Amadeus IT Group, S.A. (AMS) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, shareholders. Mr. Chairman, welcome to Amadeus IT Group's General Shareholders' Meeting, which is a hybrid event, that is you can attend in person, but also online. We warmly welcome you to our company's head office when we're holding this meeting today. We inform you that the meeting is being streamed and that it will be recorded as stated in the call notice for the meeting. And now I give the floor to the Chairman of the Board of Directors, Mr. William Connelly.

Good morning, ladies and gentlemen, shareholders. On behalf of the Board of Directors, I'd like to welcome you and thank you for attending this general shareholders' meeting. Mrs. Ana Fernandez-Tresguerres, notary in Madrid is attending the meeting today. She has been summoned here by the Board of Directors to drop notarized minutes of the meeting pursuant to Article 203 of the Spanish Capital Companies Act and related provisions. We have today at this table in addition to the Secretary of the Board, the CEO, Mr. Luis Maroto, and the Members of the Board of Directors, Mr. Stephan Gemkow, Pilar Garcia, Amanda Mesler, Jana Eggers, Peter Kürpick, Eriikka Söderström, David Vegara and Frits Dirk van Paasschen. The Vice Secretary of the Board of Directors, Mrs. Anna Gomez Ruiz is also at the table. Director, Ms. Xiaoqun Clever-Steg is connected remotely to this general assembly, which has been verified by the notary, Mrs. Ana Fernandez-Tresguerres.

Thank you very much, Chairman. We have now completed the attendance list. And so the current provisional quorum is as follows: We have present in this meeting 118 shareholders owning 8,552,855 shares or 1.899% of the share capital. Of these 6 shareholders have voted remotely. Represented 2,967 shareholders present, owning 358,017,334 shares or 79.471% of the share capital. It is noted that the treasury stock of the company amounts to 5,945,708 shares or 1.32% of the share capital. As established in Article 148 of the Capital Companies Act treasury stock will be included in the share capital to calculate the necessary quorum figures for this general meeting, but their voting rights will be suspended. And so present in this general meeting, we have 3,085 shareholders present and represented owning a total of 366,570,189 shares with the nominal value of our share capital of EUR 3,665,701.89, that is 81.37% of the share capital estimated at EUR 4,504,992.05 fully underwritten and paid for divided into 450,499,205 ordinary shares, EUR 0.01 nominal value each. In total, together, they represent 80.05% of the share capital with voting rights. And according to the data that has just been read out by the Secretary and considering the topics to be assessed by the shareholders we have a validly-assembled General Shareholders meeting on second call. In accordance with the regulations of the general shareholders meeting and immediately after reading the announcement convening the meeting and hearing from the members of this table, we will read any questions sent by the shareholders. And so we, therefore, now begin this general shareholders meeting. The present shareholders' meeting has been called by a resolution of the Board of Directors, this meeting held on April 8, 2025. The call notice was published in the company's website on April 24, 2025 as well as in the cassette of the Spanish companies registry and the Cinco Días newspaper of the same date. The legal announcement was also filed with -- on the same day with the Spanish Stock Exchange Commission as other relevant information. The following documents, amongst others, have been made available to the shareholders at the company's head office and in the company's website. The stand-alone and consolidated annual accounts for the financial year closed on December 31, 2024. The directors' report of the company and its group of companies and their respective audit reports, the nonfinancial report and sustainability reports, the -- for 2024, the annual corporate governance report and the annual report on directors' remuneration. The full text of the proposed resolution subject to the approval by this general shareholders' meeting and the CVs of directors whose appointment and/or reelection is proposed have also been made available to shareholders as well as the mandatory reports from the Nominations and Remuneration Committee and the Board of Directors report. If the shareholders feel that they're really sufficiently familiar with the content of the call notice of this general shareholders' meeting, we might, therefore, consider it as read. That will also be reflected in the minutes. If not, the Secretary will proceed and read out the call of this in full. Shall we consider it as read? Thank you. Before hearing from the shareholders on the various agenda items, I'm going to give the floor to the CEO, Mr. Luis Maroto, so he can give us a brief overview of Amadeus' business performance during 2024. Luis?

