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REGISTRATION

DOCUMENT 2013

Including the annual fi nancial report

25
6 3 4

THE COMPONENTS OF THE ANNUAL FINANCIAL REPORT ARE

IDENTIFIED IN THE INDEX BY THE FOLLOWING PICTOGRAM AFR 1

Selected fi nancial

information 2

Highlights of the 2013

AFR 4

Corporate governance

AFR 7

1.1 The Board of Directors 8

1.2 The Group Executive Committee 39

Activity

AFR 41

2.1 Market and environment 42

2.2 Strategy 50

Activities

2.3

Passenger business 54

2.4 Cargo business 62

2.5 Maintenance business 66

2.6 Other businesses 71

2.7 Fleet 73

2.8 Highlights of the beginning of the 2014 fi nancial year 80

Risks and risk

management AFR 81

3.1 Risk management process 82

3.2 Risk factors and their management 83

3.3 Market risks and their management 91

3.4 Report of the Chairman of the Board of Directors

on corporate governance, internal control and risk management for the 2013 fi nancial year 95

3.5 Statutory auditors" report 104

Social, corporate citizenship

and environmental information AFR 105

4.1 Social information 106

4.2 Note on the methodology for the reporting

of the social performance indicators 117

4.3 Social indicators for the group 120

4.4 Corporate citizenship information 124

4.5 Environmental information 130

4.6 Note on the methodology for the reporting

of the environmental indicators 137

4.7 Environmental indicators 140

4.8 Report of one of the Statutory Auditors,

as designated independent third-party body, on the consolidated social, environmental and societal information provided in the report of the Board of

Directors 144

Financial Report

AFR 149

5.1 Investments and fi nancing 150

5.2 Property, plant and equipment 152

5.3 Comments on the consolidated fi nancial statements 155

5.4 Key fi nancial indicators 159

Financial Statements

5.5

Consolidated fi nancial statements 166

5.6 Notes to the consolidated fi nancial statements 173

5.7 Statutory auditors" report on

the consolidated fi nancial statements 250

5.8 Statutory fi nancial statements 252

5.9 Five-year results summary 264

5.10 Statutory auditors" report on the fi nancial statements 265

5.11 Statutory Auditors" special report on regulated

agreements and commitments 266

Other information 269

6.1 History 270

6.2 General information 273

6.3 Information relating to the share capital

AFR 274

6.4 Information on trading in the stock 280

6.5 Information on the agreements concluded in

connection with the business combination between

Air France and KLM 285

6.6 Information relating to the agreements concluded

with Alitalia-Compagnia Aerea Italiana (Alitalia-CAI) 288

6.7 Legislative and regulatory environment

for the air transport industry 289

6.8 Information and control

AFR 292

Glossaries 293

Tables of concordance 298

1

REGISTRATION DOCUMENT 2013 - Air France-KLM

Registration Document 2013

including the annual fi nancial report

Air France-KLM

This Registration Document is an unoffi cial translation of the French Document de Référence, which was fi led with the French Autorité des Marchés Financiers on Tuesday April 8 , 2014 , pursuant to article 212-13 of the AMF General Regulations. This unoffi cial translation has been prepared by Air France-KLM for the information and convenience of English-speaking readers and has not been reviewed or registered with the AMF. No assurances are given as to the accuracy or completeness of this translation, nor any responsibility assumed for any misstatement or omission that may be contained therein. The French Document de Référence may be used for the purposes of a fi nancial transaction if supplemented with an offering memorandum approved by the AMF. In the event of any ambiguity or discrepancy between this unoffi cial translation and the French Document de Référence, the French version shall prevail.

REGISTRATION DOCUMENT 2013 - Air France-KLM

2

Selected fi nancial information

Revenues

2013
2012

201125.52

25.42*

24.36**(in € billion)

* Restated for IAS19 Revised, CityJet reclassified as a discontinued operation** Pro forma over 12 months

Revenues increased by 2.3% on a constant currency basis (+0.4% reported).

