest from 44% to 23%, after the sale of 47.7 million shares. On December 26, a tsunami ravages the coasts of southern and southeast Asia, claiming thousands of lives. The Air France and KLM teams are deployed to assist the survivors and participate financially in the global aid effort. January 2005 Air France-KLM is elected «Airline of the Year» by the American magazine Air Transport World. Air France Cargo and KLM Cargo announce the creation of the European Cargo House, an integrated management team in the cargo segment. February An offering reserved for Air France employees and a wage for share exchange are launched following the French State’s sale of its stake in Air France-KLM. Mars Air France-KLM introduces Flying Blue, its single frequent flyer program, which replaces the Fréquence Plus program from Air France and KLM’s Flying Dutchman program. April The price of a barrel of oil (Brent IPE) reaches a record of USD 56.51 in London. May At the end of the first successful year of the merger, the Group publishes substantially improved results. 01-MAG UK.indd 7 11/07/05 13:45:52 Key figures 8 Revenues Breakdown Operating income Breakdown of (in euro billion) of revenues (before aircraft disposals) operating income (in euro billion) (in euro million) (before aircraft disposals) (in euro million) 0.81 34 2.49 19.08 489 17.78 95 0.78 405 15.00 48 312 2003-04 pro forma 2004-05 2003-04 pro forma 2004-05 Passenger Maintenance Passenger Maintenance Cargo Other Cargo Other The Group’s revenues increased Passenger and cargo activities Operating income before All businesses made positive 7.3% thanks to a sustained level recorded growth of 6.8% and aircraft disposals was up 20.7% contributions to operating of activity across all businesses.
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