Good morning. Mr. Chairman, Directors, ladies and gentlemen, shareholders. Welcome to this Amadeus General Shareholders' Meeting. Thank you very much all for joining us. 2024 has once again shown how dynamic the travel sector is according to the World Travel and Tourism Council. 2024 was a record year in which the travel and tourism sector contributed $10.9 billion or 10% of the global GDP, which is 8.5% higher than in 2023. In 2024, 1.4 billion tourists traveled abroad. That's 11% higher or 140 million people more than the previous year. As for air transport, the ATA figures show that total traffic rose over 10% in comparison with the previous year, reaching record figures, both nationally and internationally. And the global hotel demand reached 4.8 billion rooms per year, which is 102 million more than in 2023 with 3.7% more revenues per room available. These figures demonstrate the growth and the key trends that contributed to the success of the travel industry last year. These figures give us very valuable knowledge about growth in the sector. But I'd also like to mention some of the highlights that have had an impact on this last year in which we'll continue to define trends in the industry. First of all, consumers of all ages are prioritizing travel. They look for more personalized experiences and efficient booking process and value-added services. So the industry's commitment is completely focused on achieving and maintaining customer satisfaction and loyalty. Also, technology has been extremely impactful because with public clouds, we have faster, more widespread competition with platforms, which allow us to have more organized and connected information. Modular Solutions contribute more flexibility and advances in biometrics and AI are enabling new levels of automation. Thirdly, for the World Travel and Tourism Council, the sector in 2035 will contribute $16.5 billion to the global economy. And therefore, we have the collective responsibility of making sure travel continues to grow sustainably, whilst managing the impact on people and communities through responsible tourism. In this context, in Amadeus, we are proud to be the link between travel and technology and to be at the forefront of an improved travel experience for all. In 2024, we achieved solid double-digit growth and increased our profitability growth, which was driven by all our business areas, revenue, profit and free cash flow. Our operational cash flow grew 13%, 15% and 16%, respectively. And our EBITDA and our net profit grew around 12%. In the year, we worked in close cooperation with our customers all over the world in order to meet our commitments and offer technology, which will enable transformation of travel. It was a very productive year for Amadeus, and we successfully reached all our targets for the year. Let me now go through each of our business lines in turn, starting with the distribution business. In 2024, revenue from this business grew 14% in comparison with -- 11% in comparison with 2023. We extended our strategic partnerships and signed new distribution agreements with leading agencies like Expedia and airlines like Delta and Virgin Australia. Revenue growth was driven also by a positive evolution of volumes and income per reservation. As for NDC distribution capability, our goal is to become the indisputable content aggregator or NDC. We believe that Amadeus has the most advanced and comprehensive NDC technology in the sector. In 2024, we signed content distribution agreements for NDC content with several airlines, including Indigo, Saudia and LATAM Airlines. We currently have over 70 NDC format content agreements, of which 31 have already been implemented. A good part of our global travel agency base has access and can operate with the available NDC content through the Amadeus Travel Platform. 2024, we also grew our corporate customer base for our booking and payment management line tool, too, which is in Citric Easy, which is integrated in Microsoft team and were selected as a distribution partner by some of the largest travel agencies globally like CWT and more recently FCM travel. As for our technology solutions for the airline industry goes, our goal is to help airports and airlines to become more effective retail distributors offering travelers better air experiences as well as taking advantage of technology. In 2024, our revenue from Technology Solutions grew 16%, driven by number of embarked passengers, increase in income per embarked passenger and the growth of our technology for airports. We reached agreements to support airlines all over the world and their digital transformations for retail sales. We signed in 2024 with British Airways with Amadeus Nevio as we announced last year Nevio is our new modular portfolio of technology solutions for airlines, which is cloud-based and also AI-enabled. We also launched Navitaire Stratos, which is designed for hybrid and low-cost airlines. For this technology, we enable airlines of all types to increase their profits from customized retail sales. In 2024, we continue to grow a number of airport clients signing with more airports to modernize customer experience from the 43 Avinor airports in Norway to Brisbane Airport and airports in Malaysia. In 2024, Amadeus acquired Vision-Box, which is a leading vendor of biometric solutions for airports, airlines and border controls. The Vision-Box acquisition adds new capabilities in biometric software and hardware. It also adds border control solutions to Amadeus portfolio. Through this combined offer, Amadeus now offer comprehensive travel experience from booking to arrival at the airport, including border controls and boarding, an acquisition, which reinforces our strategy to increase the number of contact points in which Amadeus is present through the travel experience. I would now like to talk about the growth and expansion of our hotel and payments business. In 2024, revenue grew 12% versus 2023, driven by double-digit growth rates in both hotels and payments. In '24, Accor signed with our central reservation system and MGM Resort International completed the deployment of the solution. This is our next-gen system offering differential sales technology, which is attribute-based, transforming the way in which hotels provide personalized merchandising