Slides
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15 October 2026 TAP Air Portugal – a perfect fit for Lufthansa Group Carsten Spohr, CEO Till Streichert, CFO
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TAP Air Portugal| A perfect fit for the portfolio of Lufthansa Group Provides access to one of Europe’s most attractive growth economies Established profitable airline enabling immediate value creation Unique platform providing immediate scale and exposure to South Atlantic growth 15 October 2026 | Lufthansa Group2 #perfectradiusbox radius = 0.3
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Current fleet2 22 58 19 Wide- body Narrow- body Regional Unique opportunity | TAP as one of the very few remaining European network carriers at scale Notes: (1) FY2025 recurring EBIT(DA) excl. restructuring and other non-recurring items | (2) Based on FY2025 89%Passenger 6% MRO 4% Logistics 1% Other ~4.3bn EUR 15 October 2026 | Lufthansa Group3 One of the youngest and most modern fleets in the world with <10 years avg. fleet age and >70 % next gen share Profitable carrier with ~17% EBITDA1 margin and ~6% EBIT1 margin Diversified network across Europe, South America and North America ~46% seat share in Lisbon at a capacity- constrained hub State of the art MRO facilities with strong footprint in particular in LEAP engines Strong and local customer base with >9M loyalty members and 80+ partners Strong position for traffic from Europe to Brazil with 26% market share Unique position as Western-most EU hub, allowing strong midpoint connectivity to South and North America Revenue breakdown2 #perfectradiusbox radius = 0.3
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Investment rationale | A scarce, highly complementary network carrier, extending Lufthansa Group’s proven multi-hub model with clear value creation • Continuation of a proven and disciplined consolidation playbook, extending the multi-hub / -brand model • Intended path to majority expressed by Portuguese government Complementary networks Step-change in scale at both ends of the Atlantic, especially in South America Strong hub addition LIS as advantaged hub with OPO as strategic secondary base Non-passenger airline growth Established MRO, cargo and loyalty capabilities extending the LHG platform Tangible value creation Up to 450m EUR run-rate net synergies across TAP and LHG, accretive to ROCE targets, and EPS accretive in the first full year after closing Strong partnership and governance Decade-long collaboration through Star Alliance entering a new chapter based on joint control and a robust governance framework 1 2 3 4 5 #perfectradiusbox radius = 0.3 15 October 2026 | Lufthansa Group4
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Lisbon hub has a complementary catchment & structurally different economics LIS MUC ZRH FCO FRA VIE BRU Europe to SA 1. 20% 3. 17% 4. 11% 1. 20% Complementary networks | Complementing Lufthansa Group’s setup allows us to match competition on South Atlantic and Brazil routes Source: IATA DDS Note: (1) Total bi-directional passengers (2025) 15 October 2026 | Lufthansa Group5 Europe to South America Southern Europe to North America Africa to North America Europe to Portugal 6% 7% 7%2-3% 20m 26m 7m42m Total # of Passengers1 Market CAGR (2025-30’) Market shares today 7% 12%9% 7% 21% 17%20% 8% 1 #perfectradiusbox radius = 0.3
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Porto as strategic secondary base with long-haul expansion • Complementary base alongside Lisbon, supporting South Atlantic growth • Strong, growing and profitable P2P long-haul demand to key regions Strong hub addition | TAP opens unique markets for LHG‘s hub systems as number one operator for Brazil and South America Optimised feeder flows across the Group network • Integration of Lisbon into Lufthansa Group‘s multi-hub network • Optimised passenger flows between Europe, Brazil and South America Lisbon as the primary long-haul gateway • Dedicated South Atlantic hub complementing existing Group hubs • Strengthens network position across Brazil, Africa and the Americas TAP joins transatlantic joint venture with United and Air Canada • Enabling coordinated schedules, pricing and joint offers on Europe-NA routes • Strengthening TAP‘s traffic flows to North America #perfectradiusbox radius = 0.3 BRU FRA MUC VIEZRH FCO LIS 2 15 October 2026 | Lufthansa Group6 A++
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Non-passenger airline growth | Comprehensive strategic partnership leveraging the full breadth of the Lufthansa Group platform 3 15 October 2026 | Lufthansa Group7 #perfectradiusbox radius = 0.3 Maintenance, repair and overhaul Air Freight ~700 jobs and 300m EUR of investment through new LHT facility in Santa Maria Portugal as a leading European MRO hub established by TAP M&E and Lufthansa Technik One of the largest complementary MRO clusters in Europe with ~3,000 employees Joint benefits from optimization of TAP's belly freight capacity and management Yield uplift on TAP cargo volume through access to LHG’s cargo sales platform
