Mergers, Alliances and Consolidation- A Path to Sustainability?

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DAY 1: WEDNESDAY 18 APRIL 2012 Strategies and Tools for Mergers, Alliances and Consolidation- A Path to Sustainability? Captain Don Wykoff President International Federation of Air Line Pilots Associations

Sustainable 1 able to be maintained at a certain rate or level: conserving an ecological lbl balance by avoiding depletion of natural resources: 2 able to be upheld or defended Has the Air Transport Industry Ever Met This Definition?

Survival or Sustainability? Airline IndustryHierarchy of Needs* Long Term Profitability Sustainable Operations Environment to Thrive and Compete Survival * Presenter s view with apologies to Abraham Maslow

Operating Environment Globally, the industry continues to strive for: Ability to hedgeagainst global economic challenges such as: Eurozone Crisis Recession Absence of long term energy and transportation policies (local, regional andglobal) A stable supply of fuel at a viable price point Capacity discipline

OPERATING ENVIRONMENT FUEL

$160 $140 $120 $100 $80 $60 $40 Strategies and Tools for Jet Fuel Remains An Industry Concern Gulf Coast Jet Fuel Average ($ per barrel) Jet fuel prices at $3.20/gal Average jet fuel prices increased nearly 14% YOY for YTD March 6, 2012 6/01/10 6/02/10 6/03/10 6/04/10 6/05/10 6/06/10 6/07/10 6/08/10 6/09/10 6/10/10 6/11/10 6/12/10 6/01/11 6/02/11 6/03/11 6/04/11 6/05/11 6/06/11 6/07/11 6/08/11 6/09/11 6/10/11 6/11/11 6/12/11 6/01/12 6/02/12 6/03/12 Source: EIA, NYMEX

$ Billio ons 100 80 60 40 20 0-20 Strategies and Tools for Year Over Year Increases In Fuel Costs Will Continue To Outpace Revenue YOY Gains Change in Revenues Change In Fuel Costs +9% 71 YOY +28.1% 57 60 YOY 52 54 45 49 +3.7% 39 YOY 34 26 26 22 16 21 4 18 14 +11.2% YOY 20-40 -60-80 -100 2003 2004 2005 2006 2007 2008 2009 2010 2011F 2012F -94-64 *2012 forecast shown assumes Eurozone banking crisis is resolved. Source: IATA Financial Forecast (December 2011)

OPERATING ENVIRONMENT CAPACITY DISCIPLINE

Capacity Re entered The Market And Is Forecasted To Outpace Demand In2011 and Again In2012 12% 8% System-wide Global Capacity and Traffic 10.4% Global Traffic, YOY % change Global Capacity, YOY % Change 4% 5.2% 4.2% 6.0% 2.9% 3.1% 0% -4% 35% -4.3% -3.5% -8% 2009 2010 2011F 2012F *2012 forecast shown assumes Eurozone banking crisis is resolved. Source: IATA Financial Forecast (December 2011)

Capacity Discipline in 2011 Proved Successful for North American Carriers 2012 profits to average $1.7b for North American carriers, down from $2.0b in 2011 Capacity expected to be flat in 2012 Macro indicators suggest revenue to increase just 4% in 2012 Risks to profitability include rising fuel prices, capacity growth, and high unemployment rates AMR bankruptcy led capacity cuts to be mostly absorbed by competition High fuel, while impacting profitability, not as dramatic as when fuel skyrocketed k din 2008 More tactical fuel hedging strategies Capacity discipline Fuel efficiency Source: Morgan Stanley, OAG, Deutsche Bank, Wells Fargo, IATA, CAPA

Growth of Middle East Widebody Fleet Far Outpacing U.S. and European Widebody Fleet Growth Carriers Widebody Fleet (as of Jan-08) Widebody Fleet (as of Nov-11) Widebody Fleet + Orders (as of Nov-11) 4 Year Growth U.S. 501 474 611 611 22% Europe 425 452 560 32% Asia/Pacific 248 310 549 121% Middle East 190 268 752 296% Note: U.S. includes American, Continental, Delta, Northwest, United and US Airways; Europe includes Air France, British Airways, Iberia, KLM, Lufthansa, SAS, and Virgin Atlantic; Asia/Pacific includes Cathay Pacific, China Eastern, China Southern, Air China, Air India, Jet Airways, Kingfisher; Middle East includes Emirates, Etihad, Gulf Air and Qatar Source: OAG; includes aircraft in storage; excludes freighters and combis

Managing the Operational Environment throughmergers Mergers, Acquisitions and Alliances Why Alliances to begin with? Given the challenges, it is a method to manage capacity in a larger system while pooling passengers from different systems into a larger, more effective network. Why not merge or acquire instead? Not geo politically politicallyfeasible or legal in manycountries Fully developed Joint Ventures/Alliances give the same benefits without the costs of a merger

