2013 half year financial report

Transcription

2013 half year financial report
2013 half year
financial report
ALTEN, a French société anonyme (joint stock company) with equity of 33,277,563.71 Euros
Head office: 40 avenue André Morizet - 92100 Boulogne Billancourt
Listed in the Nanterre Trade and Companies Register under No. 348 607 417
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Contents
2013 half year financial report ............................................................................................................. 3
1.
ACTIVITY REVIEW .............................................................................................................................................. 3
2.
FINANCIAL REVIEW .......................................................................................................................................... 4
3.
RELATED PARTY TRANSACTIONS .................................................................................................................... 5
4.
EVENTS SINCE 30 JUNE 2013 ........................................................................................................................... 5
5.
MAIN RISKS AND UNCERTAINTIES IN THE SECOND HALF OF 2013 ............................................................. 5
6.
OUTLOOK .......................................................................................................................................................... 5
Consolidated half-year accounts................................................................................ ..................... 7
Statutory Auditors' report on half-year financial information.................... .................................. . 38
Declaration by the person in charge of the half-year financial report................. ..................... . 39
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2013 half year financial report
1. ACTIVITY REVIEW
1.1. Alten activity:
ALTEN is European leader in Engineering and Technology Consulting. The Group carries out
design and research projects for the Technical and Information Systems divisions of major
customers in the industrial, telecoms and service sectors.
Alten operations are divided into two business lines:
·
Technology Consulting and Engineering (TCE), which accounts
for 71% of revenues
·
Information systems, Networks and Telecoms (SIRT) activity
which accounts for 29% of revenues.
At the end of June 2013 Alten had 15,790 staff members, of whom 88% are high-level
engineering consultants.
Alten generated 62.2% of its business in France and 37.8% internationally, primarily in Europe.
1.2. Highlights in the first half of 2013:
Alten activity remained dynamic in the first half of the year despite a contracting market.
Activity increased by 2.5% in the first half of 2013 (-0.3% in France; +7.6% outside France). On a
like-for-like basis and despite two fewer business days than in the first half of 2012, activity
increased by 1.6% (-0.3% in France; +5% outside France). Organic growth would have
amounted to +3.4% on a like-for-like basis regarding the number of business days.
Aerospace, Energy and Rail remained the most dynamic sectors.
Internationally, activity growth (+5% on a like-for-like basis) was driven primarily by Germany
(+23.1%) and Italy (+11.8%). In contrast, Belgium, Spain, the Netherlands and Sweden posted
a contraction compared to the first half of 2012.
In Spain the significant downturn posted in the first two quarters (-15%) can be attributed to
the sharp drop in public sector business, even though engineering activity posted an
increase.
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2. FINANCIAL REVIEW
The consolidated accounts presented in this document were approved by the Board of
Directors at its 24 September 2013 meeting.
2.1. Income statement (IFRS):
Revenue
Revenue amounted to €613.8 M compared to €598.7 M at 30 June 2012, i.e., a 2.53%
increase. On a like-for-like basis, activity increased by 1.61%: - 0.3% in France and
+5%
internationally.
The first half of 2013 had two fewer business days than the same period in 2012.
Organic growth would have amounted to 3.4 % on a like-for-like basis regarding the number
of business days.
Operating Profit on Activity
Operating profit amounted to €53.8 M, i.e., 8.8% of revenue compared to €59 M, i.e., 9.9% of
revenue in June 2012.
In France the operating margin on activity posted a slight contraction from 8.4% of revenue in
June 2012 to 7.6% of revenue in June 2013. The contraction can be attributed primarily to the
fewer number of business days (-2) and an increase between contracts that was partially
offset by CICE.
Internationally, the operating margin on activity posted a slight contraction from 12.5% of
revenue at 30 June 2012 to 10.7% of revenue at 30 June 2013. The adverse calendar effect
which also affected international activity, along with the drop in revenue in some countries,
caused profitability to fall.
Operating income from ordinary activities
Operating income amounted to €53.8 M after factoring in payments in shares.
Operating income
After booking non-recurring income, operating income amounted to €54 M, i.e., 8.8% of
revenue.
Net earnings, Group share
After deduction of the financial result of €-0.7 M, of the tax burden of €18 M and the results of
equity-method companies, net earnings, Group share, amounted to €36.2 M, i.e., 5.8% of
revenue, a 6.4% contraction compared to the previous year(€38.7 M).
2.2. Consolidated balance sheet items and financial movements
The financial structure of the Alten Group is very robust and has not changed compared to
June 2012.
Under assets, non-current assets amounted to 33% of the overall balance sheet, consisting
primarily of goodwill (24.6%).
Current assets excluding cash assets consisted primarily of accounts receivable and trade
notes, which amounted to 57% of the balance sheet.
Under liabilities, the group had significant shareholder equity (€456.7 M) amounting to 56.6%
of the overall balance sheet.
The group has no debt. After payment of dividends amounting to €32.2 M, the group has net
cash assets of €50.6 M. The group's gearing (net debt / equity ratio) amounted to -11%.
Alten therefore complied with all of its bank covenants.
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In the first half of 2013 the Alten group generated cash flow of €56.9 M, a 6.3% contraction
compared to the previous year (€60.6 M).
The DSO ratio in the first half of the year contracted from 102 days at the end of June 2012 to
100 days at the end of June 2013.
Free cash flow amounted to €26.5 M, i.e., 4.3% of revenue. Cash asset production therefore
remained satisfactory despite adverse seasonal factors affecting activity at the end of June.
Treasury movements on investments amounting to €- 7 M concerned primarily the financing
of:
·
Tangible and intangible fixed assets (fittings, software licenses)
amounting to €– 6.3 M
·
Financial fixed assets (securities and collateral; AFS stock)
amounting to €– 14 M
·
External growth and additional costs on acquisitions totalling
€83,000.
Treasury movements on financing operations amounted to €– 7.5 M and consisted primarily of
the payment of dividends totalling €32.2 M financed by the use of current financial liabilities
(€18.4 M) and capital increases from the exercise of stock options (€6.8 M).
Consequently, net cash asset variation amounted to €11.5 M according to IFRS.
Net cash assets at 30 June 2013 amounted to €50.6 M (€17.4 M at 30 June 2012).
3. RELATED PARTY TRANSACTIONS
There were no related party transactions in the first half of 2013.
4. EVENTS SINCE 30 JUNE 2013
-
On 17 July 2013 Alten Europe acquired the Belgian company Quasus and its subsidiary
in the Netherlands. The Belgian group specialises in business process management, IT
project management and IT testing. It has 115 consultants (110 in Belgium and five in
the Netherlands). The acquisition makes it possible for the Alten group to consolidate
its presence on the Belgian market in particular thanks to synergies with Alten Belgium
(€13 M revenue, 115 engineers).
