CONFERENCE CALL ON THE RESULTS FOR THE 2nd QUARTER ENDED September 30, 2013 November 15, 2013

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1 CONFERENCE CALL ON THE RESULTS FOR THE 2nd QUARTER ENDED September 30, 2013 November 15, 2013 Good afternoon everyone and thank you for joining us today. This is David Elízaga, Chief Financial Officer of the OdigeO Group. I am pleased to welcome you to today s call, in which we will discuss the results for the quarter ended on September 30th, Before we start, I call your attention to the fact that you can find the report containing the results at our financial website I invite you to have it at hand for when I review the results. I also note that we will now publish the transcripts of these calls on our website. Now I will ask you to turn to page 1 of the report. I would like to start out by saying that we believe the results for this quarter reflect an excellent performance, which bear out the solid fundamentals underlying our business model. Results are in line with the guidance provided to the markets during the first quarter presentation. We have achieved double digit growth in Revenue Margin and Recurring EBIT, and reached a Recurring EBIT of 30.3 million euros: the second time that Odigeo reports a quarterly Recurring EBIT above 30 million. Pure volume growth, expressed by number of bookings, has been 17% during this quarter. We believe that number of bookings better reflect the underlying volume growth, and from now on we will be communicating based on number of bookings as opposed to based on Gross Bookings. I will give more explanations about this in a minute. Revenue margin has grown 18%, which speaks about our ability to deliver more value to customers, and the willingness of our customers to share some of that value with us via higher mark-ups. When we look at it on a regional basis, bookings growth is driven mostly by the Expansion segment, as I will explain further on. Organic Capex has been in line with the guidance we provided since the year-end results. In the month of October we completed the acquisition of Liligo.com from Voyages-SNCF. Liligo offers a multi-product travel service, serving 11 countries with France being the largest market. I will provide more details about this and update the Total Capex guidance when we cover the Outlook. We continue to have ample headroom under the only maintenance covenant in our SS RCF. The daily usage of the new common Flight Booking Engine, as well as our ability to move resources from integration work to innovation projects are delivering results, as you can see from the results published. Turning now to page 2 of the report.

2 Ever since edreams combined with GoVoyages and Opodo to form ODIGEO, we have been communicating on Gross Bookings as a reference for volume growth. This was because it is a widespread travel market indicator and most of the public OTAs communicate also around this figure, so it is helpful to make comparisons. However, as the leading Flight-focused OTA on a worldwide basis, we have focused our innovation efforts on developing a platform that strives to achieve best-possible prices and convenience for our customers, while delivering high margins to us. As a consequence, we endeavor to reduce the Gross Bookings for our customers on a transaction per transaction basis. With the deployment of the Unified Flight Booking Engine across our main markets and brands, we have been quite successful in achieving precisely this, and travellers have responded by choosing us more frequently than they did before. We do believe that, in order to understand the pure volume growth in our business, it is more meaningful to follow the number of bookings and from now on we will be communicating on this KPI. To avoid confusion, number of bookings is the number of individual transactions that we intermediate for our customers. One booking can encompass one or several products and also one or several passengers. Number of bookings increased by 17% in the quarter ended September 2013 vs the same quarter of last year. This was primarily as a result of the deployment of the Unified Booking Engine of Flights in most of our main markets, the unified Hotel and Cars platforms and investments on general innovation as well as international expansion. Year to date growth in number of bookings has been 16%. Let s now look at how that growth varies on a geographical basis. We divide our business in two main segments: the Core segment includes France, Italy and Spain which represent approximately 60% of the total volume; the Expansion segment represents the other 40% of the volume and includes the rest of the countries in which we operate, inside and outside of Europe. Bookings growth has been strong in the Expansion segment, with 26%. Within this segment, UK and Other Countries have performed particularly well. As a reminder Other Countries included websites for 27 different countries as of September, mostly outside of Europe. Bookings growth has been 10%, double-digit, for the Core segment. Turning now to page 3 of the report. Revenue margin increased by 18% versus the same quarter of last fiscal year, reaching million euros. During the second fiscal quarter additional mark-ups have more than compensated for reduced GDS incentives. For the Flight business, Gross Bookings per Booking have decreased over the quarter by 9% since the same quarter of last year, from an average of 470 euros to an average of 428 euros. In our view, this is a proof that we are doing are job correctly, as we consider one of our core missions to reduce Gross Booking per booking for our customers. And this is in the context of average airline prices increasing by 2% as reported by industry

