Deutsche Lufthansa AG (LHA) Earnings Call Transcript & Summary

May 4, 2021

Deutsche Boerse Xetra DE Industrials Passenger Airlines shareholder_meeting 69 min

Earnings Call Speaker Segments

Karl-Ludwig Kley

executive
#1

Ladies and gentlemen, dear shareholders of Deutsche Lufthansa, after this moving and emotional video clip, I'm hereby opening the AGM. Once again, and in keeping with the COVID-19 legislation, it is an exclusively virtual event. Very warm welcome to everybody following us online. Today's general meeting is transmitted in full for our shareholders and their proxies by our online service until we start answering questions, this transmission is public. We have not convened in the Internet, but in this very room on the first level of the Lufthansa Aviation Center at Frankfurt Airport. We have social distancing. So a few members are present here. However, I welcome Mr. Spohr, CEO; Mr. Niggemann, HR and Legal; Remco Steenbergen, our CFO. The other members of the Board are participating via video/audio transmissions. The Supervisory Board of the company is present here: Christine Behle, Vice President; Mr. Thomas Enders, Ilja Schulz. The other members of the Supervisory Board are participating virtually as well. In his capacity as notary public Mr. Kersten von Schenck will record the mandatory record. He's also present here on my left. Ladies and gentlemen, I have been working for 40 years now. When I started working, the world was weathering through the second oil crisis. The profit of Lufthansa was breaking even, thanks to state aid, more or less. Then 1991 saw the exacerbation of the economic crisis due to the second Gulf war. We had a loss of EUR 435 million marks and solvency was looming. However, the enterprise was able to save itself. 2001 saw the pilot strike, and the terrorist attacks of September 11. We had the highest loss in our history, minus EUR 630 million. Banking and capital markets were unattainable for us. The next year, we came back to our feet out of our own resources, and we had a profit of EUR 720 million. We were creditworthy. Not everything is different this time around, but many things are different. We had a record loss of EUR 5.5 billion loss in 2020. At the same time, we were not allowed to raise money on the capital markets. We had great resources that where you were able to shrug off the crisis of the path with. However, this was not sufficient. We have needed this state aid that you agreed with at the extraordinary AGM last July. On this very meeting, I said that the concept of the state aid will save the existence. It is a chance that we wouldn't have otherwise. Since then, we have been using this chance wisely. If there is no revenue, you need to slash cost. In practical life, this is set and done. However, we've done a lot. We had a very ambition and broad-based program under the name renew. A further adaptations are being operated. In last autumn, this strategy has been agreed with, such as the selling of LSG Europe. We are advancing, and we are using the charging opportunity. However, the crisis is not over yet. Aviation is not back to precrisis level, far from it. We are hoping -- we were hoping for swift vaccinations, and we're disappointed. Furlough will not be around forever. Restructuring Lufthansa remains our core priority for 2021 as well. Mr. Spohr will explain this in greater detail. However, there are reasons and ground to be optimistic. In the U.S., pandemic adaptation shown results, regional aviation is recovering. There is optimism. We are regaining access to the capital market, and we have an emission of EUR 1.6 billion in bonds. Our employees want to get back to work as usual to connect people to further the extent between cultures and economies. What lessons hold this crisis, we are able to weather through crisis, we have the unwavering will to come back to our feet. It's a wonderful ballot by Chair. "I've been brought down to my knees. If you pushed way past the point of breaking. But I can take it. I'll be back, back on my feet. This is far from over. You haven't seen the last of me." And this is our firm conviction. We will bounce back to our feet. The crane will take off again, and the world has not seen the last of us yet far from it. This is why we are asking for your trust once again. Ladies and gentlemen, the invitation to today's general meeting will propose of the administration for the resolutions and all other manager information has been published in the Federal journey on the 1st of April. Thus this AGM is convened with all relevant formal and notice requirements observed. As always, there will be some housekeeping details, formalities. This is was some legal lease. I need to do this. We are having a complete audio/and video transmission. We are further more planned the exercise of voting right, the transfer voting rights as well as the prior submissions of questions of participants by means of electronic telecommunication. Time is submitted and published shareholder motions against proposals of the administration for resolutions and proposals for the candidates for the Supervisory Board or for the annual auditors are been submitted to the AGM. If the shareholders submitting the motion of this nomination is probably authorized and registered for the AGM. We have 8 agenda items. So as no surprise item 1 on the agenda. Presentation of the adopted annual financial statements, the approved consolidated financial statements, the combined management report for the company and the group as well as the report of the Supervisory Board and the explanatory report of the Executive Board on the statements. The Supervisory Board has called on Ernst & Young to review the annual financial statement, the consolidated financial statements as of the 31st of December, the early warning system as well. All audit items have received their unqualified opinion. The early warning system is fit to detect hazardous evolvement for the existence of the company. This is what we had to prove last during the corona crisis, the combined nonfinancial declaration in keeping with the CSR Directive Implementation Act was the object of a voluntary business audit, an independent annual auditor issued a corresponding opinion. On February 26, 2021, the Audit Committee talked about the audit reports in great detail with the CFO, representers of the annual audit or participated in the accounts meeting of the Supervisory Board on March 3. They reported their audit results and answered questions. This Supervisory Board reviewed in great detail the annual financial statements and have no objections. The annual financial statement and consolidated financial statements were approved as the Supervisory Board recommended. So the annual financial statements are hereby set. Please, Mr. Spohr, take us around the overall situation of the company. Please, Mr. Spohr.

