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Air France-KLM

Annual / Quarterly Financial Statement Mar 6, 2025

1088_iss_2025-03-06_95fda4ac-ea56-45fe-a632-da1551c1edb8.pdf

Annual / Quarterly Financial Statement

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AIR FRANCE-KLM GROUP CONSOLIDATED FINANCIAL STATEMENTS

January 1st , 2024 – December 31, 2024

Prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Commission for use in the European Union

Consolidated financial statements 3
Consolidated income statement 3
Consolidated statement of recognized
income and expenses
4
Consolidated balance sheet 5
Consolidated statement of changes
in stockholders' equity
7
Consolidated statement of cash flows 9
Notes to the consolidated financial
statements
10

5.2 CONSOLIDATED FINANCIAL STATEMENTS

5.2.1 Consolidated income statement

Period from January 1 to 31 December

(in € millions) Notes 2024 2023
Revenues from ordinary activities 6.1 31,459 30,019
External expenses 7 (19,095) (18,139)
Salaries and related costs 8 (9,461) (8,650)
Taxes other than income taxes (176) (164)
Other current operating income and expenses 9 1,517 1,142
EBITDA 6.1 4,244 4,208
Amortization, depreciation and provisions 10 (2,643) (2,496)
Income from current operations 1,601 1,712
Sales of aircraft equipment 11 37 32
Other non-current income and expenses 11 (172) (67)
Income from operating activities 6.1 1,466 1,677
Interests expenses 12 (631) (600)
Income from cash and cash equivalents 12 303 253
Net cost of financial debt 12 (328) (347)
Other financial income and expenses 12 (546) (183)
Income before tax of consolidated companies 592 1,147
Income taxes 13.1 (84) (164)
Net income of consolidated companies 508 983
Share of profits (losses) of associates 20 (19) 7
Net income for the period 489 990
Net income – Non-controlling interests 172 56
Net income – Group part 317 934
Earnings per share – Equity holders of Air France-KLM (in euros)
basic
14 0.93 0.43
diluted
14 0.93 0.41

5.2.2 Consolidated statement of recognized income and expenses

Period from January 1 to December 31

(in € millions) Notes 2024 2023
Net income 489 990
Effective portion of changes in fair value hedge and cost of hedging recognized
directly in other comprehensive income
28.5 (103) (44)
Change in fair value and cost of hedging transferred to profit or loss 28.5 2 (68)
Exchange difference resulting from the translation 15 (3)
Deferred tax on items of comprehensive income that will be reclassified to profit or loss 13.2 21 30
Total of other comprehensive income that will be reclassified to profit or loss (65) (85)
Remeasurements of defined benefit pension plans 100 4
Fair value of equity instruments revalued through OCI 22 1
Deferred tax on items of comprehensive income that will not be reclassified
to profit or loss
13.2 1 (2)
Total of other comprehensive income that will not be reclassified to profit or loss 102 2
Items of the recognized income and expenses of equity shares, after tax 20 4
Total of other comprehensive income, after tax 41 (83)
RECOGNIZED INCOME AND EXPENSES 530 907
Equity holders of Air France-KLM
358 851
Non-controlling interests
172 56

5.2.3 Consolidated balance sheet

(in € millions) Notes
December 31, 2024 December 31, 2023
Goodwill 15 226 224
Intangible assets 16 1,150 1,128
Flight equipment 17 12,347 11,501
Other property, plant and equipment 17 1,533 1,431
Right-of-use assets 19 7,592 5,956
Investments in equity associates 20 216 129
Pension assets 29 66 45
Other non-current financial assets 22 1,369 1,262
Non-current derivative financial assets 35 195 148
Deferred tax assets 13.4 662 698
Other non-current assets 25 214 153
Total non-current assets 25,570 22,675
Other current financial assets 22 1,190 1,292
Current derivative financial assets 35 249 122
Inventories 23 959 853
Trade receivables 24 2,051 2,152
Other current assets 25 1,260 1,120
Cash and cash equivalents 26 4,829 6,194
Assets held for sale 27 47 82
Total current assets 10,585 11,815
TOTAL ASSETS 36,155 34,490

Consolidated balance sheet (continuation)

LIABILITIES AND EQUITY

(in € millions) Notes December 31, 2024 December 31, 2023
Issued capital 28.1 263 263
Additional paid-in capital 28.1 7,560 7,560
Treasury shares 28.2 (27) (25)
Perpetual 28.3 1,078 1,076
Reserves and retained earnings 28.4 (10,638) (10,925)
Equity attributable to equity holders of Air France-KLM (1,764) (2,051)
Perpetual 28.3 2,530 2,524
Reserves and retained earnings 28.4 33 27
Equity attributable to non-controlling interests 28.6 2,563 2,551
Equity 799 500
Pension provisions 29 1,686 1,685
Non-current return obligation liabilities and provisions
for leased aircrafts and other provisions 30 4,493 3,805
Non-current financial liabilities 31 7,254 7,538
Non-current lease debt 19 4,714 3,581
Non-current derivative financial liabilities 35 32 56
Deferred tax liabilities 13.4 2
Other non-current liabilities 34 904 1,376
Total non-current liabilities 19,085 18,041
Current return obligation liabilities and provisions
for leased aircrafts and other provisions
30 1,181 1,079
Current financial liabilities 31 1,692 1,664
Current lease debt 19 982 848
Current derivative financial liabilities 35 137 139
Trade payables 2,608 2,447
Deferred revenue on ticket sales 4,097 3,858
Frequent flyer programs 33 906 899
Other current liabilities 34 4,668 5,002
Bank overdrafts 26 13
Total current liabilities 16,271 15,949
TOTAL LIABILITIES 35,356 33,990
TOTAL EQUITY AND LIABILITIES 36,155 34,490
Equity attributable to equity holders
of Air France-KLM
Equity attributable to
non-controlling interests
(in € millions) Number of shares Issued capital Additional paid-in
capital
Treasury shares Perpetual bonds retained earnings
Reserves and
Sub-Total Perpetual bonds retained earnings
Reserves and
Sub-Total Equity
December 31, 2022 2,570,536,136 2,571 5,217 (25) 933 (11,700) (3,004) 510 14 524 (2,480)
Other
comprehensive
income
(83) (83) (83)
Net result
for the period
934 934 56 56 990
Total of income
and expenses
recognized
851 851 56 56 907
Purchase of treasury
shares
(1) (1) (1)
Share-based
payment
1 30 31 31
Reverse share split
and share capital
reduction
(2,313,482,523) (2,314) 2,314
Increase of capital
reserved to
employees
5,716,256 6 29 35 35
Capital increase
subscribed by non
controlling interests
9 9 9
Dividends paid (1) (90) (90) (90)
Perpetual 133 133 1,991 1,991 2,124
Coupons on
perpetual
10 (72) (62) 23 (53) (30) (92)
Tax on coupons on
perpetual
56 56 56
Other 1 1 1
December 31, 2023 262,769,869 263 7,560 (25) 1,076 (10,925) (2,051) 2,524 27 2,551 500

5.2.4 Consolidated statement of changes in stockholders' equity

(1) As of December 31, 2023 and in the context of the exit of the French Recapitalization State Aid under the EU Covid-19 Temporary Framework, the Group paid a €90 million compensation to the French State required for the shares subscribed in April 2021.This payment was considered as a dividend payment and was therefore recognized in equity accordingly to IFRS principles.

Equity attributable to equity holders
of Air France-KLM
Equity attributable to
non-controlling interests
Total
(in € millions) Number of shares Issued capital Additional paid-in
capital
Treasury shares Perpetual bonds retained earnings
Reserves and
Sub-Total Perpetual bonds retained earnings
Reserves and
Sub-Total Equity
December 31, 2023 262,769,869 263 7,560 (25) 1,076 (10,925) (2,051) 2,524 27 2,551 500
Other
comprehensive
income
41 41 41
Net result
for the period
317 317 172 172 489
Total of income
and expenses
recognized
358 358 172 172 530
Share-based
payment
3 3 3
Dividends paid (1) (1) (1)
Coupons on
perpetual
2 (73) (71) 6 (166) (160) (231)
Other (2) (1) (3) 1 1 (2)
December 31, 2024 262,769,869 263 7,560 (27) 1,078 (10,638) (1,764) 2,530 33 2,563 799

5.2.5 Consolidated statement of cash flows

Period from January 1 to December 31

(in € millions) Notes 2024 2023
restated⁽¹⁾
Net income 489 990
Amortization, depreciation and operating provisions 10 2,643 2,496
Financial provisions 12 291 216
Cost of net debt 328 347
Loss (gain) on disposals of tangible and intangible assets (42) (63)
Loss (gain) on disposals of subsidiaries and associates 11 (2)
Derivatives – non monetary result 9 (2)
Unrealized foreign exchange gains and losses 201 (92)
Share of (profits) losses of associates 20 19 (7)
Deferred taxes 13 53 106
Impairment 37.2 1
Other non-monetary items 37.2 (14) 61
Cash flow from operating activities before change in working capital 3,975 4,053
Change in working capital resource 37.3 (479) (447)
CASH-FLOW FROM OPERATING ACTIVITIES 3,496 3,606
Acquisition of subsidiaries, of shares in non-controlled entities (92) (7)
Acquisitions of warrants (12)
Purchase of property plant and equipment and intangible assets 18 (3,728) (3,551)
Proceeds on disposal of subsidiaries, of shares in non-controlled entities 32
Proceeds on disposal of property plant and equipment and intangible assets 11 678 867
Interest received 285 223
Dividends received 5 3
Decrease (increase) in net investments, more than 3 months 52 (540)
NET CASH-FLOW USED IN INVESTING ACTIVITIES (2,768) (3,017)
Increase of equity 28.1 35
Capital increase subscribed by non controlling interests 28.6 9
Payments to acquire treasury shares (1)
Purchase of minority interest without change of control (1)
Issuance of perpetual 28.3 2,718
Repayment of perpetual 28.3 (595)
Coupons on perpetual 28.3 (231) (92)
Issuance of debt 31 1,609 2,094
Repayment on debt 31 (1,930) (3,324)
Payments on lease debts 19 (891) (833)
New loans (187) (335)
Repayment on loans 182 129
Interest paid (664) (704)
Dividends paid (1) (90)
NET CASH-FLOW FROM FINANCING ACTIVITIES (2,114) (989)
Effect of exchange rate on cash and cash equivalents and bank overdrafts
(net of cash acquired or sold)
34 (42)
Change in cash and cash equivalents and bank overdrafts (1,352) (442)
Cash and cash equivalents and bank overdrafts at beginning of period 26 6,181 6,623
Cash and cash equivalents and bank overdrafts at end of period 26 4,829 6,181
Income tax (paid) / reimbursed (flow included in operating activities) (20) (114)

(1) See Note 3 of the notes to the financial statements.

5.3 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Note 1 Basis of preparation of the
consolidated financial statements
11
Note 2 Sustainable development
and climate
14
Note 3 Restatement of the 2023 financial
statements
17
Note 4 Significant events 18
Note 5 Change in the consolidation scope 20
Note 6 Information by activity
and geographical area
20
Note 7 External expenses 24
Note 8 Salaries and number of employees 25
Note 9 Other current operating income
and expenses
26
Note 10 Amortization, depreciation
and provisions
26
Note 11 Sales of aircraft equipment
and other non-current income
and expenses
27
Note 12 Net cost of financial debt
and other financial income
and expenses
27
Note 13 Income taxes 28
Note 14 Earnings per share 32
Note 15 Goodwill 33
Note 16 Intangible assets 34
Note 17 Tangible assets 35
Note 18 Capital expenditures 37
Note 19 Right-of-use assets and lease debt 37
Note 20 Equity affiliates 41
Note 21 Impairment 42
Note 22 Other financial assets 44
Note 23 Inventories 46
Note 24 Trade accounts receivables 47
Note 25 Other assets 48
Note 26 Cash, cash equivalents
and bank overdrafts
49
Note 27 Assets held for sale 49
Note 28 Equity attributable to equity
holders of Air France-KLM SA
49
Note 29 Pension assets and retirement
benefits
54
Note 30 Return obligation liability
and provision for leased aircraft
and other provisions
60
Note 31 Financial liabilities 64
Note 32 Net debt 70
Note 33 Loyalty program 72
Note 34 Other liabilities 72
Note 35 Financial risk management 73
Note 36 Valuation methods for financial
assets and liabilities at their fair
value
81
Note 37 Consolidated statement of cash
flow and operating free cash flow
82
Note 38 Flight equipment orders 83
Note 39 Other commitments 83
Note 40 Related parties 85
Note 41 Statutory auditors' fees 87
Note 42 Consolidation scope 88

NOTE 1 BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS

As used herein, the term "Air France-KLM" refers to Air France-KLM SA, a limited liability company organized under French law. The term "Group" is represented by the economic definition of Air France-KLM and its subsidiaries. The Group is headquartered in France and is one of the largest airlines in the world.

The Group's core business is network activities which includes passenger transportation on scheduled flights and cargo activities. The Group's activities also include aeronautics maintenance, leisure passenger transportation (Transavia) and other air-transport-related activities.

The limited company Air France-KLM, domiciled at 7, rue du Cirque 75008 Paris – France, is the parent company of the Air France-KLM Group. Air France-KLM is listed for trading in Paris (Euronext) and Amsterdam (Euronext).

The presentation currency used in the Group's financial statements is the Euro, which is also Air France-KLM's functional currency.

1.1 Accounting principles

Accounting principles and policies used for the consolidated financial statements

Pursuant to the European Regulation 1606-2002 of July 19, 2002, the consolidated financial statements of the Air France-KLM group as of December 31, 2024 were established in accordance with the International Financial Reporting Standards ("IFRS") as adopted by the European Union on the date these consolidated financial statements were established.

The consolidated financial statements were approved by the Board of Directors on March 5, 2025 and submitted to the Annual General Meeting for its approval on June 4, 2025.

Change in accounting principles

IFRS standards which are applicable on a mandatory basis to the 2024 financial statements

Amendments to IAS1 "Presentation of Financial Statements and notes "

These amendments are related to the classification of the liabilities in current liability or non-current liability, mostly for the non-current liability with covenants.

These amendments precise that only the covenants of which an entity is required to comply with, no later than the closing date, have an incidence on the classification of a debt in current or non-current. The classification is not impacted when the right to postpone the payment of a debt for at least 12 months, depend on the respect of a covenant at a date later than the closing date.

The Group carried out a review of the terms of each significant loan, drawn or not. No loans has been reclassified following this review.

Amendments to IFRS 16 "Leases"

These amendments "Lease Liability in a Sale and Leaseback" bring clarifications on the valuation post sales and leaseback transactions, when the initial sell of the underlying asset corresponds to the criteria of IFRS15 for being compatibilized as a sell. These amendments precise how to evaluate the lease debt, resulting of these transactions in presence of variable leases that don't depend on an index or a rate.

The Group apply this amendment since January 1st, 2024, without observing any significant retroactive impact.

The principles judgments and accounting estimates are described in the Note 1.2 "Material judgment and accounting estimates".

OECD Pillar Two model rules

The Air France-KLM Group is subject to the OECD's Pillar 2 rules, following their transposition into French law and enaction for fiscal years beginning on or after December 31, 2023. Under this legislation, the Group is required to pay an additional tax for the difference between its GloBE effective tax rate (TEI GloBE) in each jurisdiction and the minimum rate of 15%.

Temporary protection schemes have been introduced for a maximum of three financial years, enabling the rules to be deferred. These schemes consist of simplified tests against the Pillar Two rules, calculated by jurisdiction and at the end of each financial year.

At the closing date, the Group considered that it could benefit from the temporary protection schemes in almost all the jurisdictions in which it operates, except for France mainly due to recognition/derecognition of deferred taxes and in non- significant jurisdictions, which must therefore carry out a full calculation of TEI GloBE in accordance with the law in force and the available OECD recommendations.

The full calculation of the TEI GloBE for the French jurisdiction exceeds the minimum rate of 15%. Consequently, no additional tax expense has been recorded at December 31, 2024.

The Air France-KLM Group applies the IAS 12 exception not to measure or recognize deferred tax assets and liabilities relating to the additional Pillar 2 tax.

Other amendments or IFRS standards

The mandatory amendments or IFRS standards for the financial statements 2024, which are not mentioned in this paragraph are considered as non applicable or without significant impact on the Air France-KLM Group financial statements.

1.2 Material judgements and accounting estimates

The preparation of the consolidated financial statements in conformity with IFRS requires management to make estimates based on judgements and assumptions that affect the information presented in the consolidated financial statements and their notes.

The Group's management makes these estimates and assessments continuously on the basis of its past experience and various other factors considered to be reasonable.

The consolidated financial statements for the financial year have thus been established on the basis of the financial parameters available at the closing date.

These accounting estimates are based on the mostrecently available, reliable information.

The actual results could differ from these estimates depending on changes in the assumptions used or different conditions.

The main estimates, assumptions and judgements made in the preparation of the consolidated financial statements and notes are described below:

  • the valuation of revenue, related to passenger tickets and freight airwaybills issued and not used (see Note 6 "Information by activity and geographical area");
  • hypothesis used for impairment testing of non financial assets – including assumptions about on climate issues – (See Note 21 "Impairment");
  • useful life of the fleet (See Note 17 "Tangible assets");
  • calculation of implicit interest rate and incremental borrowing rate for the recognition of lease contracts (See Note 19 "Right-of-use assets and lease debt");
  • calculation of the discount rate for the valuation of the return obligation liabilities and provision for leased aircrafts (See Note 30 "Return obligation liability and provision for leased aircraft and other provisions");
  • determination of the deferred tax assets recoverability (See Note 13 "Income taxes").

These principles must be reviewed at the same time with the notes to the financial statements to which it refers in each paragraphs.

1.3 Consolidation principles

Subsidiaries

In conformity with IFRS 10 "Consolidated Financial Statements", the Group's consolidated financial statements comprise the financial figures for all the entities that are controlled directly or indirectly by the Group, irrespective of its level of participation in the equity of these entities. The companies over which the Group exercises control are fully consolidated. An entity is controlled when the Group has power over it, is exposed or has rights to variable returns from its involvement in this entity, and has the ability to use its power to influence the amounts of these returns. The determination of control takes into account the existence of potential voting rights if they are substantive, meaning they can be exercised in time when decisions about the relevant activities of the entity need to be taken.

The financial statements of subsidiaries are included in the consolidated financial statements from the date that control begins until the date this control ceases.

Non-controlling interests are presented within equity and on the income statement separately from Group stockholders' equity and the Group's net income, under the line "non-controlling interests".

The effects of a buyout of non-controlling interests in a subsidiary already controlled by the Group and divestment of a percentage interest without loss of control are recognized in equity.

In a partial disposal resulting in loss of control, the retained equity interest is re-measured at fair value at the date of loss of control. The gain or loss on the disposal will include the effect of this re-measurement and the gain or loss on the sale of the equity interest, including all the items initially recognized in other comprehensive income and reclassified to profit and loss.

Interest in associates and joint ventures

In accordance with IFRS 11 "Joint Arrangements", the Group applies the equity method to partnerships over which it exercises control jointly with one or more partners. Control is considered to be joint when decisions about the relevant activities of the partnership require the unanimous consent of the Group and the other parties with whom control is shared.

In cases of a joint activity, the Group recognizes assets and liabilities in proportion to its rights and obligations regarding the entity.

In accordance with IAS 28 "Investments in Associates and Joint Ventures", companies in which the Group has the ability to exercise significant influence over financial and operating policy decisions are also accounted for using the equity method. The ability to exercise significant influence is presumed to exist when the Group holds more than 20% of the voting rights.

The consolidated financial statements include the Group's share in the net result of associates and joint ventures from the date the ability to exercise significant influence begins until the date it ceases, adjusted for any impairment loss of net investment.

The Group's share of losses of an associate exceeding the value of the Group's interest and net investment (longterm receivables for which no reimbursement is scheduled or likely) in this entity are not accounted for, unless the Group has:

  • incurred contractual obligations to recover losses; or
  • made payments on behalf of the associate.

Any surplus in investment cost over the Group's share in the fair value of the identifiable assets, liabilities and contingent liabilities of the associate company on the date of acquisition is accounted for as goodwill and included in the book value of the investment accounted for using the equity method.

Investments in which the Group has ceased to exercise significant influence or joint control are no longer accounted for by the equity method and are accounted at their fair value as other financial assets on the date of loss of significant influence or joint control.

Intra-Group operations

All intra-Group balances and transactions are fully eliminated. Profits and losses resulting from intra-Group transactions are also eliminated.

Gains and losses realized on internal sales with associates and jointly-controlled entities are eliminated, to the extent of the Group's interest in the entity, providing there is no impairment.

Translation of foreign companies' financial statements

The financial statements of foreign subsidiaries are translated into euros on the following basis:

  • except for the equity for which historical prices are applied, balance sheet items are converted on the basis of the foreign currency exchange rates in effect at the closing date;
  • the income statement and the statement of cash flows are converted on the basis of the average foreign currency exchange rates for the period;
  • the resulting foreign currency exchange adjustment is recorded in the "Translation adjustments" item within equity;
  • goodwill is converted into euros using the foreign exchange rate in effect at the closing date.

Translation of foreign currency transactions

Foreign currency transactions are translated using the exchange rate prevailing on the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the rate in effect at the closing date.

Non-monetary assets and liabilities denominated in foreign currencies assessed on a historical cost basis are translated using the rate in effect at the transaction date or the hedging rate, when applicable.

The corresponding exchange rate differences are recorded in the income statement. Changes in fair value of the hedging instruments are recorded using the accounting treatment described in Note 35 "Financial risk management".

1.4 Alternative performance measures

EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization): by excluding the main line of the income statement which does not involve cash disbursement ("Amortization, depreciation and provision") from income from current operations, EBITDA provides a simple indicator of the cash generated by the Group's current operational activities. It is thus commonly used for the calculation of the financial coverage and enterprise value ratios (see "Consolidated income statement").

Operating free cash flow: this corresponds to the net cash flow from operating activities net of the purchases of property, plant and equipment and intangible assets, plus the proceeds on the disposal of property, plant and equipment and intangible assets. It does not include the other cash flows linked to investment operations, particularly investments in subsidiaries and other financial assets and net cash flow from the operating activities of discontinued operations (see Note 37.1 "Operating free cash flow").

Recurring operating free cash flow adjusted: this corresponds to operating free cash flow net of the payment of lease debts and of the interests paid or received and paid or received exceptional payments affecting the comparability between each year (see Note 37.1 "Operating free cash flow").

Distinction between income from current operation and income from operating activities: the Group considers it relevant to the understanding of its financial performance to present in the income statement a subtotal within the "income from operating activities". This subtotal, entitled "Income from current operations", excludes unusual elements that do not have predictive value due to their nature, frequency and/or materiality, as defined in recommendation No. 2020-01 from the France's accounting standards authority.

Such elements are as follows:

  • sales of aircraft equipment and significant disposals of other assets;
  • accelerated aircraft phase-out;
  • income from the disposal of subsidiaries and affiliates;
  • restructuring costs when they are significant;
  • modification of pension plans;
  • significant and infrequent elements such as the recognition of badwill in the income statement, the recording of an impairment loss on goodwill and significant provisions for litigation.

Net debt: this corresponds to the amount of the Group's financial liabilities less net cash (see Note 32 "Net debt").

Financial liabilities include:

  • current and non-current financial liabilities (excluding accrued interests);
  • current and non-current lease debt (excluding accrued interests);
  • deposits related to financial liabilities and lease debt;
  • derivatives impact on debt.

Net cash include:

  • cash and cash equivalents;
  • marketable securities over 3 months;
  • bonds investments;
  • Bank overdraft.

NOTE 2 SUSTAINABLE DEVELOPMENT AND CLIMATE

Climate change is a major concern for the air transport industry, and for the Air France-KLM Group in particular. Attitudes towards the acceptability of air transport are evolving both at the political level and in society at large. France and the Netherlands have implemented policies aimed at ensuring the transition to a carbon-neutral society by 2050, in line with the European Union's strategy in this domain, reflected in the commitments made by Air France as part of France's Stratégie Nationale Bas Carbone (SNBC) and by KLM to the Dutch government.

The Air France-KLM Group and its airlines intend to be key players in the sustainable transformation of their activities, and aim to take a leading role and influence in the decarbonization of air transport.

Air France-KLM plays an active role in advancing the ambition of Net Zero emissions by 2050 as an industry, and is committed to science-based targets in line with the SBTi criteria approved in November 2022. The Group's environmental efforts are summarized in a Climate Transition Plan, with the objective of reducing the intensity of greenhouse gases (gCO2eq/TKT on scopes 1 and 3.3) by 30% in 2030 compared to 2019, in particular by progressively incorporating SAF and investing in the renewal of the Group's fleet for new generation aircraft emitting up to 25% less CO₂ per passenger km.

Independent agencies regularly assess the extra financial performances of the Air France-KLM group based on ESG criteria (Environmental, Social and Governance). In 2024, the Group's performance was recognized through four ESG ratings.

In the ISS ESG Corporate Rating 2024, the Air France-KLM Group has been awarded "Prime Status" with a "C+" (issued in January 2025). Prime status refers to a company's demonstrated ability to adequately manage material ESG risks.

With a score of 77/100 from EcoVadis (Gold Status), the Air France-KLM Group is in the top 5% of all evaluated companies. The EcoVadis assessment evaluates 21 sustainability criteria across four core themes: Environment, Labor&Human Rights, Ethics and Sustainable Procurement. More than 150,000 companies globally have been rated by EcoVadis.

The US rating agency MSCI has reanalyzed the Air France-KLM Group's sustainability management and has given it a "BBB" rating (issued in February 2025). MSCI ESG Research provides MSCI ESG Ratings on global public and a few private companies on a scale of AAA (leader) to (CCC (laggard), according to exposure to industry-specific ESG risks and the ability to manage those risks relative to peers.

CDP confirmed the Group a B score (issued in February 2025), corresponding to the level "Taking coordinated action on climate issues". CDP environmental disclosure serves as a one-stop shop for understanding and disclosing according to relevant market and regulatory demands.

The Group's financial statements integrate climate change and sustainability issues in various items as described below.

2.1 Valuation of assets and consideration of environmental risks and commitments

The impact of climate change has been taken into account in preparing the Group's financial statements for the year ending December 31, 2024. In order to identify the physical and transitional climate-related risks to which the Group is exposed, a climate scenario analysis was carried out. However, the physical risks identified in this way were not considered likely to have a significant impact on operational continuity, given the Group's balanced network between the different continents and the flexibility of its fleet, which minimizes the economic consequences of extreme weather events.

The impacts of expected or probable regulatory changes are included in the Air France-KLM group's five-year plan, notably:

  • the rising cost of carbon credits and CO₂ offsetting under European (EU-ETS) and international (CORSIA) mechanisms;
  • the increasing trajectory of SAF incorporation;
  • the Group's ability to pass on additional costs in ticket prices;
  • the acceptability of air transport and its effect on demand reflected in the long term growth rate of its activity;
  • the investments and depreciation linked to the fleet renewal plan, in line with the CO₂ emission reduction targets.

These elements are consequently taken into account in the assumptions used to test the recoverable value of assets (see Note 21 "Impairment").

In 2024, the environmental impacts have not led to the recognition of any impairment or accelerated depreciation of the Group's assets.