3 research specialists. Since we allow our customers to book cheaper flights than the other options they consider, Our customers are willing to share with us some of the price difference, and that is the underlying reason why we have been able to increase our mark-ups and grow revenue in line with bookings and much faster than gross bookings on a market by market basis Our Direct Connect technology delivers lower average prices than traditional GDS products. Hence, more customers are buying the better priced direct connects from us, and the share of direct connect as a percent of total Odigeo bookings is growing. The increase in proportion of revenue margin from the flight business from 80% to 81% is strongly driven by the acceleration in our Direct Connect flight business, which has outstripped the increases of our hotels and cars businesses, which are growing fast in percentage terms but starting from a lower base. From the perspective of the source of our revenue margin, similar to the data we shared in the last conference call, we derived 72% of the revenue margin from the customers as opposed to 28% coming from our suppliers. Turning now to page 4 of the report. For the second fiscal quarter, Recurring EBIT increased by 2.8 million euros, an increase of 10% vs the same quarter of last year, meeting the guidance we provided last quarter. As I said at the outset, we are happy to report that this is the second time that Odigeo reports a quarterly Recurring EBIT above 30 million euros, the third quarter in a row with double digit revenue margin growth and second quarter in a row with Recurring EBIT double digit growth. Variable costs have increased by 28%, as a result of a combination of factors. Most importantly they have increased as a result of the 18% increase of booking volumes. Also, Merchant and acquisition costs increase notably as we expand our business in geographies where they are structurally higher or we do not have yet the scale to negotiate better conditions from suppliers or attract traffic based on brand awareness. Please note that in any case we require from new countries to be profitable from the first year of operations. This means that we should expect lower EBIT margins resulting in strong growth in new markets, but this does not impact our ability to deliver absolute EBIT growth. These two effects mentioned for the variable costs have been mitigated by lower call-center costs as we make progress in our ongoing optimization of this resource. Fixed Costs have decreased by 6%, resulting from improved monitoring of the fixed cost structure Turning now to page 5 of the report to take a look at the highlights in the rest of the income statement.

4 First I would like to describe a bit further the two cost categories above the EBIT line, personnel and other operating costs. In personnel there are two components, the first component is the call center costs that need to grow approximately with the growth of the business: the more clients and volume we have, the more time zones we cover, the more people we need to have; the second component are the non-call center personnel cost, which has grown with resources added to help us grow as a single company. For the quarter ended September 2013, we have kept call-center personnel cost stable compared to the same quarter of 2012 despite the growth in volumes, as we make progress in an ongoing optimization we have underway. This implies that our internal call centers have been 14% more productive on average vs. last year for the same period. Non-call center personnel costs have grown, mostly centered around our IT department, as a result of our effort to accelerate innovation. This increase is in line with the guidance we have provided regarding increased R&D capex vs last year, with a guidance of 18 million compared with 14 million of last fiscal year. On Other Operating Costs, growth has come from expanded marketing costs aimed at maintaining market share and volume growth, as mentioned previously, as well as merchant costs. This has been balanced by the capitalization of IT expenses incurred to develop the ONE platform and other revenue-generating software. If we keep going down the income statement, Non-recurring items have decreased by 1.3 million euros. You can find details of this number on page 17 of the report. EBIT after non-recurring items has grown 17% in the second quarter. In respect of D&A at 6.1 million euros, it is mostly driven by the planned investments in the development of the platform. Financial result of 16.3 million euro for the quarter reflects the existing financial structure and is stable vs the same quarter of last year. Income tax expense for the second three months of the fiscal year has grown by 5 million euros, as a result of the release of Deferred Tax Asset for 2.6 million euros and from a higher profit before tax in edreams for 1.5 million euros. Turning now to page 6 of the report. Our balance sheet, as you know is quite simple, with just goodwill and brand on the asset side, working capital movements which I will describe later on, and mostly financial debt on the liabilities side. When compared with the same quarter of 2012, the movements comprise a reduction of negative working capital that I will explain later on, an increase in financial debt and in other long term assets and liabilities driven by the refinancing of last January, the accrual in the Subordinated Convertible Shareholder Bonds, and a decrease in deferred tax liabilities. We can take a closer look at the working capital movements on page 7 of the report.