to their guests. We continue to expand the rest of our technology solutions with agreements with Remington Hospitality and Trip.com Group for Amadeus Mobility. We also sold hotel solutions to several airlines like Iberia, Vueling and Aerobus for our payments business, known as Outpace 2024 achieved significant milestones in our journey. We acquired Voxo, a leading provider of electronic invoicing and especially the electronic B2B payments for travel agencies and hotels. The Bank of Spain granted us e-money license as registered issuer, Outpace can now issue credit -- prepaid credit cards in Spain and in the future, extend our services to the European Union, simplifying the payment experiencing -- experience offering greater integration in booking systems as well as offering companies more choice. All of this is driven by our commitment with technology or -- we promote the greatest and most dynamic ecosystem of open, connected and flexible travel solutions. Our R&D investment grew to over 1.3 billion in 2024, 19% more than in 2023, invested mostly in our product line for airlines, including Amadeus Nevio, Navitaire Stratos as well as our hotel platform. We also continue to focus on our solutions for travel agencies, corporates and airports. Finally, we've continued to invest in migrating services to the cloud, AI and machine learning applications for our product line as well as our co-innovation program with Microsoft. As part of our technology evolution, of course, AI continues to stand out as one of our focus areas. We are taking advantage of this technology to improve the user experience, predict travel trends, personalize customer experiences and optimize our operations. We've integrated generative AI in our platform to offer customers a solid approach to implement AI solutions. Our AI office and our case review committee -- or use case review committee for AI guarantee, proper supervision and compliance with ethical AI principles. In 2024, we signed the European Commission's AI Pact. Like AI, biometrics, is an opportunity to improve the travel experience to unblock your smartphone using face ID is now very common experience. And so travelers feel comfortable using facial recognition in their trips. We are moving forward in our road to the cloud, investing on a cloud-based architecture, Amadeus can remain at the forefront of innovation offering reliable, flexible and scalable solutions to the travel industry and other sectors. In 2024, 56% of our applications were partially or fully activated in the cloud, which is a milestone in our digital transformation process. Our goal is to complete this transformation by the beginning of 2026. Finally, I'd like to mention our strategic partnerships. We continue to follow an ecosystem approach bringing together the best combination of leading organizations. Accenture, IBM, Microsoft and Tata are some examples of strategic partnerships in order to offer integrated and complete solutions -- end-to-end solutions. Before finishing, I'd like to take advantage of this opportunity to share with you some details about our prospects for 2025 as well as some of the milestones we've already achieved. This year, in constant euros, we expect the group's revenues to be between EUR 6.6 billion and EUR 6.84 billion. That's between 7.4% and 11.4% higher than the previous year. The growth of all of our business segments will contribute to this. We expect our EBITDA to grow between 5.7% and 11% on our free cash flow to grow between EUR 1.2 billion and EUR 1.33 billion. At the beginning of the year, we announced a new share buyback program with a maximum investment of EUR 1.3 billion. This, together with the previous share buyback programs we implemented throughout '23 and '24 in order to support the conversion of our convertible bond of EUR 715 million, which matured in April of 2025. Given that Amadeus also raised capital by issuing new shares in 2020, our goal now is to buy back and amortize a large part of the shares issued then. In order to give you a better outlook on 2025, I'm going to share some of our most relevant achievements. First, Air France-KLM contracted Amadeus Nevio and now is the fourth customer for the solution together with Finnair, Saudi British Airways. We also made a minority investment in HavAir through our strategic investment finance program, Amadeus Ventures, a technology company based in Germany, which offers AI solutions, enabling hotels to automate sales for groups and meetings through distribution channels. We also updated our strategic partnership with Microsoft. We're taking advantage of cloud-based technologies and AI to promote innovation and explore new products for this sector. As I mentioned, we're making good progress in our cloud migration, which we expect to complete at the beginning of '26. And finally, most recently, we've reached a historic agreement with Google to use their cloud technology. This will strengthen our multi-cloud strategy and promote AI-based innovation. We'll also migrate part of our platform to Google Cloud using their infrastructure to improve our operational efficiency and resilience as well as staying closer to our customers' needs. We're also integrating Amadeus MetaConnect, Amadeus Nevio with Google Flights and the Google of the management system in order to improve accuracy in flight searches and in managing airline offers. This will improve the user experience and our customer airlines market presence. As we've seen Amadeus is well positioned to continue its journey towards improving the travel experience for everyone, everywhere. Our teams, our experience and our partnerships in the whole travel ecosystem enable us to offer transforming technology, helping our customers to build comprehensive end-to-end experiences all focused on the traveler. To finish, I'd like to thank the Amadeus team for their passion and dedication. I'd also like to thank our customers and partners for their continued support and trust, and thank you, our shareholders, for your unwavering support. Our purpose, our ability to partner and our focus on innovation will enable us to keep growing, investing in the creation of a better connected, more sustainable and traveler-centered ecosystem driving the global travel and tourism industry of the future. Thank you.

