Hello, and welcome to the ALD Analyst Call. My name is Jess, and I'll be your coordinator for today's event. For the duration of the call, your lines will be on listen only. However, there will be the opportunity to ask questions. This can be done by pressing star one on your telephone keypad to register your question at any time. If at any point you require assistance, please press star zero on your telephone keypad, and you will be connected to an operator. I will now hand over to your host, Tim Albertsen, CEO of ALD, to begin today's call. Thank you. Good morning, ladies and gentlemen, and welcome to this ALD analyst call. Today, my team and I are very excited to present to you the most significant strategic step change in the history of ALD, the acquisition of LeasePlan. We have always considered that the acquisition of LeasePlan would be an amazing opportunity to consolidate the market and create a new global player in sustainable mobility. We believe now is the right time to move and perform this transaction, as the transformation of the automotive and mobility sector is advancing at unprecedented pace. This transaction is a fantastic value creation opportunity for our shareholders, clients, partners, employees, and last but not least, for the society. Let us walk you through it, and although I will be using confirmative language during this call, let me just state that, of course, we are talking about a proposed transaction for which relevant work councils at ALD and LeasePlan will be consulted. Today, I will be assisted by our Group CFO, Gilles Momper, and John Saffrett, our Group Deputy CEO, and we'll take you through the presentation. Of course, we'll be able to answer, hopefully, all your questions after the presentation. Let's go to slide 4. I said that this is an unprecedented step change for ALD. By combining the multiple strength of ALD and LeasePlan, gaining size, joining forces in digital, and creating a leading provider of sustainable mobility solutions, we will transform our industry and be in a pole position to capture the sizable growth opportunities of the mobility sector. First, let me present the key terms of this transaction. We'll be buying LeasePlan for EUR 4.9 billion. EUR 2 billion are to be paid in cash and financed by EUR 1.3 billion rights issue and EUR 700 million of our excess capital. The remaining amount will be paid in shares of the combined entity, and we will welcome TDR and the consortium as a 30.75% shareholder. Société Générale will remain a long-term majority shareholder with more than 50% of the capital, and the closing is expected to happen by end of 2022. This transaction will obviously create value for our shareholders through strong growth opportunities, post-integration and best-in-class operating efficiency through scale and cost synergies of close to EUR 400 million pre-tax, fully materialized by 2025, allowing us to improve our cost-to-income ratio to circa 45%. This transaction will drive strong shareholder returns through a 20% EPS accretion in 2023 and attractive dividend payouts. We will also create value for our customers and partners through our enhanced capacity to invest, which will be unprecedented levels for our industry, investing into digital, leading innovation and new mobility solutions, and ensuring the best possible clear client experiences. This transformative deal will also offer new opportunities for our combined pools of talents, which we consider will be the best in the industry. Finally, this transaction is beneficial for the society through the creation of a leading sustainable mobility player that will be instrumental in getting to zero emission mobility. I will let Gilles provide you with his input on the capital and funding structures of NewALD later, but I would like to stress the fact that it will have very robust capital and funding position. Let's move to slide 7. Let's first take a step back and walk you through the reason why we are contemplating this transaction now. You all know that vehicles are becoming more and more electrified, shared, connected, and at some point in time, autonomous. On top of that, we have four megatrends that are having strong impacts on the demand for mobility, the way it's delivered, and not least consumed. These megatrends will shape the future of the mobility sector for the coming five to seven years. It's around usership. We have a strong push away from ownership of assets, including cars, with usership becoming the norm for both corporates and consumers. Digitalization. Technology and digitalization are now enabling new flexible products and services, and customers are expecting on-demand mobility solutions. The demand for flexible and shared mobility is also driving significant changes in consumers' demand and behavior. The increased environmental awareness has led to a sizable increase in investment into electric vehicles in recent years, matching strong customer demand for going electric. We see these trends accelerating the transformation of the mobility sector and creating strong growth opportunities for the years to come. You can see some examples of these on the right-hand side. Even the corporate market and the private lease market on which we have been present for years are still expected to grow at 4% and 7%, respectively, in the period 2020 to 2025. The market