2.2 Sustainable investments and financings

2.2.1 Fleet modernization

The Air France-KLM group has committed to reduce its CO₂ emissions per ton per kilometer transported (on scopes 1 and 3.3) by 30% by 2030 compared to 2019. Currently, one of the most impactful ways to reduce the carbon footprint is to invest in a more fuel-efficient fleet. The Group is focusing on simplifying and rationalizing its fleet to make it more competitive. The Group's transformation is therefore continuing with the phase in of more modern, high-performance aircraft with a significantly lower environmental impact and a reduced noise footprint.

The renewal of the Group's airline fleet for new generation aircraft, that are up to 25% more efficient in terms of fuel consumption and therefore CO₂ emissions, and generate less noise, resulted in capital expenditures on aircraft equipment amounting to €1,419 million as of December 31, 2024 (€1,738 million as of December 31, 2023) (see Note 18 "Capital expenditures") and resulted in new lease contracts or renewal of lease contracts excluding sales and leasebacks operations of 2024 amounting to € 966 million as of December 31, 2024 (€202 million as of December 31, 2023) (see note 19 "Rightof-use assets and lease debts").

Pursuing its fleet renewal plan, the Group will continue to receive new generation aircraft over the next few years, with the aim of having up to 80% of its fleet composed of new generation aircraft by 2030 (see Note 38 "Flight equipment orders").

2.2.2 Other investments

The decarbonization of the Group's activities is also reflected in investments in materials and equipment designed to reduce its environmental footprint.

In order to adapt its business to climate change and in particular reduce emissions of its ground operations, the Air France-KLM Group is pursuing a sustainable investment policy and is notably investing in fully electric ramp equipment (vehicles, tractors and loading equipment) and the energy renovation of its buildings.

These investments represented €36 million as of December 31, 2024 (€55 million as of December 31, 2023).

2.2.3 Sustainable financings

To support its investments, the Air France-KLM Group has entered into secured financing agreements integrating sustainable development issues, through which the Group and its airlines benefit from more advantageous financing conditions if it achieves targets related to the reduction of its greenhouse gas emissions, fleet renewal and the incorporation of SAF.

On January 2023, Air France-KLM issued sustainabilitylinked bonds for a total amount of €1 billion (see Note 31.2.2 "Sustainability-linked bonds").

On April 2023 Air France-KLM, Air France and KLM have signed two ESG ("Environmental, Social and Governance") KPI-Linked Revolving Credit Facilities ("RCF") with a pool of internation financial institutions. As of December 31, 2024 these credit lines (undrawn) amount respectively to € 1 405 million and €1 000 million with a maturity in 2028 (see Note 31.7 "Credit lines" and 4.1 "Significant events occurring during the period").

To support their investments in new-generation aircraft, Air France and KLM have also entered into financing or lease contracts with specific clauses linked to compliance with environmental criteria. On December 31 2024, these financings amount for:

  • €581 million booked in the line "Other debt" (see Note 31 "Financial liabilities");
  • €1122 million booked in the line "Debt on leases with bargain option" (see Note 31 "Financial liabilities");
  • €497 million booked in the line "lease debt aircraft" (see Note 19 "Right-of-use assets and lease debt").

2.3 SAF–Greenhouse gas emission rights and CO2 compensation

2.3.1 SAF

"SAF" refers to an alternative to regular aviation fuel, identified as « sustainable aviation fuel » within the meaning of article 3(7) of Regulation (EU) 2023/2405 of 18 October 2023 on ensuring a level playing field for sustainable air transport (ReFuelEU Aviation) and is defined as aviation fuels that are either:

(a) synthetic aviation fuels; or

  • (b) aviation biofuels; or
  • (c) recycled carbon aviation fuels.

As part of its decarbonization objectives, the Air France-KLM group has developed a progressive and proactive SAF purchasing policy, aiming to incorporate 10% SAF by 2030, above and beyond its regulatory obligations.

SAF expenses amounted for €(170) million as of December 31, 2024 (€(172) million as of December 31, 2023) (see Note 7 "External expenses").

To cover the additional costs incurred by SAF purchases, the Air France-KLM Group introduced a specific surcharge on tickets departing from France and the Netherlands on January 1, 2022. In addition, voluntary contribution mechanisms enable the Group's customers to contribute financially to the supply and use of SAF beyond the regulatory incorporation. As of December 31, 2024, the total amount collected in respect of the surcharge and voluntary contributions represented €153 million (€134 million as of December 31, 2023).

In order to secure its future purchases of SAF, Air France-KLM signed several contracts with the suppliers Nesté, DG Fuels, SkyNRG and TotalEnergies for the supply of 3.25 million tons of SAF between 2025 and 2037 (see Note 39.1 "Commitments made").

2.3.2 Greenhouse gas emission rights and CO2 compensation

Since January 1, 2012, airlines have been subject to the Emission Trading Scheme (EU-ETS) regulations for all flights to or from the European Economic Area, as described in Note 25 "Other assets" and Note 35.4 "Carbon credit risk". As such, the Group must purchase CO₂ allowances, in addition to the free allowances, to offset its emissions.

Since January 1, 2020, Air France has also been offsetting all its customers' CO₂ emissions on French domestic routes, in line with French regulations, by purchasing credits representing carbon offsetting from approved partners.

The Group accounts for these CO₂ quotas in the line "other assets" of its balance sheet (see Note 25 "Other assets"). As of December 31, 2024, the value of the CO₂ quotas related to the EU-ETS program and to the offsetting of emissions on French domestic flights in the Group's balance sheet amounted to €470 million d'euros (€395 million as of December 31, 2023).

To meet its obligation to surrender the allowances corresponding to its emissions, the Group recorded a net expense of €(249) million as of December 31, 2024 (€(203) million as of December 31, 2023)(see Note 7 "External expenses").

The obligation to surrender allowances, valued at acquisition cost for rights acquired (including free allowances) and at market value for rights yet to be acquired, is recorded as provisions in the Group's balance sheet. These "provisions for CO₂ quota surrenders" amounted for €250 million as of December 31, 2024 (€213 million as of December 31, 2023) (see Note 30 "Return obligation liability and provision for leased aircraft and other provisions").

Finally, the Group has hedging instruments for its future purchases of CO₂ quotas for a nominal amount of €240 million as of December 31, 2024 (€12 million as of December 31, 2023) (see Note 35.4 "Carbon credit risk" and Note 28.5 "Derivatives instruments reserves").

2.4 Management compensation

The performance criteria taken into account for the calculation of both annual and long-term variable management compensation (see Note 40.1 "Transactions with the principal executives") include sustainabilityrelated performance indicators linked related to sustainable development, notably the compliance with the decarbonization roadmap and the reduction of CO₂ emission.

NOTE 3 RESTATEMENT OF THE 2023 FINANCIAL STATEMENTS

The net cost of financial debt of Air France-KLM Group is detailed in Note 12 "Net cost of financial debt and other financial income and expenses" and mainly comprises income from cash and cash equivalents, interest on financial liabilities, interest on lease liabilities and capitalized interest and may be cash or non-cash related items.

Until December 31, 2023 the Group disclosed the monetary components of the net cost of financial debt within the "cash flow from operating activities" in the consolidated cash flow statement. As a result:

  • the non-monetary items of the cost of net financial debt were neutralized within the "cash flow from operating activities before change in working capital" in the line "other non-monetary items";
  • the monetary items were not neutralized and therefore impacted the "cash flow from operating activities" through their contribution to the net income of the period and the change in "working capital requirement" for accrued interest not yet due.

As from January 1, 2024 and in order to have a better representation of its activities and a better comparability with other competitors in the air transport industry, the Group has decided to change its method of presentation in accordance with the option offered by IAS7 "Statement of Cash Flow" on interest and to adjust the disclosure as described below:

  • the cost of net financial debt is fully neutralized within the "cash flow from operating activities" in a dedicated line "cost of net debt" (for both monetary and nonmonetary items);
  • interest paid are disclosed within the "cash flow used in financing activities" in a dedicated line "interest paid";
  • interest received are disclosed within the "cash flow used in investing activities" in a dedicated line "interest received".

This change in disclosure has been applied retrospectively to allow the comparison with comparative periods in accordance with IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors".

The impacts on the cash flow statement as of December 31, 2023 is as follows:

IMPACT ON THE CONSOLIDATED STATEMENT OF CASH FLOWS

Period from January 1 to December 31, 2023
(in € millions)
Published
consolidated
cash flow
statement
Change in
disclosure
Restated
consolidated
cash flow
statement
Cost of net debt 347 347
Other non-monetary items (71) 132 61
Cash flow from operating activities before change in working capital 3,574 479 4,053
Change in other assets and liabilities (89) 2 (87)
Change in working capital requirement (449) 2 (447)
CASH-FLOW FROM OPERATING ACTIVITIES 3,125 481 3,606
Interests received 223 223
CASH-FLOW USED IN INVESTING ACTIVITIES (3,240) 223 (3,017)
Interests paid (704) (704)
CASH-FLOW USED IN FINANCING ACTIVITIES (285) (704) (989)

This change in presentation has no impact on the Group's other primary financial statements.

NOTE 4 SIGNIFICANT EVENTS

4.1 Significant events occurring during the period

Evolution in the commercial cooperation in air cargo between Air France-KLM and CMA CGM

Air France-KLM and CMA CGM have decided to terminate the agreements signed in May 2022 with effect from March 31, 2024 as the tight regulatory environment in certain important markets has prevented the cooperation from working in an optimal way.

CMA CGM remains a core shareholder of Air France-KLM. The parties have agreed to amend the existing lockup on CMA CGM shares in Air France-KLM's capital until February 28, 2025. CMA CGM stepped down from the Air France-KLM Board of Directors on March 31, 2024.

Sales of KLM Equipment Services B.V.

On February 1, 2024, KLM sold its 100% owned subsidiary KLM Equipment Services B.V. to a third party, TCR international N.V., Belgium (TCR). Under the agreement, KLM will become a TCR customer for the maintenance and lease of ground operations equipment at Schiphol, while TCR will be responsible for investments in ground operations equipment.

As of December 31, 2024, the disposal had the following impact on the Group's consolidated financial statements:

  • Recognition of a proceeds of €30 million within the "Cash flow used in investing activities" in the consolidated cash flow statement (including €8 million from the sale of shares and €22 million from the sale of equipment to TCR);
  • Recognition of a gain on disposal of €2 million within the "Other non-current income and expenses" in the consolidated income statement (linked to the sale of the shares taking into account the net book value of KLM Equipment Service B.V. in the consolidated financial statements at the date of the disposal).

Early repayment of OCEANE bonds

Early repayment of €452 million of OCEANE bonds

As of March 25, 2024, Air France-KLM has repaid, at the request of the bondholders, €452 million of the outstanding €500 million of the bonds convertible into new shares and/or exchangeable for existing shares due March 25, 2026 .

This amount is equivalent of 25,246,843 of bonds. This early redemption option on March 25, 2024 was part of the terms and conditions of the bonds.

Early repayment of the remaining €48 million of OCEANE bonds

The remaining €48 million of bonds due March 25, 2026 have been repaid in cash on May 10, 2024 under the conditions set out in the Terms and Conditions of the said OCEANE 2026 for cancellation in accordance with the applicable law. These remaining bonds were repaid in advance. This residual redemption amount is equivalent of 2,654,942 of bonds.

There is therefore no outstanding OCEANE 2026 bonds as of December 31, 2024.

Increase and extension of revolving credit facility ("RCF") linked to ESG KPIs

Air France-KLM and Air France

Air France-KLM and Air France, combined borrowers, signed in April 2023 a €1.2 billion Sustainability-Linked RCF. This facility included an accordion increase option executed during the first quarter of 2024 for an amount of €90 million bringing the amount available to around €1.3 billion.

The RCF also had an initial maturity in 2026 and two oneyear extension options. In April 2024, Air France and Air France-KLM executed the extension option for one year, extending to a 2027 maturity.

Finally and as of July 18, 2024 a new amendment has been signed for Air France-KLM and Air France credit facility involving:

  • an extension of the maturity to July 2028 associated with a one-year extension option;
  • an increase of the facility from €1,290 million to €1,405 million.

Following this renegotiation, the RCF lenders pool is composed of 17 banks (16 previously) and the financial conditions of the credit facility have been revised.

KLM

In April 2023, KLM signed a €1.0 billion RCF including ESG Key Performance Indicators. This RCF had an initial 2027 maturity and included two one-year extension options. In Apri 2024, a one-year extension option has been executed extending to a 2028 maturity.

Issuance of a €650 million bonds and tender offer on two series of existing notes

Issuance of a €650 million bonds

As of May 23, 2024, Air France-KLM has made the issuance of new notes of a total principal amount of €650 million with a 5-year maturity and bearing coupon at an annual rate of 4.625% under its Euro Medium Term Note program.

The net proceeds has been used to finalize the tender offer launched as of May 13, 2024 as described in the paragraph below.

Tender offer on two series of exiting notes

On May 24, 2024, Air France-KLM finalized the tender offer on two series of existing notes announced on May 13, 2024:

  • €750 million 1.875 % notes due January 16, 2025;
  • €500 million 3.875 % notes due July 1st, 2026.

On these two series, existing notes for a total principal amount of €452.7 million, representing 36.2% of the outstanding existing notes, have been tendered for purchase in the tender offer and €452.7 million have been accepted, of which €234.8 million of 2025 notes and €217.9 million of 2026 notes. As a result, the principal amount of outstanding existing notes after completion of the tender offer will be €797.3 million, of which €515.2 million of 2025 notes and €282.1 million of 2026 notes.

Acquisition of a non-controlling stake in the share capital of SAS AB

As of October 3, 2023, Air France-KLM had been selected by SAS AB's Board of Directors as the winning bidder in SAS's exit financing solicitation process, collectively with a consortium.

After the receipt of regulatory approvals in Europe and the United States, the Air France-KLM Group finalized as of August 28, 2024 the acquisition of a 19.9% noncontrolling stake in the share capital of SAS AB.

The members of the Consortium (which also includes Castlelake L.P. on behalf of certain funds or affiliates, Lind Invest ApS, and the Danish State) now effectively hold an aggregate 86.4% stake in the share capital of the reorganized SAS AB (exclusive of the recovery by the Danish State in its capacity as a creditor of SAS and pursuant to SAS's restructuring plans), having invested \$1.2 billion USD in the company, by subscribing for \$475.0 million USD of common shares and by purchasing \$725.0 million USD of senior secured convertible notes.

The Air France-KLM Group itself invested a total of \$144.5 million USD (circa €133 million) in SAS AB, by subscribing for \$109.5 million USD (circa €101 million) of common shares and by purchasing \$35.0 million USD (circa €32 million) of senior secured convertible notes.

As of December 31, 2024, the acquisition had the following impact on the Group's consolidated statement of cash flow:

  • the acquisition of the shares of SAS AB for a total amount of €88 million within the "Cash flow used in investing activities" in the consolidated cash flow statement (and after taking into account the payment of a deposit of €13 million already made in 2023);
  • the acquisition of the senior secured convertible notes for a total amount of €32 million within the "Cash flow used in financing activities" in the consolidated cash flow statement.

Based on the analysis of the features of the transaction including the shareholders' agreement, the Group does not have the control of SAS AB either within the meaning of EU merger regulation nor based on IFRS 10. However despite they remain business competitors, the Air France-KLM Group meets the requirements of IAS 28 to account SAS AB for using the equity method since the acquisition date.

Restructuring the domestic flights departing from Orly and of call centers

In order to further the transformation required to be more competitive, Air France presented a project to the employee representatives on October 18, 2023 on adapting the supply of domestic flight departing from Paris by 2026.

The purpose is to have all of Air France's domestic and international flights depart from the Roissy Charles de Gaulle hub (except for the delegation of public services for the Air France from/to Corsica transfers which will be departing from Paris-Orly), making Transavia the main representative of the Air France group in the Orly airport.

The Collective mutual termination agreement (RCC) containing an end of career scheme, presented by the executives to realize the project was signed by representative union organizations on February 9, 2024.

According to this agreement's calendar, application process took place in the middle of the fourth trimester of 2024. Consequently, a provision for restructuring has been booked as of December 31, 2024.

Furthermore, Air France management has presented a project to develop the call centers' activity (Customer Contact) resulting in a provision for restructuring booked as of December 31, 2024.

For these restructuring, the group has booked a net expense of €49 million as of December 31, 2024 in other non-current income and expenses including €60 million of restructuring provision and (11) million of reversal of provision for retirement commitments (see Note 11 "Sales of aircraft equipment and other non-current income and expenses").

4.2 Subsequent events

Measures to strengthen operational and financial position at KLM

On January 29, 2025 KLM announced a reduction of 250 jobs in non-operational roles. All related domains have to prepare a specific plan, which will be discussed with the Works Council. KLM will try to avoid forced layoffs, although KLM cannot rule this out in advance.

This event does not have an impact on the 2024 financial statements

NOTE 5 CHANGE IN THE CONSOLIDATION SCOPE

On February 1st, 2024, KLM sold its 100%-owned subsidiary KLM Equipment Services B.V. to TCR International N.V. (TCR). The impact of the sale is detailed in Note 4.1 "Significant events occurring during the period".

As of October 3, 2023, Air France-KLM had been selected by SAS AB's Board of Directors as the winning bidder in SAS's exit financing solicitation process, collectively with a consortium. After the receipt of regulatory approvals in Europe and the United States, the Air France-KLM Group finalized as of August 28, 2024 the acquisition of a 19.9% noncontrolling stake in the share capital of SAS AB. The impact of the transaction is detailed in Note 4.1 "Significant events occurring during the period".

No significant acquisitions or disposals took place in 2023.

NOTE 6 INFORMATION BY ACTIVITY AND GEOGRAPHICAL AREA

Business segments (Note 6.1)

The segment information is prepared on the basis of internal management data communicated to the Executive Committee, the Group's principal operational decision-making body.

The Group is organized around the following segments:

  • Network: The revenues for this segment, which includes the Passenger and Cargo network, primarily come from passenger transportation services on scheduled flights with the Group's airline code (excluding Transavia), including flights operated by other airlines under code-share agreements. They also include code-share revenues, revenues from excess baggage and airport services supplied by the Group to third-party airlines and services linked to IT systems. Network revenues also include freight carried on flights operated under the codes of the airlines within the Group and flights operated by other partner airlines under code-share agreements. Other cargo revenues are derived principally from the sale of cargo capacity to third parties and the transportation of shipments on behalf of the Group by other airlines;
  • Maintenance: Maintenance operating revenues are generated through maintenance services provided to other airlines and customers worldwide;
  • Transavia: The revenues from this segment come from the "leisure" activity realized by Transavia;
  • Other: The revenues from this segment come from various services provided by the Group and not covered by the three segments mentioned above.

The results of the business segments are those that are either directly attributable or that can be allocated on a reasonable basis to these business segments. Amounts allocated to business segments mainly correspond to the EBITDA, current operating income and to the income from operating activities. Other elements of the income statement are presented in the "non-allocated" column.

Inter-segment transactions are evaluated based on normal market conditions.

Geographical segments (Note 6.2)

Activity by destination

Group Traffic sales by destination are broken down into seven geographical areas:

  • Metropolitan France;
  • Europe (excluding France) and North Africa;
  • Caribbean, West Indies, French Guyana and Indian Ocean;
  • Africa (excluding North Africa), Middle East;
  • North America, Mexico;
  • South America (excluding Mexico);
  • Asia and New Caledonia.

ACCOUNTING PRINCIPLES

Passenger and freight transportation

Sales related to air transportation operations, which consist of passenger and freight transportation, are recognized as revenue when the transportation service is provided.

The valuation of revenue, related to passenger tickets and freight airwaybills issued and not used ("ticket breakage"), is based on a calculation using statistical rates, updated regularly and adjusted for non-recurring and specific events that may impact passenger behaviour.

The transportation service is also the trigger for the recognition as external expenses of the commissions paid to agents (e.g. credit card companies and travel agencies) and the booking fees.

Both passenger tickets and freight airway bills are consequently recorded on the Balance Sheet as "Deferred revenue upon issuance date". The recognition of the revenue known as "ticket breakage" is deferred until the transportation date initially foreseen.

The Group applies the exemption provided by IFRS 15 which allows the balance of the outstanding transactions to remain unspecified as well as their planned recognition date for the performance obligations related to contracts with an initial term set at one year or less. If the tickets are not used, the performance obligations related to passenger and freight transportation effectively expire within one year.

Pursuant to the European Union's Regulation EC 261, the Group compensates passengers in the event of denied boarding and for flight cancellations or long delays. This compensation is booked as contra revenue. The Group recognizes a corresponding amount in liabilities for future refunds to passengers. The determination of this liability for future refunds relies on a statistical approach.

Passenger ticket taxes calculated on ticket sales are collected by the Group to be paid to the airport authorities. Therefore, they do not correspond to revenue. Taxes are recorded as a liability until such time as they are paid to the relevant airport authority as a function of the chargeability conditions (on ticket issuance or transportation).

The Group considers that the company that issues the airway bill acts as principal since the latter has control over the achievement of the performance obligation. When the Group issues freight airway bills for its goods carried by another carrier (airline company or road carrier), the Group acts as principal. Therefore, at the time of transportation the Group recognizes as revenue the amount invoiced to the customer in its entirety as well as the chartering costs invoiced by the other carrier for the service provision.

Maintenance

The main types of contracts with customers identified within the Group are mainly:

sales of maintenance and support contracts (Power by the hour contracts)

Some maintenance and support contracts cover the airworthiness of engines, equipment or airframes, an airframe being an aircraft without engines and equipment. The invoicing of these contracts is based on the number of flight hours or landings of the goods concerned by these contracts.

The different services included within each of these contracts consist of a unique performance obligation due to the existing interdependence between the services within the execution of these contracts.

Revenue from maintenance and support services is recognized on a percentage of completion basis, based on the costs incurred, if they can be reliably measured, plus the expected margin.

The transfer of the control of these services is performed continuously, As long as the margin on the contract cannot be measured in a reliable manner, the revenue will only be recognized at the level of the costs incurred.

Forecast margins on the contracts are assessed through the forecast future cash flows that take into account the obligations and factors inherent to the contracts as well as other internal parameters to the contract selected using historical and/or forecast data.

These forecast margins are regularly reviewed. If necessary, provisions are recorded as soon as any losses on completion of contracts are identified. Amounts invoiced to customers, and therefore mostly collected, which are not yet recognized as revenue, are recorded as liabilities on contracts (deferred revenue) at the accounting year end. Inversely, any revenue that has been recognized but not yet invoiced is recorded under assets (invoice to be issued) on the balance sheet at the accounting year end.

sales of spare parts repair and labor – Time & Material contracts

These services which relate to engines, equipment or airframes, an airframe being an aircraft without engines and equipment, are generally short term.

They consist of a unique performance obligation. The revenue is recognized as costs are incurred.

third-party procurement

When the Group serves as a broker between its suppliers and end customers, the Group acts as an agent and hence, recognizes the margin that results from this operation as revenue.

6.1 Information by business segment

Year ended December 31, 2024

(in € millions) Notes Network Maintenance Transavia Other Non
allocated
Consolidation
adjustments
Total
Passenger traffic revenues 6.2 23,172 3,104 26,276
Cargo traffic revenues 6.2 1,994 1,994
Other revenues ⁽¹⁾ 1,106 2,086 (35) 30 3,187
Intersegment revenues 24 2,999 3 260 (3,286)
Segment revenues 26,296 5,085 3,072 290 (3,286) 31,457
Other revenues 2 2
Revenues from ordinary activities 26,296 5,085 3,072 292 (3,286) 31,459
Aircraft fuel & SAF (6,134) (4) (769) (6,907)
Salaries and related costs (6,747) (1,195) (743) (793) 17 (9,461)
Others (10,011) (3,378) (1,260) 534 3,269 (10,846)
EBITDA 3,403 508 300 33 4,244
Depreciation and amortization
for the period
(1,982) (339) (297) (25) (2,643)
Income from current operations 1,421 170 3 7 1,601
Income from operating activities 1,290 169 3 4 1,466
Share of profits (losses) of associates (34) 9 6 (19)
Net cost of financial debt and other
financial income and expenses
(874) (874)
Income taxes (84) (84)
NET INCOME 1,256 178 3 10 (958) 489
TOTAL ASSETS 18,276 6,118 2,902 131 8,728 36,155
Segment liabilities 11,330 2,083 2,139 2 5,160 20,714
Financial liabilities, lease debts,
bank overdrafts and equity
15,441 15,441
TOTAL LIABILITIES 11,330 2,083 2,139 2 20,601 36,155
Purchase of property, plant and
equipment and intangible assets
(2,848) (527) (353) (3,728)
Other non-monetary items 9 (12) 2 (10) (3) (14)

(1) This line includes compensation paid to clients in accordance with EU261 (see Accounting Principles).

The non-allocated assets, amounting to €8.7 billion, comprise cash and cash equivalents of €4.8 billion (see Note 26), other financial assets of €2.6 billion (see Note 22), deferred tax of €0.7 billion (see Note 13.4), income taxes of €0.2 billion (see Note 25) and derivatives financial assets of €0.4 billion (see Note 35).

The non-allocated segment liabilities, amounting to €5.2 billion, mainly comprise pension provisions for €1.7 billion (see Note 29), tax and employee-related liabilities of €2.6 billion (see Note 34), other provisions litigation, restructuring and others for €0.7 billion (see Note 30) and derivatives financial liabilities of €0.2 billion (see Note 35).

Financial liabilities, lease debts, bank overdrafts and equity are not allocated.

Year ended 31 December, 2023 restated⁽¹⁾
-- -- ------------------------------------------
(in € millions) Notes Network Maintenance Transavia Other Non
allocated
Consolidation
adjustments
Total
Passenger traffic revenues 6.2 22,548 2,689 25,237
Cargo traffic revenues 6.2 2,012 2,012
Other revenues ⁽¹⁾ 1,076 1,712 (51) 31 2,768
Intersegment revenues 25 2,530 2 232 (2,789)
Segment revenues 25,661 4,242 2,640 263 (2,789) 30,017
Other revenues 2 2
Revenues from ordinary activities 25,661 4,242 2,640 263 2 (2,789) 30,019
Aircraft fuel & SAF (6,521) (3) (781) (7,305)
Salaries and related costs (6,286) (1,096) (625) (661) 18 (8,650)
Others (9,195) (2,738) (1,081) 389 (2) 2,773 (9,854)
EBITDA 3,659 405 153 (9) 4,208
Depreciation and amortization
for the period
(1,966) (255) (250) (25) (2,496)
Income from current operations 1,693 150 (97) (34) 1,712
Income from operating activities 1,681 150 (96) (58) 1,677
Share of profits (losses) of associates 2 3 2 7
Net cost of financial debt and other
financial income and expenses
(530) (530)
Income taxes (164) (164)
NET INCOME 1,683 153 (96) (56) (694) 990
TOTAL ASSETS 17,204 5,065 2,139 161 9,921 – 34,490
Segment liabilities 10,629 1,789 1,700 3 6,224 20,345
Financial liabilities, lease debts,
bank overdrafts and equity
14,145 14,145
TOTAL LIABILITIES 10,629 1,789 1,700 3 20,369 – 34,490
Purchase of property, plant and
equipment and intangible assets
(2,983) (362) (203) (3) (3,551)
Other non-monetary items 74 (2) 4 (17) 2 61

(1) See Note 3 of the notes to the financial statements.