Carsten Spohr

executive
#2

Dear shareholders, I also welcome you to the Annual General Meeting of Deutsche Lufthansa. Unfortunately, for the third time, only virtually from our group headquarters, the Lufthansa Aviation Center here in Frankfurt. I think I speak for the entire Lufthansa Executive Board when I say that we really would have liked to welcome you in person today, unless it's not to yet. You saw it early on the short video clip. We've been living through a year that was historic in many respects. We had a record loss of EUR 5.5 billion. We lost 2/3 of our revenue and as many as 3 quarters of our passengers. We also had to reduce the size of our workforce by 1/5. But after this historic unprecedented year, one thing is also certain, the Lufthansa Group will not get only through this crisis, we get out of it stronger and better. Following the 3 most successful years in our history, we entered this crisis strong as one of the top 5 airlines group worldwide. This crisis is not our responsibility. We are profitable and solidly financed. We have successful brands, and we have the best employees in this industry. However, we started the transformation process of Lufthansa Group even before the crisis. Despite our good market position, we wanted to become less complex but faster. We wanted to reduce our cost and strengthen the willingness to change within the company even more. The pandemic has forced our hand here a bit, we have to change more and quicker. The crisis is accelerating our transformation. We are restructuring and modernizing the Lufthansa Group with leaner structures. We are focusing even more on our core business. We disinvest in business segments that have little or no synergy, we're flying. We are realigning ourselves more with the needs and wishes of our customers. We want to remain part of the top 5, not only revenue-wise but also in terms of quality and sustainability. We are facing our responsibility to connect our home countries with Europe and the world. We remain committed to securities 100,000 sustainable jobs in our group companies. Ladies and gentlemen, let's take stock of the 2020 financial year. It was the most challenging in our company's recent history for our customers, employees and also for you, our shareholders. More than almost any other industry, aviation was affected by the consequences of the coronavirus pandemic. Only 36 million passengers were on board in 2020. That's a quarter of the normal volume. 390,000, that's number of flight, that is 70% decrease. Sometimes, we had less than 200 takeoffs and landings in a day. Our cockpit crew had this volume per hour before the crisis. Consequently, in 2020, Lufthansa Group revenue also fell to EUR 13.6 billion. As adjusted EBIT, we had to report a record loss of EUR 5.5 billion. The group result amounted to minus [ EUR 6.7 billion ]. The cash outflow and adjusted free cash flow was at is EUR 3.7 billion. The results of the passenger airlines, in particular, suffered from the impact of the pandemic, Lufthansa Swiss, Austrian, Brussels and Eurowings at an aggregate revenue of EUR 7.2 billion. That's a 74% decline. The adjusted EBIT was minus EUR 5.4 billion. Lufthansa Technik MRO, we had a decrease of 43% due to the drop in demand across the year 2020, adjusted EBIT fell to minus EUR 383 million. Demand was weak worldwide. And that also impacted LSG's business. They had to absorb a drop in revenue of more than 60%. Adjusted EBIT of our Catering subsidiary totaled minus EUR 284 million. Only Lufthansa Cargo has seen a record result. Due to sustained high demand, the adjusted EBIT was a plus EUR 772 million, revenue increased by 11% year-on-year. This is remarkable. Just consider that usually half of cargo revenues generated by cargo carried by our passenger aircraft. I'd like to express my deepest gratitude to the cargo colleagues and to all Lufthansa employees worldwide. Thank you for your commitment in the past year. You have done your very best, and you continue to do your best to maintain the future viability of our Lufthansa Group. I understand your concern. I understand this phase is emotionally challenging because in many cases, there are personal burdens as well. I see your sorrow, rest assured. I feel with those colleagues who've lost loved one to the pandemic. We morn the loss of 20 Lufthansa Group employees who died a corona-related death. We shall not forget them. Ladies and gentlemen, we started the year 2021 in a good position. At the end of the year before, we had a significantly larger liquidity buffer about EUR 10.6 billion. For our consequent measures, we have been able to continuously and sustainably reduce our liquidity outflow from EUR 1 million per hour at the end -- at the start of the pandemic to EUR 1 million every 4 hours. Each and everyone hurts, of course. Of the EUR 6.8 billion promised to us by the German government stabilized Lufthansa, we have so far had to draw only EUR 2.3 billion. Of this amount, we have already repaid EUR 1 billion through the payment of the loan of the KfW. At the same time, the value of the Lufthansa shareholding has increased by EUR 1 billion since the German government took a stake in the company. We are able to use the silent participation one of the stabilizing package in order to strengthen our equity. Our balance sheet ratio have greatly suffered as a result of the crisis. At the end of the year, for example, our equity ratio was just 3.5%. Therefore, we are asking you to approve an authorize capital C. This is intended to enable us to increase our capital flexibly so we can strengthen our balance sheet ratios again and return to our formal financial stability. The timing and amount of a possible capital increase have not yet been decided. It will depend on various factors, not least of which is the further development of the crisis and our capital requirement really resulting from it. It is clear, however, that we will use a large part of the proceeds to repay the government stabilization measures. However, we have said this time and again, we prefer to finance ourselves at the capital market than by the taxpayer. Ladies and gentlemen, this will come as no surprise to you. A record loss of 2020 and our agreement with the federal government leave no room for a dividend. But it's all the more reason for me to thank you today. Thank you for your interest, for your loyalty, and thank you for being willing to