Thank you very much, Mr. Maroto. Next, we will have the summary of the activities for 2024 of the Audit Committee and the Appointments and Remunerations Committee. The former Secretary, Mr. Jacinto Esclapés representing Ms. Eriikka Söderström, Chair of the Audit Committee; and Mr. Frits Dirk van Paasschen, Chair of the Appointments and Remunerations Committee will read both reports.

Good morning. I am the Chair of the Audit Committee on the Board. I was appointed by the committee on the seventh of May 2025. I would like to inform this general shareholders' meeting that the external auditor for the company and its consolidated group, Ernst & Young has issued a clean opinion without any reservations or qualifications in respect of the stand-alone and consolidated annual financial statements for the fiscal year closed as of December 31, 2024. In this regard the audit report states as follows. In our opinion, the accompanying consolidated annual accounts give a true and fair view in all material aspects of consolidated equity in the consolidated financial position of the group as of December 31, 2024, and of its financial performance and its consolidated cash flows for the year then ended in accordance with the International Financing Reporting Standards and adopted by the European Union and other provisions in the regulatory framework applicable in Spain. We are independent of the group in accordance with the ethical requirements, including those related to independents that are relevant to our audit of the consolidated annual accounts in Spain as required by prevailing audit regulations in this regard. We have not provided nonaudit services nor have any situations or circumstances arisen that might have compromised our mandatory independence in a manner prohibited by the aforementioned requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. On February 24, 2025, the Audit Committee issued the mandatory annual report on the activities carried out by the Audit Committee during the financial year 2024, which was submitted to the Board of Directors on which I now briefly summarize to the shareholders. In this regard, this annual report is available on the company's corporate website under the Corporate Governance section. In accordance with the regulations of the Audit Committee, the company's bylaws and the regulations of the Board of Directors, the Audit Committee is composed of a minimum of 3 and a maximum of 5 members who must be nonexecutive directors, most of whom are independent. The Chair must necessarily be an independent director. The composition of the committee on December 31, 2024, was as followed. Mr. Stephan Gemkow, President at the time, Ms. Eriikka Söderström, Ms. Amanda Mesler, Ms. Pilar García Ceballos Zúñiga, Mr. David Vegara Figueras. The Audit Committee meets on a regular basis as called by its Chair. Thus during the financial year 2024, the committee held a quarterly meeting prior to publication of the quarterly or semester financial statements. In addition to the committee members and the Secretary of the Board and upon the prior invitation from the Chair, the Executive Director, the CFO of the Director of Internal Audit Department, the Chief Corporate and Legal Affairs Officer and the Chief Risk and Compliance Officer, attend the meetings regarding those areas and agenda items on which the Chair considers their presence appropriate. Chairman of the Board of Directors, Mr. William Connelly also attends by invitation. The externals auditors, Ernst & Young represented by parts in charge of the company's auditor invited to attend all meetings. Minutes of the conclusions reached at each meeting are prepared by the Secretary of the committee and are made available to all Board members. The committee Chair reports to the full Board on the most relevant points addressed and recommendations made as the case may be for approval. In addition to the regular communications between the Chair of the Audit Committee and the internal and external auditor during the financial year, the Chair of the Audit Committee holds ad hoc meetings prior to each meeting of the committee with those members of the management team who, due to the nature of the items on the agenda to be discussed, will make some kind of presentation to the committee. It should be noted that at the meeting corresponding to the presentation of annual accounts, the Audit Committee meets separately with the external auditor without the presence of the management team. Three recurrent sections form part of the agenda of the committee throughout the year, irrespective of others, which depending on the matter at hand are also included for discussion, analysis and recommendations as the case may be. These recurrent sections are external audit for the annual and half year financial statements, internal audit and risk management. Additionally, under the heading other items, some other specific and nonrecurrent matters of interest to the Audit Committee are pulled together. In these areas, the principal items discussed throughout the financial year 2024 are detailed as follows. Firstly, under section external audit, the company's auditors report to the Audit Committee on the most relevant aspects of the audit work in progress and semiannual periodic reporting as well as on significant accounting aspects, including the application of accounting standards describing, if any, the existence of discrepancies between company management and the auditors with respect to any specific item. Let me inform you that none of the areas under analysis have required the intervention of the Audit Committee. Secondly, under section internal audit, the committee amongst other matters approves the terms of reference for the internal audit area, annually assesses and improves the internal audit areas role, supervises the internal audit plan, takes necessary steps so that the Head of Internal Audit has direct and effective access to the Audit Committee request that any significant change to the internal audit action plan is properly communicated to the audit committee monitors that action plans are being implemented in accordance with the original undertakings and within the planned timetable, proceeds with the planned regularity, the conclusions of internal audit reports derived from the annual plan or from other specific requests, receives an annual activity report containing a summary of activities carried out from reports issued over the year. I would like to inform the shareholders that no material consequence that have required the direct intervention of the Audit Committee has resulted within the scope of the internal audits carried out. The Director of Internal Audit, also submitted to the committee the proposed internal audit plan 2025. Thirdly, under section risk management, the following matters have been discussed amongst others without having raised in this area, issues of relevance with a potential financial or reputational impact, corporate client prevention program revamped status update, gifts and entertainment, conflict of interest, update on process improvement, speak up 2023 statistics, trends and development of investigation protocols, enterprise risk map 2023, 2024, business insurance program, privacy compliance program business continuity and crisis management, external assurance, status of IT controls activities, trends and challenges, enterprise risk management changes to risk scales. Finally, under section other items, the following matters amongst others have been addressed by the Audit Committee. The 2023 Annual Report of the Audit Committee, the 2023 Annual Report on independence of external auditors. The 2023 annual tax support and risk analysis, the annual report on related party transactions. The approval of nonaudit services 2024 and 2024 quarterly financial reporting external audit fees 2024, the renewal of external auditors, the tax compliance report, 2023, 2024, the UNE 19,602 certification, tax compliance management system, the amendment to the internal regulations of the Audit Committee and the annual work plan 2025. The annual report is complemented by a reference to related party transactions and incidents and proposals for improving the company's rules of governance. In this respect, there have been no incidents repairing -- requiring the amendment of the company's governance rules. We are confident to continue reinforcing the Audit Committee's role as a collective body to perform its role of oversight and advice to the Board properly and effectively within the context of best practices and independence. Thank you very much for your attention.

Next, I'm going to give the floor for the Appointments and Remunerations Committee report, if you allow me Mr. Frits.