(2) This line includes compensation paid to clients in accordance with EU261 (see Accounting Principles).

The non-allocated assets, amounting to €9.9 billion, comprise cash and cash equivalents of €6.2 billion (see Note 26), other financial assets of €2.6 billion (see Note 22), deferred tax of €0.7 billion (see Note 13.4), income taxes of €0.1 billion (see Note 25) and derivatives financial assets of €0.3 billion (see Note 35).

The non-allocated segment liabilities, amounting to €6.2 billion, mainly comprise pension provisions for €1.7 billion (see Note 29), tax and employee-related liabilities of €3.6 billion (see Note 34), other provisions litigation, restructuring and others for €0.7 billion (see Note 30) and derivatives financial liabilities of €0.2 billion (see Note 35).

Financial liabilities, lease debts, bank overdrafts and equity are not allocated.

6.2 Information by geographical area

Activity by destination

TRAFFIC SALES BY GEOGRAPHICAL AREA OF DESTINATION

Year ended December 31, 2024

(in € millions) Notes Metropolitan
France
Europe
(excl.
France)
North
Africa
Caribbean,
French
Guyana,
Indian
Ocean
Africa
(excl.
North
Africa)
Middle
East
North
America,
Mexico
South
America,
excl.
Mexico
Asia,
New
Caledonia
Total
Passenger 6.1 1,113 5,606 1,856 2,907 5,988 2,311 3,391 23,172
Cargo 6.1 213 332 29 321 268 291 540 1,994
Transavia 6.1 133 2,757 214 3,104
TOTAL
TRANSPORTATION
1,459 8,695 1,885 3,442 6,256 2,602 3,931 28,270

Year ended December 31, 2023

(in € millions) Notes Metropolitan
France
Europe
(excl.
France)
North
Africa
Caribbean,
French
Guyana,
Indian
Ocean
Africa
(excl.
North
Africa)
Middle
East
North
America,
Mexico
South
America,
excl.
Mexico
Asia,
New
Caledonia
Total
Passenger 6.1 1,133 5,344 1,872 2,978 5,732 2,392 3,097 22,548
Cargo 6.1 262 392 31 306 309 350 362 2,012
Transavia 6.1 140 2,352 197 2,689
TOTAL
TRANSPORTATION
1,535 8,088 1,903 3,481 6,041 2,742 3,459 27,249

NOTE 7 EXTERNAL EXPENSES

Period from January 1 to December 31

(in € millions) 2024 2023
Aircraft fuel (6,737) (7,133)
SAF (170) (172)
quotas (1)
CO2
(249) (203)
Chartering costs (497) (551)
Landing fees and air route charges (2,048) (1,908)
Catering (919) (829)
Handling charges (2,032) (1,856)
Aircraft maintenance costs (3,320) (2,549)
Commercial and distribution costs (1,060) (1,029)
Other external expenses (2,063) (1,909)
TOTAL (19,095) (18,139)

(1) Starting 2024, airlines are eligible for compensation based on their usage of SAF from and to the European Economic area . CO2 quotas to be received in 2025 for the year 2024 under the SAF Allowances schemes (part of EU-ETS) have not been taken into account, as the European directive has not yet been published at the date of the financial statements.

A portion of external expenses, mainly aircraft fuel and maintenance, is sensitive to fluctuations in the US dollar exchange rate. The hedges covering this currency exposure are presented in Note 9 "Other current operating income and expenses".

NOTE 8 SALARIES AND NUMBER OF EMPLOYEES

ACCOUNTING PRINCIPLES

IFRS 2 "Share-based payment" requires share-based payment services to be recognised as an employee expense. These services are measured at the fair value of the instruments granted.

The accounting policies applied by the Group to recognize its defined obligations in accordance with IAS 19 (revised) are detailed in Note 29 "Pension assets and retirement benefits".

SALARIES AND RELATED COSTS

Period from January 1 to December 31

(in € millions) 2024 2023
Wages and salaries (6,623) (5,948)
Social contributions (1,231) (1,108)
Pension costs on defined contribution plans (1,003) (896)
Pension costs of defined benefit plans (164) (152)
Cost of temporary employees (274) (240)
Profit sharing (78) (192)
Payment linked with shares (2) (35)
Other expenses (86) (79)
TOTAL (9,461) (8,650)

Pension costs on defined contribution plans

The Group pays contributions to a multi-employer plan in France, the CRPN (public pension fund for crew). Since this multi-employer plan is assimilated with a French State plan, it is accounted for as a defined contribution plan in "pension costs on defined contribution plans".

All major KLM pension plans in the Netherlands are

Payment linked with shares

In 2023, The payment linked with shares amounted to €(35) million (including social charges) and related mainly to the employee share ownership plan offered to all Air France-KLM group employees.

FULL-TIME EQUIVALENT (1)

qualified as defined contribution scheme.

Period from January 1 to December 31 2024 2023
Flight deck crew 9,047 8,560
Cabin crew 22,547 21,844
Ground staff 46,656 45,088
Temporary employees 2,480 2,314
TOTAL 80,730 77,806

(1) Calculations are made using the double-weighting method (time present over the period and working time).

NOTE 9 OTHER CURRENT OPERATING INCOME AND EXPENSES

Period from January 1 to December 31

(in € millions) 2024 2023
Capitalized production 1,353 1,066
Joint operation of routes (2) (32)
Operations-related currency hedges 24 71
Other 142 37
TOTAL 1,517 1,142

In 2024, the line "Other" includes in particular indemnities received from suppliers to compensate operational issues supported by the Group.

NOTE 10 AMORTIZATION, DEPRECIATION AND PROVISIONS

Period from January 1 to December 31

(in € millions) 2024 2023
AMORTIZATION
Intangible assets (168) (160)
Flight equipment (1,215) (1,084)
Other property, plant and equipment (182) (178)
Right-of-use assets (1,257) (1,208)
Sub-Total (2,822) (2,630)
DEPRECIATION AND PROVISIONS
Inventories (9) (3)
Trade receivables 48 18
Risks and contingencies 140 119
Sub-Total 179 134
TOTAL (2,643) (2,496)

The amortization variations for intangible and tangible assets are presented in Notes 16 and 17, and for right-of-use assets in Note 19.

The variations relating to inventories and trade receivables are presented in Notes 23, 24 and 25.

The balance sheet movements in provisions for risks and charges are detailed in Note 30.

NOTE 11 SALES OF AIRCRAFT EQUIPMENT AND OTHER NON-CURRENT INCOME AND EXPENSES

Period from January 1 to December 31

(in € millions) 2024 2023
Sales and leaseback 8 4
Other aeronautical sales 29 28
Sales of aeronautical assets 37 32
Restructuring costs (55) (2)
Other (117) (65)
Other non-current income and expenses (172) (67)

Year ended December 31, 2024

Sales and leaseback

The impact of aircraft sales and leasebacks resulted in a profit of €8 million in the income statement and a result on disposal of €584 million in the cash flow statement as of December 31, 2024.

Other aeronautical sales

The impact of other aeronautical sales mainly corresponds to a B777 refinancing for KLM and has led to a gain of €16 million as of December 31, 2024.

Other non-current income and expenses

The impact of other non-currrent income and expenses includes a compensation of €(115) million to be paid by Air France-KLM to Virgin as part of the renegotiation of a contract and the provision booked at Air France level in the context the restructuring of the domestic offer adaptation plan in Orly and of call centers for 49 million (See Note 4 "Significant events occurring during the period").

Year ended December 31, 2023

Sales and leaseback

The impact of aircraft sales and leasebacks resulted in a profit of €4 million in the income statement and a result on disposal of €772 million in the cash flow statement as of December 31, 2023.

Other aeronautical sales

The impact of other aeronautical sales mainly corresponded to a B777 refinancing for KLM and has led to a gain of €20 million as of December 31, 2023.

NOTE 12 NET COST OF FINANCIAL DEBT AND OTHER FINANCIAL INCOME AND EXPENSES

Period from January 1 to December 31

(in € millions) 2024 2023
Income from marketable securities 138 131
Other financial income 165 122
Income from cash and cash equivalents 303 253
Interest on financial liabilities (327) (419)
Interest on lease debt (292) (259)
Capitalized interests 52 40
Other non-monetary items (23) 70
Other financial income and expenses (41) (32)
Interests charges (631) (600)
Net cost of financial debt (328) (347)
Foreign exchange gains (losses), net (219) 127
Financial instruments (9) 2
Net (charge)/release to provisions (12) (11)
Undiscounting of provision (280) (205)
Other (26) (96)
Other financial income and expenses (546) (183)
TOTAL (874) (530)

Net cost of financial debt

Income from cash and cash equivalents mainly comprises interest income from marketable securities and other financial assets, as well as net income on disposals of marketable securities.

In 2023, the bank loan guaranteed by the French State ("PGE") was fully repaid generating a net positive impact of €10 million in financial income, consisting of an expense of €(96) million related to the guarantee contractually due, recognized in the line "Interest on financial liabilities" and an income of €106 million, related to the application of the amortized cost at the effective interest rate methodology, recognized in the line "Other non-monetary items".

Foreign exchange gains (losses)

As of December 31, 2024, the foreign exchange result includes an unrealized currency loss of €(201) million composed of:

  • an unrealized loss of €(221) million on return obligation liabilities and provisions on aircraft in US dollars;
  • an unrealized gain of €24 million on the net debt, mainly composed of a loss of €(20) million on US Dollar, a gain of €26 million on Japanese Yen, a gain of €7 million on Swiss Franc and a gain of €11 million on other currencies;

NOTE 13 INCOME TAXES

ACCOUNTING PRINCIPLES

■ an unrealized loss of €(3) million on other assets and liabilities mainly due to US dollars on the working capital.

As of December 31, 2023, the foreign exchange result included mainly an unrealized currency gain of €92 million composed of:

  • an unrealized gain of €118 million on return obligation liabilities and provisions on aircraft in US dollars;
  • an unrealized gain of €9 million on the net debt mainly composed of a loss of €(11) million on US Dollar, a gain of €62 million on Japanese Yen and a loss of €(24) million on Swiss Franc;
  • an unrealized loss of €(35) million on other assets and liabilities mainly due to US Dollar on the working capital.

Undiscounting of provision

The rate used to undiscount the long term return obligation liability and provision for leased aircraft and other provisions non current is 7.3% in 2024 against 5.5% in 2023 (see Note 30.1.1 "Return obligation liability and provision on leased aircraft").

The current tax expense (or income) is the estimated amount of tax due in respect of taxable income for the period.

Deferred taxes are recognized on temporary differences between the net booked value and the fiscal value of assets and liabilities recorded on the balance sheet, as well as on tax losses. They are recognized only to the extend that it is probable that a sufficiently precise future taxable profit will be generated at the level of the taxable entity. Deferred tax assets relating to tax losses are capitalized on the basis of the prospects of recoverability arising from the budget and mid-term plans prepared by the Group. The assumptions used are the same that the ones used for the impairment test.

The tax expense reported in the income statement comprises the current tax expense (or income) and the deferred tax expense (or income).

The tax rates used to measure deferred taxes are the ones enacted or substantively enacted at the balance sheet date.

Net deferred tax balances are determined on the basis of each entity's tax position.

Taxes payable and/or deferred are recognized in the income statement for the period, unless they are generated by a transaction or event recorded directly in equity. In such cases, they are recorded directly in equity.

Impact of the Contribution on Added Value of Enterprises

The CAVE (Contribution on Added Value of Enterprises/Cotisation sur la Valeur Ajoutée des Entreprises – CVAE) is calculated by the application of a tax rate to the added value generated by the company during the year. As the added value is a net amount of income and expenses, the CAVE meets the definition of a tax on profits as set out in IAS 12.2. Consequently, the expense relating to the CAVE is presented under the line "Income taxes".

13.1 Income tax charge

Current income tax expenses and deferred income tax are detailed as follows:

Period from January 1 to December 31
(in € millions) 2024 2023
Current tax (expense)/income and other taxes (31) (58)
Change in temporary differences (74) (354)
(Use/de-recognition)/recognition of tax loss carry forwards 21 248
Deferred tax income/(expense) (53) (106)
TOTAL (84) (164)

The current income tax charge relates to the amounts paid or payable to the tax authorities in the short term for the period, in accordance with the regulations prevailing in various countries and any applicable treaties.

French fiscal group

In France, the corporate tax rate, including additional contribution, is 25,83 % for 2024.

Tax losses can be carried forward for an unlimited period. However, the amount of fiscal loss recoverable each year is limited to 50% of the profit for the period beyond the first million euros. The Group limits its recoverability horizon on the deferred tax losses of the French fiscal group to a period of five years, consistent with its strategic plan.

In view of the medium and long-term outlook, the fiscal group has recognized deferred tax assets for an amount of €456 million as of December 31, 2024 instead of €465 million as of December 31, 2023. The deferred tax assets position for tax losses was therefore increased to €746 million (versus €707 million as of December 31, 2023).

Dutch fiscal group

In the Netherlands, the tax rate is 25.8% in 2024. Tax losses can be carried forward for an unlimited period. However, the amount of fiscal loss recoverable each year is limited to 50% of the profit for the period beyond the first million euros.

The results of the period allowed the use of deferred tax losses and deductible financial interests. The deferred tax asset position for tax losses and deductible financial interests was therefore increased to €314 million (versus €332 million as of December 31, 2023).

13.2 Tax recorded in equity (equity holders of Air France-KLM)

Period from January 1 to December 31

(in € millions) 2024 2023
Coupons on perpetual 56
Other comprehensive income that will be reclassified to profit and loss 21 30
Other comprehensive income that will not be reclassified to profit and loss 1 (2)
Equity instruments 2
Pensions (1) (2)
TOTAL 22 84

13.3 Effective tax rate

The difference between the standard and effective tax rates applied in France is detailed as follows:

Period from January 1 to December 31
(in € millions) 2024 2023
Income before tax 592 1,147
Standard tax rate in France 25.83% 25.83%
Theoretical tax calculated based on the standard tax rate in France (153) (296)
Differences in French / foreign tax rates (5) 7
Non-deductible expenses or non-taxable income (3) (2)
Add / (Release) f unrecognized deferred tax 94 135
CAVE impact (4) (1)
Other (13) (7)
INCOME TAX (84) (164)
Effective tax rate 14.2% 14.3 %

Deferred tax has been calculated on this basis of the 25,83% corporate income tax rate for the French tax group and the 25,80% corporate income tax rate for the Dutch tax group, applicable in 2024.

13.4 Variation in deferred tax recorded during the period

(in € millions) December 31,
2023
Amounts
recorded in
income
statement
Amounts
recorded in
OCI
Amounts
recorded
in equity
Reclassification
and other
December 31,
2024
Flight equipment (990) (101) (1,091)
Right-of-use assets (1,023) (320) (1,343)
Pension assets 27 1 28
Financial liabilities 494 65 2 561
Lease debt 817 225 33 1,075
Deferred revenue on ticket sales 138 (63) 75
Other debtors and creditors 26 (39) (14) (7) (34)
Provisions 305 71 (1) 375
Deductible financial interests 43 8 51
Others (187) 80 2 (105)
Deferred tax corresponding
to fiscal losses
1,048 20 1,068
DEFERRED TAX ASSET/
(LIABILITY) NET
698 (53) 22 (7) 660
(in € millions) December 31,
2022
Amounts
recorded in
income
statement
Amounts
recorded in
OCI
Amounts
recorded in
equity
Reclassification
and other
December 31,
2023
Flight equipment (733) (257) (990)
Right-of-use assets (929) (94) (1,023)
Pension assets 26 1 27
Financial liabilities 515 (22) 1 494
Lease debt 758 82 (23) 817
Deferred revenue
on ticket sales
137 1 138
Other debtors
and creditors
(55) 29 52 26
Provisions 342 (35) (2) 305
Deductible financial
interest
53 (10) 43
Others (145) (49) 7 (187)
Deferred tax
corresponding
to fiscal losses
744 248 56 1,048
DEFERRED TAX ASSET/
(LIABILITY) NET
713 (106) 28 56 7 698

French fiscal group

The deferred taxes recognized on fiscal losses for the French fiscal group amounts to €746 million with a basis of € 2,888 million as of December 31, 2024. As of December 31, 2023, it amounted to €707 million with a basis of € 2,737 million. The deferred taxes increase on fiscal losses is explained by forecasts of future tax profits.

The total deferred-tax position of the French fiscal group stands at a net asset of €456 million (€465 million as of December 31, 2023).

Dutch fiscal group

The Dutch fiscal group recognized €314 million deferred taxes on fiscal losses with a basis of €1,217 million as of December 31, 2024. As of December 31, 2023, it amounted to €332 million with a basis of €1,287 million. This reduction is due to the consumption over the period of deferred taxes on tax losses and deductible interest.

The total deferred tax position of the Dutch fiscal group stands at a net asset of €196 million (versus a €216 million net liability as of December 31, 2023).

13.5 Unrecognized deferred tax assets

December 31, 2024 December 31, 2023
(in € millions) Basis Tax Basis Tax
Temporary differences 2,222 574 1,568 405
Tax losses 11,894 3,072 11,685 3,018
TOTAL 14,116 3,646 13,253 3,423

French fiscal group

As of December 31, 2024, the cumulative effect of the limitation of deferred tax assets results in the nonrecognition of a deferred tax asset amounting to €3,572 million (corresponding to a basis of €13,829 million), of which €2,998 million relating to tax losses and €574 million relating to temporary differences.

As of December 31, 2023, the cumulative effect of the limitation of deferred tax assets resulted in the nonrecognition of a deferred tax asset amounting to €3,349 million (corresponding to a basis of €12,966 million), of which €2,944 million relating to tax losses and €405 million relating to temporary differences.

Others

Other unrecognized tax assets mainly correspond to tax losses of Air France group subsidiaries prior to tax consolidation.

NOTE 14 EARNINGS PER SHARE

ACCOUNTING PRINCIPLES

Earnings per share are calculated by dividing the net income attributable to the equity holders of Air France-KLM by the average number of shares outstanding during the period.

The average number of shares outstanding does not include treasury shares.

Diluted earnings per share are calculated by dividing the net income attributable to the equity holders of Air France-KLM, adjusted for the effects of dilutive instrument exercise, by the average number of shares outstanding during the period, adjusted for the effect of all potentially-dilutive ordinary shares.

Accordingly to IAS 33, the perpetual subordinated loan is considered to be preferred shares, the coupons are included in the basic earnings per share and diluted earning per share.

RESULTS USED FOR THE CALCULATION OF BASIC EARNINGS PER SHARE

As of December 31

(in € millions) 2024 2023
Net income for the period – Equity holders of Air France-KLM 317 934
Coupons on perpetual (73) (72)
Dividend paid(1) (90)
Basic net income for the period – Equity holders of Air France-KLM 244 772

(1) As of December 31, 2023 and in the context of the exit of the French Recapitalization State Aid under the EU Covid-19 Temporary Framework, the Group has paid a €90 million compensation to the French State required for the shares subscribed in April 2021.This payment was considered as a dividend payment and was therefore recognized in equity accordingly to IFRS principles and has been taken into consideration as a deduction from the net income to calculate the earnings per share.

RESULTS USED FOR THE CALCULATION OF DILUTED EARNINGS PER SHARE

As of December 31

(in € millions) 2024 2023
Basic net income for the period – Equity holders of Air France-KLM 244 772
Consequence of potential ordinary shares on net income: interests paid on convertible
bonds and amortization of equity component
23 31
Net income for the period – Equity holders of Air France-KLM (taken for calculation
of diluted earnings per share)
267 803

RECONCILIATION OF THE NUMBER OF SHARES USED TO CALCULATE EARNINGS PER SHARE

Period from January 1 to December 31 2024 2023
Weighted average number of:
common shares issued
262,769,869 1,795,295,188
Treasury stock held regarding stock option plan and other treasury stock
(125,749) (908,063)
Number of shares used to calculate basic earnings per share 1,794,387,125
Number of potentially dilutive shares 174,382,295
Number of ordinary and potential ordinary shares used to calculate
diluted earnings per share
1,968,769,420

As a reminder, Air France- KLM carried out in August 2023 the reverse share split of all outstanding shares of the Company and the capital reduction by reduction of the nominal value of each share and in December 2023 a capital increase as part of the "Ensemble pour l'avenir" employee share plan, impacting the weight average number of share as of December 31,2023.

Following the repayment of € 452 million of OCEANE bonds on 25 March 2024 (Refer to Note 4.1 "Significant events occurring during the period"), the number of potential dilutive shares linked to the outstanding OCEANE 2026 has therefore been decreased from 4,966,518 shares to 472,580 shares.

The remaining €48 million of bonds due March 25, 2026 have been repaid in cash on May, 10, 2024 under the conditions set out in the Term and Conditions of the said OCEANE 2026 for cancellation in accordance with the applicable law. These remaining bonds were repaid in advance. This residual redemption amount is equivalent of 2,654,942 of bonds.

There is therefore no outstanding OCEANE 2026 bonds as of December 31, 2024.

The number of potential dilutive shares linked to the subordinated perpetual convertible bonds, convertible into new shares and/or exchangeable into existing shares is 19,996,070 shares.

In addition to the OCEANE transactions described above, the weighted average number of potentially dilutive shares is 21,198,607 at December 31, 2024.

The potential conversion of these two instruments and their impact on earnings have, nonetheless, not been taken into consideration as of December, 31, 2024 to determine diluted earning per share. Indeed, this would have had the effect of increasing the earning per share.

As of December 31, 2024, taking into account the above items, the basic earnings per share amounts to €0.93 and the diluted earnings per share amounts to €0.93.

NOTE 15 GOODWILL

ACCOUNTING PRINCIPLES

Goodwill corresponding, at the acquisition date, to the aggregate of the consideration transferred and the amount of any non-controlling interest of the acquired business minus the net amounts (usually at fair value) of the identifiable assets acquired and the liabilities assumed from the acquired entity.

Goodwill is measured in the functional currency of the acquired entity. It is recognized as an asset on the balance sheet.

It is not amortized and is tested for impairment test on a annual basis or whenever there is an indication that it may by impaired. As described in Note 21, the impairment loss can't be subsequently reversed.

If the fair values of the identifiable assets acquired and liabilities assumed exceed the consideration transferred, the resulting negative goodwill is recognized immediately in the income statement.

When a subsidiary or associate is sold, the amount of goodwill attributable to the sold company is included in the calculation of the gain or loss on disposal.

15.1 Detail of consolidated goodwill

As of December 31 2024 2023
(in € millions) Gross value Impairment Net value Gross value Impairment Net value
Network 199 199 199 199
Maintenance 22 22 20 20
Other 5 5 5 5
TOTAL 226 226 224 224

15.2 Movement in net book value of goodwill

As of December 31

(in € millions) 2024 2023
Opening balance 224 225
Currency translation adjustment 2 (1)
CLOSING BALANCE 226 224

NOTE 16 INTANGIBLE ASSETS

ACCOUNTING PRINCIPLES

Intangible assets are recorded at initial cost less accumulated amortization and any accumulated impairment losses.

IT development costs are capitalized and amortized over their useful lives. The Group has the tools required to enable the tracking by project of all the stages of development, and, in particular, the internal and external costs directly related to each project during its development phase.

Identifiable intangible assets acquired with a finite useful life are amortized over their useful lives from the date they are available for use.

The KLM and Transavia brands and slots (takeoff and landing rights) acquired by the Group as part of the acquisition of KLM are identifiable intangible assets with an indefinite useful life. They are not amortized but tested annually for impairment or whenever there is an indication that the intangible asset may be impaired. If necessary, impairment as described in Note 21 "Impairment" is recorded.

Intangible assets with a definite useful life are amortized on a straight-line basis over the following periods:

Software 1 to 5 years
Licenses Duration of contract
Information Technology developments Up to 20 years(1)

(1) With certain exceptions, IT developments are amortized over the same useful life as the underlying software.

(in € millions) Trademarks
and slots
Software and
capitalized IT
costs
Total
GROSS VALUE
Amount as of December 31, 2022 277 2,156 2,433
Additions / Increase 176 176
Disposals (11) (22) (33)
Reclassification (1) (20) (21)
Amount as of December 31, 2023 265 2,290 2,555
Additions / Increase 195 195
Disposals (2) (7) (9)
Reclassification (3) (1) (4)
Other 2 2
Amount as of December 31, 2024 260 2,479 2,739
DEPRECIATION
Amount as of December 31, 2022 (12) (1,294) (1,306)
Charge to depreciation (1) (159) (160)
Releases on disposals 20 20
Reclassification 1 18 19
Amount as of December 31, 2023 (12) (1,415) (1,427)
Charge to depreciation (1) (167) (168)
Releases on disposals 2 2
Reclassification 4 4
Amount as of December 31, 2024 (9) (1,580) (1,589)
NET VALUE
As of December 31, 2023 253 875 1,128
As of December 31, 2024 251 899 1,150

The intangible assets mainly comprise:

  • the KLM and Transavia brands and slots (takeoff and landing) acquired by the Group as part of the acquisition of KLM. These intangible assets have an indefinite useful life as the nature of the assets means that they have no time limit;
  • software and capitalized IT costs.

NOTE 17 TANGIBLE ASSETS

ACCOUNTING PRINCIPLES

Property, plant and equipment are recorded on the balance sheet at their acquisition or manufacturing cost, less accumulated depreciation and any accumulated impairment losses.

The cost includes financial expenses incurred, when directly attributable to the acquisition or production of a qualifying asset, until the asset is in service.

As prepayment on investments are not financed by specific borrowings, the capitalization of borrowing costs is based on the average borrowing rate for the period.

Flight equipment

The purchase price of aircraft equipment is denominated in foreign currencies. It is translated at the exchange rate at the date of the transaction or, if applicable, at the hedging price assigned to it. Manufacturers' discounts, if any, are deducted from the value of the related asset.

Aircraft are depreciated using the straight-line method over their average estimated useful life which is between 20 and 25 years for all types of aircraft except in specific cases.

During the operating cycle, and when establishing fleet replacement plans, the Group reviews whether the amortizable base or the useful life should be adjusted and, if necessary, determines whether a residual value should be recognized and the useful life adapted.

Any major aircraft airframe and engine overhaul including parts with limited useful lives are treated as a separate asset component with the cost capitalized. They are depreciated on the basis of units of work representing the consumption of economic benefits, i.e. the number of hours or flight cycles for potential engines and life limited parts, and on a straight-line basis up to the date of the next major overhaul for the airframe.

The other maintenance costs which do not extend the useful life or do not increase the value of the asset are recorded as expenses when it occurs.

Aircraft spare parts (maintenance business) which enable the use of the fleet are recorded as fixed assets and are amortized on a straight-line basis over the estimated residual lifetime of the aircraft/engine type on the world market. The useful life is limited to a maximum of 30 years.

