2. JORGE PONCE DE LEÃO
Chairman & CEO of ANA

3. 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

4. A new era for an old company

5. from august/12 to september/14

6. 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

7. Preparing the privatization

8. 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

9. 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

10. Preparing the privatization
The Business Case
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11. Preparing the privatization
The Business Case
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12. Preparing the privatization
The Business Case
Revenue breakdown by asset
Passengers: 30,1 million
16%
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13. Preparing the privatization
The Business Case
Market share by airline
Pax traffic by market (2011)
Pax traffic by pax segment (2010)
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14. 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

15. 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

16. 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

17. 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.
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18. Preparing the privatization
A value creation process
Aligning Private and public interests through economic regulation
Rational approach to increase capacity
Balanced
Governance model
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19. Preparing the privatization
A value creation process
The Strategic Plan
and conflict resolution
Framework
Agreement
The indemnification rules
and the opting out
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20. 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
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21. 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

22. 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

23. 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

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

25. 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

26. 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

27. Creating a strategic plan
The facilitating role of Roland Berger
Total Revenues
Per Pax €
2018
2013 ∆
Passengers
15,50%
Revenues  
38,4% 
15,5
12,8 
19,8% 
Aviation
33,00%
10,65
9,25
15,20%
Non Aviation
51,80%
4,9
3,73
31,40%
Cash costs
7,70%
5,71
6,12
-6,70%
External Services and Supplies
10,80%
3,39
3,54
-4,00%
Personnel
1,10%
1,85
2,11
-12,40%
Incentives
5,00%
0,44
0,48
-9,10%
Ebitda (without Handling)
65,80%
9,84
6,85
43,60%
VINCI Airports Convention 2014

28. Building a relationship
> Knowledge of the organization – getting in touch (who is who)
> Transparency – flow of information
> Trust – open discussion
> Mutual respect – joint contributions
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29. THE INTEGRATION PROCESS AND THE NEW CHALLENGES the social balance RESHAPING THE organization A new mindset A new ATTITUDE

30. 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

31. the social balance Jobs’ stability (anam Head count)
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32. the social balance
Rewarding
policies
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33. 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

34. 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

35. 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