5 Let me remind you the dynamics of our business from a cash flow perspective, so you can understand how the working capital variations are derived from it. Most of the flights activity we develop is under the full agent of record method by which we collect from the customers the full price of the ticket and our fees, and pay to the airlines on average 30 days later. That is the essence of the negative working capital of the business. If we grow in regular flights business under the full agent of record method, we increase the amount of negative working capital. If the Gross Bookings of the regular flight business under the full agent of record method decreases then our negative working capital decreases. The quarterly variations that you see in the graph in dark blue color reflect the seasonality of our business, in which the most important quarter is the one ended in March, followed by June, September and December. From June to September there is a seasonal decrease in the amount of total working capital. The amount of the negative working capital decreased as compared with last year, due to a combination of factors: there has been a decrease of 11.3 million euros in the Payable to regular airlines driven by less weekly payments of German and Nordics BSP in September 2012; additionally the BSP payable has also decreased by 4 million euros driven by lower Gross Booking/Booking volumes, and in particular a lower regular flights Gross Bookings as a result of a change in mix towards direct connect as I have explained during this call; and this has been mitigated by the higher percentage of full agent of record for approximately 16 million euros as well as some other improvements in the management of working capital so that the final decrease in negative working capital is 3.5 million euros. In lighter shades of blue we have isolated components that do not follow the seasonality of the business, as the deferred revenue coming from the renegotiation of the Amadeus contract done in conjunction with the transaction, which is a non-cash item. Turning now to page 8 of the report. I have already explained the Recurring EBIT and non-recurring items. The third line of non operating / non-cash items nets out the portion of the nonrecurring items that are non-cash. The view of the working capital in the quarterly cash flow statement is practical to understanding how the June-September delta of 2013 differ from the June- September delta of The negative movement in working capital has been of 21.5 million compared with a negative 26.4 million for the same quarter of last year. This notable improvement compared with the last quarter results from the absence of the interim factors of the month of April (which I will remind in a minute) as well as several factors: in the first place, a lower seasonal decrease in the Regular Flights Gross Bookings resulting positively impacting our cash flow for circa 6 million euros; in the second place, a higher percentage of full agent of record positively impacting our cash flow by circa 9 million euros, and in the third place a negative impact on our cash flow of circa 12 million euros triggered by 12 weekly BSP payments in Germany and Nordics in 2012 compared to 13 weekly payments in 2013.

6 As a result of the above, Net Cash from Operating activities has been a positive 6.8 million euros compared with a negative 1.5 million euros for the same quarter of last year. There has been a non significant difference in income taxes paid during the two years. Capital expenditures, which is mostly capitalized expenses in R&D for the development of the platform, have been 6.0 million euros in the quarter, increasing in line with the guidance communicated to the market Financial expenses paid of 12.6 million euros for the quarter ended September 2013 reflect the current financial structure and the fact that during the second fiscal quarter we pay for a semester of 2018 Notes whereas last year we paid for 3 months of former Senior Credit Facilities and repaid 10 million of our Senior Debt. Turning now to page 9 of the report. Net debt has decreased by 11.5 million in September of 2013 when compared to the same quarter of last year. The evolution in September 2013 when compared to June is mostly due to seasonal decrease in cash. Without taking into account the capitalization of financing costs, net Leverage is 3.4x and net Senior Secured Leverage is 1.7x. Please remember that our business is highly seasonal, and these ratios should be compared always to the same quarter of last year. Net leverage has improved by 0.3x and net Senior Secured Leverage has improved by 0.2x. Turning now to page 10 of the report. After the issuance of the Senior Secured Notes due 2018 and the repayment of the Term Loans of the Senior Debt, there is only one maintenance covenant left in our SS RCF, a net leverage ratio set at a level of 5.5x. Headroom in ample, with a current net leverage ratio of 3.2x And concluding now with page 11 of the report with the conclusions and outlook. The exploitation of the common Flight Booking Engine as well as the unified hotels and cars platform is advancing well and we are happy to report that we have delivered with the guidance provided of double digit growth. On the management agenda, we are continuing to focus on the main points communicated at the year-end presentation: Exploit the common Flight Booking Engine effectively to drive growth Unify Front Ends to allow for quicker improvements to adapt to customer needs Unify the Dynamic Packaging platform, and continue improving crossselling of Hotels, Cars and other ancillary products for flights Continue developing Mobile Apps and Websites to better serve our customers irrespective of where and how they use us Continue to invest in general innovation to better serve our customers