bear your share of our common burden. We appreciate your loyalty to our Lufthansa. I promise you, we'll do everything in our power not to disappoint your confidence in the Lufthansa shares. We're doing everything in our part to return to our customer financial stability. The Authorized Capital C to be voted on is an important step on this path. Ladies and gentlemen, with the second step, financial strategy, we have also sharpened our corporate strategy. We are consistently aligning our strategy with 3 overriding objectives. The renew transformation program will be a success and create value. We're focusing our organization stronger than ever on our customers. Sustainability is our third key tenant. So as the first point, the renew program. We have made significant progress. We have been transforming the airline. We have bundled service companies and corporate functions. Our unique team has been able to re-dimension the entire company. Therefore, in 2020, we were able to reduce cost more significantly than expected. We reduced management positions by 20%, for instance. One in 5 employees worldwide has left the company. With all major unions and operating partners, we conclude crisis agreements at peak times, with more than 80,000 employees on a short-time working scheme. We reduced capital expenditures by 2/3. We've successfully completed the sale of LSG's European business. And this was a very painful but unavoidable step. The pandemic means the cessation of service for SunExpress Germany and for Germanwings. Negotiations are also underway regarding the intention to close the German operations of Brussels Airlines. Since April 15, there's also a volunteer program for Lufthansa current employees, cabin staff and cockpit crew programs to follow. These measures hurt. As a service company, our employees are our capital, the bedrock. The truth is also that we will probably approach precrisis capacity at the middle of this decade at the very earliest. Due to the crisis itself, short-term booking provide considerable relief for personnel costs. However, this won't be possible next year. This is why trade unions in our company's clear determination continue to have a better responsibility. We need agreement beyond crisis packages to avoid redundancies after the furlough schemes at the beginning of 2022. We are aware of our major, joint responsibility with the social partners. So we must secure the future viability of our entire company so that we will be able to secure the future viability of the remaining 100,000 jobs. Now on the second point, our customers. They are at the center of every decision we make. It is and remains an aspiration to meet the needs and wishes of our customers every day and to offer them an unforgettable travel experience that is typical of Lufthansa. Anyone who books a flight today not only wants to do so as simply as conveniently as possible on his or her smartphone, passengers want an individual and comprehensive door-to-door offer. Now our customers rightly expect us to treat the environment and natural resources in a responsible and sustainable way. We want to offer our customers the best overall package as sustainable as possible, digitally with seamless transitions along the entire travel chain. Now we want to live up to our premium promise. If we look at our services, the pandemic was actually a driver of innovation. Lufthansa is one of the first airlines worldwide to use Star Alliance Biometrics, which offers contentless boarding via facial recognition. We are also integrating processes related to testing, and in the future, vaccination certificates into the digital travel process of our customers. This will allow us -- our passengers to upload travel documents ahead of their flight and have them checked by our team as well as use the internationally recognized digital test certificate, CommonPass, or the IATA Travel Pass. Ladies and gentlemen, the pandemic taught us many things and often brought essentials back into personal focus. But it also showed something else. aviation will remain irreplaceable in the future. At the same time, it is clear that our industry has a special responsibility. This is why the so-called ESG criteria, our commitment to environmental, social and governance issues are an integral part of our corporate strategy. Now that brings me on to my third point, sustainability. We are doing everything we can to further minimize the environmental impact of flying, not because we have to and not because others want or demand it of us but because we are convinced of this necessity. We want to be a leader in our industry in this area as well. Our goal is to reduce our carbon emissions by 50% until 2030. By 2050, we even want to operate on a completely carbon-neutral basis. On the ground, we want to be carbon-neutral in our home markets as early as 2030. Now an important lever in this area are new aircraft. That is why we are continuing to invest in a more modern and lower emission aircraft. At the same time, we are phasing out less efficient aircraft. Last year alone, we decided to take 115 aircraft out of service. We are currently looking into phasing out all aircraft older than 25 years that are currently parked. And despite the pandemic, we are continuing to invest in modern aircraft that save emissions and noise. We are using anticyclical measures. The Supervisory Board yesterday approved the purchase of further A350 and Boeing 777 aircraft. We expect this to annually save around EUR 1 billion metric tons of carbon dioxide next year. The consequent consistent modernization of our fleet as part and parcel of our strategy. And as I've already said, we want to continue to be a leader in our field, and this is why we need a modern fleet and premium products because we have a responsibility towards the environment. In order to attain our sustainability goals, we not only use modern aircraft, but also strategic partnerships. For instance, yesterday, we announced that we are the first airline in the world to use the so-called Sharkskin technology, and we want to use this on a serial basis. We develop this together with our partner, BASF. It is modeled on the skin of sharks. And in 2020, Lufthansa Cargo will introduce this technology on all of its freight plans. And we expect saving around to 3,700 metric tons of kerosene and almost 11,700 metric tons of carbon emissions. Innovations like these are part of our DNA. So