Other property, plant and equipment

Other property, plant and equipment are depreciated using the straight-line method over their useful lives as follows:

Buildings 20 to 50 years
Fixtures and fittings 8 to 20 years
Flight simulators 10 to 20 years
Equipment and tooling 3 to 15 years

Notes to the consolidated financial statements

Flight equipment Other tangible assets
Equipment
(in € millions) Owned
aircraft
Assets in
progress
Other Total Land and
buildings
and
machinery
Assets in
progress
Other Total Total
GROSS VALUE
January 1, 2023 16,804 1,496 2,528 20,828 2,781 1,078 132 1,033 5,024 25,852
Acquisitions 1,128 1,659 323 3,110 15 42 160 41 258 3,368
Disposals (1,190) (519) (1,709) (68) (76) (17) (161) (1,870)
Currency hedge 94 94 94
Reclassification 1,073 (1,587) 178 (336) 68 1 (98) 32 3 (333)
Currency translation (1) (1) (1)
Others (73) 70 (3) 3 (3) (3)
Impairment (1) (1) (1)
December 31, 2023 17,742 1,731 2,510 21,983 2,799 1,044 191 1,089 5,123 27,106
Acquisitions 798 1,943 457 3,198 33 53 215 21 322 3,520
Disposals (1,282) (241) (1,523) (17) (19) (1) (49) (86) (1,609)
Currency hedge (108) (108) (108)
Reclassification 1,237 (1,713) 173 (303) 61 12 (111) 32 (6) (309)
Currency translation 1 2 3 3
Others (45) 65 3 23 3 (5) (2) 21
December 31, 2024 18,450 1,918 2,902 23,270 2,877 1,092 297 1,088 5,354 28,624
DEPRECIATION
January 1, 2023 (9,216) (998) (10,214) (1,970) (858) (821) (3,649) (13,863)
Charge to depreciation (964) (69) (1,033) (87) (42) (49) (178) (1,211)
Releases on disposal 441 466 907 56 66 15 137 1,044
Reclassification 34 (176) (142) (5) 7 (2) (142)
Currency translation 1 1 1
Others (1) (2) (3) (3)
December 31, 2023 (9,705) (777) (10,482) (2,007) (826) (859) (3,692) (14,174)
Charge to depreciation (1,051) (107) (1,158) (89) (43) (50) (182) (1,340)
Releases on disposal 725 158 883 10 18 28 56 939
Reclassification (36) (126) (162) (162)
Currency translation (2) (2) (2)
Others (4) (4) (1) (1) (5)
December 31, 2024 (10,071) (852) (10,923) (2,087) (853) (881) (3,821) (14,744)
NET VALUE
December 31, 2023 8,037 1,731 1,733 11,501 792 218 191 230 1,431 12,932
December 31, 2024 8,379 1,918 2,050 12,347 790 239 297 207 1,533 13,880

Aeronautical assets under construction mainly comprise advance payments, engine maintenance work in progress and aircraft modifications.

Details of fixed assets given in guarantee are provided in the Note 39.

Commitments to assets purchases are detailed in Notes 38 and 39.

NOTE 18 CAPITAL EXPENDITURES

The detail of capital expenditures on tangible and intangible assets presented in the consolidated cash flow statements is as follows:

Period from January 1 to December 31

(in € millions) 2024 2023
Acquisition of flight equipment 3,195 3,114
Acquisition of other tangible assets 322 258
Acquisition of intangible assets 195 176
Change in fixed assets liabilities 16 3
TOTAL 3,728 3,551

The line "Acquisition of flight equipment" includes investments linked to the renewal of the fleet for new generation aircraft, for an amount of €1,419 million as of December 31, 2024 (€1,738 million as of December 31, 2023).

NOTE 19 RIGHT-OF-USE ASSETS AND LEASE DEBT

ACCOUNTING PRINCIPLES

Lease contracts, as defined by IFRS 16 "Leases", are recorded in the balance sheet and lead to the recognition of:

  • an asset representing a right of use of the asset leased during the lease term of the contract; and
  • a liability related to the lease debt.

Assets (aeronautical and buildings) which are not eligible for an accounting treatment according to IFRS 16 are those:

  • which were acquired by the airline or for which the airline took a major share in the acquisition process from the OEMs (Original Equipment Manufacturers);
  • and which, in view of the contractual conditions, will almost certainly be purchased at the end of the lease term.

Since these financing arrangements are "in substance purchases" and not leases, the related liability is considered as a financial liability under IFRS 9 and the asset, as property, plant and equipment, according to IAS 16 (see Note 31 "Financial liabilities" – Debt on financial leases with bargain option and Note 31.4 "Other debt").

Measurement of the right-of use asset

At the commencement date, the right-of-use asset is measured at cost and comprises:

  • the amount of the initial measurement of the lease debt, to which is added, if applicable, any lease payments made at or before the commencement date, less any lease incentives received;
  • where relevant, any initial direct costs incurred by the lessee for the conclusion of the contract. These are incremental costs which would not have been incurred if the contract had not been concluded;
  • estimated costs for the restoration and dismantling of the leased asset according to the terms of the contract in accordance with IFRIC 1. At the date of the initial recognition of the right-of-use asset, the lessee adds to these costs, the discounted amount of the restoration and dismantling costs contractually agreed through a return obligation liability or provision as described in Note 30. These costs also include maintenance obligations with regard to the engines and airframes.

Following the initial recognition, the right-of-use asset must be depreciated over the useful life of the underlying assets (lease term for the rental component, flight hours for the component relating to engine maintenance or on a straightline basis for the component relating to the airframe until the date of the next major overhaul).

Measurement of the lease debt

At the commencement date, the lease debt is recognized for an amount equal to the present value of the lease payments over the lease term.

Amounts involved in the measurement of the lease debt are:

  • fixed payments (including in-substance fixed payments; meaning that even if they are variable in form, they are insubstance unavoidable);
  • variable lease payments that depend on an index or a rate, initially measured using the index or the rate in force at the lease commencement date;
  • amounts expected to be payable by the lessee under residual value guarantees;
  • payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.

The lease debt is subsequently measured based on a process similar to the amortized cost method using the discount rate:

  • the lease debt is increased by the accrued interests resulting from the discounting of the lease debt, at the beginning of the lease period;
  • less payments made.

The interest cost for the period as well as variable payments, not taken into account in the initial measurement of the lease debt and incurred over the relevant period, are recognized as costs.

The Group uses the implicit interest rate to determine the present value of the future payments and thus the lease debt for each aircraft. The "real estate" and "other assets" lease debt is measured using the debt marginal rate at the commencement date of the contract.

In addition, the lease debt may be remeasured in the following situations:

  • change in the lease term;
  • modification related to the assessment of the reasonably certain nature (or not) of the exercise of an option;
  • remeasurement linked to the residual value guarantees;
  • adjustment to the rates and indices according to which the rents are calculated when rent adjustments occur.

Types of capitalized lease contracts

"Aircraft" lease contracts

For the aircraft lease contracts fulfilling the capitalization criteria defined by IFRS 16, the lease term corresponds to the non-terminable period of each contract except in cases where the Group is reasonably certain of exercising the renewal options contractually foreseen. For example, this may be the case if substantial cabin customization has taken place whereas the residual lease term is significantly shorter than the useful life of the cabins. The accounting treatment of the maintenance obligations related to leased aircraft is outlined in Note 30.

Aircraft lease contracts concluded by the Group do not include guaranteed value clauses for leased assets.

The discount rate used to calculate the lease debt corresponds, for each aircraft, to the implicit interest rate induced by the contractual elements and residual market values. This rate is easy to calculate due to the availability of current and future data concerning the value of aircraft. It is recalculated on each contract renewal (prolongation). The implied rate of the contract is the discount rate that gives the aggregated present value of the minimum lease payments and the unguaranteed residual value. This present value should be equal to the sum of the fair value of the leased asset and any initial direct costs of the lessor.

Since most of the aircraft lease contracts are denominated in US dollars, starting from January 1, 2018 the Group put in place a cash flow hedge for its US dollar revenues via the lease debt in US dollars. Consequently, the revaluation of the Group's debt at the closing rate is accounted for in "Other comprehensive income".

"Real-estate" lease contracts

Based on its analysis, the Group has identified lease contracts according to the standard concerning surface areas rented in its hubs, lease contracts on buildings dedicated to the maintenance business, customized lounges in airports other than hubs and lease contracts on office buildings. The lease term corresponds to the non-terminable period, with most of the contracts not including renewal options.

The discount rate used to calculate the lease debt is determined, for each asset, according to the incremental borrowing rate at the signature date. The incremental borrowing rate is the rate that the lessee would pay to borrow the required funds to purchase the asset over a similar term, with a similar security and in a similar economic environment. This rate is achieved by the addition of the interest rate on government bonds and the credit spread. The coupon on government bonds is specific to the location, currency, period and maturity. The definition of the spread curve is based upon reference points, each point consisting of asset financing on assets other than aircraft.

"Other-assets" lease contracts

The main lease contracts identified correspond to company cars, pools of spare parts and engines. The lease term corresponds to the non-terminable period. Most of the contracts do not provide renewal options. The discount rate used to calculate the lease debt is determined, for each asset, according to the incremental borrowing rate at the signature debt. The incremental borrowing rate is the rate that the lessee would pay to borrow the required funds to purchase the asset over a similar term, with a similar security and in a similar economic environment (for the method used to determine the incremental borrowing rate, see the "Real estate lease contracts" paragraph above).

Types of non-capitalized lease contracts

The Group uses the two exemptions foreseen by IFRS 16 allowing for non-recognition in the balance sheet: short-term lease contracts and lease contracts for which the underlying assets have a low value.

Short duration lease contracts

These are contracts whose duration is equal to or less than 12 months. Within the Group, they mainly relate to leases of:

  • surface areas in our hubs with a reciprocal notice-period equal to or less than 12 months;
  • accommodations for expatriates with a notice period equal to or less than 12 months;
  • spare engines for a duration equal to or less than 12 months.

Low value lease contracts

Low-value lease contracts concern assets with a value equal to or less than US\$5,000. Within the Group, these include, notably, lease contracts on printers, tablets, laptops and mobile phones.

Sale and leaseback transactions

The Group qualifies as sale and leaseback transactions, operations which lead to a sale according to IFRS 15. More specifically, a sale is considered as such if there is no repurchase option on the goods at the end of the lease term. The results of the leaseback transactions are presented in Note 11 "Sales of aircraft equipment and other non-current income and expenses".

Transactions deemed to be a sale

If the sale by the vendor-lessee is qualified as a sale according to IFRS 15, the vendor-lessee must: (i) de-recognize the underlying asset, (ii) recognize a right-of-use asset equal to the retained portion of the net carrying amount of the asset sold.

Transaction not deemed to be a sale

If the sale by the vendor-lessee is not qualified as a sale according to IFRS 15, the vendor-lessee maintains the goods transferred on its balance sheet and recognizes a financial liability equal to the disposal price (received from the buyerlessor).

The table below presents the right-of-use assets per category:

Land & Real
(in € millions) Aircraft Maintenance Estate Others Total
NET VALUE
January 1, 2023 2,751 2,031 599 47 5,428
New contracts 834 401 86 26 1,347
Change in contracts 183 (168) 36 5 56
Reclassification (3) 471 468
Amortization (627) (435) (130) (16) (1,208)
Others (135) (135)
December 31, 2023 3,138 2,165 591 62 5,956
New contracts 1,223 470 103 17 1,813
Change in contracts 355 172 110 2 639
Reclassification (3) 511 (1) 507
Amortization (681) (435) (125) (17) (1,258)
Others (1) (64) (65)
December 31, 2024 4,031 2,819 679 63 7,592

Excluding the sales and leasebacks operations of 2024, the line "new contracts" includes €823 million as of December 31, 2024 related to contracts for new-generation aircrafts (€155 million as of December 31,2023). The line "change in contracts" includes €143 million as of December 31, 2024 related to contracts for new-generation aircrafts (€47 million as of December 31,2023).

The line "Others" includes mainly movements of the return obligation liability following aircrafts restitution (see Note 30).

The amount recognized in the income statement in respect of lease contracts not subject to IFRS 16 amounts to:

As of December 31
(in € millions) 2024 2023
Variable rents 64 32
Short term rents 195 175
Low value rents 22 17
TOTAL 281 224

The table below presents the lease debt per category:

As of December 31 2024 2023
(in € millions) Non- current Current Total Non- current Current Total
Lease debt – Aircraft 3,834 780 4,614 2,796 682 3,478
Lease debt – Aircraft spare
parts
115 61 176 79 49 128
Lease debt – Real estate 712 103 815 655 80 735
Lease debt – Other 53 15 68 50 18 68
Accrued interest 23 23 1 19 20
TOTAL – LEASE DEBT 4,714 982 5,696 3,581 848 4,429

To support their investments in new-generation aircraft, Air France has also entered into lease contracts with specific clauses linked to compliance with environmental criteria. On December 31 2024, these financings amount for €497 million booked in the line "lease debt aircraft".

The tables below present the change in lease debt:

(in € millions) December 31,
2023
New
contracts and
renewals of
contracts
Reimbursement Currency
translation
adjustment
Others December 31,
2024
Lease debt – Aircraft 3,478 1,607 (693) 225 (3) 4,614
Lease debt – Aircraft spare parts 128 105 (64) 6 1 176
Lease debt – Real estate 735 194 (116) 1 1 815
Lease debt – Other 68 19 (18) (1) 68
Accrued interest 20 3 23
TOTAL 4,429 1,925 (891) 232 1 5,696
(in € millions) December 31,
2022
New
contracts and
renewals of
contracts
Reimbursement Currency
translation
adjustment
Others December 31,
2023
Lease debt – Aircraft 3,227 1,059 (657) (154) 3 3,478
Lease debt – Aircraft spare parts 124 50 (44) (3) 1 128
Lease debt – Real estate 729 125 (118) (1) 735
Lease debt – Other 53 31 (14) (2) 68
Accrued interest 19 1 20
TOTAL 4,152 1,265 (833) (157) 2 4,429

The lease debt maturities break down as follows:

(in € millions) As of
December 31,
2024
As of
December 31,
2023
Y+1 1,278 1,096
Y+2 1,081 898
Y+3 923 721
Y+4 736 609
Y+5 610 466
Over 5 years 2,643 2,028
TOTAL 7,271 5,818
Including:
Principal
5,696 4,429
Interest
1,575 1,389

NOTE 20 EQUITY AFFILIATES

ACCOUNTING PRINCIPLES

The accounting policies applied by the Group to recognize the equity affiliates is detailed in the Note 1.3 "Consolidation principles".

Movements over the period

The table below presents the movement in investments in associates and joint ventures:

(in € millions) Network Maintenance Catering Other Total
December 31, 2022 1 44 56 19 120
Share in net income of equity affiliates 1 3 (2) 5 7
Dividend distributions (1) (1) (2)
Other variations 1 1 4 (1) 5
Currency translation adjustment (1) (1)
December 31, 2023 2 46 58 23 129
Share in net income of equity affiliates (34) 9 (2) 8 (19)
Dividend distributions (1) (3) (4)
Change in consolidation scope 101 1 102
Other variations 1 2 (1) 2
Fair value adjustment 4 4
Currency translation adjustment 2 2
December 31, 2024 73 59 56 28 216

Acquisition of a non-controlling stake in the share capital of SAS AB (Network)

The Air France-KLM Group finalized as of August 28, 2024, the acquisition of a 19,9% non-controlling stake in the capital of SAS AB.

The Group invested a total of \$144.5 million USD (circa €133 million) in SAS AB, by subscribing for \$109.5 million USD (circa €101 million) of common shares.

Based on the analysis of the features of the transaction including the shareholders' agreement, the Group does not have the control of SAS AB either within the meaning of EU merger regulation nor based on IFRS 10. However despite they remain business competitors, the Air France-KLM Group meets the requirements of IAS 28 to account SAS AB for using the equity method since the acquisition date (See Note 4.1 "Significant events occurring during the period").

Maintenance

As of December 31, 2024 and 2023, the equity affiliates in the maintenance business mainly comprise joint-venture partnerships entered into by the Group to develop its maintenance activities worldwide. These partnerships, whose country localizations and percentages of interest are presented in Note 42.2 have been concluded either with airlines or with independent players in the maintenance market.

Servair Group (Catering)

The Servair Group is a french company in aviation catering.

Following the acquisition of Gategroup by HNA on December 22, 2016, Air France and Gategroup finalized the agreement for the sale to Gategroup of 49.99% of the Servair share capital. On conclusion of this transaction, the operational control of Servair was transferred to Gategroup in application of the governance planned in the agreements between Air France and Gategroup.

Early 2021, the terms under which Air France could sell a 30% shareholding in Servair to Gategroup were renegotiated. This resulted in the sale by Air France Finance, on May 31, 2021, of 15% of Servair shares for €71 million. The second tranche of 15% is classified in assets held for sale, pending for the payment over several years.

As of December 31, 2024, the Group received €24 million related to the sale of 5% of Servair shares. The other tranche of 10% is classified in assets held for sale , pending for the payment (see Note 27 "Assets held for sale").

The remaining 20% were revalued accordingly to the IFRS 10 standard at their fair value based on the transaction value in the line "equity affiliates".

As of December 31, 2024, the Servair group remains booked according to the equity method, as it has been the case since December 31, 2016.

The net result from airline catering is mainly impacted by the Servair operating loss. However, the total fair value of the Group's 30,0% equity interest in the Servair Group, including the put option recorded in the balance sheet in the lines other derivatives and assets held for sale, remains unchanged.

Other

As of December 31, 2024 and 2023, the equity affiliates linked to the Group's other businesses are mainly jointventure partnerships entered into by the Group in the airport business. The localizations of the activities and the interest percentages in these partnerships are presented in Note 42.2.

NOTE 21 IMPAIRMENT

ACCOUNTING PRINCIPLES

In accordance with IAS 36 "Impairment of Assets", tangible fixed assets, intangible assets, right-of-use assets and goodwill are tested for depreciation if there is an indication of impairment, and those with an indefinite useful life are tested at least once a year.

For this test, the Group deems the recoverable value of the asset to be the higher of the market value less cost of disposal and its value in use. The latter is determined according to the discounted future cash-flow method, estimated based on budgetary assumptions approved by management, using an actuarial rate which corresponds to the weighted average cost of the Group's capital and a growth rate which reflects the market.

Revenues (network, leisure and maintenance), costs and investments forecasts are based on reasonable hypotheses and are the management's best estimates. They are subject to the uncertainties prevailing at the time the test is performed.

The depreciation tests are carried out individually for each asset, except for those assets to which it is not possible to attach independent cash flows. In this case, these assets are regrouped within the CGU to which they belong and it is this which is tested. The CGUs correspond to the Group's business segments: network, maintenance, leisure and others which are homogeneous asset groups whose use generates identifiable cash inflows.

When the recoverable value of an asset or CGU is inferior to its net book value, an impairment is recognized. The impairment of a CGU is charged in the first instance to goodwill, the remainder being charged to the other assets which comprise the CGU, prorated to their net book value.

No indication of impairment has been identified. Given the existence of goodwill and intangible assets with indefinite useful lives, an impairment test has been carried out, in accordance with IAS 36, in order to verify that the net assets of the cash-generating units (CGUs) do not exceed their recoverable amount. The test is performed based on the values as of September 30 for the annual closing.

The Group monitors any significant changes that could affect this calculation in the last quarter.

The Group's CGUs correspond to the Group's business segments (see Note 6.1 "Information by business segment"). Their carrying amounts break down as follows:

As of September, 30 Network Maintenance Transavia Other/Non allocated
(in € millions) 2024 2023 2024 2023 2024 2023 2024 2023
Segment assets 18,108 16,912 6,020 4,986 2,551 2,095 8,220 9,855
Segment liabilities (11,062) (11,835) (2,041) (1,989) (1,894) (1,787) (19,902) (18,237)
NET SEGMENT ASSETS
(LIABILITIES)
7,046 5,077 3,979 2,997 657 308 (11,682) (8,382)

The recoverable amount of the net assets of the CGUs has been determined by reference to their value in use as of September 30, 2024, based on a five-year target plan presented by Management to the Board of Directors early December 2024. Subject to the uncertainties associated with the current situation, this plan is based on revenue, cost and investment projections that are based on reasonable assumptions and correspond to Management's best estimates, including:

  • higher productivity gains that will help to mitigate the negative impact of some external factors and geopolitical tensions;
  • the increase in the price of CO₂ emission allowances, the implementation of the international system for offsetting and reducing emissions (CORSIA) from 2026 and the gradual disappearance of free allowances until 2026 in the European Union Emissions Trading Scheme (ETS) as detailed in the assumptions below;
  • a growing trajectory for the use of Sustainable Aviation Fuel (SAF), which should reach 10% by 2030, and the Group's ability to pass on the additional costs to passengers in the price of air tickets;
  • a plan to invest in new generation aircraft that are up to 25% more efficient in terms of fuel consumption and therefore CO₂ emissions, and generate less noise, as presented in Note 38 "Flight equipment orders". The new generation aircraft will represent up to 80% of the fleet in 2030.

The last two elements mentioned above, combined with eco-piloting, contribute significantly to the Group's objective of reducing its CO₂ emissions per ton per kilometer transported (on scopes 1 and 3.3) by 30% in 2030 compared to 2019, and are consistent with the trajectory validated by SBTi in November 2022.

The hypothesis taken into account in the five year plan for Network and Transavia are as follows :

As of December 31 2025 2026 2027 2028 2029
CO2 quotas price (EUR/ton) 68 71 73 75 78
SAF price (EUR/metric tons) 1,672 1,970 1,815 1,773 1,742
Fuel price before hedging (USD/metric tons) 690/702 701/712 715/727 724/730 726/727

Beyond this period, the Group uses the long-term growth and current operating margin assumptions shown in the table below.

Network Maintenance Transavia
As of December 31 2024 2023 2024 2023 2024 2023
Operating margin rates 7.4% 7.4% 6.0% 6.0% 8.2% 8.2%
Long-term growth rates 1.0% 1.0% 1.0% 1.0% 1.0% 1.0%

The long-term growth rate and the current operating margin rates used by the Group for the realization of the test, which are relatively conservative, make it possible to take account of the uncertainties that apply to the Group's three segments, in particular the acceptability of air transport.

On the other hand, the Group has not taken into account technological advances not available at the closing date, nor potential future changes in law or regulations not yet voted (kerosene taxes, limitation of the number of slots, etc.).

Furthermore, the discount rate for the impairment test is the weighted average cost of capital (WACC), identical for each business unit.

Cost of capital

2024 2023
Cost of stockholders' equity 10,1% 12%
Marginal cost of debt, net of tax 3,3% 3,9%
PERCENTAGE OF STOCKHOLDERS' EQUITY/TARGET DEBT
Stockholders' equity 47% 42%
Debt 53% 58%
WEIGHTED AVERAGE COST OF CAPITAL AFTER TAXATION 6,5% 7,4%

As a result of the test, no impairment was recognized on the Group's CGUs (as for the year ended December 31, 2023).

The Group has conducted the tests with the following sensitivity:

  • with a WACC 50 bps higher associated with a 50 bps decrease in the long-term growth rate;
  • with a 50 bps increase in WACC associated with a 50 bps decrease in target current operating margins.

The Network and Transavia activities are not sensitive to these parameters. The results associated to maintenance are more sensitive. However, for this CGU, the tested assets mainly consists in property, plant and equipment

NOTE 22 OTHER FINANCIAL ASSETS

ACCOUNTING PRINCIPLES

Investments in equity instruments

Investments in equity securities qualifying as equity instruments are recorded at fair value in the Group's balance sheet. For publicly-traded securities, the fair value is considered to be the market price at the closing date. For non-quoted securities, the valuation is made on the basis of the financial statements of the entity.

The valuation of equity instruments is either in fair value through the income statement or in fair value through other comprehensive income:

  • when the instrument is deemed to be a cash investment, i.e. it is held for the purposes of monetary transactions, its revaluations are recorded in "Other financial income and expenses";
  • when the instrument is deemed to be a business investment, i.e. it is held for strategic reasons (as it mainly consists of investments in companies whose activity is very close to that of the Group), its revaluations are recorded in "Other comprehensive income" non-recyclable. Dividends are recorded in the income statement.

Financial assets at fair value through profit and loss

Financial assets include financial assets at fair value through profit and loss (French mutual funds such as SICAV, FCP, certificates, etc.) that the Group intends to sell in the near term to realize a capital gain, or that are part of a portfolio of identified financial instruments managed collectively and for which there is evidence of a practice of short-term profit taking. They are classified in the balance sheet as other current financial assets.

including spare parts and spare engines, and inventories. The net booked value of these aeronautical assets would therefore not be at risk considering their market value and in particular considering the current context of persistent supply difficulties.

However, the Group does not perform sensitivity tests to capacity forecasts (seats per kilometers) as a reduction in capacity generally means higher unit revenues which balance out the negative effect of the reduction. It also does not test the sensitivity neither to fuel prices given the industry's tendency to pass the impact on to ticket prices, nor to SAF prices considering its ability demonstrated so far to include it in the selling prices.

As of December 31 2024 2023
Of which:
pledged or
Of which:
pledged or
(in € millions) Current Non-current secured (3) Current Non-current secured (3)
EQUITY INSTRUMENTS⁽¹⁾
Equity instruments (2) 56 52
At fair value through OCI 40 38
At fair value through P&L 16 14
FINANCIAL ASSETS AT FAIR VALUE THROUGH P&L⁽¹⁾
Marketable securities 1,046 260 1,097 207
Bonds 115 944 161 150 816 155
FINANCIAL ASSETS – AT AMORTIZED COST
Deposits on lease contracts 8 90 7 93
Deposits on financial liabilities 1 96 1 106
Other loans and deposits 20 215 37 224
Gross value 1,190 1,401 421 1,292 1,291 362
Impairment at opening date (29) (26)
New impairment charge (6) (5)
Use/Reversal 2 2
Other 1
Impairment at closing date (32) (29)
TOTAL 1,190 1,369 421 1,292 1,262 362

(1) See Note 36 "Valuation methods for financial assets and liabilities at their fair value" for the fair value valuation method.

(2) See table change in equity instruments below.

(3) Including €365 million as of December 31, 2024 (€361 million as of December 31, 2023) in the context of the litigation concerning the anti-trust laws in the air-freight industry (See Note 30.1.4 "Litigation concerning anti-trust laws in the air-freight industry").

EQUITY INSTRUMENTS

Stockholder's
equity
Net
income
Classification Stock
Fair Value
(in €millions) % interest
(in billions of
currency)
(in billions of
currency)
methodology price Closing date
As of December 31, 2024
GOL Linhas Aéreas(1) 1 1 % NA(2) NA(2) OCI 1 BRL December 2024
Kenya Airways 13 7.8 % NA(2) NA(2) OCI NA(2) December 2024
Other 42
TOTAL 56
As of December 31, 2023
GOL Linhas Aéreas(1) 7 1 % NA(2) NA(2) OCI 9 BRL December 2023
Kenya Airways 10 7.8 % NA(2) NA(2) OCI NA(2) December 2023
Other 35
TOTAL 52

(1) Listed company.

(2) Not-available.

CHANGE IN EQUITY INSTRUMENTS

(in € millions) Instrument revalued through OCI Instrument revalued through P&L Total
Amount as of December, 31, 2022 36 9 45
Additions 4 4 8
Change in fair value 1 1
Other (2) (2)
Amount as of December, 31, 2023 38 14 52
Additions 1 2 3
Change in fair value 1 1
Other
Amount as of December, 31, 2024 40 16 56

Transfer of non-deconsolidating financial assets

Receivables delagation agreement

The Group entered into a loan agreement secured by Air France's 1% housing loans. For each of the CILs (Comités Interprofessionnels du Logement), Air France and the bank concluded, in July 2012, a tripartite receivables delegation agreement with reference to the loan agreement. Through this agreement, the CILs commit to repaying the bank directly on each payment date. These are imperfect delegations: in the event of nonrepayment by the CILs, Air France remains liable to the bank for repayments of the loan and interest.