7 Accelerate revenue generation from click-based revenue (from AdSales but also metasearch product) as well as search-based revenue (again from metasearch product). I will say more about this in a minute. Launch 3 new countries and further develop key international markets Design and start of implementation of common mid-back office (estimated to be an 18 month project) Scale Operations to support Business Growth, which means: Continued increase of Variable Costs to track Revenue Margin Growth Improvements in call centers compensate for higher merchant costs triggered by internationalization Higher personnel expense to support focus on internationalization, mobile and corporate Procurement strategy to reduce fixed costs Concerning the evolution of the trading, we expect the third fiscal quarter to also deliver double-digit growth. For Organic Capex, we also reiterate the full year guidance for our organic business. 18 million of R&D (increasing engineering capacity to accelerate innovation) 3 million in HW acquisitions and SW maintenance 3 million in investments aimed at reducing future operating expenditures 2 million in common mid-back office (our budget for the project is 7 million, 5 million for the 2014/2015 fiscal year) As mentioned at the beginning of this call, in October we acquired the travel metasearch Liligo.com. To understand what a metasearch is in general terms, you could take a look at publicly traded companies Qunar, which just went public, or Kayak.com, which was acquired by Priceline.com after going public. Liligo serves 11 countries with the largest market being France. I have been asked several times in the past by investors in these calls if we intended to do any acquisitions with the cash we are generating. I have repeatedly answered that we look at opportunities that we are presented with and are most interested in those which include technology that we can leverage across our base of 14 million customers. When asked about potential size of those acquisitions I also made clear that we were not intending to raise any financing to complete acquisitions being examined. The acquisition of Liligo fits my previous statements. It was sourced by our Venture Farm team, and completed in record time. We are interested in leveraging the Liligo technology and business model to diversify our revenue sources and generate more revenue on a click-basis, as well as new revenue on a search basis. We believe adding new revenue generation capabilities to our superior Flight Booking engine will provide attractive opportunities. As a result of this acquisition, we now revise our total capex guidance, to a figure of 39 million euros, including both our reiterated organic capex guidance as well as the Liligo acquisition cost.

8 Well, this is the end of our prepared remarks. I will now be happy to respond to any questions you may have. Operator, you can open the call to questions. Speaker key OP TE FM JG Operator David Thierry Anid Frank Netrval Javier Gonzalez OP Okay, and our first question comes from the line of Thierry Anid from Nomura. Please go ahead. TE Yes, hi. I have some quick questions. Can you comment a bit on the performance in Spain and Italy particularly? And can you give some more details in terms of the size of revenues and margins of Liligo as well as some details on future possible synergies? Sure. Okay, so on your first question, the performance of Spain and Italy: Spain and Italy as a group are increasing in terms of number of bookings so the times where Spain and Italy were being a drag to the performance of the rest of the group are now over and they as a group are performing better. They re not anymore in the negative territory, though in the single-digit growth territory. And as for the size of Liligo in terms of revenues and EBIT, it s difficult to give you an exact number that you could absolutely compare with ours because we ve been dealing with audited results of 2012 which were under French GAAP only and not under IFRS. So I ll tell you that revenue I m happy to give you approximate figures revenue is below 10 million so getting close to that and EBIT is above 1 million. TE Okay. We ve seen in the press when SNCF bought it in 2010 the revenues were around 100 million. I don t know if this figure was right at the time but can you comment on the performance compared to the figure of 10 million? I do not believe that a number of 100 million in revenue is reflective of what we call revenue. If you re familiar with the model of the meta-search, it shows a number of travel alternatives and then the customer clicks on those and appears into the website of someone else which can be an OTA or it can be an airline or it can be a hotel provider. That number can only refer to the gross bookings generated by clicks that they afterwards sold but I would not consider that number relevant at all because I think there is no efficient way for the metasearch to know the exact amount of gross booking generated by the clicks because they get paid on a per-click basis by the customers which are the OTAs