GLOBAL ALLIANCES Strategies and Tools for

Big 3 Alliances Continue To Expand Membership Adria Airways Aegean Airlines Air Canada Air China Air New Zealand All Nippon Asiana Airlines Austrian Air Group Blue1 Bmi Brussels Airlines Continental Croatia Airlines EgyptAir Ethiopian LOT Polish Lufthansa Scandinavian Singapore Star Alliance SkyTeam oneworld South African Swiss TAM TAP Air Portugal Thai Airways Turkish United Airways US Airways Avianca-TACA (2012) Copa (April 2012) Shenzhen Airlines (end of 2012) Aeroflot Aeromexico Air Europa Air France/KLM Alitalia China Airlines China Eastern China Southern CSA Czech Airlines Delta Kenya Airways Korean Air Tarom Vietnam Airlines Aerolineas Argentinas (2012) Garuda Indonesia (2012) Saudi Arabian (2012) Middle East Airlines (2012) Xiamen Airlines (2012) Source: Airline Business, Aviation Daily, ATW, Air Transport Intelligence News, Star Alliance, oneworld, SkyTeam Air Berlin (March 2012) American Airlines British Airways Cathay Pacific Click Mexicana Dragonair Finnair Iberia Japan Airlines LAN Airlines Malev Mexicana Qantas Royal Jordanian S7 Airlines Kingfisher Airlines (put on hold) Malaysia Airlines (2012) Unaligned News: Air India integration into Star suspended, now eyed by SkyTeam. Virgin Atlantic eyes alliance membership

Star, The Largest Global Alliance, Continues To Expand Nearly 650 million passengers traveled to 1,290 airports in 189 countries on Star Alliance carriers As of January 1, 2012, nearly $160 billion in revenues, over 402,000 employees, and a fleet of over 4,300 aircraft However, Star recently lost a member when Spanair collapsed earlier this year Star looks to expand membership African expansion 16 carriers (including new member Ethiopian Airlines) serving Africa and offering over 750 daily flights to 110 destinations in 48 countries Eyeing Asia Shenzhen Airlines is expected to join by the end of 2012 and will add five new destinations to Star s network in China EVA Airways reportedly in aggressive talks to join Star or oneworld Even if EVA joins Star, SkyTeam will remain dominant in China Sources: Star Alliance, CAPA, Airline Business, Wall Street Journal

SkyTeam, 2 nd Largest Alliance, Eyes Expansion In Asia/Latin America 487 million passengers traveled to 926 destinations in 173 countries on SkyTeam carriers Nearly 400,000 employees and over 3,500 aircraft (including those of affiliates) Expanding in Asia and Latin America Xiamen Airlines will join SkyTeam in 2012, allowing the alliance to continue its dominance in China SkyTeam to focus expansion plans in Brazil and India SkyTeam eyes GOL, the second largest Brazilian carrier behind TAM Losses in India (due to fare wars) make expanding into that market a challenge, but SkyTeam plans to gain Indian members after the market restructures Also eyeing the possibility of Middle Eastern carriers, such as Etihad and Qatar, in for future members Increased cooperation among members has led to antitrust probes EU opens a new probe into Trans Atlantic JV for Air France KLM, Delta, and Alitalia. EU may then turn competition focus to Star agreement Source: SkyTeam, Airline Business, Wall Street Journal

oneworld is Smallest Alliance Trying to Catch Up Transports nearly 300 million passengers to over 720 destinations in nearly 150 countries As of December 2011, over $90m in total revenues and $4.6m in net profits oneworld increases market share Air Berlin to add almost 70 destinations, extending oneworld s global coverage to roughly 840 destinations in 150 countries Trouble filling white spots in India Kingfisher Airlines entry into the alliance is put on hold, to give the carrier time to strengthen its financial position Rivals interest in American Airlines could pose problems Delta and US Airways reportedly eyeing American, now in Chapter 11 Bankruptcy protection 2 years ago, American teamed up with TPG and other oneworld carriers to offer $1.4b to Japan Airlines to save it from the brink and ensure it stayed in oneworld Could Iberia and British Airways find themselves in a similar situation to ward off bids for American from rivals? Source: oneworld, Airline Business, Wall Street Journal

Alliances The Concerns Anti competitive effects Reduction of non stop city pairs thus raising fares Concerns that not all Stakeholders benefit from Alliances and Joint Ventures Metal Neutrality important not only for anti competitive concerns but also for acceptance by labor Ensures partners concerns are addressed Regulator, Consumer and Labor

Barriers to Sustainability Competitive Landscape Federal Credit Agencies (e.g. US Ex Im Bank) Government subsidized airlines Strategies and Tools for Uneven competitive playing field. For example, totally privatized airlines competing with government subsidized airlines (i.e., Gulf carriers and China) Industry Tax Structure Airport and other taxes that t are higher h than alcohol, l tobacco and firearms (so called sin taxes) Emission Trading Schemes Market Access

Paths to Sustainability Strategies and Tools for Build an Environment to Thrive and Compete Level Up the Playing Field Establish a Global Standard to Environmental Impact and Emissions Trading System will only work if everyone participates and the system is not overly burdensome Fair and equal access to any Federal Credit Agency Quit taxing the Air Transport industry like it s a sin Eliminate Fuel Speculation

Questions