even more climate-friendly made by Lufthansa development, we are currently establishing hub for Clean Tech solutions in the aviation sector. In the next few weeks, the team will begin its work there. We're also increasingly investing in sustainably produced synthetic fuels, so-called sustainable aviation fuels or SAF for short. SAF are central to climate-mutual flying, which is why the Lufthansa Group has been supporting their testing and production in larger quantities for the past 10 years. Because it is also true that the total amount of SAFs available to the Lufthansa Group worldwide would not even last 1 week. Therefore, we rely on partnerships with research institutes and startups. We are already active in 12 SAF future projects worldwide. The first actual results, Lufthansa Cargo operated the first -- the world's first carbon-neutral cargo flight to Shanghai last November. Our customers already have the option of offsetting carbon emissions of their flights by the compensate platform, either by using sustainable aviation fuels or by high-quality climate protection projects. Recently, we have also started offering compensate to companies who can use the platform simply and easily for their employees' business trips. Now the use of synergies between different modes of transport also makes an important contribution to improving the climate balance. We are, therefore, working intensively on even closer networking and cooperation with the German, Swiss and Austrian railroad companies. We still see considerable potential and room for improvement in the area of inter modality. Once again, sustainability and climate protection are a joint task that we can only master together manufacturers, airline institutions and customers. We are proud to be leading the way and creating enthusiasm for the issue among our customers and our workforce. Ladies and gentlemen, the coronavirus pandemic does not change the outstanding importance of aviation quite on the contrary. We have brought travelers home from all over the world during the pandemic. We maintained supply chains and, to a large extent, our route network, transported vaccines and urgently needed medical supplies as we have just done to India. We have once again demonstrated how essential our industry is to a modern society that is open to the world. Aviation has always been an industry looking to the future, and it will remain so. It enables international understanding that allows people to come together and economic prosperity. Without aviation, there would not be globalization because globalization consists of 4 pillars: Financial transfers; data flows; the movement of goods; and personal exchange between people. Two of these flows would simply not exist without our industry. Just data and dollars moving around the world, that is not the globalization we believe in, and that ensures our piece. We need to return to the international exchange of people and cultures. And that is why we hope that the transatlantic partnership that is necessary to maintain peace and prosperity in the world can once again be experienced and enjoyed by every individual as soon as possible. However, it is not only in the direction of the Atlantic that we look to the future with confidence. After the first half year, we heavily impacted by the pandemic. We expect the recovery to accelerate in the second half because people want to travel. And whenever possible, where travel restrictions are lifted and when travel is safe, people book and fly. Given the current developments for the coming summer, we may have reason for optimism. In Germany, vaccinations for everyone have already been picking up recently. After recent decisions in Brussels made in record time, we expect an imminent start of the green pass, the EU health certificate for vaccinated, recovered and negatively tested people. Or if you look at European countries that have already opened their borders to vaccinated people, especially coming from the U.S.A. The German government should now also quickly create the conditions for removing travel restrictions for vaccinated people as well as blanket quarantine rules. Europe should act with one voice wherever possible with common rules. Petty national rules put us all at a disadvantage compared to other economic regions. For airlines and the aviation industry, the crisis is further exacerbating the already unequal competition between EU carriers and non-European competitors because many of our competitors worldwide have received substantial financial aid without having to pay it back. In addition, they often operate under completely different environmental and social standards. Certainly, a few European airlines are still globally successful. to ensure that they remain successful and that we remain successful, the EU urgently needs to level the opportunity playing field among international competitors. Depending on these and other European and global developments, the Lufthansa Group is for several scenarios as the year progresses. We are in a position to put up to 70% of our precrisis capacity in the year at short notice. On an annual average, we currently expect capacity in 2021 to be around 40% of the precrisis level. Ladies and gentlemen, in 2018, our Airlines celebrated its 100th anniversary or rather the crane logo of our company. In these 100 years, the crane has not only survived every crisis but has always emerged stronger than our competition from every one of these crisis. And I'm convinced that we will succeed to do this, this time as well. We will not only master the crisis, but we will use it as an opportunity to further strengthen our global position in our industry. In the future, Lufthansa Group will be smaller initially, but it will also be more focused, more digital, more efficient and more sustainable. Moto connecting people, cultures and economies in a sustainable way has lost none of its topical nets and actuality. We want to do this in the best way possible. And this remains true our promise and our target during the pandemic and beyond. Despite the most serious crisis ever in the international aviation industry, you see that I'm confident today. This confidence unites us. as Lufthansa employees everywhere in the world. It is our spirit, which remains unbroken all over the world. We are all looking forward to seeing our passengers again on board. Stay with us, and we value your trust. Thank you very much.