As of December 31, 2024, the amount of transferred receivables stood at €74 million (versus €80 million as of December 31, 2023) and is included in the line "deposits on financial liabilities". The associated loan stood at €64 million as of December 31, 2024 (versus €68 million as of December 31, 2023).

NOTE 23 INVENTORIES

ACCOUNTING PRINCIPLES

Inventories are measured at the lower of their cost and net realizable value.

The cost of inventories comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present condition and location. These costs include the direct and indirect production costs incurred under normal operating conditions.

Inventories are valued on a weighted average basis.

The net realizable value of the inventories is the estimated selling price in the ordinary course of business less the estimated costs of completion and selling expenses.

As of December 31

(in € millions) 2024 2023
Aeronautical spare parts 994 889
Other supplies 197 192
Work in progress 32 27
Gross value 1,223 1,108
Opening valuation allowance (255) (252)
Charge to allowance (28) (16)
Use of allowance 19 13
Currency translation adjustment (1)
Reclassification 1
Closing valuation allowance (264) (255)
NET VALUE 959 853

NOTE 24 TRADE ACCOUNTS RECEIVABLES

ACCOUNTING PRINCIPLES

Trade receivables are considered to be assets issued by the Group and are initially recorded at fair value. They are subsequently valued using the amortized cost method. In addition, they are written off based on the expected loss.

Regarding the impairment of trade receivables, the Group has chosen the simplified method approach in that the automated customer invoicing and settlement processes for the Network business through clearing houses significantly limit the credit risk. The Group also uses credit insurance to reduce the risk of potential default regarding trade receivables concerning the clients of the Maintenance activity.

As of December 31

(in € millions) 2024 2023
Airlines 212 231
Other clients:
Network
886 1,032
Maintenance
1,010 964
Leisure
69 82
Other
37 51
Gross value 2,214 2,360
Opening valuation allowance (208) (231)
Charge to allowance (14) (10)
Use/Reversal of allowance 62 27
Currency translation adjustment (7) 6
Reclassification 4
Closing valuation allowance (163) (208)
NET VALUE 2,051 2,152

NOTE 25 OTHER ASSETS

CO₂ quotas

Since January 1, 2012, airlines have been subject to the Emission Trading Scheme (ETS) regulations for all flights to or from the European Economic Area.

Additionally, since January 1, 2020, Air France has been compensating all the CO₂ emissions of its customers on the French domestic routes.

As from January 1, 2023 and in the absence of IFRS standards or interpretations governing ETS accounting and considering CO₂ quotas as an operating expense linked to fuel expenses, the Group considers that the operating cash flow is the most representative of this outflow. The Group therefore decided to adjust its accounting treatment as described below:

  • free CO₂ quotas allocated by the State and the ones purchased on the market recognized as intangible assets is now disclosed in the line "other assets" of the consolidated balance sheet and as an operating cash flow in the consolidated cash flow statement. These assets cannot be amortized;
  • the expense corresponding to the obligation to surrender quotas of the period is integrated in the "external expenses" of the consolidated income statement;
  • the obligation to surrender rights valued at acquisition cost for acquired rights including free quotas and at market price for rights not yet acquired remains a provision on the liability side.

When the quotas corresponding to the actual emissions are returned to the State, the provision is cleared in exchange of the returned assets.

As of December 31 2024 2023
(in € millions) Current Non-current Current Non-current
Suppliers with debit balances 231 223
State receivables (including tax credit) 173 162
CO2 quotas 256 214 242 153
Prepaid expenses 265 262
Other debtors 340 236
Gross value 1,265 214 1,125 153
Opening valuation allowance (5) (5)
Charge to allowance (1)
Others 1
Closing valuation allowance (5) (5)
TOTAL 1,260 214 1,120 153

NOTE 26 CASH, CASH EQUIVALENTS AND BANK OVERDRAFTS

ACCOUNTING PRINCIPLES

Cash and cash equivalents are short-term, highly-liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value.

As of December 31 2024 2023
(in € millions) Total Of which:
pledged or
secured
Total Of which:
pledged or
secured
Liquidity funds (SICAV) (assets – debt instruments) 1,442 7 2,450 7
Bank deposits (assets – debt instruments) and term accounts 1,543 1,887 50
Cash in hand 1,844 1,857
Cash and cash equivalents 4,829 7 6,194 57
Bank overdrafts (13)
CASH, CASH EQUIVALENTS AND BANK OVERDRAFTS 4,829 7 6,181 57

NOTE 27 ASSETS HELD FOR SALE

The line "Assets held for sale" includes the Group's 10% equity interest in Servair shares and intended to be sold (see Note 20 "Equity affiliates").

NOTE 28 EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF AIR FRANCE-KLM SA

28.1 Issued capital & additional paid-in capital

ACCOUNTING PRINCIPLES

Additional paid-in capital represents the difference between the nominal value of the equity securities issued and the value of contributions in cash or in kind received by Air France-KLM.

Capital increase costs are deducted from paid-in capital if any.

As of August 31, 2023, Air France-KLM carried out a reverse stock-split of all the Company's outstanding shares, with the concomitant recognition of a capital reduction impacting share capital by €(2,314) million and additional paid-in capital by €2,314 million.

On December 21, 2023, Air France-KLM carried out a capital increase reserved for employees of 5,716,256 fully paid-up shares, with a par value of €1, increasing capital by €6 million and additional paid-in capital by €29 million.

Thus as of December 31, 2024, the issued capital of Air France-KLM comprised 262,769,869 fully paid-up shares with a par value of €1 and the share capital of the Air France-KLM group amounts to €263 million.

Taking into account these transactions, at December 31, 2024, additional paid-in capital stands at €7,560 million.

Each share is entitled to one vote. However, since April 3, 2016, shareholders who have owned their shares for at least two years have benefited from double voting rights.

The new shares are immediately entitled to double voting rights, provided they have been held in registered form, if at the date of the reverse stock-split each of the old shares from which they were issued was entitled to double voting rights. In the event of a reverse split of existing shares that have been held in registered form since different dates, the period used to determine the double voting rights of the new shares is deemed to begin on the most recent date on which the existing shares were held in registered form.

Authorized stock

The Combined General Meeting of June 7, 2023 authorized the Board of Directors, for a period of 26 months from the date of the Meeting of June 7, 2023 (i.e. until August 7, 2025), to issue shares and/or other securities giving immediate or future access to the capital of Air France-KLM and/or to carry out capital increases by offering to qualified investors or a restricted circle of investors.

As of December 31, 2024, the available balance of these authorizations is approximately €128.5 million, following capital transactions carried out during the year 2023.

Breakdown of the share capital and voting rights

The breakdown of the share capital and voting rights is as follows:

Number of shares % of capital % of voting rights
As of December 31 2024 2023 2024 2023 2024 2023
French State 73,520,630 73,520,630 28.0 28.0 27.5 28.4
Dutch State 24,000,000 24,000,000 9.1 9.1 13.3 10.3
CMA CGM 23,134,825 23,134,825 8.8 8.8 12.8 8.0
China Eastern Airlines 12,023,544 12,023,544 4.6 4.6 6.7 6.3
Employees and former
employees
8,101,493 8,461,524 3.1 3.2 3.0 3.4
Delta Air Lines 7,340,118 7,340,118 2.8 2.8 4.1 3.8
SPAAK(1) 2,241,065 2,241,065 0.9 0.8 1.2 1.0
Treasury shares 111,642 143,608 0.1
Public 112,296,552 111,904,555 42.7 42.6 31.4 38.8
TOTAL 262,769,869 262,769,869 100 100 100 100

(1) Stichting Piloten Aandelen Air France-KLM.

The line "Employees and former employees" includes the shares held by employees and former employees identified in the "Fonds Communs de Placement d'Entreprise (FCPE)".

As of December 31, 2024, all securities have been issued and paid up.

28.2 Treasury shares

ACCOUNTING PRINCIPLES

Air-France-KLM shares held by the Group are recorded as a deduction from the Group's consolidated equity at the acquisition cost. Subsequent sales are recorded directly in equity. No gains or losses are recognized in the Group's income statement.

As of December 31, 2024, Air France-KLM group holds 111,642 treasury shares valued at €27 million.

All of these treasury shares are classified as a reduction of equity.

28.3 Perpetual

A financial instrument is considered as an equity instrument if it does not include a contractual obligation:

  • to deliver cash or another financial asset to another entity; or
  • to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavourable to the issuer.

Notes to the consolidated financial statements

(in € millions) Notes December
31, 2023
Repayment
– Nominal
Issuance –
Nominal
Monetary
change –
Coupons
Non
monetary
change
December
31, 2024
2021 perpetual
super-subordinated bonds
Nominal 28.3.1
Coupons
2023 perpetual super
subordinated bonds
Nominal 28.3.2 727 727
Coupons 42 (51) 53 44
Last-rank indefinite
subordinated bond
convertible into new shares
and/or existing shares
Nominal 28.3.3 305 305
Coupons 2 (20) 20 2
TOTAL PERPETUAL – ATTRIBUTABLE TO
EQUITY HOLDERS OF AIR FRANCE-KLM
1,076 (71) 73 1,078
2022 perpetual super
subordinated bonds
Nominal 28.6.1 497 497
Coupons 13 (30) 30 13
July 2023 perpetual super
subordinated bonds
Nominal 28.6.2 498 498
Coupons 15 (34) 35 16
November 2023 perpetual
super-subordinated bonds
Nominal 28.6.3 1,493 1,493
Coupons 8 (96) 101 13
TOTAL PERPETUAL – NON-CONTROLLING
INTERESTS
2,524 (160) 166 2,530
Total cash flows 5.2.5 (231)
(in € millions) Notes December
31, 2022
Repayment
– Nominal
Issuance –
Nominal
Monetary
change –
Coupons
Non
monetary
change
December
31, 2023
2021 perpetual
super-subordinated bonds
Nominal 28.3.1 595 (595)
Coupons 31 (42) 11
2023 perpetual super
subordinated bonds
Nominal 28.3.2 727 727
Coupons 42 42
Last-rank indefinite
subordinated bond
convertible into new shares
and/or existing shares
Nominal 28.3.3 305 305
Coupons 2 (20) 20 2
TOTAL PERPETUAL – ATTRIBUTABLE TO
EQUITY HOLDERS OF AIR FRANCE-KLM
933 (595) 727 (62) 73 1,076
2022 perpetual super
subordinated bonds
Nominal 28.6.1 497 497
Coupons 13 (30) 30 13
July 2023 perpetual super
subordinated bonds
Nominal 28.6.2 498 498
Coupons 15 15
November 2023 perpetual
super-subordinated bonds
Nominal 28.6.3 1,493 1,493
Coupons 8 8
TOTAL PERPETUAL – NON-CONTROLLING
INTERESTS
510 1,991 (30) 53 2,524
Total cash flows 5.2.5 (595) 2,718 (92)

28.3.1 2021 perpetual super-subordinated bonds

On April 20, 2021, the Group issued 3 billion supersubordinated notes, subscribed by the French government to offset its direct loan of the same nominal amount. The issue consisted of three perpetual tranches, each with a nominal value of €1 billion, a coupon of 7%, 7.25% and 7.5%, and a call option at 4, 5 and 6 years respectively.

This non-monetary transaction resulted in the reclassification of €3 billion from "financial liabilities" to shareholders' equity (see Note 31.3 "Financial support from the French State").

On April 20, 2022, the Group paid accrued interest on the perpetual subordinated notes held by the French government for a total of €218 million, including €151 million in respect of accrued interest to December 31, 2021 and €67 million in respect of accrued interest at the date of payment.

On June 16, 2022, following the completion of the Air France-KLM group's capital increase, the subordinated perpetual notes held by the French State were partially redeemed for a total of €1,649 million, including €1,631 million in par value and €18 million in accrued coupons.

On July 29, 2022, the proceeds of Apollo's investment were used to redeem €487 million in par value, plus €10 million in accrued interest to that date.

On December 9, 2022, a nominal amount of €287 million plus accrued interest to that date of €14 million was repaid with the proceeds of the subordinated bond issue.

Finally, on March 17 and April 19, 2023 respectively, Air France-KLM redeemed the balance of the subordinated notes held by the French State under the temporary framework linked to Covid-19, for an amount of €320 million and €317 million (including accrued coupons). The Group also paid the French State the compensation required for the shares subscribed in April 2021, in the amount of €90 million.

This transaction enables Air France and Air France-KLM S.A. to exit the French state aid scheme.

28.3.2 2023 perpetual super-subordinated bonds

Concurrently with the redemption of the supersubordinated notes (refer to Note 28.3.1 "2021 perpetual super-subordinated bonds"), the Group refinanced €320 million on March 17, 2023 and €407 million on April 19, 2023 by issuing new perpetual subordinated notes with the French State qualified as compensatory aid, for Air France, for the damage suffered as a result of Covid-19 between March 17 and June 30, 2020.

These new unconstrained subordinated notes carry similar financial conditions to those redeemed on the same day, with a deferred call date and interest rate increase of a further two years (i.e. March 2029).

The coupon paid during the year amounted to €51 million, and at December 31, 2024, the balance of accrued interest on subordinated notes totaled €44 million.

28.3.3 Last-rank indefinite subordinated bond convertible into new shares and/or existing shares

On November 16, 2022, Air France-KLM group issued lastrank indefinite subordinated bonds, convertible into new shares and/or existing shares, for a nominal amount of €301 million, net of issuance costs.

The bonds had been issued at par with a nominal value per bond of €100,000 and with a conversion/exchange premium of 22.5% over the reference Air France-KLM share price.

From the issue date until November 23, 2025, the bonds bear interest at a nominal rate of 6.5% per annum, payable quarterly in arrears. From November 23, 2025, the bonds will bear interest at a rate equal to 1,300 basis points above the applicable 3-year Euro Mid-Swap rate as reference rate, subject to review every three years thereafter. Interest is payable quarterly in arrears.

The bonds are for an indefinite period, and the Air France-KLM group may, at its option, redeem all the bonds early at par plus interest, for the first time on November 23, 2025, or over the period from December 14, 2024 to November 23, 2025 if certain conditions linked to the Air France-KLM share price are met.

Bondholders may exercise their conversion/exchange right at any time until November 10, 2025. The conversion/ exchange ratio was initially 65,496.4632 Air France-KLM shares per bond at December 31, 2022.

However, following the reverse stock-split and by decision of the Chief Executive Officer, the conversion ratio of the last-ranking perpetual subordinated bonds, convertible into new shares and/or exchangeable for existing shares, has been adjusted and amounts to 6,549.6463 Air France-KLM shares per bond.

Lastly, the coupon paid during the year amounted to €20 million, and at December 31, 2024, the balance of accrued coupon totaled €2 million.

For details of deeply subordinated notes included in "Noncontrolling interests", see Note 28.6.

28.4 Reserves and retained earnings

As of December 31

2023
70
(529)
6
(58)
(11,348)
934
(10,925)

(1) After deferred tax.

As of December 31, 2024, the legal reserve of €70 million represents 27% of Air France-KLM's issued capital. French company law requires a limited company (société anonyme) to allocate 5% of its unconsolidated statutory net income each year to this legal reserve until it reaches 10% the Group's issued capital. The amount allocated to this legal reserve is deducted from the distributable income for the current year.

The legal reserve of any company subject to this requirement may only be distributed to shareholders upon liquidation of the company.

28.5 Derivatives instruments reserves

Derivatives instruments reserves are composed as follows (before the effect of deferred tax):

(in € millions) December 31,
2023
Variation of
fair value
Recycling in
income
statement
December 31,
2024
Recycling allocated
by heading
Fuel (100) (82) 66 (116) External expenses
Interest rate 137 26 (55) 108 Cost of financial debt
Currency exchange –
Operating
(12) 118 (24) 82 Other income
and expenses
Currency exchange –
Financial liabilities
1 3 (7) (3) Other financial expenses
Currency exchange –
Capital expenditures
30 (11) 19
Revenues (51) (178) 22 (207) Revenues
European carbon emission
allowances (ETS)
(3) 21 18
Deferred tax 4 21 25 Income tax
TOTAL 6 (103) 23 (74)

28.6 Non-controlling interests

28.6.1 2022 perpetual super subordinated bonds

On July 13, 2022, following the €500 million investment agreement between Air France-KLM group and Apollo, the latter subscribed to:

  • a capital increase in the Air France operating subsidiary, Air France Spare Engines Management, for an amount of €3 million;
  • perpetual bonds issued by the Air France operating subsidiary for an amount of €497 million.

The perpetual bonds, which meet the criteria for equity under IFRS, bear interest at 6% for the first three years, after which gradual step ups and a cap will apply.

The Group has the option to redeem the notes at any time after the third year.

The coupon paid during the year amounted to €30 million and as of December 31, 2024 the balance of accrued coupon totaled €13 million.

28.6.2 July 2023 perpetual super subordinated bonds

On July 14, 2023, following the €500 million investment agreement between the Air France-KLM group and Apollo, the latter subscribed to:

  • a capital increase in the Air France operating subsidiary, Air France Component Asset Management, for an amount of €2 million;
  • perpetual bonds issued by the Air France operating subsidiary for an amount of €498 million.

The perpetual bonds, which qualify as equity under IFRS, bear interest at 6.9% for the first three years, after which gradual increases and a cap will be applied. The Group has the option of redeeming the securities at any time after the third year.

The coupon paid during the year amounted to €34 million and as of December 31, 2024, the balance of accrued coupon totaled to €16 million.

28.6.3 November 2023 perpetual super subordinated bonds

On November 30, 2023, Air France-KLM and Apollo Global Management finalized the investment transaction for an amount of €1,500 million, the latter subscribed to:

  • a capital increase in the Air France operating subsidiary, Flying Blue Miles, for an amount of €7 million;
  • perpetual bonds issued by the Air France operating subsidiary for an amount of €1,493 million.

The perpetual bonds carry a coupon of 6.4% for the first four years, with the option of repayment at an overall cost of financing of 6.75% up to this first call date.

The coupon paid during the year amounted to €96 million and as of December 31, 2024, the balance of accrued coupon totaled to €13 million.

NOTE 29 PENSION ASSETS AND RETIREMENT BENEFITS

ACCOUNTING PRINCIPLES

The Group's obligations in respect of defined benefit pension plans, including termination indemnities, are calculated in accordance with IAS 19 Revised "Employee Benefits", using the projected units of credit method based on actuarial assumptions and considering the specific economic conditions in each country concerned. The commitments are covered either by insurance or pension funds or by provisions recorded on the balance sheet as and when rights are acquired by employees.

The Group recognizes all its pension costs (defined contribution and defined benefit) in recurring operating income under "personnel costs". Changes in plans with a material impact are reported under "Other non current income and expenses". Plan curtailments, when linked to restructuring, are also presented under "Other non current income and expenses".

The Group recognizes in other comprehensive income all actuarial gains and losses on post employment plans, the difference between actual and expected return on pension assets, and the impact of any asset ceiling. When a definedbenefit pension plan is converted to a defined-contribution pension plan or closed, the amounts recognized in other comprehensive income are reclassified to other reserves.

Actuarial gains and losses long term benefit plans (mainly long services awards) are recognized in the income statement.

Pension Assets

As of December 31, 2024, taking into account the financial conditions, the pension plans in the United Kingdom and in Canada are in a surplus situation according to IAS19 for an amount of €66 million (€45 million as of December 31, 2023).

Given the plan settlement, the agreement with the trustees and the application of IFRIC14, this surplus is fully recognised in the balance sheet. The variation is as follows:

As of December 31

(In € millions) 2024 2023
Opening balance 45 39
Net periodic pension (cost)/income (1) (1)
Payments of benefits and contributions to the funds 10 10
Reclassification 4
Fair value revaluation 5 (3)
Currency translation adjustment 3
CLOSING BALANCE 66 45

Retirement benefits

(in € millions) Retirement benefits
As of December 31, 2022 1,634
Of which: Non-current 1,634
New provision 154
Reversal of provision (91)
Fair value revaluation (7)
Currency translation adjustment (4)
Reclassification (1)
As of December 31, 2023 1,685
Of which: Non-current 1,685
New provision 154
Reversal of provision (63)
Fair value revaluation (95)
Currency translation adjustment 2
Reclassification 3
As of December 31, 2024 1,686
Of which: Non-current 1,686

29.1 Characteristics of the main defined benefit plans

The Group has a large number of retirement and other long-term benefit plans for its employees, several of which are defined benefit plans. The specific characteristics of the plans (benefit formulas, funding policies and types of assets held) vary according to the regulations and laws in the particular countries in which the employees are located.

Air France pension plan (CRAF) – France

The employees covered by this plan are the Air France Ground Staff affiliated to the CRAF until December 31, 1992.

The participants receive, or will receive on retirement, an additional pension paid monthly or a lump sum based on the monthly annuity and definitively calculated based on the data known as of December 31, 1992 and expressed in the form of points. The value of each point is adjusted every year based on the weighted increases seen in the CNAV and AGIRC-ARRCO schemes over the last twelve months.

Until 2009, the CRAF had the legal form of a supplementary pension institution (pursuant to the "Code de Sécurité Sociale"). With this status, the CRAF was responsible, on behalf of the Air France ground staff employed in France, for managing the pension plan resulting from the merging of the Air France ground staff plan with the mandatory pension plan for the private sector.

Following the 2003 law on pension reform foreseeing the disappearance of supplementary pension institutions as of December 31, 2009, the CRAF's Board of Directors opted to transform it into an institution managing supplementary pensions. The CRAF is now responsible for the administrative functions linked to the plan. The pension rights were not amended by this reform. Air France is directly responsible for the pension obligations.

As of December 31, 2009, all the funds managed by the CRAF had been transferred to two insurance companies. On December 31, 2012, one of the insurance contracts was terminated and its funds were transferred to the other, which thus became the only insurer.

This guarantees a capital of 17% equal to the amount of capital invested in units of account in its collective fund, this percentage being automatically set to increase over time. The annual payments made by Air France to the insurance company are governed by the agreement signed with the employee representative bodies on December 14, 2009. The minimum annual payment defined by this agreement amounts to €32.5 million as long as the life annuity guaranteed by the insurer does not reach 85% of the benefits payments for this plan without future revaluations. If the value of the funds falls below 50% of the total obligations calculated for funding purposes, Air France is required to make an additional payment to achieve a minimum 50% coverage rate.

As of December 31, 2024, the coverage of liabilities by reserves is 68% in 2024 (61% in 2023).

The funds are invested in bonds, equities and general assets of the insurance company. Studies of assets/ liabilities allocation are carried out regularly, to verify the relevance of the investment strategy.

Air France end of service benefit plan (ICS) – France

Pursuant to French regulations and the company agreements, every employee receives an end of service indemnity on retirement.

In France, this indemnity depends on the number of years of service, the professional category of the employee (flight deck crew, cabin crew, ground staff, agent, technician and executive) and, in some cases, on the age of the employee at retirement. There is no mandatory minimum funding requirement for this scheme.

On retirement, employees consequently receive an end of service indemnity based on their final salaries over the last twelve-months and on their seniority. The indemnity is only payable to employees on their retirement date.

Air France has nevertheless signed contracts with three insurance companies to partly pre-finance the plan. Air France has sole responsibility for payment of the indemnities, but remains free to make payments to these insurance companies.

The relevant outsourced funds are invested in bonds and equities.

As of December 31, 2024, the two French plans presented above represented a respective 67% (67% in 2023 as well) of the Group's defined benefit obligation and 45% (46% in 2023) of the Group's pension plan assets.

29.2 Description of the actuarial assumptions and related sensitivities

Actuarial valuations of the Group's benefit obligation were made as of December 31, 2024 and 2023.

These calculations include:

  • assumptions on staff turnover and the life expectancy of the plan beneficiaries;
  • assumptions on salary and pension increases;
  • assumptions on retirement ages varying from 50 to 68 years depending on the localization and applicable laws;
  • inflation rates determined with reference to the inflation swaps applied to the Group's cash flows and based on the duration of the schemes:
As of December 31 2024 2023
Euro zone –
Duration 10 to 15 years
2.00% 2.20%
United Kingdom –
Duration 13 years
3.25% 3.15%

■ discount rates used to determine the actuarial present value of the projected benefit obligations.

The discount rates for the different geographical areas are thus determined based on the duration of each plan, taking into account the average trend in interest rates on investment grade bonds, observed on the main available indices. In some countries, where the market in this type of bond is not sufficiently broad, the discount rate is determined with reference to government bonds. Most of the Group's benefit obligations are located in the Euro zone and in the United Kingdom, where the discount rates used are as follows:

As of December 31 2024 2023
Euro zone –
Duration 10 to 15 years
3.30% 3.20%
United Kingdom – Duration
13 years
5.45% 4.60%

The duration rates presented concern mainly plans located in France and the United Kingdom:

  • discount rates used to determine the actuarial present value of the service cost. Since January 1, 2017, by using adequate flows, the Group has refined its calculations on the discount rate used for the service-cost calculation for the ICS plan in France. As of December 31, 2024, in the euro zone, the discount rates used to calculate the service cost is equal to the rates used to discount the liabilities;
  • on average, the main assumptions used to value the liabilities are summarized below;
    • the rate of salary increase is 2.90% for the Group as of December 31, 2024 against 3.79% as of December 31, 2023;
    • the rate of pension increase is 2.43% for the Group as of December 31, 2024 against 2.53% as of December 31, 2023.