9 and the airlines and they don t really have any internal way to know how much money the customer actually spent. TE Okay, I see. To be clear, the acquisition was 13 million, right, so the differential in capex TE TE TE Yes. Okay, that s fine, and can you give some detail on synergies? That is net of cash acquired. Net of cash acquired, okay, that s fine. Which is the way that it s usually reported on our cashflow statement. Yes, okay. And some details on synergies, if possible, please. I think it s too soon to tell. I would say that we re interested, first and foremost, as I said in my prepared remarks, on the technology of Liligo and what it enables us to do for our 14 million base of customers. But we do need to do a significant amount of technological integration to integrate their technology with ours. As you very well know, we re experts on that so I m very confident we will get it right but it does take a bit of time to integrate the two technologies. But we re interested as well in helping the Liligo standalone brand to grow and to leverage our international platform because they currently have operations in 11 countries, as I said, but they only have a physical base in two of them. So I m sure that we can find ways to help them grow the individual Liligo brand as well as integrate their technology into ours and promote more growth. But I think this is way too soon to provide any expectations of synergies. And I think we need to get into more of a budgeting phase in the future to have a better understanding of how long it will take us to integrate the technology and by when that can deliver results. So I m confident that it will deliver very good results but it s too early to say when and how much. TE Okay, that s fine, thank you. Thank you, Thierry. OP Thank you. Our next question comes from the line of Frank Netrval of Pramerica. Please go ahead. FM Oh, hi, David. Congratulations on the results first. Your change of what you want to show as numbers between the bookings, number of bookings as volumes and the euro value of bookings and then ultimately revenue margin; is

10 that to make it more comparable to quoted peers? How do you look at this? If I used your overall volumes and overall revenue margin then you get to Is that something that you could compare to the US comps of more like 3.5%? Because I thought that would all be done on dollar or euro value of revenue margin, just to see if this structurally more profitable market, Europe versus North America still holds up. No. What I said is actually the opposite. What I said is that when the company was created it was chosen as a parameter to follow volumes of gross bookings because that is what makes it more comparable to others because there is a lot of literature out there about the gross bookings that almost every online travel player makes and that applies to offline as well as online sales. When you look at market sizes, etc, it s always expressed in terms of gross bookings. But keep in mind that most of the relevant quoted online travel agencies especially have a hotel focus versus us that we have a flight focus, so there is an inherent difference between us and them in that respect, and to us, it is a lot more important, actually being able to save money for the customer, actually to reduce the gross bookings on a per transaction basis to them. That is what makes us feel like we re doing our job well and that s also the reason why people choose us repeatedly. So it has become very, very evident especially during the deployment of the unified flight booking engine that we re not delivering a lot better results in that respect and then suddenly we re communicating externally, (because internally we have always looked at the number of bookings), but communicating externally in terms of gross bookings was not actually reflecting the underlying volume growth because what really matters for us is the number of bookings, much more than the gross bookings. So it was going to be difficult to have a dialogue with you and tell you that we re doing a fantastic job and we re not really growing the gross bookings. FM Yes, understood and so this is the metric. Is it possible to keep both numbers during your reporting pack so that we can compare this? My lawyers have properly advised me that we have a legal obligation to continue to report gross bookings so we will continue to give you that number. It will not be in the front any more so you will have to chase it in the back but you will have it. FM Okay. If I look at the trend, because you were saying you were successful in charging more, ultimately more revenue margin per booking although your, as you say, the value per booking grew 4% and your revenue margin grew 17%. It used to be a historically relationship that they were relatively equal. Now you re much more successful, how do we need to look at this going forward, this relationship?