is really coming our way, and with our combined forces, the New ALD will be in a pole position to benefit from this growth and to even outperform the market once integration is complete. Slide eight. Slide eight gives you a bit more color on these growth and margin opportunities. First of all, our current markets are still growing fast, in particular the private lease segment. The SME segment also offers sound growth going forward. The last corporate segment has a renewed growth potential through the strong demand for electrification of their fleets, where ALD is uniquely positioned due to our strong offering in the EV space. We see evidence of this every day. We are winning new corporate mandates to assist them in their transition to electric vehicles, thanks to our unique expertise and scale in this particular new area of business. We will further benefit from the additional scale and expertise that will be coming from LeasePlan in this area. Thinking about the future, the substantial transformation that the mobility sector is undergoing can look like quite a revolution. For NewALD, we see it much more as an evolution. The core competencies which this industry is built on are the foundation of all the new mobility products and services we are seeing coming in the next years. For instance, last mile delivery is based on the fast-growing e-commerce sector, which will mean a strong growth opportunity in the LCV and in particular the eLCV market. The Amazons of this world want tailormade digital offerings for them to be as efficient and flexible as possible in their distribution capacity. Another fast-growing segment is the B to B to E, where we serve our corporate clients and all the employees, and not just the employees who are eligible for company cars. These new markets and segments are typically to be served through data-driven digital solutions and will generate high profitable growth. We also see revenue opportunities from new services. Electric vehicles offer new margin opportunities in terms of consultancy and charging infrastructure. Connected vehicles open possibilities for second generation insurance products like pay how you drive or pay as you drive. Our customers are asking for more flexibility, being able to switch cars more frequently and having access to vehicles for shorter duration. This is ALD Flex and subscriptions. These products typically come with substantially better margins than our long-term products. In a nutshell, we benefit from strong growth in our existing markets and the new addressable markets with new services that will accelerate our growth and lead to increased margin opportunities. Let's move to slide nine. In this context, we believe LeasePlan is a perfect fit to help us to shape the industry transformation. With a 1.8 million vehicle fleet, LeasePlan is the leading player in the fleet management and mobility sector today, and it has been the pioneer of our industry. It has a worldwide presence that is very synergetic with the ALD coverage and is known for its long-standing, strong client relationships. LeasePlan is leading on the large B2B clients and has taken a lead as well on the last-mile delivery with strong partnerships with Amazon and Arrival. LeasePlan comes with a very strong and experienced management team, as well as a very attractive pool of talents. Like ALD, we know that LeasePlan has an innovative culture and a digital mindset, and we see a strong fit in culture and vision on this part. Last but not least, LeasePlan has a banking entity that's collecting deposits which will add to the wide range of funding alternatives available to New ALD. Let's move to slide 10. If you didn't know us well enough, you could think that this deal is just about merging two market leaders, which are basically very similar. By joining forces, we are also combining different skills and different strengths. The client side, there are high complementarities as we actually have had two quite different distribution models in place. LeasePlan has stayed very close to the last corporate segments, while at ALD, as you know, we have developed a second to none partnership network that has allowed us to go deep into the SME and private lease markets. Hence, the combination will give us the best footprint across all markets and segments. On the product and digital side, we are combining two companies, both of which have a strong track record in innovation and digitalization and an entrepreneurial mindset. The combination will result in leadership position in most of the new mobility markets and segments, strongly supported by the recent acquisitions we have done with Fleetpool, the leading digital subscription model in Germany, and Skipr, one of the leading corporate mobility digital platforms in Europe. The latter allows our corporate clients to switch between different mobility means, vehicles, metro, bicycle, scooters at a fixed monthly budget. In remarketing, we will continue to use our ALD Carmarket platform, which is one of the absolute leaders in its field, both for professionals and for its end consumers. We will be adding a new exciting channel with LeasePlan's partnership with CarNext. CarNext is expected to become one of the leading B2C digital used car sales platforms in Europe. NewALD's funding structure will remain diversified and sound, thanks to