Good morning, shareholders, Mr. Chairman. I address you as a Chair of the Appointments and Remunerations Committee of the Board of Directors, which I was appointed by resolution of the committee effective on the 30th of April 2025. On February 24, 2025, the Appointments and Remunerations Committee that I chair issued the mandatory annual report on the activities carried out by this committee during the financial year 2024, which was submitted to the Board of Directors, which I now briefly summarize to the shareholders. In this regard, this annual report is available on the company's corporate website under the Corporate Governance section. In accordance with the regulations of the Appointments and Remunerations Committee, the company's corporate bylaws and the regulations of the Board of Directors, the Appointments and Remunerations Committee is composed of a minimum of 3 and maximum of 5 members, all of which must be external directors and with the majority of independent directors. The committee shall appoint a Chair amongst its members who must necessarily be an independent director. The composition of the committee on December 31, 2024, was Ms. Amanda Mesler, Chair up to the date mentioned, 30th of April 2025, Ms. Pilar Garcia Ceballos, Mr. Frits Dirk van Paasschen, current Chair, Mr. Peter Kürpick and Ms. Xiaoqun Clever-Steg. The Appointments and Remunerations Committee meets on a regular basis, as called by its Chair. During the financial year 2024, the committee held 4 meetings in February, April, October and December. In addition to the committee members and the Secretary and Vice Secretary of the Board of Directors, upon invitation from the Chair, the Executive Director, Mr. Luis Maroto, the Chair of the Board of Directors; and Mr. William Connelly and some other members of the Amadeus management team attended the meetings on those areas and agenda items for which Claire considered their presence appropriate, and of the conclusions reached at each meeting are prepared by the Secretary of Committee and are made available to all Board members. The committee chair reports to the full Board on the most relevant points addressed and recommendations made as the case may be for approval. Three recurrent sections form part of the agenda throughout the year, respective of others, which, depending on the matter at hand are also included for discussion, analysis and recommendation, where appropriate. The three recurrent sections are compensation matters, corporate matters and nomination or appointments matters. In these areas, the principal items discussed throughout fiscal year 2024 are detailed as follows: Firstly, under section on compensation matters, the committee has evaluated amongst other matters, review and approval of the Executive Committee 2024 total target compensation, approval of the performance share unit awards for 2024, approval of the annual bonus for 2024, approval of the performance share plan 2025 metrics, approval of the Amadeus share plans, Amadeus executive share plan -- share match plan and equity value plan, Nonexecutive Directors fees, Board Chair fees, CEO pay package, short- and long-term incentive performance overview and executive committee pay benchmarking exercise. Secondly, under section corporate matters, the committee has evaluated amongst other matters. The 2023 annual report of the Appointments and Remunerations Committee, Directors Remunerations Report 2023, Remuneration Policy Committee report, share with the guidelines. Thirdly, under section nomination matters, the committee has evaluated amongst other matters, the reelection of Board members, CFO hiring. During the last quarter of 2024, and based on the policy regarding communication of economic, financial, nonfinancial and corporate information and regarding communication and contact with shareholders, institutional investors and proxy advisers dated December 16, 2020, there have been informative sessions with the main institutional investors and proxy advisers in order to explain the rationale of the proposed compensation for the Executive Director, the Chair of the Board and the independent directors in their capacity as such for financial year 2024 and to consider their points of view. The conclusions of those meetings were further reported both to the committee and the Board. As a result of those actions, both the committee and the Board of Directors at their meetings held on December 17 and 18, 2024, respectively, approved the proposal for the review of the fixed remuneration of the company's Executive Director, the Chair of the Board of Directors and the Independent Directors for Financial Year 2025 within the terms and conditions of the Directors Remuneration Policy approved by the ordinary general shareholders' meeting held on the sixth of June 2024 for the 3-year period, 2025 to 2027. The proposed review of the fixed remuneration of the company's Executive Director, the Chair of the Board of Directors and that of the rest of directors was incorporated into the Directors' Remuneration Report, 2024 approved by the Board of Directors on the 27th of February, 2025 to be submitted for approval by this general shareholders' meeting for an advisory vote. The annual report is complemented by a reference to the nature of the directors, independent other external and executives, the composition of the Board with a special reference to gender diversity. As of December 31, 2024, the percentage of women on the board is 45.45%. Lastly, regarding the evaluation of the functioning and performance of the Board of Directors and its committees, the Board agreed to proceed with the annual questionnaire and the self-assessment analyzing the effectiveness of the company's corporate governance and identifying opportunities for improvement to ensure proper compliance with the existing obligations or recommendations in this area. From the answers received from the directors, no significant points or comments have been identified in the area under evaluation that could lead to relevant changes in the organization or to the direct intervention of the committee to try to resolve any type of conflict. Finally, a follow-up of the list of companies in which the Board members serve also as directors and/or executive managers is made followed by a verification of compliance with the director selection policy for the purpose of the election and renewal process for members of the Board of Directors during 2024. We are confident to continue reinforcing the Appointments and Remunerations Committee role as a collective body to perform its role of oversight and advice to the Board properly and effectively within the context of the best practices and independence. Thank you very much for your attention.

Thank you very much, Secretary. And finally, as set forth in Article 528 of the Spanish Capital Companies Act, we would like to make a brief reference to the most significant corporate governance aspects of the company and the level of compliance and the good governance code by the company. And the Secretary has the floor to read this.

Dear shareholders and Board members. First of all, allow me to underline that in line with previous financial years, the company is maintaining the highest practical levels of corporate governance reviewing and implementing initiatives that allow us to continue being leaders in the market and to maintain our reputation as a partner of trust for customer suppliers and stakeholders. The global report 2024 for nonfinancial information on sustainability 2024, which is part of the consolidated management report shows our environmental, social and corporate governance initiatives, sustainability in short, informing upon those matters that are most relevant where Amadeus can have a positive and significant impact in these areas. The Board of Directors through its Audit Committee and Appointments and Remunerations Committee will continue to foster good governance practices. In addition, with regards to compliance to good governance code for financial year 2024 recommendations, we have improved our performance. And with regards to this corporate governance report, we would like to point out that 64 recommendations have been complied with -- 48 have been complied with 7 are not applicable and thought partially. And we have to point out that this shows total transparency of the company and shows the commitment of this Board towards good governance practices and social responsibility and sustainability. Our global report 2024 is at your disposal and I'd like to invite you to read whenever you like.

Thank you, Secretary. And before continuing to -- with the voting of the items included in the agenda, we will now read as I mentioned before, the quorum -- the final quorum. There's been a slight change because some additional shareholders have joined the quorum. So I'll read it again. So present in the meeting, 120 shareholders owning 8,554,000 ordinary shares, which represent 1.899% of share capital. These 6 shareholders have voted remotely. We have represented 2,967 shareholders, owning 358,017,334 ordinary shares, representing 79.471% of the share capital. It's noted that the company's treasury stock, including those of the dominant company and its subsidiaries amounts to 5,495,708 shares or 1.32% of the share capital. As established in the Article 148 of the Capital Companies Act, the treasury stock will be taken into account to calculate the necessary quorum to adopt resolutions by this meeting, but they will have their voting rights and other rights suspended. And so present in this general shareholders, we have 3,087 shareholders present and represented owning a total of 366,571,499 shares, 81.37% of the share capital, which amounts to EUR 4,504,099.05 fully underwritten and paid for divided into 450,499,205 shares or EUR 0.01 in nominal value each. Total 80.05% of the share capital and the written with voting rights. If any of the shareholders present have any reservations on these quorum figures, you may say so at this point. Please first approach the notary's desk. So she can take your personal details and see how many shares you represent and make a note of any of the comments you may have. That's about the quorum. If there are no comments or reservations on the quorum, we will continue.