-
On 24 July 2013 Alten SA acquired the ADDS group, which specialises in life sciences.
The ADDS group comprises several companies owned by ADDS Group SAS
(2012 revenue: €3.2 M - 30 consultants).
5. MAIN RISKS AND UNCERTAINTIES IN THE SECOND HALF OF 2013
The type and severity of risks incurred by the group have not changed in relation to the risk
factors outlined on pages 86 to 89 of the 2012 reference document filed with Autorité des
Marchés Financiers on 26 April 2013..
Developments in the economic climate and in particular its impact on activity rates as well as
the group's recruitment ability are among the main factors which may affect the business
market in the second half of the year.
6. OUTLOOK
The European technology consulting market has probably contracted in the first half
of 2013 (a contraction in France, BENELUX and Spain), but should resume growth in
the second half of the year.
Action plans to make the most of the economic recovery at the end of 2013 and in
2014 have been implemented in this semester.
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Between contract contraction and expected improvement in operating margin in the
second half of the year.
Alten is optimistic about its continued growth:
France: moderate growth with a significant recovery from the second half of 2013
onwards,
Internationally: more dynamic organic and external growth.
Challenges will concern:
Optimising management of trans-national projects
Achieving critical mass (1,500 people) in eastern European countries
Implementing targeted, accretive external growth operations.
Boulogne Billancourt,
08 October 2013
The Board of Directors
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ALTEN GROUP
1.
HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS .......................................................................................... 8
1.1
1.2
1.3
1.4
1.5
2.
CONSOLIDATED FINANCIAL STATEMENTS ............................................................................................................... 9
CONSOLIDATED INCOME STATEMENT ................................................................................................................... 10
STATEMENT OF COMPREHENSIVE INCOME ........................................................................................................... 11
CONSOLIDATED CASH FLOW STATEMENT ............................................................................................................. 12
CHANGE IN CONSOLIDATED SHAREHOLDERS’ EQUITY ........................................................................................ 13
NOTE TO THE HALF-YEAR CONDENSED CONSOLIDATION FINANCIAL STATEMENTS ................................... 15
2.1
2.2
2.2.1
2.2.2
2.2.3
2.2.4
2.2.5
2.2.6
2.3
2.3.1
2.3.2
2.4
2.5
2.6
3.
Consolidated financial statements at 30 June 2013
GENERAL INFORMATION ON THE GROUP ............................................................................................................. 16
HALF-YEAR KEY EVENTS ........................................................................................................................................... 16
BUSINESS ................................................................................................................................................................. 16
LEGAL REORGANISATIONS .......................................................................................................................................... 16
CREATIONS ............................................................................................................................................................. 16
DIVIDENDS .............................................................................................................................................................. 17
OTHER INFORMATION ................................................................................................................................................ 17
POST-CLOSING EVENTS .............................................................................................................................................. 17
ACCOUNTING POLICIES ......................................................................................................................................... 18
MANAGEMENT ESTIMATES .......................................................................................................................................... 18
TRANSLATION RATES .................................................................................................................................................. 19
CHANGE OF METHOD ............................................................................................................................................ 20
FINANCIAL RISK FACTORS ...................................................................................................................................... 21
SCOPE OF CONSOLIDATION .................................................................................................................................. 22
DETAIL OF THE CONSOLIDATED FINANCIAL STATEMENTS .................................................................................. 23
3.1
3.2
3.3
3.4
3.5
3.6
3.7
3.8
3.9
3.10
3.11
3.12
3.13
3.14
3.15
3.16
3.17
3.18
3.19
3.20
3.21
3.22
GOODWILL .............................................................................................................................................................. 24
NON-CURRENT ASSETS AND AMORTISATION ........................................................................................................ 26
EQUITIY-ACCOUNTED STAKES ................................................................................................................................ 27
FINANCIAL ASSETS................................................................................................................................................... 27
CURRENT ASSETS ..................................................................................................................................................... 28
CASH AND CASH EQUIVALENTS............................................................................................................................. 29
NON-CURRENT FINANCIAL LIABILITIES ................................................................................................................... 29
OTHER NON-CURRENT LIABILITIES ........................................................................................................................... 29
CURRENT FINANCIAL LIABILITIES ............................................................................................................................. 29
OTHER CURRENT LIABILITIES .................................................................................................................................... 30
PROVISIONS ............................................................................................................................................................ 30