the continued strong support from SocGen, strong credit ratings, and good track records on both companies in the debt markets, plus LeasePlan's deposit collecting platforms in Germany and the Netherlands. The geographical footprint of the two companies is highly synergetic and offers a clear leading position in most of our market, but also a more balanced presence across the mature European markets. Next slide 11. First of all, leading in size, NewALD will be the leading multi-brand mobility player worldwide. The combination with LeasePlan is a significant step change in the scale and size of ALD. Our capacity to invest into innovation, digital and electrification will be substantial and unique in the industry, allowing us to develop the best and most sustainable solutions for our clients and partners. We'll have a stronger client coverage and client intimacy, further improving our ability to anticipate further and future market needs and client expectations. Considering our combined procurement volumes, we'll see substantial procurement saving opportunities with a combined fleet of 3.5 million vehicles. NewALD will be purchasing more than 800,000 vehicles a year, representing more than 5% of European new car sales per year and more than 4 million tires per year. On top of this, consider the service and maintenance volumes procured every year and not to forget all the insurance claims. NewALD will therefore be a strategic partner for all the car and tire manufacturers, service and body shop networks, and other suppliers in the ecosystem around us. Scale has always mattered in our industry, and with the scale of NewALD, we strongly believe we'll have a competitive edge over competition, be it OEM captives, tech companies, or those who will be entering our markets in the future. Let's move to slide 12. This transaction is also focused on leading the future digitalization of the mobility industry. As already mentioned, both companies have made extensive investments into developing digital capabilities to provide new products and services to clients and to digitize business processes and customer touch points, leading to improved customer experiences and improved operating efficiency. Our ambition is to create a fully digitized global operating model which leverages on some of the existing technology assets, as well as accelerating the development of new assets, which will help us lead this transformation. As you can see from this slide, we are already having a very strong and unique combination of digital capabilities. This includes, as mentioned, the recent investments by ALD and Skipr and Fleetpool, the creation by LeasePlan of the digital last mile delivery product, as well as the investment made by both companies into connected car platforms. These investments are targeting all of the key growth sectors of the industry in the coming years, and therefore, we believe the combination of the two companies creates a leader that will drive the digitalization of the mobility industry. Slide 13. This transaction is also about creating a true leader of sustainable mobility solutions. The combined fleet of electric vehicles will by far be the largest in the industry and will become the natural choice for customers and partners in their quest for electrifying their fleets and vehicles. ALD already has an impressive range of partnerships with key electric vehicle manufacturers, and the combination will allow us to continue to attract most of the new ones entering the market in the coming years. It will also allow us a faster time to market for innovative mobility solutions than any other player. Electric vehicles have a longer life cycle, which allows us to accelerate the deployment of multi-cycle leases that will be key in the development of our future electric vehicle products and services. Over time, this will allow us to improve our return on assets and reduce substantially our residual value risk on this new technology. We developed, sorry. We developed much more flexible solutions like Fleetpool and multimodality solutions like Skipr to allow our customers to travel and consume their mobility in the most eco-friendly way. All the above adds momentum for New ALD to outperform our current sustainability targets and provides a great opportunity for true industry leadership on ESG. Both ALD and LeasePlan have strong extra financial ratings that we expect can be further improved through this transaction. Slide 14. Without repeating all I just said, by creating the largest multi-brand mobility player in the world, by combining forces to lead the digital transformation of the industry, we strongly believe that New ALD will be best positioned to capture superior growth in our sector. Once the integration is complete, we believe that we will outperform the market and that our fleet growth should grow annually by 6%. Let me now hand over to Gilles to take you through the next slides. Yeah. Thanks, Tim, and good morning, ladies and gentlemen. For many years, you have been asking on many occasions when and how ALD would acquire LeasePlan, and I'm therefore very, very pleased to finally share with you the details of this contemplated transforming deal. After Tim's comments on the rationale of the deal, let's see how the shareholders will benefit from this unique transaction. Page 16, the shareholders