So now we will open the Q&A so that the shareholders can ask those questions, they deem necessary regarding the agenda items. In order for this to go smoothly, we will hear all questions before we begin the voting period. The Chairman will give the floor to the shareholders in the order of the request for the floor and will reply directly or through an appointee once all questions have been heard. Shareholders who wish to have the content of their comment or question duly registered as well as the content of the vote where appropriate or their position to the agreement must expressly requests so. And if they want their question to be included in the minutes, please give a copy to the notary. Before starting there, participation, the shareholders or the representatives should identify themselves, state their name or the name of the shareholder they represent and the number of shares they own or represent as well as the reference number of their attendance card. In any case, please be as brief as you can in your questions or comments, so we can have as many shareholders participate as possible. Okay. Are there any comments or questions from shareholders?

Good morning. I'm speaking here on behalf of the shareholder and French Amadeus' staff representative of the CGT Union. My name is [indiscernible]. I am a software engineer, and I have been working for Amadeus for 22 years. Last year standing here before you, I highlighted the strong adverse effect of the French tax regime known as IP box patent box on the profit sharing of the Amadeus employees in France. I would like to thank our CEO for listening to our concerns and taking concrete actions since management has agreed this year to compensate more than half of the EUR 20 million loss suffered by the Amadeus employees. This step has been appreciated. I must emphasize though that this compensation is partial temporary and exceptional and comes with no guarantee for the future. This EUR 20 million risk remains the year after year, representing the equivalent, our full month salary for the employees persistent threat to their remuneration. In 2024, Amadeus has saved EUR 46 million in taxes, thanks to the IP box and couldn't easily pay the employee there for profit sharing rights as before, while still leaving the company with a large net tax advantage. What's more troubling is that this year's decision to partially compensate the negative IP box effect was accompanied by a sudden and unexpected rollback of the long negotiated benefit that had been committed to by management in France in 2019 and 2023, representing a EUR 300 annual payment to each Amadeus employees. That benefit has now been cut. As a result, the financial income potential for -- of employees in France is worse today than it was a year ago despite the company's record breaking performance. As you know, the dividend per share has increased by 12% compared to last year reaching an all-time high and doubling over the past 10 years. The total amount of dividends and share buyback is EUR 2 billion. How can this erosion of employee benefits be justified in this context? I read in the directors remuneration report that fees for nonexecutive directors will be increased by an average of 15% and that the CEO base salary will rise by 5% in April 2025. The report claims that this timing a moderate increase of 5% is in line with the annual salary reviews of our employees. But the actual salary increase announced to employees, particularly in France in other major European countries or at least 40% below this figure despite employee expectations that were perfectly in line with the 5% pace. The Amadeus workforce certainly appreciate the acknowledgment made in the report, especially the recognition of the employees' dedication and contribution across all Amadeus locations. However, recognition must come with tangible outcomes such as remuneration, respect of commitments, atmosphere of supportive work environment and appropriate balance between remote and on-site work. Undoubtedly, Amadeus faces important challenges in delivering key projects, maintaining our system stability and sustaining the company's long-term growth. These goals can only be achieved if management makes the essential investment that we need right now to alleviate the sustained and intense pressure in critical arrears and teams and if the Amadeus people feel valued and supported including when they are called at night to support our clients, while their compensation for their on-call and calling duties has remained frozen for the past 11 years. Thank you for your attention.

Thank you. Luis, something you like to comment?

No. No, no.

That's fine. We take note that [indiscernible] and as always, we will engage with the different representatives and our local management.

I would only add that any discussions regarding salary increases for the CEO has been done also with external legal advice to make sure that we're doing everything according to what is market standards, and therefore, obviously sensitive to everything we do with employees. So that's duly noted as well. Thank you.

Any other comments or questions? Okay, then. So we will now give the floor to the Secretary, so he can proceed with reading and subsequent vote on the proposed resolutions in accordance with the agenda. Each agenda item shall be voted separately and in particular, the one relating to the appointment and reelection of Directors Agenda Item 7, each item will be voted on individually. Pursuant to Article 19 of the regulations of general shareholders' meeting, the secretary should not be required to present or read the full text of the proposed resolutions whose wording has already been made available to shareholders prior to the general shareholders' meeting, unless it is so requested by any shareholder for all or for specific resolutions or by the Chairman. Attendees will always be informed of the agenda item. The proposed resolution refers to submitted for the shareholder vote and a brief summary will be read out. After reading the relevant agenda item or its summary, the resolution relating to such agenda item will be voted on.