Income/(loss) from current operations

130
(336*) (353**)(in € million)

* Restated for IAS19 Revised, CityJet reclassified as a discontinued operation** Pro forma over 12 months

2013
2012
2011
The operating result improved by €466 million and returned to positive territory.

Pursuant to Article 28 of Regulation (EC) no.809/2004 of April 29, 2004, the review of the fi nancial situation and results for the

fi nancial year ended December 31, 2012 fi guring on pages 2 and 3 of the 2012 Registration Document and the review

of the fi nancial situation and results for the 2011 pro forma fi nancial year ended December 31, 2011 fi guring on pages

2 and 3

of the 2011 Registration Document are incorporated by reference in this document (See also Section 5.4 - Key fi nancial

indicators, page 159

). As a result of the change in fi nancial year end from March 31 to December 31 which took place in 2011,

the 2011 fi nancial year spanned only nine months (April-December). To facilitate understanding of the business, the Group had

opted to also present pro forma results for 2011 (January-December).

Information by business segment

At December 31

2013 2012* 2011**

Revenues

(in €bn)Income/(loss) from current operations (in €m)Revenues (in €bn)Income/(loss) from current operations (in €m)Revenues (in €bn)Income/(loss) from current operations (in €m)

Passenger 20.11 174 19.98 (260) 18.83 (375)

Cargo 2.82 (202) 3.06 (230) 3.14 (60)

Maintenance 1.23 159 1.10 140 1.04 110

Other 1.37 (1) 1.29 14 1.35 (28)

* Restated for IAS19 Revised, CityJet reclassifi ed as a discontinued operation ** Pro forma over 12 months

In 2013, all business segments benefi ted from the measures implemented within the framework of Transform 2015. The passenger business

saw a strong results improvement in both long-haul and medium-haul. The air freight industry was affected by the weakness in global trade

and structural industry overcapacity. The operating result from this business improved but remained a negative €202 million. The maintenance

business continued its growth in high-value-added segments (engines and component support). 3

REGISTRATION DOCUMENT 2013 - Air France-KLM

Net income/(loss), Group share

2013
2012

2011(1,827)

(1,225*) (809**)(in € million)

* Restated for IAS19 Revised, CityJet reclassified as a discontinued operation** Pro forma over 12 months

In 2012 and 2013, the net result, Group share had included substantial restructuring provisions linked to the Transform

2015 plan. The 2013 result also suffered from the impact of the

impairment of deferred tax assets.

Restated net income/(loss), Group share

2013
2012

2011(349)

(696*) (616**)(in € million)

* Restated for IAS19 Revised, CityJet reclassified as a discontinued operation** Pro forma over 12 months

Restated for exceptional and non-recurring items (see section 5.4 for defi nition), the net result, Group share saw a near-€350 million improvement.

Net debt

2013
2012

20115.35

5.97

6.52(in € billion, at December 31)

A reduction in net debt is one of the main objectives of the Transform 2015 plan. After two years of implementation, the

Group had reduced its debt by €1.2 billion.

Operating free cash fl ow

538
(47) (331*)(in € million) * Pro forma over 12 months 2013
2012
2011
At €538 million in 2013, operating free cash fl ow after investments (see section 5.4 for defi nition) continued its strong improvement thanks to the measures launched within the framework of

Transform 2015.

Cover ratio: net debt/EBITDA

2013
2012

20112.88

4.28

4.85(at December 31)

At 2.9 as of December 31, 2013, the net debt/EBITDA cover ratio saw a signifi cant improvement under the combined effect of an

EBITDA increase and the reduction in net debt.

REGISTRATION DOCUMENT 2013 - Air France-KLM

4

Highlights of the 2013 fi nancial year

Implementation of the Transform 2015 plan

✦On March 15, 2013, Air France signed an agreement with the three unions representing Cabin Crew enabling the drafting of a new collective agreement organizing the required productivity gains within the framework of the Transform 2015 plan. This agreement came into effect at the beginning of the Summer season, on April 1, 2013.
✦At the end of the fi rst quarter, Air France closed the voluntary departure plan for Ground Staff implemented as of November 2012quotesdbs_dbs10.pdfusesText_16

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