PAYROLL EXPENSES ................................................................................................................................................. 31
OTHER OPERATING INCOME AND EXPENSES ........................................................................................................ 31
OTHER NON-CURRENT OPERATING INCOME AND EXPENSES .............................................................................. 31
NET FINANCIAL INCOME ........................................................................................................................................ 32
BREAKDOWN OF INCOME TAX EXPENSES ............................................................................................................. 33
OPERATING SEGMENTS .......................................................................................................................................... 34
EARNING PER SHARE............................................................................................................................................... 35
CASH FLOW STATEMENT ......................................................................................................................................... 36
CONTINGENT ASSETS AND LIABILITIES .................................................................................................................... 37
RELATED PARTY TRANSACTIONS ............................................................................................................................ 37
FINANCIAL COMMITMENTS .................................................................................................................................... 37
7
ALTEN GROUP
Consolidated financial statements at 30 June 2013
1. HALF-YEAR CONSOLIDATED FINANCIAL
STATEMENTS
8
ALTEN GROUP
Consolidated financial statements at 30 June 2013
1.1 CONSOLIDATED FINANCIAL STATEMENTS
(In thousands of euros)
ASSETS
Notes
2013-06-30
2012-12-31
2012-12-31
updated version
published
version
Goodwill
3.1
199,662
200,572
200,572
Intangible assets
3.2
9,466
10,053
10,053
Property, plant and equipment
3.2
15,832
14,061
14,061
Equity-accounted stakes
3.3
5,773
4,717
4,717
Non-current financial assets
3.4
27,984
26,827
26,827
7,745
9,942
10,192
266,462
266,172
266,422
Tax credits
NON-CURRENT ASSETS
Trade receiv ables
3.5
418,949
402,753
402,753
Other current assets
3.5
43,888
40,664
40,664
Cash and cash equiv alents
3.6
78,067
66,523
66,523
CURRENT ASSETS
540,904
509,941
509,941
TOTAL ASSETS
807,366
776,113
776,363
LIABILITIES
Notes
2013-06-30
2012-12-31
updated version
2012-12-31
published
version
Share capital
33,277
32,953
Additional paid-in capital
31,811
25,443
25,443
Consolidated reserv es
355,453
310,641
310,091
Consolidated earnings
36,194
78,160
78,168
EQUITY (GROUP SHARE)
456,735
447,197
446,655
996
456
453
457,731
447,652
447,107
MINORITY INTERESTS
TOTAL SHAREHOLDERS'EQUITY
32,953
Prov isions
3.11
13,487
12,630
13,424
Non-current financial liabilities
3.7
530
1,517
1,517
Other non-current liabilities
3.8
4,891
5,487
5,487
18,908
19,633
20,428
6,496
NON-CURRENT LIABILITIES
Prov isions
3.11
4,143
6,496
Current financial liabilities
3.9
27,218
7,936
7,936
36,904
38,100
38,100
262,462
256,296
256,296
CURRENT LIABILITIES
330,728
308,828
308,828
TOTAL LIABILITIES
807,366
776,113
776,363
Trade payables
Other current liabilities
3.10
9
ALTEN GROUP
Consolidated financial statements at 30 June 2013
1.2 CONSOLIDATED INCOME STATEMENT
(In thousands of euros)
REVENUE
Purchases consumed
Payroll expenses
External charges
Taxes other than on income
Depreciation and amortization
Other operating expenses
Other operating income
Notes
3.17
3.12
3.13
3.13
OPERATING PROFIT ON ACTIVITY
Share-based payments
PROFIT FROM ORDINARY ACTIVITIES
Non-current operating expenses
Non-current operating income
3.14
3.14
OPERATING PROFIT
Net costs of financial debt
Other financial expenses
Other financial income
Income tax expense
3.15
3.15
3.15
3.16
CONSOLIDATED NET EARNINGS
Earnings of equity-accounted companies
3.3
NET OVERALL EARNINGS
2013-06-30
2012-06-30 (*)
613,795
598,654
(47,942)
(443,935)
(60,243)
(3,433)
(5,247)
(2,454)
3,243
(47,596)
(427,991)
(57,639)
(3,531)
(3,677)
(3,628)
4,411
53,784
59,003
24
(193)
53,808
58,810
(1,604)
1,783
(1,483)
53,987
57,327
(258)
(2,311)
1,823
(17,947)
(258)
(1,734)
1,918
(19,264)
35,294
37,989
1,044
819
36,338
38,807
144
75
36,194
38,732
Of which:
Minority interests
Group share
Earnings per share in euros (Group share)
3.18
1.12
1.22
Diluted earnings per share in euros (Group share)
3.18
1.11
1.21
(*) As the impact of the change in method relating to the application of IAS 19 (amended) has no significance for
the presentation of the income statement, comparative information has not been restated.
10
ALTEN GROUP
Consolidated financial statements at 30 June 2013
1.3 STATEMENT OF COMPREHENSIVE INCOME
2013-06-30
(In thousands of euros)
2012-06-30 (*)
Net income, Group share
Earnings attributable to minority interests
36,194
144
38,732
75
Consolidated net earnings
36,338
38,807
Change in fair value of sellable financial assets
Translation adjustments
623
(857)
(381)
168
Income and expenses booked directly under equity
(234)
(213)
TOTAL INCOME FOR THE PERIOD
36,104
38,594
Of which:
Group share
Minority interests
35,960
144
38,519
75
(*) As the impact of the change in method relating to the application of IAS 19 (amended) has no significance for
the presentation of the overall result statement, comparative information has not been restated.
11
ALTEN GROUP
Consolidated financial statements at 30 June 2013
1.4 CONSOLIDATED CASH FLOW STATEMENT
(In thousands of euros)
Notes
Consolidated net earnings
2013-06-30
2012-06-30
36,338
Earnings of equity-accounted companies
Depreciation, amortization and operating prov isions
(1,044)
(819)
3.19
3,386
2,888
(24)
193
3.16
17,947
19,264
21
15
3.15
258
258
Share-based payments
Income tax expenses
Capital gains or losses from disposals
Cost of net financial indebtedness
38,807
3.3
Financial cost on update and prov isions
5
Gross cash flow before borrowing costs and tax
56,882
60,611
Taxes paid
3.19
(23,007)
(14,582)
Change in working capital requirements
3.19
(7,315)
(16,382)
Net cash flow from operating activities
26,560
29,647
Acquisitions of tangible and intangible assets
(6,278)
(4,832)
Acquisitions of financial assets
(1,366)
(3,143)
83
(16,096)
Impact of changes in scope and earn-outs
3.19
Disposals of tangible and intangible assets
Reductions in financial assets
Net cash flow from investing activities
Net financial interest paid
Div idends paid to shareholders
Capital increase
3.19
Acquisition and disposals of treasury shares
12
23
511
853
(7,038)
(23,195)
(259)
(245)
(32,262)
(31,823)
6,770
705
(87)
7
(948)
(85)
Change in current financial liabilities
19,295
32,118
Net cash flow from financing activities
(7,491)
677
(487)
233
11,544
7,362
Repayment of long-term financial debt
Effect of changes in exchange rates on cash
Change in cash position
Opening cash
3.6
66,523
59,614
Cash at end of period
3.6
78,067
66,976
11,544
7,362
Change
In accordance with IAS 7 identifying bank borrowings and loans with financing activities, the table below shows
the change in positive cash flow items (see note 3.6).