The sensitivity of the pension obligations to a change in assumptions, based on actuarial calculations, is as follows:

OBLIGATION SENSITIVITY TO THE INFLATION RATE

(in € millions) Sensitivity of the
assumptions for the
year ended
December 31, 2024
Sensitivity of the
assumptions for the
year ended
December 31, 2023
25 bp increase in the inflation rate 51 54
25 bp decrease in the inflation rate (49) (52)

OBLIGATION SENSITIVITY TO THE DISCOUNT RATE

(in € millions) Sensitivity of the
assumptions for the
year ended
December 31, 2024
Sensitivity of the
assumptions for the
year ended
December 31, 2023
100 bp increase in the discount rate (224) (239)
100 bp decrease in the discount rate 257 279

OBLIGATION SENSITIVITY TO SALARY INCREASE (EXCLUDING INFLATION)

(in € millions) Sensitivity of the
assumptions for the
year ended
December 31, 2024
Sensitivity of the
assumptions for the
year ended
December 31, 2023
25 bp increase in the salary increase rate 39 41
25 bp decrease in the salary increase rate (37) (38)

OBLIGATION SENSITIVITY TO PENSION INCREASE

(in € millions) Sensitivity of the
assumptions for the
year ended
December 31, 2024
Sensitivity of the
assumptions for the
year ended
December 31, 2023
25 bp increase in the pension increase rate 16 19
25 bp decrease in the pension increase rate (15) (18)

29.3 Evolution of commitments

The following table details the reconciliation between the benefits obligation and the plan assets of the Group and the amounts recorded in the financial statements for the years ended December 31, 2024 and December 31, 2023:

As of December 31, 2024 As of December 31, 2023
Nether Nether
(in € millions) lands France UK Others Total lands France UK Others Total
Benefit obligation
at beginning of year
211 1,947 531 107 2,796 206 1,872 503 131 2,712
Service and administrative costs 10 84 3 3 100 6 76 3 3 88
Interest cost 8 61 24 5 98 7 69 24 6 106
Plan amendments, curtailments
and settlements
(11) (11) (2) (2)
Settlements (14) (14)
Benefits paid (21) (88) (31) (15) (155) (19) (82) (28) (9) (138)
Actuarial loss/(gain)
demographic assumptions
(6) (42) (3) (51) (6) (27) (3) (36)
Actuarial loss/(gain) financial
assumptions
1 (37) (50) 3 (83) 3 41 9 (8) 45
Actuarial loss/(gain) experience
gap
15 2 3 20 15 10 2 27
Change in currency exchange
rates
(1) (3) 25 3 24 (1) 13 (4) 8
Benefit obligation
at end of year
217 1,913 502 106 2,738 211 1,947 531 107 2,796
Including benefit obligation
resulting from schemes totally
or partly funded
1,836 502 69 2,407 1,881 531 74 2,486
Including unfunded benefit
obligation
217 77 37 331 211 66 33 310
Fair value of plan assets
at beginning of year
532 576 48 1,156 509 544 64 1,117
Actual return on plan assets 28 (16) 5 17 41 38 2 81
Employers' contributions 33 10 43 33 11 44
Settlements (14) (14)
Benefits paid (86) (31) (5) (122) (52) (28) (6) (86)
Change in currency exchange
rates and others
(1) 27 (1) 25 1 11 2 14
Fair value of plan assets
at the end of year
506 566 47 1,119 532 576 48 1,156
Pension asset 64 2 66 45 45
Provision for retirement benefits (217) (1,407) (61) (1,685) (211) (1,415) (59) (1,685)
Net amount recognized (217) (1,407) 64 (59) (1,619) (211) (1,415) 45 (59) (1,640)
Service and administrative costs 10 84 3 3 100 6 76 3 3 88
Net interest cost/(income) 8 44 (2) 2 52 6 50 (3) 1 54
Plan amendments, curtailment
and settlement
(11) (11) (2) (2)
Actuarial losses/ (gain)
recognized in income statement
12 1 13 10 10
Net periodic cost 30 118 1 5 154 22 124 4 150

Amendments, curtailment and settlement of pension plans

As of December 31, 2024

As of December 31, 2024, a provision has been recognized for Air France's restructuring domestic offer from Paris Orly and call centers' adaptation plan (please refer to Note 4 "Significant events occurring during the period") involving a €11 million impact on the concerned defined benefits plans.

As of December 31, 2023

As of December 31, 2023, the change in the retirement age in France had no significant impact in the consolidated financial statements of the Group.

In addition, two transactions were carried out in 2023 for Air France Group plans:

  • a buy-out for the Canadian plan (which remained a defined-benefit plan accounted for as of December 31, 2023);
  • a partial buy-in for the pension fund in Great Britain (which remained a defined-benefit plan accounted for as of December 31, 2023).

These two transactions also had no significant impact on the Group's consolidated financial statements.

29.4 Asset allocation

The weighted average allocation of the funds invested in the Group's pension and other long-term benefit plans is as follows:

Funds invested as of
December 31, 2024
Funds invested as of
December 31, 2023
(in %) France Other France Other
Equities 18 6 22 16
Bonds 54 36 51 29
Real estate 2 4
Others 28 56 27 51
TOTAL 100 100 100 100

The equity portion is mainly invested in active markets in Europe, the United States and emerging countries.

The bonds primarily comprise government bonds, rated at least BBB, and invested in Europe, the United States and emerging countries.

The Group's pension assets do not include assets occupied or used by the Group.

29.5 Expected cash outflows and risks linked to the pension obligations

The employer contributions relating to the defined benefit pension plans amount to €37 million for the year ended December 31, 2024. The weighted average duration of the obligation is 8.92 years.

The funding, capitalization and matching strategies implemented by the Group are presented in Note 29.1.

NOTE 30 RETURN OBLIGATION LIABILITY AND PROVISION FOR LEASED AIRCRAFT AND OTHER PROVISIONS

ACCOUNTING PRINCIPLES

The Group recognizes return obligation liabilities and provisions in respect of the required maintenance obligations within the framework of the leasing of aircraft from lessors. The constitution of these return obligation liabilities and provisions depends on the type of maintenance obligations to fulfill before returning these aircraft to the lessors: overhaul and restoration work, airframe and engine potential reconstitution as well as the replacement of limited life parts.

Restitutions liabilities and provisions for leased aircrafts are revalued each year to take account of changes in the discount rate. This discount rate is determined using free interest rate assumptions, plus a spread on risky debt.

The effect of undiscounting and translation of foreign currency denominated restitution liabilities and provisions are recognized in "other financial income and expenses" (see Note 12 "Cost of financial debt and other financial income and expenses").

Overhaul and restoration works (not depending on aircraft utilization)

Costs resulting from work required to be performed just before returning aircraft to the lessors, such as aircraft overhaul ("C Check") are recognized as provisions as of the inception of the contract in accordance with IFRC1. The counterpart of these provisions is booked as a complement through the initial book value of the aircraft right-of-use assets. This complement to the right-of-use asset is depreciated over the lease term.

Airframe and engine potentials reconstitution (depending on the utilization of the aircraft and its engines)

In accordance with IFRC1, the airframe and the engine potentials as well as the limited life parts are recognized as a complement to the right-of-use assets since they are considered as fully-fledged components, as distinct from the physical components which are the engine and the airframe. These components are the counterparts of the return obligation liability, recognized in its totality at the inception of the contract. When maintenance events aimed at reconstituting these potentials or replacing the limited life parts take place, the costs incurred are capitalized. These potentials and the limited life parts are depreciated over the period of use of the underlying assets (flight hours for the engine potentials component, straight-line for the airframe potentials component and cycles for the limited life parts).

Provisions for CO₂ quota surrenders

Please refer to the accounting principles in Note 25 "Other assets".

Others provisions

The Group recognizes a provision in the balance sheet when it has an existing legal or implicit obligation to a third party as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. The amounts recorded as provisions are discounted when the effect of the passage of time is material. The effect of the time value of money is presented as a component of "Other financial income and expenses".

A provision for onerous contracts is recognised when the unavoidable costs of meeting the contractual obligations exceed the expected economic benefits. Within the Group, the issue of onerous contracts is limited to the Maintenance business.

Restructuring provisions are recognized once the Group has established a detailed and formalized restructuring plan which has been announced to the parties concerned.

(in € millions) Return
obligation
liability on
leased
aircraft
Maintenance
on leased
aircraft
Restruc
turing
Litigation Provisions
for CO2
quota
surrenders
Others Total
Amount as of January 1, 2023 3,836 161 192 426 142 132 4,889
Of which: Non-current 3,496 147 397 109 4,149
Current 340 14 192 29 142 23 740
New provision (1) 10 14 113 205 8 349
Use of provision (93) (15) (114) (12) (134) (23) (391)
Reversal of unnecessary provisions (11) (11) (6) (28)
New lease contract/Change in lease
contract
113 5 (4) 114
Currency translation adjustment (117) (1) (118)
Accretion impact 197 5 3 205
Others (133) (4) 1 (136)
Amount as of December 31, 2023 3,802 161 82 516 213 110 4,884
Of which: Non-current 3,532 148 36 89 3,805
Current 270 13 82 480 213 21 1,079
New provision 8 74 65 254 6 407
Use of provision (159) (29) (62) (103) (217) (10) (580)
Reversal of unnecessary provisions (7) (16) (3) (26)
New lease contract/Change in lease
contract
459 15 19 493
Currency translation adjustment 220 1 1 222
Accretion impact 267 8 4 279
Others (17) 5 2 5 (5)
Amount as of December 31, 2024 4,572 169 87 464 250 132 5,674
Of which: Non-current 4,163 153 69 108 4,493
Current 409 16 87 395 250 24 1,181

The movements in provisions for litigation and other risks and charges with an impact on the income statement are booked in the lines of the income statement corresponding to the nature of the expenses.

The line "Others" mainly corresponds to reclassification with the right of use for leased aircrafts following the restitution of aircraft.

30.1 Provisions

30.1.1 Return obligation liability and provision on leased aircraft

The discount rate used to calculate these restitution liabilities and provisions is 6,8 % as of December 31, 2024 against 7,3 % as of December 31, 2023 (see Note 12 "Net cost of financial debt and other financial income and expenses").

30.1.2 Restructuring provisions

The movements in restructuring provisions with a significant impact on the income statement are booked in "Other noncurrent income and expenses" (see Note 11 "Sales of aircraft equipment and other non-current income and expenses").

30.1.3 Litigation

In the normal course of its activities, the Air France-KLM Group, its subsidiaries Air France and KLM (and their subsidiaries) are involved in litigation cases, some of which may be significant.

An assessment of litigation risks with third parties has been carried out with the Group's attorneys and provisions have been recorded whenever circumstances require.

The provisions for disputes also include provisions for tax contingencies that are not covered by IAS 12. Such provisions are created when the Group estimates, in the context of tax audits, that the tax authorities may challenge a tax position taken by the Group or one of its subsidiaries.

30.1.4 Litigation concerning anti-trust laws in the air-freight industry

Air France, KLM and Martinair, a wholly-owned subsidiary of KLM since January 1, 2009, have been involved, since February 2006, with up to twenty-five other airlines in investigations initiated by the antitrust authorities in several countries, with respect to allegations of anticompetitive agreements or concerted actions in the air freight industry.

As of December 31, 2021, most of these investigations had been terminated following the entry into plea agreements between the three companies of the Group and the appropriate competition authorities, providing for the payment of settlement amounts or fines, with the exception of the proceeding initiated by the European Commission which is still pending.

In Europe, the decision of the European Commission of 2010 against eleven air cargo carriers, including the companies of the Group, Air France, KLM and Martinair, was annulled by the General Court of the European Union on December 16, 2015 because it contained a contradiction regarding the exact scope of the practices sanctioned. On March 17, 2017, the European Commission issued a new decision against the aforementioned cargo carriers, including Air France, KLM and Martinair. The total amount of fines imposed in respect of this decision at the Air France-KLM group level was €339 million. This amount was slightly reduced by €15.4 million as compared to the initial decision owing to a lower fine for Martinair due to technical reasons. On May 29 and 30, 2017, the Group companies filed an appeal against this decision before the General Court of the European Union. The hearings before the General Court took place on June and July 2019.

The decision from the General Court in March 2022 confirmed the fines against Air France-KLM group companies. The Group companies appealed in June 2022 to the European Union Court of Justice and hearings were held before the European Court of Justice on April 18 and 19 , 2024. Opinion of the Advocate General was issued on September 5, 2024 and proposed to the Court to dismiss the appeal and final judgement of the European Court of Justice is expected to be issued in 2025. As of December 31, 2024, the Group has maintained a provision of €365 million covering the total amount of these fines (and including interests). Financial assets of the same amount are pledged (See Note 22 "Other financial assets").

30.1.5 Case brought against KLM by (former) Martinair pilots

In 2015, a case was brought against KLM by 152 (former) Martinair airline pilots, hereafter called "Vrachtvliegers". In 2016 and 2018, the District Court and Court of Appeal ruled in favor of KLM and rejected all claims of plaintiffs. In November 2019, however, the Supreme Court ruled against KLM on the basis of lack of sufficient motivation and referred the case to another Court of appeal. On June 8, 2021, this Court of appeal rendered its judgment in favor of the plaintiffs, the former Martinair pilots, ruling that the transfer of the cargo department qualifies as a transfer of undertaking.

According to the ruling the rights and obligations under the employment contracts of 116 Martinair pilots automatically transfer to KLM as per January 1, 2014. The Court of Appeal rejected the plaintiffs' claim to also transfer the rights regarding seniority accrued at Martinair.

Vrachtvliegers filed complaints on August 8, 2021 at the Supreme Court claiming that the rights regarding seniority accrued at Martinair should transfer to KLM. On June 24, 2022, the General Attorney has given the advice to the Supreme Court that the complaints should be rejected. On January 20, 2023, the Supreme Court ruled that this claim is denied.

The pilots also started a new court case about the implementation by KLM of the "transfer of undertaking". The hearing took place on November 15, 2023. The Court rendered a decision on January 11, 2024, in which all claims have been declined except that seniority built up within Martinair should be respected in case of dismissal (which is in line with current law).

As of December 31, 2024 the provision amounted to €22 million (unchanged compared with December 31, 2023).

30.1.6 Other provisions

Other provisions relate principally to provisions for onerous contracts and provisions for the dismantling of buildings on non-freehold land.

30.2 Contingent liabilities

The Group is involved in governmental, judicial and arbitration procedures for which in some cases provisions have not been recorded in the financial statements in accordance with the applicable accounting rules.

Indeed, at this stage in these procedures, the Group is not in a position to give a reliable financial estimate of the potential loss that could be incurred in connection with these disputes.

Moreover, the Group believes that any additional disclosed information could be harmful to legal position procedures.

30.2.1 Litigations concerning anti-trust laws in the air-freight industry

Following the initiation of various investigations by the competition authorities in February 2006 and the European Commission decision in 2010, several collective and individual actions were brought by forwarders and air-freight shippers in the civil courts against Air France, KLM and Martinair, and other cargo operators, in a number of civil jurisdictions.

Under these civil lawsuits, shippers and freight forwarders are claiming for damages to compensate alleged higher prices due to alleged competition law infringement.

For Air France, KLM and Martinair, certain civil claims are still pending.in the Netherlands and in Norway. The Group companies and the other airlines involved in these lawsuits continue to vigorously oppose these civil claims.

30.2.2 Other litigations

Rio-Paris AF447 flight

On March 28, 2011, Air France and Airbus were indicted for manslaughter of the 228 victims who died in the crash of the AF447 Rio-Paris flight on June 1, 2009.

The investigating judges of the Court of First Instance ruled in favor of Air France and Airbus by issuing an order dismissing the case on September 4, 2019.

The Public Prosecutor's Office and most of the civil parties(including the Pilots' associations and unions) appealed this decision. The Paris Court of Appeals ruled on May 12, 2021, referring Airbus and Air France to the Criminal Court. The criminal trial took place from October 10 to December 8, 2022 at Paris Criminal Court. After an acquittal by the Public Prosecutor's Office, the Court issued a judgment of acquittal on April 17, 2023, based on the absence of a causal link between the faults found and the accident. On April 27, 2023, the Public Prosecutor's Office appeals against the acquittal of Airbus and Air France

The appeal will be held before the Paris Court of Appeal from September 29, 2025 until November 27,2025.

Litigations on State Aid

In 2020, the implementation of the measures to reinforce the Group's liquidity (i.e. (i) for Air France, a loan guaranteed by the French State (PGE) in the amount of €4 billion and a €3 billion loan from the French State, as well as (ii) for KLM, a revolving credit facility of €2.4 billion guaranteed by the Dutch State and a €1 billion loan from the Dutch State), were approved by the European Commission under the Covid-19 State Aid rules (decisions respectively of May 4, 2020 and July 13, 2020).

On April 6, 2021, the Group announced the first part of its overall recapitalization plan. Certain measures in this plan contained State aid (so-called "Covid-19 recapitalization" program) which were accordingly notified by the French authorities to the European Commission, the latter approving them in its decision of April 5, 2021. This decision made the approval of the measures subject to a number of commitments undertaken by the French State and leading notably to the provision by Air France of landing and take-off slots to a designated third-party carrier at Orly airport.

Like most of the decisions with respect to airlines receiving State Aid in the context of the Covid-19 crisis, the European Commission's decisions granting support measures to Air France and KLM have been subject to annulment proceedings brought by Ryanair. On December 20, 2023 and February 7, 2024, the General Court of the European Union annulled the decisions of the European Commission mentioned above. These annulments were made solely on the grounds of an incorrect determination of the beneficiary of these aids, which, according to the Tribunal, should have been the Group itself. Air France-KLM, Air France, KLM, and the European commission have lodged appeals for annulment before the Court of Justice of the European Union against the Tribunal's rulings. The Court of Justice of the European Union has yet to rule on these appeals.

Uncertainty remains as to the legal and financial consequences of cancelling the decisions approving state aid until a final ruling is obtained from the courts of the Union.

It shall be borne in mind that, in the course of 2022 and 2023 and pursuant to the applicable legal framework, the Group repaid in full the aforementioned Covid-19 liquidity and recapitalization State aid for, which were subject to the aforementioned commitments and constraints (commitments, behavioral measures, application of interest). As a result, the Air France-KLM holding company, Air France and KLM are therefore fully released from the aforementioned undertakings and constraints which had been linked to this Covid-19 recapitalization aid. The potential indirect consequences of the annulment of the approval of state aid (subject to the possible success of the aforementioned appeals) could include a request for the recovery of unreimbursed benefits by the French authorities, in some cases limited to illegality interest only.

The European Commission, re-approved on July 10, 2024, the Group's liquidity support measures in a single decision confirming their compatibility with Union law. This new decision has no impact on the aforementioned appeals..

Notes to the consolidated financial statements

Finally, as it has done in similar cases, the European Commission may also decide, if necessary, to initiate a formal examination procedure on the recapitalization measures, during which the Group will defend its interests to the best of its ability.

In January 2025, Air France-KLM was informed that Ryanair had filed an appeal before the Paris Administrative Court against the French State following the aforementioned annulment rulings of the General Court of the European Union. Ryanair's request seeks to compel the State to recover any advantage granted by the State that is alleged to have not yet been reimbursed, along with illegality interest. The Group will support the State in its defense.

If the Court of Justice of the European Union were to annul the aforementioned rulings of the General Court of the European Union, Ryanair's appeal would become moot.

Except as indicated in 30.1 and 30.2, the company is not aware of any litigation, governmental, legal or arbitration proceedings (including any proceedings of which the issuer is aware, which are pending or which it is threatened with) which may have or have recently had a material effect on the company's financial position, results of operations, assets or profitability, for a period covering at least the last twelve months.

NOTE 31 FINANCIAL LIABILITIES

ACCOUNTING PRINCIPLES

Convertible bonds

Convertible bonds are deemed to be financial instruments comprising two components: a bond component recorded as debt and a stock component recorded in equity. The bond component is equal to the discounted value of all the coupons due on the bond at the rate of a simple bond that would have been issued at the same time as the convertible bond. The value of the stock component recorded in the Group's equity is calculated by the difference between this value and the bond's nominal value at issuance.

The difference between the financial expense recorded and the amounts effectively paid out is added, at each closing date, to the amount of the debt component so that, at maturity, the amount to be repaid if there is no conversion equals the redemption price.

Financial liabilities

Borrowings and financial liabilities are recognized initially at fair value. Subsequent to the initial measurement, they are recorded:

  • at their net book value for bonds;
  • based on amortized cost calculated using the effective interest rate for the other financial liabilities. Under this principle, any redemption and issue premiums, as well as issue costs, are recorded as debt in the balance sheet and amortized as financial income or expense over the life of the loans using the effective interest method.
As of December 31 2024 2023
(in € millions) Notes Non
current
Current Total Non
current
Current Total
Perpetual subordinated loan in Yen 31.1.1 123 123 128 128
Perpetual subordinated loan in Swiss francs 31.1.2 398 398 405 405
OCEANE (convertible bonds) 31.2.1 498 498
Sustainability-linked bonds 31.2.2 1,000 1,000 1,000 1,000
Plain vanilla Bonds 31.2.3 1,078 515 1,593 1,381 300 1,681
Debt on leases with bargain option 3,527 642 4,169 3,475 418 3,893
Other financial liabilities 31.4 1,127 421 1,548 1,148 330 1,478
Accrued interest 1 114 115 1 118 119
TOTAL – FINANCIAL LIABILITIES 7,254 1,692 8,946 7,538 1,664 9,202

To support their investments in new-generation aircraft, Air France and KLM have also entered into financing with specific clauses linked to compliance with environmental criteria. On December 31 2024, these financings amount for:

  • €581 million booked in the line "Other debt";
  • €1122 million booked in the line "Debt on leases with bargain option".

CHANGE IN FINANCIAL LIABILITY

New Reim
bursement
of
Currency
(in € millions) Notes December 31,
2023
financial
debt
financial
debt
translation
adjustment
Other December 31,
2024
Perpetual loan in Japanese Yen 31.1.1 &
and Swiss Francs 31.1.2 533 (12) 521
OCEANE (convertible bonds) 31.2.1 498 (500) 2
Sustainability-linked bonds 31.2.2 1,000 1,000
Plain vanilla Bonds 31.2.3 1,681 650 (753) 15 1,593
Debt on leases with bargain option 3,893 660 (441) 10 47 4,169
Other financial liabilities 31.4 1,478 299 (236) 2 5 1,548
Accrued interest 119 (4) 115
TOTAL 9,202 1,609 (1,930) 15 50 8,946
New Reim
bursement
Currency
December 31, financial of financial translation December 31,
(in € millions) Notes 2022 debt debt adjustment Other 2023
Perpetual loan in Japanese Yen 31.1.1 &
and Swiss Francs 31.1.2 523 10 533
OCEANE (convertible bonds) 31.2.1 487 11 498
Sustainability-linked bonds 31.2.2 1,000 1,000
Plain vanilla Bonds 31.2.3 1,686 (5) 1,681
Debt on leases with bargain option 3,659 811 (530) (68) 21 3,893
Loan guaranteed by the French
and Dutch states 31.3 2,606 (2,500) (106)
Other financial liabilities 31.4 1,484 283 (294) (4) 9 1,478
Accrued interest 108 11 119
TOTAL 10,553 2,094 (3,324) (67) (54) 9,202

31.1 Perpetual subordinated debt

31.1.1 KLM Perpetual subordinated debt in Japanese Yen

In 1999, the KLM Group issued perpetual subordinated bonds in Japanese Yen (JPY) for a principal amount of JPY 30 billion.

Since August 28, 2019, KLM has partially redeemed an amount of JPY 10 billion, leaving the residual outstanding principal amount at JPY 20 billion, i.e. €123 million as of December 31, 2024. Since this date, the interests rate applicable on the residual nominal amount has been reset at a fixed rate of 4% per annum.

The residual nominal amount of these perpetual bonds can be redeemed at KLM's discretion on each fifth anniversary of the first interest payment date, August 28, 1999. The next option date for redemption at Par is thus August 28, 2029. Note that an indemnity is due if the JPY loan is redeemed in a currency other than the JPY.

This debt is subordinated to all other existing and future debt at KLM.

31.1.2 KLM perpetual subordinated debt in Swiss Francs

The perpetual subordinated bond debt in Swiss Francs (CHF) was issued by KLM in two tranches, one in 1985 and one in 1986. The initial nominal amount for these two perpetual bonds combined was CHF 500 million.

Over the years, KLM has proceeded with several partial buy back transactions to partially redeem the debt. As a result, the total amount now outstanding is CHF 375 million, i.e. €398 million as of December 31, 2024.

Concerning the tranche issued in 1985, KLM is entitled to early redeem at Par the then-prevailing outstanding residual amount on each tenth anniversary of the interest payment date. The next "call date" is February 12, 2025. The coupon reset date is fully aligned with the above mentioned frequency. If the call option is not exercised, the next coupon reset date is February 12, 2025. The coupon as of December 31, 2024 was 0.75% per annum.

Concerning the tranche issued in 1986, the KLM Group is entitled to early redeem the outstanding residual nominal amount at Par on each fifth anniversary of the interest payment date. The next "call date" is May 15, 2026. The call price amount in 2001 was 101.75% of the notional face value, and thereafter with a premium declining by 0.25% on each fifth anniversary of the interest payment date. From May 15, 2036, the amount of early redemption will thus be set at 100% of the residual Par. The debt is subject to the payment of a coupon of 5.75% per annum.

The two CHF perpetual bond debts are ranked "pari passu" with the JPY perpetual loan debt and are subordinated to all other existing and future debt at KLM.

31.2 Bonds

31.2.1 OCEANE

On March 20, 2019, Air France-KLM issued 27,901,785 bonds convertible and/or exchangeable for new or existing Air France-KLM shares (OCEANE) with a maturity date fixed at March 25, 2026 for a total nominal amount of €500 million. Each bond has a nominal value of €17.92. The annual coupon amounts to 0.125%. The conversion period of these bonds runs from May 4, 2019 to the seventh working day preceding the normal or early reimbursement date.

Repayment at par, plus accrued interest, has been possible on March 25, 2024 at the request of the bond holders. Air France-KLM could enforce the cash reimbursement of these bonds by exercising a call option running from April 15, 2022 if the share price exceeds 130% of the nominal, i.e. €23.29, encouraging OCEANE bond holders to convert their bonds into Air France-KLM shares.

Upon issue of these convertible bonds, Air France-KLM recorded a debt of €446 million, corresponding to the present value of future payments of interest and nominal discounted at the rate of a similar bond without a conversion option. The option value, calculated by deducting this debt value from the total nominal amount of the issue (i.e. €500 million), was recorded in equity.

Following the realization of the capital increase of Air France-KLM group on June 16, 2022, to ensure that the rights of the OCEANE bond holders are maintained in accordance with the applicable legal and regulatory provisions and the terms and conditions of the OCEANE bonds, the conversion/exchange ratio has been adjusted as from June 16, 2022 from a parity of 1 Air France-KLM share per OCEANE bond to a parity of 1.783 Air France-KLM share per OCEANE bond.

Following the reverse share split and the simultaneous acknowledgment of the capital reduction on August 31, 2023, to ensure that the rights of the OCEANE bond holders are maintained in accordance with the applicable legal and regulatory provisions and the terms and conditions of the OCEANE bonds, the conversion/ exchange ratio has been adjusted as from August 31, 2023 from a parity of 1 Air France-KLM share per OCEANE bond to a parity of 0.178 Air France-KLM share per OCEANE bond.

This operation had no impact on the value recorded under financial liabilities.

On March 25, 2024 Air France-KLM has repaid at the request of the bondholders, €452 million of the outstanding €500 million of the bonds convertible into new shares and/or exchangeable for existing shares due March 25, 2026.

This amount is equivalent of 25,246,843 of bonds. This early redemption option on March 25, 2024 was part of the terms and conditions of the bonds.

The remaining €48 million of bonds due March 25, 2026 have been repaid in cash on May 10, 2024 under the conditions set out in the Terms and Conditions of the said OCEANE 2026 for cancellation in accordance with the applicable law. The residual redemption amount is equivalent of 2,654,942 of bonds.

There is no outstanding OCEANE bonds as of December 31, 2024.

31.2.2 Sustainability-linked bonds

On January 9, 2023, Air France-KLM has placed its first sustainability-linked bonds, for a nominal amount of €1 billion, linked to the Company's target to reduce its jet fuel greenhouse gas (GHG) emission per revenue tonne kilometer (RTK) by 10% by 2025, compared to a 2019 baseline.

The emission is composed of two tranches:

  • a €500 million with a maturity as of May 31, 2026 and a coupon of 7.250%; and
  • a €500 million with a maturity as of May 31, 2028 and a coupon of 8.125%.

It has been accounted for in non current financial liabilities in the balance sheet as of December 31, 2024.

The following conditions apply in the event of non achievement by the Group of the target of decreasing by 10% its jet fuel greenhouse gas emission by 2025:

  • Tranche 1, a €750 premium per bond to be paid at the maturity date;
  • Tranche 2, a 0.375% step up on the coupon payment dates falling on 31 May 2027 and on 31 May 2028.