Karl-Ludwig Kley

executive
#3

Thank you, Mr. Spohr. Shareholders, ladies and gentlemen, I'm now going to report on the activities of the Supervisory Board in 2020. The Supervisory Board held 10 meetings in 2020, 7 were held online. In total, the Supervisory Board, including its committees, met 33 times, with an attendance of 99%. To allow the Supervisory Board to act and respond quickly during the crisis, the body transferred essential powers to its steering committee for the period from 18th of March to 21st of September. In total, the Steering Committee held 16 meetings in 2020. At some point, serving on the steering committee almost amounted to a full-time job. And I'd like to highlight close and trustful collaboration with the Executive Board. We only made it through those difficult times together. Of course, the primary focus of the discussions on the Supervisory Board and its committees was the economic situation. And given the coronavirus pandemic, we talked especially about the liquidity situation in the company. On the session -- in the session of 18th of March, we approved the measure of raising additional funds of up to EUR 5 billion up until 20 -- the end of 2020. We also approved the issuance of a convertible bond in the amount of up to EUR 600 million with a term of up to 7 years. In the meetings on the 27th of May and the 1st of June, we discussed the financial assistance provided by the government to secure the viability of the company. And on the 24th of June, the Supervisory Board approved the framework agreement negotiated with the economic stabilization fund that was established to deal with a fallout of the pandemic. Under this agreement, Lufthansa received up to EUR 9 billion in aid to stabilize the company. On the 22nd of September, the Supervisory Board discussed the strategic development of the company and the group. We continued the discussion of the corporate strategy, which was approved on the 3rd of December 2020. In addition, we also approved the medium-term financial planning for the years 2021 to 2024 on the 3rd of December. Now there are some changes in the composition of the Executive Board. As of 6th of April 2020, Ulrik Svensson stepped down from the Executive Board for reasons of health during the finalization of the bailout package. Thorsten Dirks also left the Executive Board. Ulrik Svensson was CFO of the company for a little more than 3 years. Now he has a lot of expertise and international experience. And with this very calm on cooperative manner, he made a decisive contribution to the development of Lufthansa. Thorsten Dirks also served on the Board for 3 years. Initially, he took up the role of -- or he was responsible for Eurowings and Aviation Services before taking up the role of IT, digital and innovation. His expertise in digitalization was very useful for Lufthansa. He really helped us make progress in the digital world. The Supervisory Board would like to express its thanks to Ulrik Svensson dark and Thorsten Dirks for their successful work for the Lufthansa. On behalf of the Supervisory Board, I would also like to thank the Executive Board for trustworthy collaboration. Without this mutual trust, the crisis would not have been managed in this way. Trust is the basis for the future that will allow us to overcome the crisis. On the 21st of September 2020, the Advisory Board reappointed Harry Hohmeister in his role, commercial passenger airlines. He will serve in this capacity until the 30th of June 2024. The Supervisory Board appointed Remco Steenbergen as the new CFO for 3 years, which will take effect on the 1st of January. Now I would like to give Remco Steenbergen the opportunity to introduce himself to you.