The Group’s net cash position breaks down as follows:
(In thousands of euros)
2013-06-30
2012-06-30
Cash at end of period
78 067
66 976
Bank ov erdrafts
(6 496)
(6 240)
(20 932)
(43 307)
50 639
17 429
Bank loans
Net cash position
12
ALTEN GROUP
Consolidated financial statements at 30 June 2013
1.5 CHANGE IN CONSOLIDATED SHAREHOLDERS’ EQUITY
(In thousands of euros)
Number of shares in
circulation
At 31 December 2011 (published version)
31,795,425
Number of
shares issued
32,271,677
Capital
Additional
paid-in
capital
32,801
22,708
Change in revised IAS 19 method
At 31 December 2011 (updated version)
2011 allocation of earnings
Capital increase (1)
31,795,425
32,271,677
32,801
22,708
Translation
reserve
(9,020)
962
291,144
(9,019)
962
59,536
38,350
38,350
39
Earnings
(Gp share)
Shareholders'
equity
59,552
398,837
(16)
(705)
59,536
398,132
(59,536)
0
705
666
(31,823)
Other variations (2)
(31,823)
(621)
2,381
(621)
8
Share-based payments
Transactions with shareholders
291,834
Treasury
shares
(690)
Dividends paid to shareholders
Treasury shares
Reserves
8
193
40,731
38,350
39
666
Total income for the period
27,285
193
8
(775)
185
Earnings attributable to minority interests
Profit and income and expenses in
shareholders'equity
(775)
Change in method
185
628
(59,536)
(31,538)
78,168
77,578
1,689
1,689
78,168
(4)
77,578
0
625
At 30 June 2012 (updated version)
31,836,252
32,312,408
32,840
23,374
318,283
(9,011)
1,147
78,165
444,796
At 31 December 2011 (updated version)
31,795,425
32,271,677
32,801
22,708
291,144
(9,019)
962
59,536
150,076
150,076
153
2,734
398,132
0
0
2,887
2011 allocation of earnings
Capital increase (1)
59,536
Dividends paid to shareholders
(31,823)
Other variations (3)
Treasury shares
(31,823)
(933)
(1,768)
(933)
(172)
Share-based payments
Transactions with shareholders
(59,536)
(172)
279
148,308
150,076
153
2,734
Total income for the period
27,059
279
(172)
(59,536)
(29,762)
77,578
(775)
185
78,168
1,689
1,689
(775)
185
78,168
77,578
(7)
1,249
78,161
447,197
(78,161)
0
6,693
Earnings attributable to minority interests
Profit and income and expenses in
shareholders'equity
1,256
Change in method
At 31 December 2012 (updated version)
2012 allocation of earnings
Capital increase (1)
31,943,733
32,421,753
32,954
25,442
318,894
318,894
324
6,369
1,147
(32,262)
Other variations (3)
(32,262)
(743)
(3,090)
(743)
(86)
Share-based payments
Transactions with shareholders
(9,191)
78,161
Dividends paid to shareholders
Treasury shares
318,685
(86)
(24)
32,259,537
32,740,647
33,278
31,811
Total income for the period
363,817
(24)
(9,277)
623
1,147
0
420,775
(857)
36,194
35,960
1,044
1,044
(857)
36,194
35,960
290
36,194
456,735
Earnings attributable to minority interests
Profit and income and expenses in
shareholders'equity
At 30 June 2013
623
32,259,537
32,740,647
33,278
(1) Capital increases linked to the exercising of stock-options.
(2) Effect of scope changes (€ 830,000) and reclassifications.
(3) Effect of scope changes involving Anotech Energy France, Anotech Energy UK and Atexis Spain (only in 2012).
13
31,811
364,440
(9,277)
ALTEN GROUP
Consolidated financial statements at 30 June 2013
Change in shareholders' equity, minority interest share
(in thousands of euros)
Reserves
At 31 December 2011
2011 allocation of earnings
Change in scope (1)
Earnings
427
38
38
(38)
Shareholders'
equity
(205)
Total income for the
period
466
(205)
75
75
Change in revised IAS 19 method
At 30 June 2012
261
75
336
At 31 December 2011
427
38
466
38
(38)
2011 allocation of earnings
Change in scope (1)
(248)
2012 earnings
(248)
234
Change in revised IAS 19 method
4
234
4
At 31 December 2012 (updated version)
221
234
456
2012 allocation of earnings
234
(234)
0
Change in scope (2)
324
324
72
72
Capital increase
Total income for the period
At 30 June 2013
851
144
144
144
996
(1) In 2012, the change in scope related to the subscription of minority interests in the capital of
ANOTECH ENERGY France, ANOTECH ENERGY UK and ATEXIS SPAIN.
(2) In 2013, the change in scope related to the buyout of minority interests in ITEKNA, ANOTECH ENERGY France and
ANOTECH ENERGY UK.
14
ALTEN GROUP
Consolidated financial statements at 30 June 2013
2. NOTE TO THE HALF-YEAR CONDENSED
CONSOLIDATION FINANCIAL
STATEMENTS
15
ALTEN GROUP
Consolidated financial statements at 30 June 2013
2.1 GENERAL INFORMATION ON THE GROUP
The Alten group is the European leader in the Engineering and Technology Consulting (ETC) market. The parent
company ALTEN is a joint stock company with a board of directors subject to French law and leads the group of
companies. Its head office is located at 40 avenue André Morizet in Boulogne Billancourt (92513). The company
was established on 28 October 1988 with a legal term of 99 years.
ALTEN carries out design and research projects for the Technical and Information Systems divisions of major
customers in the industrial, telecoms and service sectors.
Operations are divided into two business lines: Technology Consulting and Engineering (71% of revenue) and
Information Systems, Networks and Telecoms (29% of revenue).
ALTEN works with its customers through various types of packages:
in consulting mode
in “work package” mode or in “globalised platforms” (most of these services are rendered with a best
effort undertaking and are invoiced according to time spent; fixed-rate projects by which Alten is bound
by a results commitment at a fixed rate account for less than 10% of activity).
ALTEN has been ISO certified since 1998 and has applied a structural program to the group in particular in
implementing CMMI certification processes, strengthening the Structured Projects division with by centres of
competencies and systematic training for experienced managers and consultants in “structured project”
management. ALTEN has been CMMI 3 level d since 2012.
The condensed consolidated accounts presented in this document were approved by the Board of Directors at its
24 September 2013 meeting. Unless stated otherwise, accounts have been drawn up in thousands of Euros.
Issuer consolidated accounts have been disclosed in the public area of its website dedicated to users of financial
statements: www.ALTEN.fr/finance/informations-financieres-ALTEN.htm.
2.2 HALF-YEAR KEY EVENTS
2.2.1
Business
Activity rose by 2.5% compared to June 2012. On a like-for-like basis and despite 2.3 fewer working days
compared to the first half of 2012, activity increased by 1.6% (-0.3% in France; +5% abroad). Organic growth would
have amounted to 3.4% on a like-for-like basis regarding the number of working days.
The main sectors driving growth were Aeronautics, Space and Defence (25.3% of revenue) and Energy and Life
Sciences (19.7% of turnover).
Originators continued their policy of streamlining approved supplier lists based on (i) multiple competencies and
offers in engineering, (ii) the ability to manage global projects and ensure productivity gains, (iii) an international
presence and access to offshore / nearshore services.
2.2.2
Legal reorganisations
The group implemented the following changes in legal structure in the first half of the year:
In France ALTEN SA merged the assets of the B2I company to absorb it. In Sweden X DIN Oresund, X DIN Linkoping
and X DIN Stockolm were merged into X DIN AB.
2.2.3
Creations
In Spain MI GSO Expertos en Management de Proyetos was established and is wholly-owned by MI GSO SAS.
In the United Kingdom Alten Technology Limited was established and is 70% owned by Alten Europe.
X DIN AS was established in Norway in April 2013.