will obviously benefit from the significant change in scale in NewALD. Currently, you have two major mobility players, ALD with a cost income at 48% on one side, and LeasePlan with a cost income at 58%. The significant difference in the respective cost income being mainly explained by a significant difference in the respective cost base of each company. The pro forma cost income of the two entities will stand today at 53%. With respect to this current level, the doubling of the size, and the delivery of the synergies resulting from this transaction will drive a significant improvement of the cost income, down to a targeted 45% in 2025, which means 8 points of improvements in four years. Increasing the fleet size in each country where we both operate will clearly continue to position the New ALD as the best-in-class cost income of the industry. Based on the numerous acquisitions that ALD has conducted in the recent years, we know that significant synergies can be expected from the migration of the contract portfolio of each country onto the best platform, the best back office, the best accounting system, the best CRM, and hence reducing the operating expenses. John will comment later on the integration approach. What is really different with this deal is that there will be an even bigger portion of synergies coming from the procurement activities. The combined entities spend circa EUR 20 billion per annum on acquiring new vehicles, goods and services such as tires, maintenance and repairs. From this transaction, we are expecting around EUR 200 million of additional profits resulting from optimizing these expenses, a saving which represents only 1% of the annual spend. As it is usual in this type of transaction, we also assumed the restructuring costs to represent 1.25 x the amount of the synergies. All in all, these synergies will drive a significant increase in EPS estimated at around 20%. Let's move to slide 17 to provide some color on the capital structure and the robustness of the balance sheet of NewALD. NewALD will apply for a financial holding status, which will widen its funding options going forward. The targeted capital ratios of NewALD at closing will be circa 13% of course tier one, and a total capital ratio between 15%-16%, which should provide comfortable buffers in terms of regulatory requirements while improving the capital structure. SocGen will of course continue to support ALD in its funding needs, as it has always been the case, which obviously brings flexibility in the funding requirements for the company going forward. NewALD will also benefit from the well-established presence of LeasePlan Bank in Germany and Netherlands, where it collects deposits, which will contribute to the diversification of the funding for NewALD. The liquidity, the funding support from SocGen, and the fact that NewALD will become a regulated entity should be seen favorably by the rating agencies. NewALD is targeting a rating at least in line or better than ALD's current ratings, BBB with S&P and BBB+ with Fitch. Overall, NewALD as a regulated entity with a strong rating should benefit from even better market access going forward. Let's move to slide 18. Slide 18 is the summary of the financial performance which this deal will deliver to the investors. A free growth of at least +6% post-integration and an operating leverage as low as 45%, which will contribute to strong results. Thanks to NewALD's strong capital generation capacity, the dividend policy will remain attractive with a payout ratio size between 50% up to 60%. Let's move to the key terms of the transaction. As already mentioned by Tim, the total consideration for the acquisition of LeasePlan B.V. is around EUR 4.9 billion paid with a combination of cash and shares. The cash part will be mainly funded through a capital raise of circa EUR 1.3 billion, and the remaining being funded from the expected capital surplus in ALD. The rights issue of ALD will be guaranteed and underwritten by Société Générale with preferential subscription rights for existing shareholders. In exchange for the 100% of the LeasePlan shares, the current shareholders of LeasePlan will receive shares in the combined entity, representing 30.75% of the shares as well as warrants. ALD will issue warrants to LeasePlan shareholders, and these warrants will be exercisable between one to three years after closing if the share price increased by 30% from ALD's fully undisturbed share price. In case of exercise of the warrants, Société Générale would still remain the controlling shareholder with a shareholder equivalent of circa 51%. As for most of the transformative deals, the completion of this transaction will obviously be subject to regulators' approval as well as our extraordinary general meetings. On the next slide, you can see an overview of the future expected shareholder structure. After closing, NewALD will hold 100% of the respective ALD and LeasePlan subsidiaries. This deal would increase significantly the free float in market value from today's position, which obviously should improve the liquidity of the share. I just wanted to draw your attention to a few elements of the shareholder agreement, which are aligning LeasePlan shareholders with the achievements of the synergies and the financial targets of NewALD. On top of the warrants exercise conditions