JORGE PONCE DE LEÃO Chairman & CEO of ANA

10 Airports in 5 regions 32 Million passengers In 2013 Traffic growth of over 4% A 100% concession for a period of 50 years VINCI Airports Convention 2014

A new era for an old company

from august/12 to september/14

Preparing the privatization Managing the transition period the three steps August 2012 February 2013 February 2013 September 2013 From September 2013 Preparing the privatization Managing the transition period Implementing the integration VINCI Airports Convention 2014

Preparing the privatization

Preparing the privatization > Main objectives > The business case and the preparation of the due dilligence > The revision of the legal framework > The negotiation of the concession agreement > The choice of the strategic project and the conclusion of the process VINCI Airports Convention 2014

Preparing the privatization Main objectives: our mandate > Maximize sale proceeds Securing the broader privatization objectives of the country > Minimize Government´s exposure to residual risks and liabilities from privatization process By insuring that the transaction framework fully protects the national interest > Improve a competitive position, growth prospects and efficiency of ANA For the benefit of the Portuguese air transport industry, national economy and the travelling public VINCI Airports Convention 2014

Preparing the privatization The Business Case VINCI Airports Convention 2014

Preparing the privatization The Business Case VINCI Airports Convention 2014

Preparing the privatization The Business Case Revenue breakdown by asset Passengers: 30,1 million 16% VINCI Airports Convention 2014

Preparing the privatization The Business Case Market share by airline Pax traffic by market (2011) Pax traffic by pax segment (2010) VINCI Airports Convention 2014

Preparing the privatization The Business Case > Lisbon Route network Europe - 64,5% Domestic - 13,5% Brazil - 9,9% Africa’s portuguese speaking countries - 6,5% Other Africa and North America - 5,5% VINCI Airports Convention 2014

Preparing the privatization The business case Actual figures Forecast 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Passengers 22,8 24,3 26,5 27,1 26,4 28,1 29,9 30,1 30,9 31,8 32,7 33,7 Turnover 295,3 328,1 359,8 376,3 383,0 406,0 424,9 426,0 421,3 434,7 445,9 449,4 EBITDA 129,6 138,8 136,2 139,2 149,7 164,2 199,8 204,2 203,1 205,2 215,6 VINCI Airports Convention 2014

Preparing the privatization A value creation process Defining a clear set of short and long term objectives Producing a clear legal framework for the sector Establishing a value creating concession agreement VINCI Airports Convention 2014

Preparing the privatization A value creation process Decree - Law nº 254/2012, of 28th November Regulates in a single decree-law: _The legal basis of ANA’s Concession Contract for public service of airport operations; _The licensing regime for the private use of airport public domain; _The set of airport charges applicable in national airports; _The legal regimes for PRM and Security airport charges; _General rules and principles of the economic regulation applicable to Portuguese airports. VINCI Airports Convention 2014

Preparing the privatization A value creation process Aligning Private and public interests through economic regulation Rational approach to increase capacity Balanced Governance model VINCI Airports Convention 2014

Preparing the privatization A value creation process The Strategic Plan and conflict resolution Framework Agreement The indemnification rules and the opting out VINCI Airports Convention 2014

Preparing the privatization A value creation process Specific investment commitments and windows of execution Monitoring levels of service Setting triggers to adequate offer and demand The specific case of an entire new airport VINCI Airports Convention 2014

Preparing the privatization The winner selection > Acquisition criteria Price offered Guaranties Absence or minimization of conditions Financial strength and credibility The best strategic project (vision, commitment, trust) > The best strategic project Technical and management expertise (know how) Economic development and growth potential Maintenance of brand and corporate identity Answer to increased demand of Lisbon region Lisbon Hub preservation and support Protection of the economic interests of the state VINCI Airports Convention 2014

Preparing the privatization The winner selection > Proposals’ evaluation Technical and management expertise (know how) Economic development and growth potential Maintenance of brand and corporate identity Answer to increased demand of Lisbon region Lisbon Hub preservation and support Protection of the economic interests of the state VINCI > Huge commitment with: The project The brand The country > Financial strength of Vinci > Combined with ANA’s know how and international credibility > May lead to the strongest strategic project Z F E VINCI Airports Convention 2014