16
ALTEN GROUP
2.2.4
Consolidated financial statements at 30 June 2013
Dividends
During the first half of 2013 €32.3 million of dividends were paid to ALTEN SA shareholders in respect of financial
year 2012.
2.2.5
-
An URSSAF audit for ALTEN SA concerning the 2011 and 2012 financial years began at the start of 2013.
2.2.6
-
Other information
Post-closing events
A tax audit concerning ALTEN SA for the 2010, 2011 and 2012 financial years began in July 2013
In Belgium, a technology consulting company was acquired (2012 revenue: €13 M - 115 consultants)
Acquisition in Belgium and France of a company specialising in Life Sciences (2012 revenue: €3.2 M - 30
consultants).
17
ALTEN GROUP
Consolidated financial statements at 30 June 2013
2.3 ACCOUNTING POLICIES
The accounting principles and calculation methods used to draw up the consolidated accounts at 30 June 2013
were the same as those used for the consolidated accounts at 31 December other than the specific provisions
stipulated in IAS 34 “Interim Financial Reporting”. The interim financial statements therefore do not include all the
requisite information and must be read with reference to the consolidated accounts for the year ending 31
December 2012.
The accounting principles and methods used by the ALTEN group for its half-year consolidated financial
statements are the same as those used in annual consolidated financial statements for the year ending 31
December 2012. The Group did, however, apply the new mandatory standards and interpretations effective 1
January 2013 to the accounts at 30 June 2013. Only the application of IAS 19 revised “Employee Benefits” had an
impact on consolidated accounts. The impact is outlined in section 2.4 – change in method.
New mandatory standards and interpretations applicable for the first time by the Group are as follows:
Applicable dates:
financial years starting
01 January 2013
Standards, amendments or interpretations
Rev ised IAS 19- employee benefits
Amendement to IAS 1 "Presentation of items of other
01 July 2012
comprehensiv e income (OCI)"
Annual improv ements (2009-2011)
01 January 2013
Amendement to IFRS 7 - Disclosure - Offsetting
01 January 2013
financial assets and financial liabilities"
The ALTEN Group did not apply in advance the latest standards, amendments and interpretations already
published by IASB and adopted at European level for which application was not compulsory on 1 January 2013.
2.3.1
Management estimates
The preparation of financial statements in accordance with IFRS standards requires that certain estimates and
assumptions be made which may affect the amounts shown in the financial statements. These estimates and
assessments are continuously made on the basis of past experience and other factors considered reasonable.
The main estimates made by management in drawing up the consolidated position are stated in the 2012
reference document on page 170.
The current, rapidly changing economic climate makes an understanding of the outlook for the group's activity
more complex; the uncertainty inherent in some estimates may be amplified, particularly with regard to forecasts
of results and treasury movements.
18
ALTEN GROUP
2.3.2
Consolidated financial statements at 30 June 2013
Translation rates
Foreign currency translation rates are given below:
2013-06-30
Country
Currency
Average price
2012-06-30
Price at year-
Average
2012 financial year
Average
CHF 1 = EUR
0.813107
Great Britain
GBP 1 = EUR
1.174853
1.166589
1.215805
1.239465
1.232878
1.225340
Romania
RON 1 = EUR
0.22767
0.2242
0.227770
0.224653
0.224313
0.224997
United States
USD 1 = EUR
0.761342
0.764526
0.771129
0.794281
0.777847
0.757920
Poland
PLN 1 = EUR
0.239343
0.230542
0.235610
0.235361
0.238986
0.245459
Czech Republic
CZK 1 = EUR
0.038914
0.038537
0.039732
0.039002
0.039768
0.039760
Sweden
SEK 1 = EUR
0.117238
0.11393
0.112594
0.113989
0.114854
0.116523
India
INR 1 = EUR
0.01383
0.012867
0.014791
0.014261
0.014571
0.013782
Brazil
BRL 1 = EUR
0.3747
0.346033
0.414062
0.387777
0.398451
0.369877
Nigeria
NGN 1 = EUR
0.004806
0.004729
0.004782
0.004853
0.004878
0.004855
China
CNY 1 = EUR
0.123011
0.124564
0.124579
0.121644
Hong Kong
HKD 1 = EUR
0.098128
0.098544
0.101207
0.097790
Canada
CAD 1 = EUR
0.749327
0.729182
0.778220
0.761209
Norway
NOK 1 = EUR
0.132937
0.126831
19
end
0.831255
price
0.829655
Price at year-
end
0.810504
Switzerland
price
0.830013
Price at year-
end
0.828363
ALTEN GROUP
Consolidated financial statements at 30 June 2013
2.4 CHANGE OF METHOD
The group has applied the IAS 19 revised “Employee Benefits” standard since 1 January 2013. In accordance with
IAS 8 “Accounting Policies, changes in accounting estimates and errors”, the accounts for the financial year
ending 31 December 2012 were restated as if the standard had been applied at 1 January 2012. The impact of
this change in method is outlined below:
2012-12-31
ASSETS (in thousands of euros)
Goodwill
(published
version)
2012-12-31
change of
method
(updated
version)
200,572
200,572
Intangible assets
10,053
10,053
Property, plant and equipment
14,061
14,061
Equity-accounted stakes
4,717
4,717
Non-current financial assets
26,827
26,827
Tax credits
10,192
-250
9,942
NON-CURRENT ASSETS
266,422
-250
266,172
Trade receiv ables
402,753
402,753
Other current assets
40,664
40,664
Cash and cash equiv alents
66,523
66,523
CURRENT ASSETS
509,941
0
509,941
TOTAL ASSETS
776,363
-250
776,113
LIABILITIES (in thousands of euros)
Share capital
Additional paid-in capital
2012-12-31
(published
version)
2012-12-31
(updated
version)
change of
method
32,953
32,953
25,443
25,443
Consolidated reserv es
310,091
550
310,641
Consolidated earnings
78,168
-8
78,160
EQUITY (GROUP SHARE)
446,655
542
447,197
453
3
456
447,107
545
447,652
13,424
-795
12,630
MINORITY INTERESTS
TOTAL SHAREHOLDERS'EQUITY
Prov isions
Non-current financial liabilities
1,517
1,517
Other non-current liabilities
5,487
5,487
NON-CURRENT LIABILITIES
20,428
-795
19,633
CURRENT LIABILITIES
308,828
0
308,828
TOTAL LIABILITIES
776,363
-250
776,113
20
ALTEN GROUP
Consolidated financial statements at 30 June 2013
2.5 FINANCIAL RISK FACTORS
Liquidity risk
·
A prudent liquidity management plan involves keeping a sufficient level of liquid assets, having financial resources
through appropriate credit facilities and being able to settle one's positions on the market.