I just commented earlier, the shareholder agreement will also stipulate a one-year lock-up period and a progressive sell-down options over two years. These are the main elements of the transaction, and let me hand over to John, who will be covering the integration plan. Thank you, Gilles. Good morning, everyone, and thank you for joining us on this exciting day for ALD and LeasePlan. In order to ensure that the integration objectives are met in an efficient manner, we have defined an effective program structure and timeline of activities which we believe will support successful execution of the integration process. If we move to the next slide, you can see we have already begun the process to create a dedicated integration management office to coordinate the execution and steering of the program, but also for ensuring a strong link with all stakeholders, including employees, clients, and shareholders. This office will ensure that a strong focus is kept on client service and the commercial dynamics of the market to maintain a strong operating performance on both sides during the integration process. It will also be tasked with accompanying the executive team, led by Tim Albertsen, in creating a new common culture for the New ALD, which will align staff on both sides and motivate them towards a set of shared objectives and a strong vision. The office will be responsible for defining the execution plan for the integration focused around two key phases. The first being between signing and closing, where the teams will work alongside each other to define the new global target operating model for the group and confirm the value creation arising from the deal at both the global and local level. This task has already begun as part of the pre-signing diligence performed and will continue post-signing. The second phase of the program will be in the build-up and after closing, when these plans will be brought to life with a significant investment in dedicated resources. The aim will be to support the efficient execution of the integration with a strong focus on the top 12 countries where the majority of the synergies are anticipated. To picture this more clearly, we intend to be in a position to arrive in each entity on the day of the closing with a set of coherent integration plans, with all decisions made on technology choices and with an execution team in place. We will ensure a robust follow-up is in place to track that the value creation that we described today is achieved for all stakeholders. Our confidence in this plan and our ability to execute it is based on the combined excellence and experience of both companies. The program will be led by an executive team with significant experience acquired through successfully leading numerous integrations and technology transformation programs. Combined with deep pools of talent throughout the organization and a set of very strong digital assets, we expect a clean and precise integration process. Clearly, this represents an exciting opportunity for NewALD. On the next slide, we give an indication of our envisaged timeline for executing the transaction, and this begins with our announcement today on the signature of an MOU by both parties. We will begin work on consultations with the various works councils to keep our employees informed of the exciting journey ahead of us, as well as complying with the requirement to submit details of the transaction to the relevant authorities. We target the signature of a framework agreement in Q2 2022, at which point the integration management office will be fully functioning and already working on the definition of the execution plans with input from our employees on the creation of the new target organization. Subject to regulatory approvals being received in the second half of 2022, we will then launch a new rights issue prior to the closing of the transaction expected by the end of 2022. In the build up to closing, the resourcing plan to support the execution process will begin to ramp up to ensure a fast start to the integration efforts and a rapid launch in the top 12 largest countries. Throughout the remainder of 2023 and 2024, we will focus on ensuring that all the projects execute in an efficient manner with a target to complete the 12 largest countries by the end of H1 2024. We will then focus on concluding the process in the remaining countries by the end of H1 2025. In addition, we believe that the period towards the end of 2020 to 2024 will offer an opportunity for a potential rebranding and renaming of NewALD, and we will study this as part of the integration process. We strongly believe the integration plan and the creation of a dedicated execution structure benefiting from our experienced management team and our wide range of strong talents will provide a strong foundation to ensuring the efficient delivery of the integration program and support the realization of our strategic objectives. I now hand you back to Tim to provide a summary of the key aspects of the transaction. Thanks, John. I hope through this presentation that we have been able to transmit our enthusiasm and strong beliefs in this transaction. It's very rare to be in a position to reshape an industry and be in the forefront of a strong transformation. This is, in simple words, what we firmly believe across the ALD and LeasePlan