31.2.3 Plain vanilla bonds

Bond Issuing date Amount issued
(in millions)
Amount issued
in euros
(in millions)
Amount
outstanding in
euros
(in millions)
Maturity date Coupon
\$ Bond issued in 2016(1) Dec. 9, 2016 \$145 €146 €146 Dec. 15, 2026 4.35%
€ Bond issued in 2020 Jan. 10, 2020 €750 €750 €515 Jan. 16, 2025 1.875%
€ Bond issued in 2021 Jul. 1, 2021 €300 €300 €0 Jul. 1, 2024 3.000%
€ Bond issued in 2021 Jul. 1, 2021 €500 €500 €282 Jul. 1, 2026 3.875%
€ Bond issued in 2024 May 23, 2024 €650 €650 €650 May 23, 2029 4.625%
Total €1.593

(1) Bonds issued to Asian institutional investors via an unlisted private placement.

Issuance of a €650 million bonds and tender offer on two series of existing notes

Issuance of a €650 million bonds

On May 23, 2024 Air France-KLM has made the issuance of new notes for a total principal amount of €650 million with a 5-year maturity and bearing coupon at an annual rate of 4.265% under its Euro Medium Term Notes Program.

The net proceeds has been used to finalize the tender offer launched on May 13, 2024 as described in the paragraph below.

Tender offer on two series of existing notes

On May 24, 2024, Air France-KLM finalized the tender offer on two series of existing notes announced on May 13, 2024:

  • €750 million notes with a 1.875 % coupon due January 16, 2025;
  • €500 million notes with 3.875 % coupon due July 1, 2026.

On these two series of existing notes for a total principal amount of €452.7 million, representing 36.2% of the outstanding existing notes, have been tendered for purchase in the tender offer and €452.7 million have been accepted, of which €234.8 million of 2025 notes and €217.9 million of 2026 notes.

As a result, the principal amount of these outstanding existing notes after completion of the tender offer will be €797.3 million, of which €512.2 million of 2025 notes and €282.1 of 2026 notes.

Repayment of the €300 million bond issued in 2021

On July 1, 2024, Air France-KLM has repaid a €300 million matured bond issued in 2021.

Repayment of the €750 million bond issued in 2020

On January 16, 2025, Air France-KLM has repaid a the outstanding €515 million from a bond issued in 2020.

31.3 Financial support from the French State

Financial support package of €7.0 billion backed from the French State

On May 6, 2020, the Air France-KLM group signed the legal documentation for two announced financings for a total of 7 billion euros including:

■ a loan of €4 billion, provided by nine French and foreign financial institutions, 90% guaranteed by the French State, ("PGE") with an initial 12-month maturity and a one-year or two-year extension option exercisable at its sole discretion, by Air France-KLM.

As of November 7, 2022, the Air France-KLM group early repaid €1 billion of the State guaranteed loan.

On March 15, 2023, Air France-KLM fully repaid the remaining €2.5 billion outstanding. This repayment generated a net positive impact of €10 million in financial income. It comprises an expense of €(96) million in respect of the guarantee contractually due, recognized in the "Interest on financial liabilities" line, and income of €106 million, linked to the application of the amortized cost methodology at the effective interest rate, recognized in the "Other non-cash items" line (see Note 12 "Cost of financial debt and other financial income and expenses").

■ a €3 billion shareholder loan granted by the French State to Air France-KLM, with a four year maturity and two consecutive one year extension options exercisable by Air France-KLM.

The company has undertaken not to pay any dividends until these loans have been fully repaid.

On April 20, 2021, the €3 billion direct loan granted by the French State to Air France via Air France-KLM at the end of May 2020, was converted into super subordinated bonds of the same nominal amount, allowing the Group to improve its equity by €3 billion without impacting cash flow.

Movements in deeply subordinated notes are described in Note 28.3.1 "2021 perpetual super-subordinated bonds".

31.4 Other debt

Other debt breaks down as follows:

As of December 31

(in € millions) 2024 2023
Reservation of ownership clause and mortgage debt 1,265
Other debt 212 213
TOTAL 1,548 1,478

Sales with retention of title clause (ROT) and mortgage debt are debts secured by aircrafts. The mortgage is filed with the national Civil Aviation Authority (the DGAC in France) in order to be publicly available to third parties. A mortgage grants to its beneficiary a right to enforce the security (by order of a judge), the sale of the asset and a priority claim on the sale proceeds in line with the amount of the loan, the balance reverting to the other creditors.

Other debt mainly corresponds to bank borrowings. This also includes €(12) million related to issuance expenses on financial debt.

Besides, to support their investments in new-generation aircraft, Air France and KLM have also entered into financing contracts with specific clauses linked to compliance with environmental criteria, notably the incorporation of SAF and the share of new generation aircraft in the fleet. These financings amount for €581 million as of December 31, 2024.

31.5 Maturity analysis

The financial liabilities maturities break down as follows:

As of December 31

(in € millions) 2024 2023
Maturities in
Y+1 2,065 2,089
Y+2 1,848 1,866
Y+3 823 2,013
Y+4 1,132 755
Y+5 1,481 1,082
Over 5 years 3,188 3,263
TOTAL 10,537 11,068
Including:
Principal
8,946 9,202
Interests
1,591 1,866

As of December 31, 2024, the expected financial costs amount to €373 million for the 2025 financial year, €753 million for the 2026 to 2029 financial years, and €465 million thereafter.

The bonds issued in 2016, 2020, 2021 and 2024 will be reimbursed on their contractual maturity dates (see Note 31.2 "Bonds").

As of December 31, 2024, the KLM perpetual subordinated notes are included in the line "Over 5 years".

31.6 Currency analysis

The breakdown of financial liabilities by currency after the impact of derivative instruments is as follows:

As of December 31
(in € millions) 2024 2023
Euro 7,003 7,513
US Dollar 652 574
Swiss franc 409 416
Yen 882 699
TOTAL 8,946 9,202

31.7 Credit lines

On April 18, 2023 Air France-KLM, Air France and KLM have signed two ESG ("Environmental, Social and Governance") KPI-Linked Revolving Credit Facilities ("RCF") with a pool of international financial institutions, for a total amount of €2.2 billions.

For each facility, a set of ESG linked Key Performance Indicators are embedded in the financing cost. These indicators are in line with Air France-KLM and the two airlines' commitment to sustainable development and a gradual decarbonization of activities. The two RCF's include a financing cost margin adjustment mechanism (upward or downward) conditional to the independent achievement of these dedicated Indicators (reduction of the unit CO₂ emission, increase of the share of SAF, among others).

Air France-KLM and Air France

Air France-KLM and Air France as combined borrowers, signed a €1.2 billion Sustainability-Linked RCF. This facility included an accordion increase option executed during the first quarter of 2024 for an amount of €90 million bringing the amount available to €1.3 billion.

The RCF also had an initial maturity in 2026 and two oneyear extension options. In April 2024, one extension option has been executed, extending the maturity to 2027.

On July 18, 2024, a new amendment has been signed for Air France-KLM and Air France credit facility involving an extension of the maturity to July 2028 associated with a one-year extension option and an increase of the facility from €1.3 to €1.4 billion.

KLM

KLM signed an ESG KPI-Linked Revolving Credit Facility for an amount of €1 billion.

This new facility has an initial 2027 maturity, includes two one-year extension options. A one-year extension option has been executed, extending the maturity to 2028.

On top of this credit line, KLM has three other credit lines amounting to €0.1 billion.

The undrawn portion as of December 31, 2024 amounts to €2.5 billion for the Group.

31.8 Market value of financial liabilities

Market values are estimated for most of the Group's financial liabilities using a variety of methods that are theoretical in nature:

  • based on market prices as of December 31, 2024 and December 31, 2023;
  • by discounting future flows at market interest rates for instruments with similar characteristics.

However the estimated amounts as of December 31, 2024 and December 31, 2023 are not representative of the gains or losses that would be recorded at maturity.

The application of different methods and assumptions could therefore have a significant impact on the estimated market value.

Notes to the consolidated financial statements

The table below indicates the estimated market value and net book value of the financial liabilities:

As of December 31 2024 2023
(in € millions) Net book
value
Estimated
market value
Net book
value
Estimated
market value
Perpetual subordinated loans 521 451 533 444
OCEANE (convertible bonds) 498 492
Sustainability-linked bonds 1,000 1,090 1,000 1,104
Plain vanilla Bonds 1,593 1,602 1,681 1,654
Debt on financial leases with bargain option 4,169 5,106 3,893 4,694
Other loans 1,378 1,371 1,475 1,470
Other financial liabilities 285 285 122 122
TOTAL – FINANCIAL LIABILITIES 8,946 9,905 9,202 9,980

NOTE 32 NET DEBT

As of December 31

(in € millions) Notes 2024 2023
Current and non-current financial liabilities 31 8,946 9,202
Current and non-current lease debt 19 5,696 4,429
Accrued interest 31 & 19 (138) (138)
Deposits related to financial liabilities 22 (97) (107)
Deposits related to lease debt 22 (98) (100)
Derivatives impact on debt (45) (1)
Gross financial liabilities (I) 14,264 13,285
Cash and cash equivalents 26 4,829 6,194
Marketable securities > 3 months 22 1,046 1,097
Bonds 22 1,057 966
Bank overdrafts 26 (13)
Net cash (II) 6,932 8,244
NET DEBT (I-II) 7,332 5,041

As of December 31, 2024, net cash and cash equivalents included €428 million (compared with €419 million as of December 2023) pledged or blocked (see notes 22 Other financial assets and 26 Cash, cash equivalents and bank overdrafts)..

In addition, the Group has undertaken to maintain a level of cash in some operating subsidiaries. As of December 31 2024, this represented a total amount of €725 million (compared with €625 million as of December 2023).

As of December 31

Notes
(in € millions)
2024 2023
restated⁽¹⁾
Opening net debt 5,041 6,337
Operating free cash flow
37.1
(446) (922)
Interest paid and received
37.1
379 481
Compensation paid to the French State
28.3.1
90
Paid coupon on perpetual and on subordinated bonds convertible
28.3 &
into new share and/or exchangeable for existing shares
28.6
231 92
Issuance of new French state perpetual hybrid bonds
28.3.2
(727)
Perpetual repayment to the French State
28.3.1
595
Purchase of SAS shares (equity affiliate)
4.1
88
Other various purchase of shares 5
Perpetual from non-controlling interests (Apollo)
28.6
(1,991)
Capital increase from non-controlling interests (Apollo)
28.6
(9)
Capital increase reserved for employees
28.1
(35)
Proceeds on disposal of subsidiaries, of shares in non-controlled entities
4.1
(32)
New lease debts (new and renewed contracts)
19
1,925 1,265
Unrealized exchange gains and losses on lease financial debts through OCI 156 (124)
Impact of derivatives on net debt (45) 23
Impact of Effective Interest Rate methodology on French State loans (106)
Currency translation adjustment in the income statement 10 (34)
Amortization of OCEANE optional part 11
Other non-monetary variations of the net debt 20 94
CLOSING NET DEBT 7,332 5,041

(1) See Note 3 of the financial statements.

NOTE 33 LOYALTY PROGRAM

ACCOUNTING PRINCIPLES

The airlines of the Group have a common frequent flyer program "Flying Blue". This program enables members to acquire Miles as they fly with Air France, KLM and airline partners and from transactions with non-airline partners (credit card companies, hotels, car rental agencies). These Miles entitle members to a range of benefits such as free flights with Air France, KLM and their airline partners or other free services with non-airline partners.

Miles are considered as separate elements of a sale of a ticket with multiple elements and one part of the price of the initial sale of the ticket is allocated to these Miles and deferred until the Group's commitments relating to these Miles have been met.

The deferred amount due in relation to the acquisition of Miles by members is estimated:

  • according to the fair value of the Miles, defined as the amount for which the benefits could be sold separately;
  • after taking into account the redemption rate, corresponding to the probability that the Miles will be used by members, using a statistical method.

With regard to the re-invoicing of Miles between the partners in the program, the margins realized on sales of these Miles are recorded immediately in the income statement.

Within Air-France-KLM, there are two loyalty programs: Flying Blue and BlueBiz. For those two programs, the amount recognized in liabilities is as follows:

(in € millions) 2024 2023
Flying Blue 831 802
BlueBiz 75 97
TOTAL 906 899

As of December 31, 2024 the deferred revenues relating to Flying Blue miles loyalty program expected to be used amount to €831 million, after taking into account a redemption rate.

The breakdown of the Flying Blue program is the following:

Flying Blue – Deferred revenues

(in € millions) 2024 2023
As of January 1 802 792
Accumulation 486 419
Redemption (457) (409)
As of December 31 831 802

NOTE 34 OTHER LIABILITIES

As of December 31 2024 2023
(in € millions) Current Non-current Current Non-current
Tax liabilities 469 413 412 637
Airlines taxes 879 908
Employee-related liabilities 1,409 328 1,991 597
Liabilities on fixed assets 47 9 56 7
Deferred income 982 29 919 32
Prepayments received 576 464
Other 306 125 252 103
TOTAL 4,668 904 5,002 1,376

Non-current deferred income mainly relates to long-term contracts in the maintenance business (see note 39.3 Order book).

NOTE 35 FINANCIAL RISK MANAGEMENT

ACCOUNTING PRINCIPLES

Derivative financial instruments

The Group uses various derivative financial instruments to hedge its exposure to the risks incurred on shares, exchange rates, changes of interest rates or fuel prices and ETS (Emission Trading Scheme).

Forward currency contracts and options are used to hedge exposure to exchange rates.

The Group also uses interest rate swaps to manage its exposure to interest rate risk. Most of the swaps traded convert floating-rate debt to fixed-rate debt.

The exposure to fuel risk is hedged by swaps or options on jet fuel, diesel or Brent.

Finally, the risk related to the ETS is hedged by forwards.

Most of these derivatives are classified as hedging instruments if the derivative is eligible as a hedging instrument and if the hedging relationships are documented as required by IFRS 9 "Financial Instruments".

These derivative instruments are recorded on the Group's consolidated balance sheet at their fair value adjusted for the market value of the Group's credit risk (DVA) and the credit risk of the counterparty (CVA). The method of accounting for changes in fair value depends on the classification of the derivative instruments.

There are three classifications:

derivatives classified as fair value hedge

Changes in the fair value of the derivative are recorded through the income statement and offset within the limit of its effective portion against the changes in the fair value of the underlying item (asset, liability or firm commitment), which are also recognized through the income statement;

derivatives classified as cash flow hedge

Changes in fair value of the derivative are recorded in other comprehensive income for the effective portion and are reclassified as income when the hedged element affects earnings. The ineffective portion is recorded as financial income or losses until the termination of the derivative. When the termination occurs, the residual ineffective portion is recycled on the hedged item;

derivatives classified as trading

Changes in the fair value of the derivative are recorded as financial income or losses.

For options, only the intrinsic risk can be hedged. The time value is excluded as it is considered as a cost of hedging. The change in fair value of the option time value is recognized in other comprehensive income in so far as it relates to the hedged item. When the latter occurs (if the hedged item is transaction related), the change in fair value is then recycled and impacts the hedged item or is amortized over the hedging period (if the hedged item is time-related).

The difference in time value between non-aligned structured options and the related "vanilla" ("aligned") options is recognized in the profit and loss account.

Regarding forward contracts, only the spot component is considered as a hedging instrument, since the forward element is considered as a hedging cost and accounted for similarly to the option time value.

The currency swap basis spread is also excluded from the hedging instrument and considered to be a hedging cost.

Non-current derivative financial assets

The Group considers that the change in credit risk on the non-current derivative financial assets since their initial recognition is limited due to the current selection criteria (e.g. type of instrument, counterparty rating, maturity). The impairment recorded by the Group consists of the expect credit loss over the 12 months following the closing date.

Purchases and sales of financial assets are booked as of the transaction date.

The aim of the Air France-KLM group's risk management strategy is to reduce its exposure to such risks. Market risk coordination and management is the responsibility of the Risk Management Committee (RMC) which is composed of the Chief Financial Officer of Air France-KLM, and the Deputy Chief Financial Officer, head of Financial Operations of Air France-KLM, and the Chief Financial Officers of Air France and of KLM.

Notes to the consolidated financial statements

The RMC decides on the derivative instruments to be implemented, the targets for hedging ratios and the periods and instrument types.

To implement the most appropriate strategy to each circumstance, any type of instrument may be used provided it qualifies as hedging within IFRS. As a general rule, no trading or speculation is allowed. Any exception to this rule must be approved by the Risk Management Committee.

As of December 31, 2024, the fair value of the Group's derivative financial assets and liabilities and their expected maturities are as follows:

(in € millions) Notes Total Y+1 Y+2 Y+3 Y+4 Y+5 > Y+5
35.1 Asset 27 22 5
Fuel – derivative instruments Liability (115) (110) (5)
Interest rate – derivative 35.2 Asset 78 27 6 2 2 41
instruments Liability (21) (3) (18)
Currency exchange – debt 35.3 Asset 36 19 11 5 1
derivative instruments Liability
Currency exchange –
operating derivative
35.3 Asset 93 62 31
instruments Liability (22) (17) (5)
35.3 Asset 137 100 16 12 4 3 2
Currency exchange – Capex Liability (9) (8) (1)
Carbon credit – derivative 35.4 Asset 19 19
instruments Liability (2) (2)
Other – derivative
instruments
Asset 53 53
Liability
ASSET 443 249 69 72 5 5 43
TOTAL LIABILITY (169) (137) (11) (3) (18)

See Note 36 "Valuation methods for financial assets and liabilities at their fair value" for the fair value valuation method.

As of December 31, 2023, the fair value of the Group's derivative financial assets and liabilities and their expected maturities were as follows:

(in € millions) Notes Total Y+1 Y+2 Y+3 Y+4 Y+5 > Y+5
35.1 Asset 26 26
Fuel – derivative instruments Liability (91) (89) (2)
Interest rate – derivative 35.2 Asset 96 11 15 9 2 59
instruments Liability (14) (3) (11)
Currency exchange – 35.3 Asset 10 7 3
derivative instruments Liability (14) (2) (2) (9) (1)
Currency exchange – 35.3 Asset 20 19 1
operating derivative
instruments
Liability (44) (28) (16)
Currency exchange – Capex 35.3 Asset 58 57 1
Liability (26) (14) (11) (1)
Carbon credit – derivative
instruments
35.4 Asset 3 3
Liability (6) (6)
Other – derivative
instruments
Asset 57 16 16 16 9
Liability
ASSET 270 123 20 25 18 16 68
TOTAL LIABILITY (195) (139) (31) (10) (4) (11)

See Note 36 "Valuation methods for financial assets and liabilities at their fair value" for the fair value valuation method.

35.1 Risk linked to fuel prices

The fuel bill is one of the largest cost items for airlines, making oil price volatility a risk for the air transport industry. A sharp increase in the oil price can have a very material negative impact on the profitability of airlines, particularly if the economic environment does not enable them to adjust their pricing strategies. Similarly, a sharp decline in fuel prices is favorable for airline profitability. However, the way in which airlines pass on a sharp fall in the fuel price in their fares is a factor of significant uncertainty.

In addition to fare adjustments and permanent efforts to reduce fuel consumption, the Group has implemented a policy of systematically hedging the fuel price risk.

The hedging strategy:

  • sets the time span of the hedges;
  • sets the target hedging ratios to be reached for the coming quarters;
  • the hedging uses simple futures or option-based instruments, eligible for hedging pursuant to the accounting standards in force.

In respect of the application of IFRS 9, hedging by component is applied. Since the Group's fuel procurement is strongly correlated to the Jet Kerosene Cargoes CIF NWE Index, components specific to this fuel risk are used (Brent ICE, Gasoil ICE, Jet CIF NWE) to align the fuel hedging accounting and the Group's risk management policy more effectively.

In a context of high volatility and tension in the commodity market due to the geopolitical events since 2022, the Air France-KLM group has incorporated new hedging instruments on crack spreads in order to better cover the risk associated with the decoupling between indices reflecting the price of crude oil (Brent ice) and indices reflecting the price of refined products (Gasoil ICE and Jet CIF NEW).

The fuel hedging policy, prevailing since February 2021, has been updated and became effective during the first quarter of 2024. From a rolling 12-month period, it has been extended to cover 18 months. The hedging portfolio will represent 68% of annual consumption.

The Group's commitments on Brent, Gas Oil and Jet CIF are presented below, at their nominal value:

As of December 31, 2024 Maturity Maturities between 1 and 5 years
(in € millions) Nominal below
1 year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
CASH FLOW HEDGING OPERATING FLOWS
Forward purchases 54 54 1
Options 2,835 2,507 328 (71)
Others 278 241 37
Sub-total 3,167 2,802 365 (70)
Receivables/payables on fuel hedges (18)
TOTAL 3,167 2,802 365 (88)
Price after hedge USD/Metric Tons (*) 797

(*) The price after hedge of the total fuel expenses is equal to the market price, to which unitary into-plane costs and hedge results have been added. The hedge results reflect the payout of the hedging strategy based on the forward curve as of December 31, 202.

As of December 31, 2023 Maturity Maturities between 1 and 5 years
(in € millions) Nominal below
1 year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
CASH FLOW HEDGING OPERATING FLOWS
Swap 261 251 10 (4)
Options 2,320 2,274 46 (59)
Sub-total 2,581 2,525 56 (63)
Receivables/payables on fuel hedges (2)
TOTAL 2,581 2,525 56 (65)
Price after hedge USD/Metric Tons 858

Fuel hedge sensitivity

At closing date a +/-10 USD variation in the price of a barrel of Brent generates a variation of fair value of derivatives which has the following impact on income before tax and on "gains/(losses) taken to equity":

2024 2023
As of December 31
(in € millions)
Increase of
USD 10 per
barrel of
Brent
Decrease of
USD 10 per
barrel of
Brent
Increase of
USD 10 per
barrel of
Brent
Decrease of
USD 10 per
barrel of
Brent
Gains/(losses) taken to equity 387 (418) 220 (228)

35.2 Interest rate risk

A portion of the financial liabilities (including lease debt) is contracted at floating rates. However, to limit its volatility, Air France-KLM has used option and swap strategies involving the use of derivatives to convert a significant proportion of its floating-rate debt into fixed rates.

To manage the interest rate risk on its short and long-term borrowings, the Group uses instruments with the following nominal values:

As of December 31, 2024 Balance sheet
item of
Maturities between 1 and 5 years
(In € millions) Nominal underlying
items
Maturity
below 1
year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
Operations qualified
as cash flow hedging
2,539 561 230 109 31 70 1,538 53
Rate swaps 2,112 Financial
liabilities
561 130 59 31 70 1,261 59
Options 427 Financial
liabilities
100 50 277 (6)
Operations qualified
as fair value hedging
34 22 12 4
Rate swaps 34 N/A 22 12 4
TOTAL 2,573 583 242 109 31 70 1,538 57
As of December 31, 2023 Balance sheet
item of
Maturities between 1 and 5 years
(In € millions) Nominal underlying
items
Maturity
below 1
year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
Operations qualified
as cash flow hedging
2,863 581 483 280 162 11 1,346 81
Rate swaps 2,437 Financial
liabilities
581 483 180 112 11 1,070 83
Options 426 Financial
liabilities
100 50 276 (2)
Operations qualified as fair
value through profit and loss
45 12 21 12 1
Rate swaps 45 N/A 12 21 12 1
TOTAL 2,908 593 504 292 162 11 1,346 82

Due to hedging, interest rate exposure based on net debt items is shown below. This table breaks down net book value before and after hedging, according to fixed rate, floating rate and without rate:

As of December 31 2024 2023
(in € million) Before hedge After hedge Before hedge After hedge
Financial liabilities at fixed rate 10,744 12,136 9,862 11,518
Financial liabilities at variable rate 3,780 2,388 3,665 2,009
Financial liabilities without rate (260) (260) (242) (242)
Total Financial liabilities 14,264 14,264 13,285 13,285
Net liquidity at fixed rate 2,046 2,046 2,560 2,560
Net liquidity at variable rate 3,715 3,715 4,430 4,430
Net liquidity without rate 1,171 1,171 1,254 1,254
Total Net liquidity 6,932 6,932 8,244 8,244
Net debt at fixed rate 8,698 10,090 7,302 8,958
Net debt at floating rate 65 (1,327) (765) (2,421)
Net debt without rate (1,431) (1,431) (1,496) (1,496)
TOTAL NET DEBT 7,332 7,332 5,041 5,041

Net debt items are detailed in Note 32 "Net debt".

As of December 31, 2024, without-rate financial assets mainly include cash as in December 31, 2023.

Interest rate sensitivity

The Group is exposed to the risk of interest rate variations. A 100 basis point variation (increase or decrease) in interest rates would have an impact of €17 million on the financial income for the year ended December 31, 2024 versus €20 million for the year ended December 31, 2023.

35.3 Exchange rate risk

Most of the Air France-KLM group's revenues are generated in euros. However, because of its international activities, the Group incurs a foreign exchange risk. The principal exposure relates to the US dollar. Since the expenditure on items such as fuel and components exceeds the amount of revenues in dollars, the Group is a net buyer of US dollars. As a result, any significant appreciation in the dollar against the euro could result in a negative impact on the Group's financial results.

On the other hand, Air France-KLM group is a net seller of other currencies, the level of revenues in these currencies exceeding its expenditure. This exposure is far less significant than on the US dollar. As a result, any significant decline in these currencies against the euro would have a negative effect on the Group's financial results.

The management of the Group's exchange rate risk is carried out based on the forecasted net exposure for each currency. Currencies which are highly correlated to the US dollar are aggregated with the US dollar exposure.

For each currency hedged, the time span of the hedging is a rolling 12 to 24-month period, the first four quarters having more hedging than the following four.

Aircrafts are mostly paid for in US dollars, meaning that the Group is exposed to an appreciation in the dollar relative to the euro in terms of its investments in flight equipment. The hedging strategy provides the gradual implementation of hedging between the aircrafts order date and their delivery.

The exchange rate risk on the Group's financial debt is limited. As of December 31, 2024, 78% of the Group's financial debt, after taking into account derivative instruments, was euro-denominated, thereby significantly reducing the risk of currency fluctuation on the debt. The exchange rate risk on debt denominated in other currencies mostly concerns the Yen for 10%, the US dollar for7% and the Swiss franc for5% (see note 31.6).

Since the application of IFRS 16 by the Group as of January 1, 2018, the aircraft operating leases, which are mostly denominated in US dollars, have been recognized in the Group's debt. This debt is recognized as hedge of future operating revenues in USD. For airlines not generating US dollar revenues, US dollar-denominated assets and currency hedges are in place to mitigate this exchange rate risk.