Remco Steenbergen

executive
#4

Mr. Kley, thank you very much. Shareholders, ladies and gentlemen, thank you very much for giving me the opportunity to introduce myself to you. As you already can hear my German, Dutch or the German, I speak with the Dutch accent is not the best. I hope you can understand what I'm saying. Now I'm a husband, I'm happily married, and I have 3 children. I grew up in Netherlands. And I have the privilege to work in many places across the world. My career started at KPMG. And afterwards, I worked in different financial roles, for instance, at Philips. Most recently, I was CFO at Barry Callebaut, one of the biggest chocolate manufacturers in the world. Traveling, both privately and for business reasons has been part of my life for many years. And I always was very happy to fly with Lufthansa. It is a great honor for me in that Lufthansa chose me as their CFO during these very challenging times. Crisis, such as these, always offer opportunities as well to improve things for the better, to change our approach to work and to create added value for our shareholders, our passengers and our employees. All of our efforts should be focused on regaining our strength and profitability so that we can look ahead to the future with confidence and keep investing in our company in order to create value for you as our shareholders. Thank you very much.

Karl-Ludwig Kley

executive
#5

[Foreign Language], I think, is what you say in Dutch. I remember spending sometime in the Netherlands with my family ones, but of course, I don't speak it as well, like you speak German. Thank you very much. Now of course, we also talked a lot about the economic stabilization fund on the Supervisory Board above and beyond the questions that were addressed at the last AGM in June 2020. We also had to assess the remuneration of the Executive Board. Now the Executive Board voluntarily waive 20% of their basic remuneration for a time from April to September 2020. Now the reduction or cancellation of parts of the variable remuneration was agreed. And there were some additional restrictions under this framework agreement with the economic stabilization fund. Now with a view to all this, we considered the remuneration of the Executive Board to be adequate. Now there were also some remuneration restrictions set out in the framework agreement with the economic stabilization agreement. We also had to approve those, deliberate on those. We did so in our meeting on the 21st of September. All Supervisory Board members declared that -- or Executive Board members declared that they would not be entitled to the variable remuneration agreed in their contracts. Now this waiver does not apply to entitlements established prior to the 21st of June 2020. However, the Executive Board voluntarily and without any legal obligation waived their 1-year variable remuneration for nonfinancial targets. By suspending the claim to 1 year and multiyear variable remuneration in 2021, the company is temporarily deviating from the remuneration system agreed at last year's AGM with a view to stabilizing and safeguarding the future of the company. Notwithstanding this deviation, the Supervisory Board determined specific targets for the -- Executive Board for the year 2021 and the next 4-year period. So these targets will be detailed in the remuneration report for the current financial year. As a result of canceling the 1-year and multiyear remuneration, the target direct remuneration of the Executive Board was effectively reduced by 66%. And that it was -- that's why it was very easy for the Supervisory Board to reconfirm the appropriateness of the remuneration in its meeting on the third of March 2021. Now allow me a few words on the discussion about remuneration. There are some people who regularly spread wrong or only partially correct information to the press, which is leak to the press. Now I would like to ask you not to believe everything that is written in the press. If you have doubts or questions, please contact our communications department. We cannot comment or correct any and all reports in the press. In September 2020, the Supervisory Board also made its update, its compliance declaration on the German corporate governance codex. Now I'd like to move on to the nominations for the Supervisory Board. But before we move on to the vote, I would like to -- I have a very sad announcement to make. Our former CEO, Professor Heinz Ruhnau, unfortunately passed away on the 7th of July 2020, aged 91. Heinz Ruhnau served as the head of Lufthansa between 1982 and 1991. He made a decisive contribution to the development of our company with profound economic and strategic skills. Now I personally remember him. I was fortunate enough to know him personally. I was very impressed by his extensive knowledge, his clarity and his unbroken it enthusiasm. He was always keen to let his ideas and thoughts run widely. We will -- we are now paying tribute to him and we will keep them in our thoughts. The Supervisory Board members Monika Ribar and Martin Koehler left the Supervisory Board as of 31st of August 2020. They did this voluntarily in order to allow the company to attribute to allocate these 2 seats to other members in line with the agreement with the German government. I would like to thank Monika Ribar and Martin Koehler for their commitment and their hard work in the Supervisory Board. They always asked very astute questions and contributed a lot to the work of the Supervisory Board. We are grateful for all they have done for our company. In their place, we gained some new members, Angela Titzrath and Michael Kerkloh, were traditionally appointed. They already mad some very valuable contributions to our discussions on the Supervisory Board. The court order appointing Dr. Kerkloh and Mrs. Titzrath were made under the framework agreement with the economic stabilization fund. At the end of today's AGM, Mr. Stephan Sturm will step down from the Supervisory Board and as the Head of the Audit Committee. I would like to thank Mr. Sturm for his exceptional work also on behalf of the entire Supervisory Board. Stephan Sturm has served on the Supervisory Board since April 2015. He followed on from [ then our brand ] and its capacity as the Chair of the Audit Committee. He always worked with meticulous care and with great expertise in this role. He always had the capacity to involve all members of this committee, and he really created a culture of discussion that benefited all of us, especially in the course of the past 12 months, the work of the Audit Committee and its Chair was very demanding. Mr. Sturm made an exceptional contribution with outstanding commitment, and we are very grateful for this. Mr. Sturm, I would like to thank you on behalf of the entire Supervisory Board and the entire company for your work. You've always supported us in difficult times. And also, both of our CFOs, Ulrik Svensson and Remco Steenbergen. Also, they asked me to thank you as well. Goodbye. I keep my fingers crossed for your football club [ Ientrus ], who will play next Sunday in the city of [ Minden ]. Now following the recommendations of the Nomination Committee, the Supervisory Board suggests under agenda item 4 to appoint Angela Titzrath for 4 years and Michael Kerkloh for 3 years. To replace Stephan Sturm, the Supervisory Board proposes under agenda item 4 to elect Britta Seeger for 3 years. All 3 candidates have profound expertise and experience in their relevant fields of work, and they have all the required skills necessary to serve on the Supervisory Board. You can see the details on -- in their CVs, which were included in the documents for today's AGM. All 3 candidates assured to the Supervisory Board that they have sufficient time at their disposal to fulfill their responsibilities as members of the Supervisory Board and to contribute decisively to its work. Now the candidates will introduce themselves personally.