ANA privatization > ANA – The best privatization process in 2012 A success story > IMF says ANA privatisation "exceeded expectations“ Aviation News_21 Jan 2013 > ANA privatization the best that has been done so far by any country: Portuguese PM Aviation News_2 Jan 2013 > ANA – The best privatization process in 2012 World Finance Institute_May 2013 VINCI Airports Convention 2014

managing the transition a cultural change new target setting the strategic plan building a relationship

A cultural change FROM RISK AVERSION TO RISK TAKING > A stand alone public company > An important piece of a big private group We want We must To avoid or solve problems To react well to demands To buy, following the rules To be effective To exceed the budget To report accurately To deliver profits Anticipate challenges Shape our future Get the best offer Be efficient Beat the highest expectations Control properly Create value FROM RISK AVERSION TO RISK TAKING VINCI Airports Convention 2014

The 300 millions of EBITDA: a mobilizing target new TARGET Setting “We are used to deliver what we promised” Let us be conservative We don’t need to run risks “We will deliver what we promised, being sure that nobody could have promised more” Let us be realistic but demanding We are prepared to take risks The 300 millions of EBITDA: a mobilizing target VINCI Airports Convention 2014

Creating a strategic plan The facilitating role of Roland Berger Total Revenues   Per Pax € 2018 2013 ∆ Passengers 37.000.000 32.039.483 15,50% Revenues 575.300.000  415.707.000 38,4%  15,5 12,8  19,8%  Aviation 394.000.000 296.242.000 33,00% 10,65 9,25 15,20% Non Aviation 181.300.000 119.465.000 51,80% 4,9 3,73 31,40% Cash costs 211.300.000 196.211.000 7,70% 5,71 6,12 -6,70% External Services and Supplies 125.600.000 113.343.000 10,80% 3,39 3,54 -4,00% Personnel 68.300.000 67.536.000 1,10% 1,85 2,11 -12,40% Incentives 16.100.000 15.332.000 5,00% 0,44 0,48 -9,10% Ebitda (without Handling) 364.000.000 219.496.000 65,80% 9,84 6,85 43,60% VINCI Airports Convention 2014

Building a relationship > Knowledge of the organization – getting in touch (who is who) > Transparency – flow of information > Trust – open discussion > Mutual respect – joint contributions VINCI Airports Convention 2014

THE INTEGRATION PROCESS AND THE NEW CHALLENGES the social balance RESHAPING THE organization A new mindset A new ATTITUDE

the social balance The collective agreement and the improvement of produtivity > Actual agreement published in August 2002; renegotiation started in May 2005, requested by the unions; suspended in November 2011, with an understanding for a new company agreement (missing the agreement for the increase of the salary grid). > Restart in June 2014, with the objective to introduce in our collective agreement the labour law changes, to improve produtivity, and justify salary grid increases; strong resistance from unions in any change on the 2011 agreement. Focus on salary grid increases. Social unrest should be expected. VINCI Airports Convention 2014

the social balance Jobs’ stability (anam Head count) VINCI Airports Convention 2014

the social balance Rewarding policies VINCI Airports Convention 2014

the social balance > A focused and lean Head Office Reshaping to face new shareholders business and business environment > A focused and lean Head Office The corporate center The support functions The service departments   > Developing the Business Units VINCI Airports Convention 2014

A new ATTITUDE > Traffic growth The big question mark and or faith in a different organization > Non Aviation Revenues The real big challenge : let’s start working and never give up before trying VINCI Airports Convention 2014

A new mindset > The investment decision: from granted return to value creation Categorizing the projects (revenue, costs, quality or regulatory drivers) Creating ownership (initiative, evaluation and procurement) and identifying criteria for evaluation Defining procedures Allocating funds: prioritizing, with analysis of objectives, benefits, alternatives and or impact on costs Controlling execution > The price cap model: from cost recovery to cost reduction Optimizing caps: the communication challenge Fuelling the traffic growth with: powerful marketing intelligence, key accounts for strategic airlines, charges modulation and incentives plan VINCI Airports Convention 2014