The Group maintains financial flexibility through €170 million of available, confirmed but unused credit facilities (at
financial year end) of which €150 million was confirmed in December 2012 under the “club deal” for a maximum
period of three years, and €21.5 million of short-term unconfirmed lines of credit that are renewable annually.
The club deal imposes the follow ratios which must be complied with every six and twelve months (and for the first
time at 30 June 2013) for as long as the contract is in effect and advances are in use:
-
Ratio 1 - "Consolidated net financial debt / Operating income from consolidated activity". This ratio
must be less than 2.1.
Ratio 2 - “Consolidated net financial debt / Improved Shareholder Equity”. This ratio must be less than
0.7.
At 30 June 2013, these banking ratios were adhered to.
·
Credit risk
Credit risk is the financial loss risk in the event that a customer fails to honour its contractual obligations.
The group does not have any major concentration of credit risks.
See note 3.5 Current assets – breakdown of the accounts receivable portfolio by account age.
·
Interest rate variation risks
The interest rate risk to which the group is exposed arises from the club deal implemented in December 2012 and
which is indexed to Euribor for the interest period in question.
It therefore incurs an exchange rate risk based on changes in the reference index. Due to the structure of its
financing, the Group has not implemented interest rate hedging. At 30 June 2013 the credit line was exercised to
the extent of €20 M.
·
Exchange risks
Most operations are implemented within each domestic market, which means that the exchange risk affecting
movements between different currency zones remains limited. As the risk is limited, the group has not
implemented exchange risk hedging.
21
ALTEN GROUP
Consolidated financial statements at 30 June 2013
2.6 SCOPE OF CONSOLIDATION
The percentage of interests and control set forth below include firm or conditional commitments to dispose of
minority interests, even if the disposals are not yet completed, in accordance with IFRS-3 and IAS 27 as revised.
France
Basis of
consolidation
(*)
% d'interest
% control
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
100.00
99.70
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
51.00
100.00
80.00
100.00
99.70
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
51.00
100.00
80.00
Basis of
consolidation (*)
% d'interest
% control
Country of operation
ANOTECH ENERGY UK
FC
100.00
100.00
Great Britain
ALTEN LTD
FC
100.00
100.00
Great Britain
MI-GSO LTD
FC
100.00
100.00
Great Britain
ALTEN TECHNOLOGY LTD
FC
70.00
70.00
Great Britain
ALTEN BELGIUM
ALTEN SPAIN
ATEXIS SPAIN
MI GSO EMP SPAIN
ALTEN NEDERLAND
ALTEN DDA
ORION
ELITYS SWITZERLAND SA
ALTEN SWITZERLAND SARL
ALTEN CONSULTING SARL
ALTEN ITALIA
MI-GSO GMBH
ALTEN TECHNOLOGY GMBH
ATEXIS GMBH
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
Belgium
Spain
Spain
Spain
The Netherlands
The Netherlands
The Netherlands
Switzerland
Switzerland
Switzerland
Italy
Germany
Germany
Germany
ALTEN GMBH
FC
100.00
100.00
Germany
BARDENHEUER
IMP POLAND
ITEKNA POLSKA
ALTEN SI TECHNO ROMANIA
ATEXIS SRL
X DIN AB
X-DIN INC
X-DIN AS
ALTEN INDIA
CALSOFT LABS INDIA
CALSOFT LABS INC. (USA)
ANOTECH DO BRASIL
ANOTECH NIGERIA
ALTEN CANADA
SESAME GROUP BEIJING
SESAME GROUP LIMITED
(*) FC: Full consolidation
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
FC
100.00
100.00
65.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
65.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
Germany
Poland
Poland
Romania
Romania
Sweden
United-States
Norway
India
India
United-States
Brazil
Nigeria
Canada
China
Hong Kong
Company name
ALTEN SA (1)
ALTEN SIR
ALTEN TRAINING CENTER
ALTEN SUD-OUEST
MI-GSO
ALTEN CASH MANAGEMENT
ALTEN EUROPE
ELITYS CONSULTING
PEGASE SI
ATEXIS FRANCE
ALTEN AEROSPACE
AVENIR CONSEIL FORMATION
ANOTECH ENERGY France
HPTI
ALTEN SIR GTS
ID.APPS
APTECH SAS
(*) FC: Full consolidation
(1) Consolidating entity
Siret no.
34860741700055
40035788500021
35390354500062
40419144700048
38054561600050
48011617700019
48016830100012
48420799800010
48484024400012
43904555000019
48761023100019
40246017400038
49304667600018
49967035400012
52190314600012
52910153700015
53296422800011
Abroad
Company name
22
ALTEN GROUP
Consolidated financial statements at 30 June 2013
3. DETAIL OF THE CONSOLIDATED
FINANCIAL STATEMENTS
23
ALTEN GROUP
Consolidated financial statements at 30 June 2013
3.1 GOODWILL
Goodwill allocated by country breaks down as follows:
In thousands of Euros
GreatFrance
GROSS VALUE
2011-12-31
Earn-out adjustments
105,410
Britain
5,087
The
Netherlands
Belgium
3,104
Spain
12,824
27,514
Germany
Poland
Italy
18,127
7,783
Romania
1,389
Sweden
United-States
16,582
China
Total
6,347
204,166
(33)
(33)
Acquisitions (1)
2,230
10,693
3,282
16,205
3,282
220,339
Reclassifications
2012-12-31
Earn-out adjustments (3)
105,377
5,087
3,104
12,824
27,514
20,357
(2,115)
Acquisitions (2)
7,783
1,389
27,275
6,347
971
(1,144)
209
25
234
20,567
996
Reclassifications
2013-06-30
103,262
5,087
3,104
GreatFrance
IMPAIRMENTS
Britain
12,824
27,514
7,783
1,389
27,275
6,347
3,282
219,428
The
Netherlands
Belgium
Spain
Germany
Poland
Italy
Romania
Sweden
United-States
China
Total
2011-12-31
10,468
3,852
2,573
1,929
600
344
19,766
2012-12-31
10,468
3,852
2,573
1,929
600
344
19,766
2013-06-30
10,468
3,852
2,573
1,929
600
344
Impairments
Impairments
0
GreatFrance
NET VALUES
Britain
0
0
0
0
0
19,766
The
Belgium
Netherlands
Spain
Germany
Poland
Italy
Romania
Sweden
United-States
China
Total
2011-12-31
94,942
1,235
3,104
12,824
24,941
16,198
7,183
1,044
16,582
6,347
2012-12-31
94,909
1,235
3,104
12,824
24,941
18,428
7,183
1,044
27,275
6,347
3,282
200,572
2013-06-30
92,794
1,235
3,104
12,824
24,941
18,638
7,183
1,044
27,275
6,347
3,282
199,662
996
184,400
(1) In 2012:
a. Acquisition of three companies in Sweden (X DIN Oresund, X DIN Services Stockholm and X DIN
Services Linkoping). The acquisition was completed for approximately €15 M without earn-out.
b. Acquisition of engineering operations in Germany and of two companies in China.