11 The relationships between the gross bookings growth and the revenue margin growth or the relationship between the number of bookings and the revenue margin growth? FM At the moment I would still be looking at the value of the gross bookings so you re extracting more per revenue margin. Is that an ongoing current trend now that you re seeing and that s going to be persisting going forward because your pricings are getting better? That s precisely the reason why we think it s not a good idea to follow the gross bookings. Let me explain you why, because you started your statement by saying that we re able to extract more revenue margin from every [overtalking]. But the way it needs to actually happen is we need to get our customers to save money versus the other alternative options of booking their flights. So that means that I need to sell them tickets at a lower gross booking per booking than other alternatives so our purpose is to achieve precisely that. So if we re cheaper than the rest, that s great, we re doing our job and if we re cheaper than we were in the past in an inflationary context, which is what s happening now, we re even happier. So we create value for the customers that way. Remember I gave you the evolution of gross bookings per booking; On flights this has been reduced from 470 to 428 so that means that our average ticket price has declined by 9%. Sorry, just let me finish. That is a prerequisite so that I can increase - you mentioned, the revenue margin - I mentioned the mark-ups, which is the portion of the revenue margin which includes the service fees that we charge to the customers. The customer will only allow us to charge a bit more of a service fee if we have saved a lot more than that in terms of the overall price of the ticket because what a customer cares about in the end is the total price that they pay. If we do a good job in intermediating and get them to save money they re happy to share a portion of that value with us. So the right order of factors is, we first need to save money for customers; if we achieve that we can capture a portion of that value through additional mark-up on bookings and the history of our company demonstrates that we ve been consistently increasing the mark-up on bookings ever since FM So basically the 420 is exclusive of the dynamic fee you re charging. No, includes. The 420 FM Includes? Yes, it includes but it s less than 5% of that. FM All right. The other question that I had was around the cost items that you mentioned. It looks like you re still building up a bit more cost base going

12 forward which means the EBIT margin growing 10% versus revenue margin, 18%. How long do you think that relationship is still going to carry on, when will you be finished building out the final infrastructure? I wouldn t exactly say that we re building the cost base because I hear that as permanent cost and actually the fixed costs have reduced by 6% in this quarter. What we are increasing is the variable costs so that means that from every transaction the net we get from revenue less variable costs specifically on that transaction is being somewhat reduced. That is triggered by the changing mix of where we sell in the different countries mostly. In countries where we have a pretty decent market share, big brand recognition, we are at cruising speed, if you allow me another airline term. Whereas when we expand into new countries where we don t have first enough brand recognition from customers, it means the customer s natural tendency is not to go on sites edreams.au (Australia). You have less organic traffic, and you need to spend more on marketing and because you don t have volumes you also need to spend more on what we call the merchant costs, which is all of those variable costs linked to actually getting the money in our hands, so the credit card cost, the fraud cost, the transactional cost; all those costs. Because all those costs, you re only able to become efficient when you have enough volume to negotiate with your providers better terms. Very simple. So when you change your mix and you put more of the international business, because you re growing more in those countries or you re doing more penetration, naturally your overall margin is going to suffer a little bit but you re still adding a lot of incremental EBIT to the mix. So as long as we keep the international and after this long explanation I m sorry about that as long as we keep our international expansion, and we re going to keep it because we think it s a good policy to do it, margins are likely to suffer a bit. FM Okay, thank you very much. You re welcome, thank you. OP Ladies and gentlemen, as a reminder, it s * 1 to ask a question. And we have another question from the line of Javier Gonzalez from BBVA. Please go ahead. JG Hi. I would like to ask you about In light of your continued improvement of results and the good state of the capital markets, what are the exit plans of your shareholders? Well, thank you for the question, which is a pretty popular question and we often get it in the last conferences that I have attended for high-yield investors. The business is performing well, as we ve been discussing and as the

13 one platform has been deployed and our growth is pleasing and we and our shareholders actively monitor the markets. I d say that all options for liquidity are possibilities, so it could be an IPO or an M&A sale. Those options will be considered in an opportunistic manner. JG Thank you. OP Okay, we have no further questions on the line so I d like to hand back to our host. Well, thank you everybody for joining the call. We will be pleased to report our third quarter results at the end of February. In the meantime, we will be happy to receive your questions in the investor address

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