management teams. We are convinced and determined that this is a real step change towards creating a leading mobility player worldwide, that we'll be leading the digital transformation of the industry, that we are creating a global provider of sustainable mobility solutions, and that we are best positioned to benefit from the growth of the new, mobility economy. This is a transaction that comes with enormous value creation potential. The combination of the two world leaders in our industry, the past track records, the strong and most experienced management, and the scale that we'll have going forward will ensure that we will have the most efficient operating platform. We will be driving significant cost and procurement synergies, which will lead to a very strong ROTCE profitability and a high EPS accretion, which again, will allow us to have an attractive dividend payout policy. Thank you very much for listening. We are now ready to answer any question you may have with regard to this exciting transaction. I'm pretty sure you will have a few. Ready to take your questions. If you would like to ask a question, please press star one on your telephone keypad. Please ensure your line is unmuted locally as you will be advised when to ask your question. The first question comes from the line of Kiri Vijayarajah from HSBC. Please go ahead. Yes, thank you. Good morning, everyone, and congratulations on the deal. A couple of questions on my side. Firstly, starting with the funding profile, just curious what sort of improvement in the combined funding cost have you assumed that's reasonable? With the new banking license, should we expect a big ramp-up in deposit collection? Really, you know, what should we expect on the kind of the future funding profile of the enlarged group? Is it fair to also assume, you know, you'll gradually become less reliant on SocGen there. Second question on the used vehicles. I just wondering, would you keep all of the enlarged flow of used vehicles that come off contract to your in-house platforms? Would you have to give up some of the legacy, you know, LeasePlan flow of used cars onto, say, CarNext? You know, even though CarNext has been sort of carved out of LeasePlan now. Just some idea of how that would work and if there's any, you know, longer term arrangement that you promised to CarNext going on there. Yeah, those are my two questions, please. Thanks. Thanks, Kiri. I think I'll answer your second question first, and then Gilles will talk about the funding and our deposit collection. I think on as we said through the presentation, ALD Carmarket will remain in force, but we'll also actually have a strategic partnership, and we'll actually have a small stake of CarNext through Constellation. And with that strategic agreement, we will be channeling a number of cars to CarNext from the combined entity. The majority of the cars will still be sold typically on ALD Carmarket. But again, it's really up to the performance of CarNext, you know. If they perform as good as they anticipate and we expect, then clearly there could be a large number of cars going through that channel. I hope that answers your second question and hand over to Gilles for the first one. On the funding structure, in fact, the new entity will have a more balanced funding structure. Of course, Société Générale will continue to support and provide liquidity to the new entity, which as I commented early in this speech, will provide flexibility as it has always been. That's one thing. As indicated in the slide, we have a targeted funding profile, which will be more balanced with SocGen funding of course, but also deposits from the existing well-established LeasePlan Bank, which is collecting deposits. I guess you have ALD and LeasePlan are two well-known issuers on the markets, and LeasePlan is even benefiting from a longer and successful track record in the bond market. We, as I indicated, hope also to be helped by having strong rating profile of the new entity. The new entity becoming a regulated entity. I guess from today's position, it would be a more balanced funding profile with a bit less secured funding, but secured funding representing roughly 30% of the mix. I guess it answers your question. Yeah, just, have you assumed any improvement in the overall combined funding cost in your synergy calculations? I mean, it's in the synergies calculation, the synergies calculation is mainly based on the procurements and the OpEx. Of course, you also see that there is an optimization of the capital structure, and this will come with new type of debt with hybrid debt. I guess it will position the new entity with a good funding and a competitive funding structure. That's. I'm not so sure we can speak about synergies on the funding. The synergies is mainly driven by the procurement and the OpEx. Great. That's very clear. Now, that's all I wanted to clarify. Thank you. Yeah. Yeah. The next question comes from the line of Geoffroy Michalet from ODDO BHF. Please go ahead. Hello, gentlemen. Thank you and congratulations for this much awaited deal, as regards the market, especially in today's market conditions. I have two questions for me. The first one on sales. On the at least + 6%, could you give us a sense on the phasing on when you would expect the + 6% to be effective? Would it be after an integration