(2) In 2013: Acquisition in December 2012 of 65% of the equity of the Polish company Itekna, which has been
consolidated effective 1 January 2013.
(3) Price reduction in the implementation of a liability guarantee (IFRS 3).
24
ALTEN GROUP
Consolidated financial statements at 30 June 2013
The group conducts value tests annually or when value loss indicators emerge. Tests conducted at 30 June 2013
for UGTs with value loss indicators indicated that the redeemable value of assets exceeded the net book value.
Consequently, no value loss was booked at 30 June 2013. The weighted actual cost of capital for the country and
perpetual growth rate used at 30 June 2013 were the same as those at 31 December 2012.
In light of the contraction in activity in Spain (-14.9% of revenue compared to 30 June 2012), Spain is the most
sensitive UGT to variations in assumptions. The results of sensitivity tests are summarised below:
Country
Spain
Goodwill
(****) Test
(*) WACC
margin
+ 1 point
24,941
3,001
-1,820
(*) At constant growth rate (2 %)
(**) At constant discount rate (10,16 %)
(***) At constant growth rate and discount rate
(****) Test margin : v alue in use - goodwill v alue
25
(**) 1 % growth rate
(***)Normative
profit on activity
- 1 point
-148
-1,172
ALTEN GROUP
Consolidated financial statements at 30 June 2013
3.2 NON-CURRENT ASSETS AND AMORTISATION
In thousands of Euros
PROPERTY, PLANT AND
2011-12-31
Change in scope
TOTAL
EQUIPMENT
INTANGIBLE ASSETS
GROSS VALUE
27,632
37,845
(2,486)
1,018
65,477
(1,468)
Exchange rate v ariations
(10)
41
31
Acquisitions and transfers
4,834
7,405
12,238
(275)
(4,359)
(4,634)
29,694
41,950
71,644
0
(153)
Div estments and disposals (1)
2012-12-31
Change in scope
Exchange rate v ariations
(23)
(130)
Acquisitions and transfers
1,115
5,417
6,532
(75)
(1,475)
(1,550)
30,711
45,762
76,473
Div estments and disposals (1)
2013-06-30
PROPERTY, PLANT AND
DEPRECIATION AND AMORTISATION
EQUIPMENT
INTANGIBLE ASSETS
2011-12-31
17,774
25,236
43,011
(159)
655
497
(3)
55
53
2,303
6,053
8,355
Change in scope
Exchange rate v ariations
Prov isions and transfers (2)
(275)
(4,111)
(4,386)
19,641
27,889
47,530
(18)
(73)
(91)
Decreases
2012-12-31
TOTAL
0
Change in scope
Exchange rate v ariations
Prov isions and transfers
Decreases
2013-06-30
1,697
3,555
5,253
(75)
21,245
(1,441)
29,930
(1,516)
51,175
PROPERTY, PLANT AND
NET VALUES (3)
INTANGIBLE ASSETS
EQUIPMENT
TOTAL
2011-12-31
9,857
12,609
22,466
2012-12-31
10,053
14,061
24,114
2013-06-30
9,466
15,832
25,298
(1) Concerns mainly the scrapping of fittings as a result of a business transfer.
(2) The increase in depreciation charges was mainly due to the purchase of fixtures and fittings with a
shorter useful life than in previous years.
PROPERTY, PLANT AND
(3) Including financial leases:
INTANGIBLE ASSETS
EQUIPMENT
TOTAL
At 2011-12-31
1,426
606
2,032
At 2012-12-31
1,223
796
2,018
At 2013-06-30
1,121
779
1,899
26
ALTEN GROUP
Consolidated financial statements at 30 June 2013
3.3 EQUITIY-ACCOUNTED STAKES
(In thousands of Euros)
Amount
At 31 December 2011
3,027
Profit for the year
1,689
At 31 December 2012
4,717
Profit for the year
1,044
Change of method (IAS-19 rev ised standard)
12
At 30 June 2013
5,773
3.4 FINANCIAL ASSETS
(In thousands of euros)
Note
Financial assets
Financial assets
Loans and
at fair value
at fair value
receivables at
through income
through equity amortised cost
statement
Total financial assets at 2011-12-31
18,681
Financial assets available for sale
20,239
398,251
59,614
Other long-term assets
Total non-current financial assets
20,239
476,545
20,239
4,105
Deposits and guarantees
Total
4,105
2,483
2,483
6,588
26,827
Trade receivables
3.5
402,753
402,753
Other current assets (*)
3.5
5,398
5,398
Cash and cash equivalents
3.6
Total current financial assets
Total financial assets at 2012-12-31
20,239
Financial assets available for sale
20,660
66,523
66,523
408,151
66,523
474,674
414,739
66,523
501,501
20,660
Deposits and guarantees
5,039
5,039
Other long-term assets
2,285
2,285
7,324
27,984
418,949
Total non-current financial assets
20,660
Trade receivables
3.5
418,949
Other current assets (*)
3.5
3,418
3,418
78,067
78,067
Total current financial assets
422,366
78,067
500,433
20,660
Total financial assets at 2013-06-30
* (Excluding tax and social security receivab les and prepaid expenses).
429,690
78,067
528,417
Cash and cash equivalents
3.6
27
ALTEN GROUP
Consolidated financial statements at 30 June 2013
Stocks available for trading included the following equity investments:
Company
Fair value at
opening
%
Acquisition
(disposal)
AUSY
9.42%
7,656
X-ANGE
5.96%
3,365
SMART TRADE
4.19%
634
Change in fair
value
Impairment
(206)
Fair value at
closing
1,227
8,883
(604)
2,555
Revenue
163,910
634
n.a
Shareholders
Net
'equity
earnings
Comments
87,134
2,979
2013-06-30
28,540
(4,936)
2012-12-31
14,701
711
2013-03-31
In the process of
PHOEBE INGENICA
19.00%
0
0
PHINERGY LTD
16.52%
8,391
8,391
MISCELLANEOUS
Total
193
5
20,239
-202
liquidation
1,747
(3,615)
2012-12-31
198
0
622
20,660
One investor acquired a stake in the equity of Phinergy in April 2013. After the operation the stake held by Alten
Europe was diluted from 19.49% to 16.52%. Stock value was not impacted given the parities kept for the capital
increase reserved for the investor.