Angela Titzrath

attendee
#6

Shareholders, I'm very happy to be able to present myself to you only in a virtual way. My name is Angela Titzrath, I was born in Essen. I grew up in the Rheinland. And for more than 24 years, I've worked in Germany blue-chip companies, most recently at Deutsche Post, which, of course, is also a very important freight forwarding company. Today, I'm CEO of Hamburger Hafen. We are a European logistics company which uses a hub and spoke system to create a network, which combines air traffic and waterways and also land freight forwarding. Now, our company is more than 136 years old, and we are currently transforming the company to modernize it. We want to introduce technical -- digital technology in order to raise better with our companies. I would be grateful if you would express your trust and confidence to me and appoint me for a further 4 years on the Supervisory Board.

Michael Kerkloh

attendee
#7

My name is Michael Kerkloh. I'm 64 years old, and I've been working in aviation for more than 30 years. For airports, I started out in Frankfurt Airport as a manager, then I moved on to Frankfurt -- to Hamburg. And for the past 17 years, I have been CEO and the beautiful Munich Airport, one of the Lufthansa's biggest hubs at least before the pandemic. I'm honored to serve on the Supervisory Board of Lufthansa. It is a very attractive, but also very challenging work to help Lufthansa's Executive Board to overcome the current crisis. Lufthansa will overcome the crisis, will emerge stronger from it and will play a leading role in the future of aviation. This is what I'm working for.

Britta Seeger

attendee
#8

Shareholders of Lufthansa. My name is Britta Seeger. I have been serving on the Board of Daimler since 2017 and also working for Mercedes Benz. I'm interested in customer relations, and I know that customer satisfaction is very important. It's a crucial aspect of the company. I also worked abroad in Turkey and South Korea in my different roles. Now the Lufthansa brand stands for security, stability, comfort and other positive qualities. Now we need to make it fit for the future. We need to take into account expectations of our customers in order to make the company future-proof. And this is what I want to contribute to the company, the will to reinvent itself not to be happy -- not to be content with the status quo and to continuously improve customer experience to work together as a team to manage the transition of the company towards the future. And I would be happy to work together with Lufthansa in the future in order to develop customer-focused solutions. And I'm deeply convinced that we will be successful in the long run because the top priority is make our customers smile because they're happy. Say yes to the world. Thank you very much for your trust.

Karl-Ludwig Kley

executive
#9

Thank you very much to the 3 candidates. I think, dear shareholders, you were able to assess at all of those 3 perfectly take all the boxes for our profile. They have the acumen to strengthen our Supervisory Board where we need additional expertise. Following Mr. Sturm, Mr. Kruger should take on the role of the President of the Auditors Committee. Mr. Kruger has a great know-how. He has a large experience in the work of the Audit Committee. I know I'm from our work at BMW. We trust each other, and we are very much looking forward to working with him. This takes me to agenda Item number 5. Pursuant to Article 13 Section 3 Stock Corporation Act, the general meeting of the stock noted company needs to decide every 4 years on the remuneration of the members of the Supervisory Board. A resolution is legitimate and the first has to be taken here. The remuneration is fixed in Article 14 based on a resolution of May 2012 and adapted in 2018 in a few points. It's a fixed salary plus attendance fees. Today's proposal for a resolution does not adapt the remuneration but you see all the details in the convocation. I would like to give the floor to Mr. Niggemann about the use of the authorization to decide on the exclusion of subscription rights when issuing convertible bonds 2020. Mr. Niggemann, you have the floor, please.