Thank you very much. In accordance with the regulations, the general shareholders' meeting, the voting procedure will be as follows. With respect to resolutions on items on the agenda, the votes on the proposals made by or assumed by the Board of Directors, and that correspond to the shares of shareholders that attend the meeting are represented according to the attendance list, subtracting those votes corresponding to those shares with owners or representatives have informed the secretary about the decision to leave the meeting before the relevant vote is cast, votes against the abstentions and blank votes, if any. For the purposes of voting process and pursuant to Article 19.8 of the regulations of General Shareholders' Meeting, the Chairman shall ask for votes against and after for the abstentions, and it will be unnecessary to inform about the votes in favor. Regarding blank votes, they should only be considered in the event that the shareholders who cast them expressly requested without the Chairman having to ask anything in this respect. In relation to the above, in the event there is any shareholder who expressly wishes to state in writing their vote against or abstention or blank vote in relation to any of the resolutions, they may approach the notary's desk. Once the reading, discussion and voting of all the resolutions taken place, so she may address such requests. Furthermore, the notary must be informed of vote delegations or proxies that have been received as well as the content of those votes that they can be duly registered in the minutes of the meeting. To this end, both the Chairman and the notary's desk have received from the company's organizational services, the list of the votes received in favor, against or the abstentions for each and every one of the items on the agenda for the Chairman's statement on the existence of a sufficient majority of favorable votes on each item and approval of proposals of [indiscernible] is carried out under such a list. In accordance with Article 201 of the Capital Companies Act, resolution shall be adopted by a simple majority of the shareholders' votes physically present or represented at the meeting. That is more votes in favor than against. We'll now move on to vote on the proposals that are submitted to the General Shareholders' Meeting for the approval with a brief summary of each, although the full content of the proposal will be made available to the notary so that the minutes can be drawn up. If there's a sufficient majority, the notary shall expressly state the number of votes against and all abstentions. Let's now proceed with reading the items. First, examination approval, if applicable, of the annual accounts, balance sheet, profit and loss account, statement of changes in equity during the period, cash flow statements and annual report as well as the directors' report for the company, consolidated annual accounts and consolidated directors report the company group for the financial year ended December 31, 2024. Proposal. Approval of the company's annual individual accounts, the company's annual consolidated accounts, and the directors' report for the company and its consolidated group, all of them for the financial year closed on 31st December 2024 as issued by the company's Board of Directors in this meeting held on 27 February 2025. Any votes against or abstentions? As there is a sufficient majority of favorable votes, this resolution is approved. Second, examination and approval, if applicable, of the nonfinancial information report and the sustainability report for the financial year ended 31st December 2024, which is part of the consolidated directors' report. First resolution approval of the nonfinancial information statement and sustainability report for the year ended 31st December 2024, which is part of the consolidated directors' report as for act 11/2018 on December 28. Any votes against or abstentions? Since there is a sufficient majority of favorable votes, this resolution is approved. Third, Directors' Remuneration Report for 2024 for an advisory vote pursuant to Article 541.4 of the Spanish Capital Companies Act, which is part of the stand-alone and consolidated directors' report. Item of the agenda is purely of an advisory nature and its purpose is to inform the shareholders on director remuneration. This report was sent to the National Stock Market Commission or CNMV on February 28, 2025, and have been made available to shareholders as part of the General Shareholders' Meeting Documentation proposal. It is proposed to the General Shareholders' Meeting to cast on rightly vote in accordance with Article 541.4 of the Spanish Capital Companies Act of the Annual Report on Directors remuneration, which has been made available to shareholders. Any votes against or abstentions? Since there is a sufficient majority of favorable votes, the resolution is approved. Item 4, approval, if applicable, of the proposal on the appropriation of 2024 results and other company reserves. Proposal, approval of the allocation of the company's results corresponding to the financial year ended December 31, 2024, as per the proposal approved by the Board of Directors in the meeting held on February 27, 2025. To allocate the profits obtained by the company in the year ended 31st December 2024 amounting to EUR 1.156 billion to be distributed as follows: a final gross dividend of EUR 1.39 per share with the right to take part in the set distribution, of which interim dividend, EUR 0.5 per share have already been paid in full on January 17, 2025, therefore, still pending payment, a complementary dividend of EUR 0.89 per share with dividend rights. Also, to profits of the previous year. And so the proposed allocation to reserves is as follows. EUR 530,637,719 accrued in previous years plus a maximum to be paid in dividends or EUR 626,193,894. In addition, it's proposed that special reserves be reclassified to accrued earnings as follows: special reserves, EUR 138,823,055 accrued from previous years for this amount. And finally, to pay out -- the payment of the dividend will be made on July 4, 2025 to the member entities of [indiscernible] acting as paying agent. Any votes against or abstentions? Since there is a sufficient majority of votes against, this resolution is approved. Let's move on to Item 5, examination approval, if applicable, of the management carried out by the Board of Directors, the year ended 31st December 2024. Proposal to approve the management of the Board of Directors of the company during the financial year ended December 31, 2024. Any votes against or abstentions? Since there is a sufficient majority of votes in favor, this proposal is approved. Item 6, to fix 12, the number of seats on the Board of Directors of the Amadeus IT Group S.A. Any votes against or abstentions? As there is a sufficient majority of favorable votes, the resolution is approved. Item 7, appointment and reelection of directors. Each of these following sub items will be voted on separately in accordance with Article 35 of the bylaws proposal, appointment of Mr. Leo Puri as Independent Director for a term of 3 years to a point with the positive endorsement of the Board of Directors and upon a proposal from the Nominations and Remuneration Committee as independent director for a 3-year term with immediate effect, Mr. Leo Puri, whose personal details will be included in the main body of the minutes of the shareholders' meeting. Any votes against or abstentions? Since there is a special majority of favorable votes, this resolution is approved. 