period? Second question on margin, on cost income. Could you also give us some hints on the phasing on the restructuring costs in 2023, 2024? Is it 50/50 or will there be more in the beginning and less in the end? As well on the cost synergies, could we have somehow a calendar for those? Thank you. Thanks, Geoffroy. I think on the sales side and on the growth potential, as we stated in the presentation, it's basically anticipating that we will have done the migration of the two entities. Realistically, we would anticipate to grow around the 6% from 2025 and onwards or more than 6%. In between, what we have taken into consideration in our planning is that, let's say a couple of years of the migration will have some, let's say, impacts on our capacity to grow at least organically, and for that matter as well also on the acquisition side. As soon as we have finalized the integration, we believe, and based on a lot of the very strong growth drivers we have outlined in the presentation as well, that at least 6% of growth going forward from 2025 is definitely achievable. I think maybe- Yeah. Do you wanna give Gilles a- I guess what we can say on the phase as John described. We have a period after closing of integration during which we expect to deliver most of the synergies. I guess we expect 75% of the synergies to materialize within 18 months after closing. Of course, along with the synergies, we also have anticipated some restructuring costs, which we've sized them, I guess, to be the equivalent of EUR 475 million, which is 1.25 x the synergies. Seems to be a big number, the restructuring costs, but you have to remember that we have to do this integration country by country. We are both present. As John mentioned in his speech, it's 30 migrations. In terms of phasing, we can say that within two years, we would be done with the synergies. The restructuring costs will come along with the timing of the realization of the synergies. Of course, some costs will start also this year with the integration management office, which will restart as soon as this year, on which we'll also incur some costs to prepare the execution of the synergies to be as ready as possible as early as next year after the closing. Maybe, John, do you wanna give a bit of color on the synergies? Well, we've identified that there are two main categories on the synergies. The first is around procurement, and the second is around the operating costs. There are various elements in the operating costs that you'd expect, such as real estate, IT platforms, for example, in there. One of the focuses of the integration team in that first part of the integration program pre-closing will be to analyze and crystallize the synergies that have been identified during the due diligence process to assess the transaction, and make them real, so to speak. Translate them into real executable plans, which we'll have confidence in delivering as quickly as possible after closing. We're very conscious as an executive team of the need to bring those synergies to the market and bring the value creation as quickly as possible. Hence, that's why we've created an integration plan which front ends as much as possible of those synergies by focusing on the top 12 countries and the procurement synergies as quickly as possible. Thank you very much. This is very helpful. Before we go to the next question. As a reminder, please press star one if you would like to ask a question. The next question comes from the line of Dominic Edridge from Deutsche Bank. Please go ahead. Hello. Thanks for taking the question. Just a couple from myself. In terms of competition, I'm assuming that given you're talking about 6% growth after the integration process, so therefore I'm assuming you don't see any competition issues with regard to the transaction. Maybe if you could just say how you see the regulatory process occurring. Just another one on the IT side of things. Obviously, that's gonna be a fairly crucial area. Could you just say how much crossover you currently have in terms of the software that you're using between the two entities, and whether there are any sort of key bespoke platforms on either yours or the LeasePlan side, which are sort of maybe key risk areas or key focuses for you in terms of the integration process? Thanks so much. Thanks, Edridge. Maybe you wanna, John, take the second question first, and I'll take the first one a bit later. Yeah, sure. Thank you for the question. We have clearly during the due diligence carried out an initial study on the digital architectures on both sides. Both companies have been investing heavily in digital, both with dedicated digital transformation programs. To be fully transparent, we've been very impressed with what's being produced on the LeasePlan side and the strength of the architecture that they're building. They've got a track record of bringing CarNext to market, as you're well aware of. Actually, the program and the digital transformation they're running at the moment is building some very strong digital platforms in all areas of their business, which we think will be of value to the combined business going forward. What we intend to do is to carry out a process of mapping that architecture together. As you can imagine, we've got systems mapped against business processes on both sides. There's some crossover. In