The nominal amounts of forwards and options linked to exchange rates are detailed below given the nature of the hedging operations:

As of December 31, 2024 Hedged item
Maturities between 1 and 5 years
Maturity
(in € millions) Nominal Balance sheet
Item
below 1
year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
Cash flow hedging
of operating flows
3,013 1,963 1,050 71
Exchange rate options 1,656 N/A 1,043 613 31
Forward purchases 1,010 N/A 632 378 53
Forward sales 347 N/A 288 59 (13)
Fair value hedging
of flight equipment
acquisition
3,343 2,353 334 240 137 108 171 128
Forward purchases 2,904 Other
commitments
1,945 303 240 137 108 171 137
Forward sales 439 Other
commitments
408 31 (9)
Cash flow hedges on debt 177 31 146 2
Forward purchases 31 Financial liabilities 31
Cross Currency Swap 146 Financial liabilities 146 2
Fair value hedges on debt 453 139 133 103 78 22
Forward purchases 453 Lease debt 139 133 103 78 22
Operations on debt
qualified in fair value
through P&L
189 118 56 15 12
Forward purchases 189 Lease debt 118 56 15 12
TOTAL 7,175 4,604 1,573 504 215 108 171 235
As of December 31, 2023 Hedged item Maturity Maturities between 1 and 5 years
(in € millions) Nominal Balance sheet
Item
below 1
year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
Cash flow hedging
of operating flows
3,085 2,006 1,079 (24)
Exchange rate options 1,196 N/A 826 370 1
Forward purchases 1,460 N/A 914 546 (22)
Forward sales 429 N/A 266 163 (3)
Fair value hedging
of flight equipment
acquisition
3,284 2,338 894 39 13 33
Forward purchases 2,629 Other
commitments
1,683 894 39 13 27
Forward sales 655 Other
commitments
655 6
Cash flow hedges
on debts
165 34 131 (6)
Forward purchases 34 Financial liabilities 34 (1)
Cross Currency Swap 131 Financial liabilities 131 (5)
Fair value hedges on debt 451 110 124 121 96 2
Forward purchases 451 Lease debt 110 124 121 96 2
Operations on debt
qualified in fair value
through P&L
118 82 36
Forward purchases 118 Lease debt 82 36
TOTAL 7,103 4,570 2,133 160 240 5

Currency hedge sensitivity

The value in euros of the monetary assets and liabilities is presented below:

As of December 31 Monetary assets Monetary liabilities
(in € millions) 2024 2023 2024 2023
US dollar 1,165 1,161 5,613 4,995
Pound sterling 47 86 16 20
Yen 27 19 866 723
Swiss francs 12 11 414 425
Others 15 21 21 10

The amounts of monetary assets and liabilities disclosed above do not include the effect of the revaluation of assets and liabilities documented in fair value hedge.

The impact on "income before tax" and on "gains/(losses) taken to equity" of a 10% appreciation in foreign currencies relative to the euro is presented below:

As of December 31 US dollar Pound sterling Yen
(in € millions) 2024 2023 2024 2023 2024 2023
Income before tax (178) (148) 10 (28) (83) (68)
Gains/(losses) taken to equity 676 559 (79) (42) (12) (8)

The impact of the change in fair value of currency derivatives on "income before tax" and on "gains/(losses) taken to equity" of a 10% depreciation in foreign currencies relative to the euro is presented below:

As of December 31 US dollar
Pound sterling
Yen
(in € millions) 2024 2023 2024 2023 2024 2023
Income before tax 174 85 3 (6) 81 74
Gains/(losses) taken to equity (595) (441) 40 50 11 14

35.4 Carbon credit risk

As an air transport operator, the Air France-KLM group emits carbon dioxide. As such, it fully complies with regulatory measures to reduce carbon emissions (see Note 25). These include the EU Emissions Trading Scheme (EU ETS), which has been in force at European level since 2012 for aviation. The European institutions have confirmed the intra-European scope of the EU-ETS, thus reinforcing CORSIA's future role in defining clearing solutions for international flights.

They have also programmed the gradual end of allowances allocated free of charge to air operators. From 2026 onwards, this new measure will require the Air France-KLM group to purchase emission rights (credits) for all its flights to and from the European Union (intra-European flights).

To minimize the consequences of the necessary strengthening of the European carbon market and the gradual increase in the price of credits, Air France-KLM is responding through a proactive financial policy based on the purchase of forward credits.

As of December 31, 2024, the Group has hedged its future purchases of CO₂ quotas as follows:

As of December 31, 2024 Maturity Maturities between 1 and 5 years
(In € millions) Nominal below 1
year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
Operating flows as cash flow hedging 240 235 5 17
Forwards 240 235 5 17
TOTAL 240 235 5 17

As of December 31, 2023

As of December 31, 2023 Maturity Maturities between 1 and 5 years
(In € millions) Nominal below 1
year
1-2
years
2-3
years
3-4
years
4-5
years
+5
years
Fair
value
Operating flows as cash flow hedging 12 12 (3)
Forwards 12 12 (3)
TOTAL 12 12 (3)

35.5 Counterpart risk

The transactions involving potential counterparty risk are as follows:

  • financial investments measured at fair market value;
  • derivative instruments measured at fair value;
  • trade receivables: risk limited due to the large number and geographical diversity of the customers.

Counterparty risk linked to financial investments and derivative instruments is managed by the Risk Management Committee which establishes limits by counterparty based on the quality of their financial position.

In order to assess financial position of its counterparties, the Group relies on their financial data, as well as on any public information providing analysis on those. Regarding mutual funds (OPCVM) the risk is considered as negligible thanks to large diversification and regulatory provisions applicable to these supports. The RMC also monitors the trend in the respective proportion each counterparty represents of the overall hedging portfolio (fuel, currency and interest rate) and investments. The positions of both Air France and KLM, together with those of the Air France-KLM parent company, are taken into account in the assessment of the overall exposure. Any exceeding of a limit immediately results in the implementation of corrective measures.

NOTE 36 VALUATION METHODS FOR FINANCIAL ASSETS AND LIABILITIES AT THEIR FAIR VALUE

ACCOUNTING PRINCIPLES

Fair value hierarchy of the financial assets and liabilities

The table presenting a breakdown of financial assets and liabilities categorized by value meets the amended requirements of IFRS 7 "Financial Instruments: Disclosures". The fair values are classified using a scale which reflects the nature of the market data used to make the valuations.

This scale has three levels of fair value:

  • Level 1: Fair value calculated from the exchange rate/price quoted on an active market for identical instruments;
  • Level 2: Fair value calculated from valuation methods based on observable data such as the prices of similar assets and liabilities or scopes quoted on an active market;
  • Level 3: Fair value calculated from valuation methods which rely completely or partly on non observable data such as market prices from an inactive market or valuation based on multiples for non listed stocks.

The Group's financial assets and liabilities are broken down into the three classification levels as follows:

Level 1 – quoted
prices and cash
Level 2 – internal
modeling using
observable
factors
Level 3 – internal
modeling using
non-observable
factors
Total
As of December 31
(In € millions) Notes 2024 2023 2024 2023 2024 2023 2024 2023
Equity instruments 22 42 33 14 19 56 52
Debt instruments 22 1,062 1,002 1,007 1,061 34 2,103 2,063
Derivative instruments assets 35 443 270 443 270
Cash equivalents 26 2,985 4,337 2,985 4,337
Cash in hand 26 1,844 1,857 1,844 1,857
TOTAL ASSETS 2,948 2,892 4,449 5,687 34 7,431 8,579
Derivative instruments liabilities 35 (169) (195) (169) (195)
Bank overdrafts 26 (13) (13)
TOTAL LIABILITIES (13) (169) (195) (169) (208)

NOTE 37 CONSOLIDATED STATEMENT OF CASH FLOW AND OPERATING FREE CASH FLOW

37.1 Operating free cash flow

Period from January 1 to December 31

2023
(in € millions) Notes 2024 restated(1)
Net cash flow from operating activities 3,496 3,606
Purchase of property plant and equipment and intangible assets 18 (3,728) (3,551)
Proceeds on disposal of property plant and equipment and intangible assets 678 867
Operating free cash flow 32 446 922
Exceptional payments made/(received) (2) 1,095 346
Interest (paid) and received 32 (379) (481)
Payments on lease debts 19 (891) (833)
Recurring adjusted operating free cash flow 271 (46)

(1) See Note 3 of the financial statements.

(2) Exceptional payments made/(received), restated from operating free cash flow for the calculation of recurring adjusted operating free cash flow, correspond to the repayment of deferred social charges, pensions contributions and wage taxes granted during the Covid period, see Note 37.3 "Breakdown of the change in working capital resource".

37.2 Other non-monetary items and impairment

Other non-monetary items and impairment can be analyzed as follows:

As of December 31

2023
(in € millions) Notes 2024 restated(1)
Variation of provisions relating to restructuring plan (6) (109)
Variation of provisions relating to pension 93 55
Variation of other provisions (98) 77
Changes to the pension plans 29.3 (11) (2)
Share-based payment 3 33
Other 5 7
TOTAL OTHER NON MONETARY ITEMS (14) 61
Impairment on fleet 1
TOTAL – IMPAIRMENT 1

(1) See Note 3 of the financial statements.

37.3 Breakdown of the change in working capital resource

As of December 31

2023
(in € millions) Notes 2024 restated(1)
Monetary (increase) / decrease in inventories 23 (111) (135)
Monetary (increase) / decrease in trade receivables 24 163 (330)
Monetary increase / (decrease) in trade payables 148 (23)
Monetary increase / (decrease) in advanced ticket sales 250 130
Monetary increase / (decrease) in miles for loyalty program 33 7 (2)
Monetary change in other assets 25 (202) (214)
Monetary change in other liabilities 34 (734) 127
CHANGE IN WORKING CAPITAL RESOURCE (479) (447)

(1) See Note 3 of the financial statements.

The line "Monetary change in other liabilities" is impacted by the reimbursement of deferred social charges during Covid (€1,095 million in 2024 and €346 million in 2023).

Differences between balance sheet items and monetary changes specified in the chart are mainly due to foreign exchange impact.

NOTE 38 FLIGHT EQUIPMENT ORDERS

Due dates of firm orders commitments for the purchase of aircraft equipment are as follows:

As of December 31

(in € millions) 2024 2023
Y+1 2,505 1,496
Y+2 2,398 2,853
Y+3 3,682 2,706
Y+4 3,087 3,743
Y+5 2,064 2,612
> Year Y+5 661 1,825
TOTAL 14,397 15,235

These commitments mainly relate to amounts in US dollars, converted into euros at the closing date exchange rate. All these amounts are hedged.

The number of aircraft under firm order as of December 31, 2024 decreased by 19 units compared with December 31, 2023, due to 19 aircraft deliveries and stood at 191 aircrafts.

Delivery calendar as of December 31, 2024

To be delivered in
Aircraft type Y+1 Y+2 Y+3 Y+4 Y+5 Beyond
Y+5
Total
LONG-HAUL FLEET – PASSENGER
A350 6 8 13 12 14 3 56
B787 4 4
LONG-HAUL FLEET – CARGO
A350F 4 3 1 8
MEDIUM-HAUL FLEET
A220 13 8 6 27
A320 Neo / A321 Neo 9 17 33 32 5 96
TOTAL 32 33 56 47 20 3 191

NOTE 39 OTHER COMMITMENTS

39.1 Commitments made

As of December 31

(in € millions) 2024 2022
Commitments to purchase / subscription of shares 11
Commitments to leased aircraft, not yet in operation 1,253 1,421
Put option on Servair shares 97 97
Warranties, sureties and guarantees 393 389
Secured financial liabilities 5,547 5,215
Other purchase commitments 180 248

Commitments given subject to variable conditions and not valued

In the context of the acquisition of SAS AB (see Note 4.1 "Significant events occurring during the period"), specific provisions have been agreed upon between the members of the Consortium, whereby Air France-KLM's stake could be increased such that Air France-KLM may become a controlling shareholder, after a minimum of two years, subject to among other things, certain regulatory conditions and financial performance.

As part of its decarbonization strategy, the Air France-KLM group has entered into SAF supply contracts with the following partners:

  • Neste: the contract covers 0.4 million tons of SAF over the period 2025 to 2030;
  • DG Fuels: the contract covers 0.6 million tons of SAF over the period 2027 to 2036;
  • SkyNRG: the contract covers 0.75 million tons of SAF over the period 2027 to 2037;
  • TotalEnergies: the contract provides for up to 1.5 million tonnes over the period 2025 to 2035.

The restrictions and pledges as of December 31, 2024 are as follows:

(in € millions) Amount pledged NBV of balance
sheet entry
concerned
Corresponding %
Intangible assets 1,150
Tangible assets 5,602 13,880 40.4%
Other financial assets 625 2,559 24.4%
TOTAL 6,227 17,589 35.4%

39.2 Commitments received

As of December 31

(in € millions) 2024 2022
Warranties, sureties and guarantees 12 97
Call option of Servair shares 97 97

In 2023, warranties, sureties and guarantees mainly corresponded to the credit line granted by Export Development Canada for the financing of A220 aircrafts, ended in 2024.

39.3 Order book

Long term contracts of the maintenance business

On December 31, 2024, the future revenues from long-term contracts in the maintenance business amount to €7,526 million. The Group expects around 59 % of the order book to be recognized as revenue over the next four years.

The table below presents the reconciliation between the order book according to accounting principles and the order book as described in Chapter 1 of the Universal Registration Document:

As of December 31

(in € millions) 2024
Maintenance order book according to accounting definition 7,526
Contracts with no client' obligations 1,011
Cash received not recognized in revenues⁽¹⁾ (202)
PUBLISHED ORDER BOOK IN THE URD⁽²⁾ 8,335

(1) Included in the deferred income (Note 34 "Other liabilities").

(2) Representing \$8,701 million (see section 1.3.3 "Maintenance business").

Passenger and freight transportation

As indicated in Note 6 "Information by activity and geographical area", the Group applies the exemption provided by IFRS 15 considering the tickets and freight transport vouchers' validity period up to one year.

Loyalty program

Information on the loyalty program is presented in Note 33 "Loyalty program".

NOTE 40 RELATED PARTIES

40.1 Transactions with the principal executives

The total compensation recorded as costs for the members of the Group Executive Committee in respect of their functions within the Group breaks down as follows:

Period from January 1 to December 31

(in € millions) 2024 2023
Short-term employee benefits 9.8 10.3
Post-employment benefits 2.0 0.4
Share-based payment 2.8 1.8
TOTAL 14.6 12.5

The compensation of the non-executive Chair of the Board amounts to €0.2 million.

Directors' fees booked in expenses amount to €0.8 million as of December 31, 2024, versus €0,8 million as of December 31, 2023.

40.2 Transactions with the other related parties

The total amounts of transactions with related parties are as follows:

As of December 31

(in € millions) 2024 2023
ASSETS
Trade receivables 206 309
Other current assets 10 17
Other non-current assets 2 3
TOTAL 218 329
LIABILITIES AND EQUITY
Perpetual 1,033 1,033
Trade payables 179 185
Other current liabilities 232 276
Other non-current liabilities (1) 6
TOTAL 1,443 1,500

As of December 31

(in € millions) 2024 2023
Sales 323 322
Landing fees and air route charges (449) (408)
Other external expenses (10) (22)
Passenger service (310) (343)
Other (225) (235)
TOTAL (671) (686)

As a part of its normal business, the Group enters into transactions with related parties including transactions with State-owned and governmental entities such as the French Defense Ministry, the Paris Airport Authority ("Aéroports de Paris", or "ADP"), Amsterdam Airport Schiphol, the Dutch and French States and the French civil aviation regulator ("DGAC"). Air France-KLM considers that such transactions are concluded on terms equivalent to those on transactions with third parties.

The most significant transactions are described below:

  • Aéroports de Paris (ADP)
    • land and property rental agreements,
    • airport and passenger-related fee arrangements.

In addition, ADP collects airport landing fees on behalf of the French State.

Total expenses incurred by the Group in connection with the afore-mentioned arrangements amounted to a respective €358 million and €335 million for the periods ended December 31, 2024 and December 31, 2023;

  • Amsterdam Airport Schiphol (AAS)
    • land and property rental agreements,
    • airport and passenger-related fee arrangements.

In addition, AAS collects airport fees on behalf of the Dutch State.

Total expenses incurred by the Group in connection with the afore-mentioned arrangements amounted to € 203 million for the period ended December 31, 2024 versus €176 million as of December 31, 2023;

■ French Defense Ministry

Air France-KLM has entered into contracts with the French Defense Ministry concerning the maintenance of aircraft of the French Air Force. The net revenue derived from this activity amounts to €72 million for the year ended December 31, 2024 versus €82 million as of December 31, 2023;

■ Direction Générale de l'Aviation Civile (DGAC)

This civil aviation regulator is under the authority of the French Ministry of Transport, which manages security and safety in the French air space and at airports. As a result, the DGAC charges fees to Air France-KLM for the use of installations and services which amounts to €87 million as of December 31, 2024 versus €81 million for the year ended December 31, 2023;

■ CMA-CGM

As part of the Air France-KLM capital increase carried out on June 16, 2022, CMA-CGM became a new shareholder of the Group. The commercial partnership between CMA-CGM and the Group relating to the Cargo business has started in 2023. As of December 31, 2023, transactions with this CMA-CGM amount to €(20) million. Air France-KLM and CMA CGM have decided to terminate the agreements signed in May 2022 with effect from March 31, 2024. CMA CGM stepped down from the Air France-KLM Board of Directors on March 31, 2024;

■ China Eastern Airlines

The net revenue derived by the Group in connection with the afore-mentioned arrangement amounted to €12 million for the periods ended December 31, 2024 compared to €8 million as of December 31, 2023;

■ Delta Air Lines

The net revenue derived by the Group in connection with the afore-mentioned arrangement amounted to a respective €191 million and €179 million for the periods ended December 31, 2024 and December 31, 2023;

■ French States

As of December 31, 2024 the line "Perpetual" corresponds to the perpetual granted by the French State (see Note 28.3.2 "2023 perpetual super-subordinated bonds");

■ Westjet

The revenue with Westjet is not significant for the period ended December 31, 2024.

NOTE 41 STATUTORY AUDITORS' FEES

KPMG 2024 2023
As of December 31 Statutory auditor Network Statutory auditor Network
(in € millions) Amount % Amount % Amount % Amount %
Statutory audit, certification, review
of stand-alone and consolidated
accounts
2.1 78% 1.6 89% 2.1 81% 1.7 89%
Air France-KLM S.A.
0.6 0.6
Consolidated subsidiaries
1.5 1.6 1.5 1.7
Sustainability Statment audit fees 0.4 15% — % — % — %
Air France-KLM S.A.
0.4
Other ancillary services
and audit services⁽¹⁾
0.2 7% 0.2 11 % 0.5 19 % 0.2 11 %
Air France-KLM S.A.
0.1 0.2
Consolidated subsidiaries
0.1 0.2 0.3 0.2
TOTAL – AIR FRANCE-KLM 2.7 1.8 2.6 1.9
PwC 2024 2023
As of December 31 Statutory auditor Network Statutory auditor Network
(in € millions) Amount % Amount % Amount % Amount %
Statutory audit, certification, review
of stand-alone and consolidated
accounts
1.8 75% 1.4 100% 1.8 95% 1.5 100%
Air France-KLM S.A.
0.6 0.6
Consolidated subsidiaries
1.2 1.4 1.2 1.5
Sustainability Statment audit fees 0.4 17% — % — % — %
Air France-KLM S.A.
0.4
Other ancillary services
and audit services⁽¹⁾
0.2 8% — % 0.1 5 % — %
Air France-KLM S.A.
0.2 0.1
Consolidated subsidiaries
TOTAL – AIR FRANCE-KLM 2.4 1.4 1.9 1.5

(1) Other ancillary services and audit services mainly relate to issuance of attestations and in 2023, also report on extra financial performance statement.

NOTE 42 CONSOLIDATION SCOPE

As of December 31, 2024, the scope includes 87 fully consolidated entities, 21 equity affiliates and 1 joint operation.

Based on the Air France-KLM ownership in terms of both voting rights and equity interest, and on the functioning mode of the Group's Executive Committee,

42.1 Consolidated entities

Air France-KLM has the power to manage the KLM Group's financial and operational strategies and controls KLM. As a result, KLM is fully consolidated in Air France-KLM's consolidated financial statements.

The interest percentage in KLM is calculated based on the ordinary shares.

Entity Country Segment % interest % control
AIR FRANCE SA France Multisegment 100 100
KONINKLIJKE LUCHTVAART MAATSCHAPPIJ N.V. Netherlands Multisegment 100 49
AIR FRANCE BRAND HOUSE France Network 100 100
AIRTRADE HOLDINGS B.V. Netherlands Network 100 49
AIRTRADE HOLLAND B.V. Netherlands Network 100 49
BLUE CONNECT Mauritius Network 70 70
BLUE CROWN B.V. Netherlands Network 100 49
BLUELINK France Network 100 100
BLUELINK INTERNATIONAL France Network 100 100
BLUELINK INTERNATIONAL AUSTRALIA Australia Network 100 100
BLUELINK INTERNATIONAL CHILE Chile Network 100 100
BLUELINK INTERNATIONAL CZ S.R.O. Czech Rep. Network 100 100
BLUELINK INTERNATIONAL MAURITIUS Mauritius Network 100 100
BLUELINK INTERNATIONAL STRASBOURG France Network 100 100
CYGNIFIC B.V. Netherlands Network 100 49
CYGNIFIC CURACAO B.V. Netherlands Network 100 49
FLYINGBLUE MILES SAS France Network 98 98
HABADO SAS France Network 100 100
HADABA B.V. Netherlands Network 100 49
HOP! France Network 100 100
IASA INCORPORATED Philippines Network 100 49
INTERNATIONAL AIRLINE SERVICES LIMITED United Kingdom Network 100 49
KLM CITYHOPPER B.V. Netherlands Network 100 49
KLM CITYHOPPER UK LTD United Kingdom Network 100 49
KLM LUCHTVAARTSCHOOL B.V. Netherlands Network 100 49
MARTINAIR HOLLAND N.V. Netherlands Network 100 49
MEXICO CARGO HANDLING Mexico Network 100 100
REGIONAL JET CENTER B.V. Netherlands Network 100 49
SNC CAPUCINE BAIL France Network 100 100
SNC OTTER BAIL France Network 100 100
SODEXI France Network 65 65
STICHTING STUDENTENHUISVESTINGVLIEGVELD EELDE Netherlands Network 100 49
AFI KLM E&M (BEIJING) LINE MAINTENANCE CO LTD China Maintenance 100 100
AFI KLM E&M TEARDOWN MANAGEMENT SAS France Maintenance 100 100
AFI SPARE ENGINE MANAGEMENT France Maintenance 98 98
Entity Country Segment % interest % control
AIR FRANCE COMPONENT ASSET MANAGEMENT France Maintenance 98 98
AIR FRANCE INDUSTRIE US United States Maintenance 100 100
AIR FRANCE KLM COMPONENT SERVICES CO LTD China Maintenance 100 100
AIR ORIENT SERVICES France Maintenance 100 100
ALPHA COMPONENT SOLUTIONS France Maintenance 100 100
BARFIELD INC United States Maintenance 100 100
BARFIELD PRECISION ELECTRONICS INC United States Maintenance 100 100
CRMA France Maintenance 100 100
EUROPEAN PNEUMATIC COMPONENT Netherlands Maintenance 100 49
OVERHAUL AND REPAIR (EPCOR) B.V.
KLM E&M INDIA
India Maintenance 100 49
KLM E&M MALAYSIA SDN BHD Malaysia Maintenance 100 49
KLM LINE MAINTENANCE NIGERIA LTD. Nigeria Maintenance 100 49
KLM UK ENGINEERING LTD. United Kingdom Maintenance 100 49
TRANSAVIA AIRLINES B.V. Netherlands Transavia 100 49
TRANSAVIA AIRLINES C.V. Netherlands Transavia 100 49
TRANSAVIA COMPANY SAS France Transavia 100 100
TRANSAVIA FRANCE SAS France Transavia 100 100
TRANSAVIA VENTURES B.V. Netherlands Transavia 100 49
AIR FRANCE FINANCE SAS France Other 100 100
AIR FRANCE KLM E&M PARTICIPATIONS SAS France Other 100 100
AIR FRANCE KLM FINANCE SAS France Other 100 100
AIRCRAFT CAPITAL LEASING A LTD United Kingdom Other 100 49
AIRCRAFT CAPITAL LTD United Kingdom Other 100 49
AIRPORT MEDICAL SERVICES B.V. Netherlands Other 80 39
AIRPORT MEDICAL SERVICES C.V. Netherlands Other 80 39
AMSTERDAM SCHIPHOL PIJPLEIDING C.V. Netherlands Other 76 49
ASP BEHEER B.V. Netherlands Other 60 49
B.V. KANTOORGEBOUW MARTINAIR Netherlands Other 100 49
BIGBLANK France Other 100 100
BLUE TEAM V SAS France Other 100 100
BLUE TEAM VIII France Other 100 100
BLUE TEAM XI France Other 100 100
BLUE TEAM XII France Other 100 100
BLUE TEAM XVI France Other 100 100
BLUE TEAM XVII France Other 100 100
BLUE YONDER XIV B.V. Netherlands Other 100 49
EXECUTIVE HEALTH MANAGEMENT B.V. Netherlands Other 100 49
INTERNATIONALE FINANCIERING EN MANAGEMENT Netherlands Other 100 49
MAATSCHAPPIJ B.V.
KLM AIR CHARTER B.V.
Netherlands Other 100 49
KLM CATERING SERVICES SCHIPHOL B.V. Netherlands Other 100 49
KLM HEALTH SERVICES B.V. Netherlands Other 100 49
KLM INTERNATIONAL CHARTER B.V. Netherlands Other 100 49
KLM OLIEMAATSCHAPPIJ B.V. Netherlands Other 100 49
MARTINAIR VLIEGSCHOOL VLIEGVELD LELYSTAD BV Netherlands Other 100 49
ORION-STAETE B.V. Netherlands Other 100 49
PELICAN Luxemburg Other 100 100
PYRHELIO-STAETE B.V. Netherlands Other 100 49
RIGEL-STAETE B.V. Netherlands Other 100 49
STICHTING GARANTIEFONDS KLM LUCHTVAARTSCHOOL Netherlands Other 100 49
TRAVEL INDUSTRY SYSTEMS B.V. Netherlands Other 100 49
TREASURY SERVICES KLM B.V. Netherlands Other 100 49
WEBLOK B.V. Netherlands Other 100 49

42.2 Equity affiliates

Entity Country Segment % interest % control
ADM BLUE Madagascar Network 40 40
ADM BLUE SENEGAL SA Senegal Network 40 40
SAS SCANDINAVIAN AIRLINES Sweden Network 20 20
AAF SPARES LIMITED Ireland Maintenance 50 50
AEROSTRUCTURES MIDDLE EAST SERVICES United Arab Maintenance 50 50
AEROTECHNIC INDUSTRIES Morocco Maintenance 50 50
BONUS TECH SERVICES United States Maintenance 50 50
BONUS TECH United States Maintenance 50 50
IGO SOLUTIONS SAS France Maintenance 33 33
MAX MRO SERVICE India Maintenance 26 26
SHS TECHNICS Senegal Maintenance 49 49
SINGAPOUR COMPONENT SOLUTIONS PTE Singapore Maintenance 50 50
SPAIRLINERS Germany Maintenance 50 50
TURBINE SUPPORT INTERNATIONAL LLC United States Maintenance 50 50
XCELLE AMERICAS LLC United States Maintenance 50 50
INTERNATIONAL AEROSPACE
MANAGEMENT COMPANY S.C.R.L. Italia Other 25 25
MAINPORT INNOVATION FUND Netherlands Other 25 25
MAINPORT INNOVATION FUND BV II Netherlands Other 24 24
SCHIPHOL LOGISTICS PARK CV Netherlands Other 53 45
SERVAIR France Other 30 30
TERMINAL ONE GROUPE ASSOCIATION United States Other 25 25

42.3 Joint operations

Entity Country Segment % interest % control
AIRFOILS ADVANCES SOLUTIONS SAS France Maintenance 49 49

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