7.2, reelection of Mr. William Connelly as Independent Director for a term of 1 year. Proposal, to reelect with the positive endorsement of the Board of Directors and upon a proposal from the Nominations and Remuneration Committee as Independent Director for an additional 1-year term. Mr. William Connelly, whose personal details are recorded in the commercial registry. Any votes against or abstentions? Since there is a sufficient majority of votes in favor. The resolution is approved. Thank you. 7.3, reelection of Mr. Luis Maroto Camino as Executive Director for a term of 1 year. Proposal, to reelect what the positive endorsement of the Nominations and Remuneration Committee and upon a proposal from the Board of Directors, Executive Director for an additional 1 year term, Mr. Luis Maroto Caminos, personal data is recorded in the commercial registry. Any votes against or abstentions? Since there is a sufficient majority of votes in favor, this resolution is approved. 7.4, reelection of Mrs. Pilar García Ceballos Zúñiga as Independent Director for a term of 1 year to reelect with the positive endorsements of the Board of Directors and upon proposal from the Nominations and Remunerations Committee as Independent Director for an additional 1-year term, Mrs. Pilar García Ceballos Zúñiga personal details recorded in the commercial registry. Any votes against or abstentions? As there is a sufficient majority of votes in favor, the resolution is approved. Item 7.5 reelection of Mr. Stephan Gemkow as Independent Director for a term of 1 year. Proposal, to react with the positive endorsement of the Board of directors and upon a proposal from the nominations and Remuneration Committee as Independent Director for an additional 1-year term. Mr. Stephan Gemkow, whose personal data is recorded in the commercial registry. Any votes against or abstentions? Since there is a sufficient majority of favorable votes, this resolution is approved. Item 7.6 to reelect with the positive endorsement of the Board of Directors and upon proposal from the Appointments and Remunerations Committee as Independent Director for an additional 1-year term. Mr. Peter Kurpick, whose personal data is recorded in the commercial registry. Any votes against or abstentions? As there is enough of a majority of favorable votes, this resolution is approved. Item 7.7, reelection of Ms. Xiaoqun Clever-Steg as Independent Director for a term of 1 year. To reelect with the positive endorsement of the Board of Directors and upon a proposal from the Appointments and Remunerations Committee as Independent Director for an additional 1-year term this year Ms. Xiaoqun Clever-Steg, whose personal data is recorded in the commericial registry. Are there any votes against or abstentions? As there is a big enough majority of favorable votes, this resolution is approved. Item 7.8 of the agenda, reelection of Ms. Amanda Mesler, as Independent Director for a term of 1 year. Proposal, to reelect with the positive endorsement of the Board of Directors and upon a proposal from the Appointments and Remunerations Committee as Independent Director for an additional 1-year term. Ms. Amanda Mesler whose personal data is recorded in the commercial registry. Are there any votes against or abstentions? As there is enough a majority of favorable votes, this resolution is approved. Item 7.9 of the agenda, reelection of Ms. Jana Eggers as Independent Director for a term of 1 year. Proposal, to reelect with the positive endorsement of the Board of Directors and upon a proposal from the Appointments and Remunerations Committee as Independent Director for an additional 1-year term. Mrs. Jana Eggers, whose personal data is recorded in the commercial registry. Any votes against or abstentions? As there is enough majority of favorable votes, this resolution is approved. Item 7.10, reelection of Ms. Eriikka Söderström as Independent Director for a term of 1 year. Proposal, to reelect with the positive endorsement of the Board of Directors and upon a proposal from the Appointments and Remunerations Committee as Independent Director for an additional 1-year term Ms. Eriikka Söderström, whose personal data is recorded in the commercial registry. Any votes against or abstentions? As there is enough majority of favorable votes, this resolution is approved. Finally, Item 7.11, the agenda reelection of Mr. David Vegara Figueras as Independent Director for a term of 1 year. Proposal is to reelect with a positive endorsement of the Board of Directors and upon a proposal from the Appointments and Remunerations Committee as Independent Director for an additional 1-year term. Mr. David Vegara Figueras, whose personal data is recorded in the commercial registry. Any votes against or abstentions? As there is enough majority of favorable votes, this resolution is approved. The new Independent Director, Mr. Leo Puri, will occupy the newly created seat on the Board. It's gone from 11 to 12. The directors, Mr. William Connelly; Mr. Luis Maroto Camino, Ms. Pilar García Ceballos Zúñiga, Mr. Stephan Gemkow, Mr. Peter Kürpick, Ms. Xiaoqun Clever-Steg, Ms. Amanda Mesler, Ms. Jana Eggers, Ms. Eriikka Söderström, Mr. David Vegara Figueras, all of them present in this event as set their appointment to the position of directors and declare not to being subject to any of the causes of incompatibility or legal prohibition, and in particular, none of those established by Article 213 of the RDL first-2010 of July 2, Law 3-2015 of March 30 and the Law 1495 of April 31 of the [indiscernible]. This circumstance will be noted in the notarial minutes of this general shareholders' meeting. Eighth, renewal of the appointment of the statutory auditors of the company and its consolidated group for financial years 2025, 2026 and 2027. The proposed resolution is transcribed in its entirety with the corrected registry data for its concordance with the Mercantile Registry and record of the approved resolution if applicable. Proposal to renew the appointment of Ernst & Young as Spanish company with registered office [indiscernible], 65 Madrid with fiscal identification number B789-70506, registered with the Madrid Mercantile Registry on Sheet 87691, folio 68, volume 9,364 general 8,136 entry first and registered with the [indiscernible] ROAC under #S0530 as the company's accounts auditors to carry out the audit of the company's individual and consolidated accounts corresponding to financial year ending on 31st of December 2025, '26 and '27 as well as the performance of any other audit service needed by the company as required by law. Any votes against or abstentions? As there is enough majority of favorable votes, this resolution is approved in the terms proposed above. Ninth item of the agenda, delegation of powers to the Board of Directors with power of substitution for the fullest formalization interpretation, remedy and implementation of the resolutions adopted by the General Shareholders Meeting. Proposal, without prejudice to the powers given by the law and by the bylaws of the company, it is agreed to delegate as broadly as in law is required to any director or to the secretary and the vice secretary acting individually in the implementation of each and every one of the resolutions adopted at this GSM with powers to interpret remedy and complete them for their conversion to public deed as well as, if applicable, to achieve their filing with the commercial registry with the power to substitute the set delegation as they may consider fit in favor of any other director or member of the company's management. Any votes against or abstentions? As there is enough majority of favorable votes, this resolution is approved. Thank you very much. All resolutions are therefore approved. And the minutes will state the detailed results of the voting and everything that took place today at the General Shareholders' Meeting. I would like to point out that in accordance with Article 101 of the Spanish companies registered regulations, the presence of the notary public has been required so that she may draw up the minutes of the meeting will be considered to be the minutes of General Shareholders' Meeting pursuant to Article 103 of the Spanish companies registered regulations. This General Shareholders' Meeting now concludes. I thank you for your participation and hereby declare the meeting to be adjourned. Good morning to you all.