some areas, such as CRM, for example, there is a crossover in some platforms. In other areas, we need to carry out a comparison of the various platforms to ensure that we select the right one for the future of the business. Also we'll take into account the speed at which we can deliver the integration and the synergies as well. There'll be kind of two vectors driving our technology choices, particularly during the early phase of the process. We've had a very good engagement with the technology team on the LeasePlan side during the due diligence. We rate them very highly, and there was already a good dynamic built between the technology teams, which is critical in a migration of this type of scale because you wanna put egos aside and you wanna make sure that we're all doing the right thing for the business when it comes to technology choices. We're very confident that that will be the case once we can bring the integration teams together and discuss more openly the different platforms that we have to handle during the integration. To your question on the antitrust, I mean, clearly this deal is subject to approval from the antitrust authorities. Now, we actually do not expect potential antitrust remedies to be material in light of the overall size of this transaction. I guess, you know, it's the market is quite deep, quite fragmented, and actually what we see to a large extent is that, as we stated, the market is coming our way. It means that we see new competitors pretty much coming to the market every day. Lastly, with Stellantis coming with a joint venture with Crédit Agricole. We know that the car manufacturers are having a close eye on this market and hence we would see the market potentially in a bit of a different light than five years ago. As I said, we don't see any material, let's say, impacts from this process. I hope that answers your questions. Yeah. That's great. Thank you very much. The next question comes from the line of Mourad Lahmidi from BNP Paribas. Please go ahead. Yes. Thanks for taking my questions. Two from my side. The first one is on the level of synergy. Out of the EUR 380 million, how much comes from the pure cost-cutting exercise? And how much comes from the scale effects of combining the two companies? And second question is more about your client base. I know it's very early stage, but maybe you could share with us some feedbacks from your main corporate clients on such combination. Thank you very much. Thanks, Lahmidi. Yeah. I think on the synergies, as it was basically outlined by Gilles already, maybe you wanna- Yeah, I can take this one. The level of synergies, then we'll have, as we said, EUR 200 million is coming from procurement. Aligning ALD's and LeasePlan on the best terms and conditions of our common suppliers, and we hope we can drive this EUR 200 million of synergies, which again represents only 1% of the combined spend. That's one thing. The other part being mainly on the OpEx. As John commented earlier, and as I commented also, EUR 180 million, you can see that as being around 10% of the combined existing overheads base of both entities. This is, of course, made of staff costs, IT, real estate, as John alluded to earlier. Hopefully migrating on the best platforms the fleet of each country, we hope we are targeting to realize these synergies. Am I clear, Mourad? Or- Very clear. Thank you very much. John, you wanna take the second one on the client base? Yeah. Thank you, Mourad. I'll take the second question. Obviously, we're at 9:30 A.M. on the announcement, so we don't have too much direct feedback from clients as of yet. We did have some engagement with clients following the announcement that talks were underway back at the end of October, and overall the response was positive. Clearly, clients and partners and suppliers will have lots of questions about the impact on them. Overall, we're talking about two very successful companies that are delivering a very good service for their clients in the markets they operate. Clients just want to ensure that the level of service is maintained through the integration process and beyond. Both organizations are carrying out a communication plan this morning, reaching out to key clients and reaching out to key partners to just inform them and provide some of the information on the transaction that we're providing for you today. Clearly, we'll have the chance then to listen more intently to the feedback we get from the clients and partners and suppliers and provide comfort to them that this will only be positive for them and for the industry moving forward. We'll probably be able to update you more on that when we come back to you at the next analyst call. Thank you very much. There are no further questions in the queue, so I will hand the call back to your host for some closing remarks. Okay. Thanks a lot for all your questions. As we said, we feel this is a very exciting transaction and clearly we are writing a bit of history, I guess, today. Hopefully we have demonstrated that first of all, the enthusiasm is very intact and that we also have a very clear plan for how to execute this transaction. As there's no further questions, thank you for your attendance and we'll talk soon again, I guess. Thanks a lot and have a good day. Thank you for joining today's call. You may now disconnect your line.