Michael Niggemann

executive
#10

Ladies and gentlemen, dear shareholders, very well welcome from my side. I'd like to report briefly on the partial authorization to issue convertible bonds among other bonds and the exclusion of shareholder subscription rights linked to it as granted by the General Meeting on the 5th of 2020. The Board has in parts made use of the set authorization on the 5th of May agenda item 7 to issue convertible bonds and other bonds. This is the authorization 2020, as we refer to it, with the fundamental resolution of September 15, 2020, and the implementing resolution from November 10, 2020, both approved by the Supervisory Board on the September 21 and November 10, respectively, to issue convertible bonds with a total nominal amount of EUR 600 million. The term is 5 years until November 17, 2025, an annual interest rate of 2% and comprises the right of the bondholders to conversion at the initial conversion rate of EUR 12.96. We call these convertible bonds 2020. The shareholder subscription right was excluded to these convertible bonds 2020. The convertible bonds 2020 were offered exclusively to institutional investors in an extender related book building process. The partial bonds entitled the holder to subscribe to shares without nominal values. So the ordinary shares of the company. Given the initial conversion rate of EUR 12.96, the total issuance gives us the right to subscribe up to 46,296,296 company shares. This is the equivalent of 7.75% of the company's share capital at the time of the application of the authorization. The 10% threshold is thus respected. The initial conversion rate can be adapted under certain circumstances. It corresponds to the average volume waste bonds and the fixing of the conversion rate at the same day, plus a 40% premium. Therefore, the conversion rate is much higher than 80% of the volume weighted stock price over the last 10 days of trading at the Frankfurt Stock Exchange prior to the bond resolution to issue convertible bonds in 2020. This means that issuing these bonds and excluding shareholder subscription right was absolutely lawful and in the best interest of the company. Prior to the issuance of the convertible bond 2020, the Board had discussed the current market environment. The Board has also conducted a cost-benefit analysis in great detail. The result was that issuing convertible bonds under the agreed conditions in keeping with the authorization 2020 is a good opportunity to finance the company. So a very favorable way to raise capital. The conditions allowed excluding shareholder subscription right after due consideration, the Board was convinced. The issuing price of the convertible bond 2020 is not much below the calculated theoretical market value. This was based on intense market tests in the context of the book-building precision. In this precision, the emission was oversubscribed manifold. This means that the price was not below the theoretical market price, but at the level of the actual market price. The shareholder subscription rights would not have made much sense for this reason. The authorization for 2020 provided for a maximum exclusion of the shareholder subscription right of 10% of the share capital was respected. The company in this way was able to raise capital in the medium term and with favorable conditions. And this, of course, is serving the company's interest for the aforementioned reasons. Thank you very much.

Karl-Ludwig Kley

executive
#11

So we shall continue after an authorization for our issuing convertible bonds that became necessary. In condition, we would like to recommend the creation of Authorized Capital C to up to EUR 5 billion to EUR 5.5 billion for 5 years. The amount is technical. The technical result a silent participation in 1 and 2 of the state aids. There's a bit of complexity because raising capital would have direct repercussions to paying back or needs to be linked. So we needed to pay back state aids. For you, as shareholders, you would have a subscription rights, of course. We shall pass to answering the questions. I would like to call the attendance. The share capital remains unchanged. Since convocation, we have 45 million -- share capital, 9.9% of the share capital. We have 9 million proxy votes, absentee votes. So we have 254 million registered shares, 40.8% of the share capital. Information about attendance and participants are available at the online service. There is no physical presence. So you only see the Lufthansa appointed proxies. If you are following us online, I'd like to thank you for being with us, having been with us because now the public part of the transmission is coming to an end. As of now, only shareholders of the company are able to follow this event via the online service. For those who having -- who are watching -- who have been watching, thank you very much for following us. Thank you for your interest, and I hope... [Statements in English on this transcript were spoken by an interpreter present on the live call.]

For developers and AI pipelines

Programmatic access to Deutsche Lufthansa AG earnings transcripts and 32,000+ others is available through the EarningsCalls.dev REST API. Plans from $24.99/month — full transcripts, speaker segments, full-text search, and the recently-added /api/v1/transcripts/recent polling endpoint for ETL pipelines.