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Network & partnerships Tangible value creation| Up to 450m EUR run-rate net synergies and double-digit ROCE accelerating path to achieving LHG mid-term targets • Investment in TAP accounted for using equity method in Lufthansa Group’s accounts • Synergy potential already achievable in minority shareholder situation • Fully funded from available cash-on-hand, leaving LHG’s liquidity within target corridor • Continued strong commitment to investment grade rating • EPS accretive in the first full year after closing • Double-digit ROCE accelerating path to achieving LHG mid- term targets • Dividend step-up mechanism to ensure an adequate participation in value creation during minority Financial impact on Lufthansa Group Up to 450m EUR combined run-rate net synergies across four key categories Commercial & loyalty Joint sourcing & procurement MRO & Cargo #perfectradiusbox radius = 0.3 4 15 October 2026 | Lufthansa Group8 = Indicative contribution to total synergies Tangible minority synergies incl. A++ with further upside in majority scenario
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50.1% of shares Up to 49.9% of shares1 Strong partnership & governance | Joint control of TAP with Lufthansa Group assuming a leading role in the day-to-day business Note: (1) Stake may increase to up to 49.9% to the extent the 5% tranche reserved for TAP employees is not fully subscribed, with unsubscribed shares to be acquired by Lufthansa Group at the same price per share #perfectradiusbox radius = 0.3 Operational leadership of TAP , including CEO appointment right for LHG Board of Directors Executive Committee Majority appointed by the Portuguese State Minority appointed by LHG • Governance model enables expected value creation from investment • Well-balanced agreed financial policy securing capital return to Lufthansa Group Joint control as principle via qualified majority Governance structure 5 15 October 2026 | Lufthansa Group9
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Summary of key transaction terms | Disciplined valuation, fully funded from cash-on-hand preserving full financial flexibility of Lufthansa Group Notes: FSNC = Full-Service Network Carrier • Acquisition of 44.9% stake in TAP for a purchase price of 1,025m EUR • Locked box concept based on 2025 closing accounts, 1.5% p.a. ticking fee Headline price Unsubscribed employee shares • Stake may increase by up to 5.0% through unsubscribed employee offer shares • Unsubscribed shares to be acquired at the same price per share Timeline • Transaction expected to be signed shortly • Transaction expected to close in H1-2028 subject to customary closing conditions Financing • Consideration paid in cash at closing and is fully financed from available cash-on-hand • No impact on Lufthansa Group’s financial flexibility Valuation and dividends • Valuation incl. synergies in-line with average EU FSNC EV/EBITDA current trading multiple • Dividend step-up in minority scenario, up to 75% #perfectradiusbox radius = 0.3 15 October 2026 | Lufthansa Group10 Acquisition of up to a 49.9% stake in TAP Envisaged path to acquire the remaining 50.1% of TAP Acquisition of 50.1% stake in TAP for a proposed purchase price of 1,300m EUR Potential stock consideration resulting in up to 5% shareholding in Lufthansa Group by the Portuguese government Further incremental synergies in majority ownership scenario Overall deal economics and valuation metrics in line with minority investment Sale of majority stake subject to separate process, expected to be initiated shortly Disclaimer: Completion of the transaction remains subject to finalizing the transaction documents and approval by the relevant authorities
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Key takeaways | Minority investment in TAP ‘ticks all the boxes’ to further strengthen Lufthansa Group’s position as Europe’s leading airline group Strong industrial logic with step-change in South America footprint Access to attractive LIS hub to further drive multi-hub strategy Opportunity to leverage the full breadth of the LHG platform Attractive return profile supported by synergies Joint control and extensive minority protections safeguarding LHG’s investment #perfectradiusbox radius = 0.3 15 October 2026 | Lufthansa Group11 Value accretive next step in our consolidation journey with a tangible path to majority