Valuation levels for financial assets remained unchanged compared to 2012.
3.5 CURRENT ASSETS
(In thousands of euros)
2013-06-30
2012-12-31
TRADE RECEIVABLES
Gross v alue
425,085
Impairments
(6,137)
(6,643)
418,949
402,753
Total
409,396
OTHER CURRENT ASSETS
Inv entory
Social security receiv ables
Tax receiv ables
143
77
1,443
1,845
29,934
27,254
Other receiv ables
4,130
11,693
Impairments of other receiv ables
(855)
(6,373)
Prepaid expenses
Total
9,094
6,167
43,888
40,664
The following table presents the breakdown of the portfolio of trade receivables by age of the account:
(In thousands
of €)
2013-06-30
Unmatured
Less than 6
months
2012-12-31
6 months to More than 1
1 year
year
Balance
Unmatured
Less than 6
months
6 months to More than 1
1 year
year
Balance
TRADE
RECEIVABLES
Gross v alue
366,177
Prov isions
NET VALUES
366,177
51,185
2,656
5,067
425,085
(141)
(952)
(5,044)
(6,137)
51,044
1,704
23
418,948
28
343,934
343,934
56,135
4,358
4,969
409,396
(617)
(1,115)
(4,911)
(6,643)
55,518
3,243
58
402,753
ALTEN GROUP
Consolidated financial statements at 30 June 2013
Based on its experience and given its trade debt collection policies, the Group estimates that the level of
impairment for the financial year is adequate for the risks incurred.
3.6 CASH AND CASH EQUIVALENTS
(In thousands of euros)
2013-06-30
2012-12-31
Marketable securities
Cash and equivalents
20,678
57,389
13,034
53,489
Total
78,067
66,523
Marketable securities are valued at fair value. They comprise treasury investment funds and term accounts with
maturity of under three months. Income from investment funds was not significant.
3.7 NON-CURRENT FINANCIAL LIABILITIES
(In thousands of euros)
Other loans and related debs
2013-06-30 2012-12-31
440
450
Deposits and guarantees receiv ed
Total
90
1,066
530
1,517
3.8 OTHER NON-CURRENT LIABILITIES
(In thousands of euros)
2013-06-30
Earn-outs
2012-12-31
421
Social security debt
4,317
Deferred tax liabilities
Total
4,153
574
914
4,891
5,487
3.9 CURRENT FINANCIAL LIABILITIES
(In thousands of euros)
Bank loans (1)
Other loans and related debts
Ov erdrafts
Employee profit-sharig
Total
2013-06-30
2012-12-31
20,000
492
621
6,496
7,086
231
229
27,218
7,936
(1) The €20 M increase was the draw-down of the club deal credit line.
29
ALTEN GROUP
3.10
Consolidated financial statements at 30 June 2013
OTHER CURRENT LIABILITIES
(In thousands of euros)
Social security debt
Tax liabilities
76,139
Earn-outs
Other liabilities
Deferred income
Total
3.11
2013-06-30 2012-12-31
139,098
130,920
87,867
336
676
34,165
22,694
12,723
14,139
262,462
256,296
PROVISIONS
(In thousands of euros)
Corporate
Commercial Miscellaneous
Retirement
disputes (2)
disputes
risks
benefits
3,644
1,444
5,083
6,604
1,980
At 2011-12-31 (updated)
Change in scope
TOTAL
16,776
Exchange rate v ariations
Prov isions for the financial year (1)
4,125
353
1,932
(1,149)
(919)
(141)
Rev ersals (surplus prov isions)
(533)
(822)
(2,478)
At 2012-12-31 (updated)
Change in scope
6,088
57
4,397
1,358
308
176
(2,684)
(16)
(907)
Rev ersals (prov isions used)
Exchange rate v ariations
Rev ersals (prov isions used)
Rev ersals (surplus prov isions)
(622)
(9)
(50)
At 2013-06-30
4,139
339
3,616
2013-06-30
1,492
2012-12-31
1,260
NON-CURRENT
PROVISIONS
(In thousands of
euros)
Commercial disputes
Miscellaneous risks
Retirement benefits
17
12
2,443
2,774
9,536
8,583
13,487
12,629
2013-06-30
2,647
2012-12-31
4,829
323
45
Miscellaneous risks
1,173
1,622
Total
4,143
6,496
2013-06-30
13,487
2012-12-31
12,629
Total
CURRENT PROVISIONS
(In thousands of euros)
Corporate disputes
Commercial disputes
(In thousands of euros)
Total non-current prov isions
(3,832)
8,583
19,125
0
Prov isions for the financial year
(In thousands of euros)
Corporate disputes
8,390
(2,209)
Total current prov isions
Total liabilities and expenses provisions
30
4,143
6,496
17,630
19,125
952
2,793
(3,608)
(681)
9,535
17,630
ALTEN GROUP
Consolidated financial statements at 30 June 2013
(1) In 2012 the increase in miscellaneous risks resulted primarily in a provision for restoration of premises subject
to a lease terminated at the end of the year and a provision for restructuring (see note 3.14)
(2) Labour disputes concerned individually insignificant amounts.
3.12
PAYROLL EXPENSES
At 30 June 2013 personnel charges including the CICE can be broken down as follows:
(In thousands of euros)
Salaries and benefits
2013-06-30 2012-06-30
(439,264)
(418,547)
Corporate disputes
2,296
Retirement benefits
Taxes lev ied on wages
Employee profit sharing
Total
3.13
399
(758)
(1,000)
(5,166)
(4,889)
(1,042)
(3,953)
(443,935)
(427,991)
OTHER OPERATING INCOME AND EXPENSES
(In thousands of euros)
2013-06-30
2012-06-30
Expenses
Prov isions for impairments
Losses on unrecov able receiv ables
Prov isions for long-term contingencies
Book v alue of fixed assets sold
Other expenses
Total expenses
(669)
(1,323)
(1,246)
(1,531)
(483)
(519)
(33)
(58)
(23)
(197)
(2,454)
(3,628)
Income
Rev ersal of prov isions for receiv ables
2,208
2,756
Rev ersal s of prov isions for long-term contingencies
1,012
1,632
12
23
Proceeds from sale of fixed assets
Other income
11
Total income
3.14
3,243
4,411
OTHER NON-CURRENT OPERATING INCOME AND EXPENSES
(In thousands of euros
2013-06-30
2012-06-30
Expenses
Restructuring costs (1)
Costs linked to the acquisition of new companies
(1,402)
(615)
(19)
(525)
Tax (URSSAF) adjustment
(343)
Disputes and litigation costs
(183)
Total expenses
(1,604)
(1,483)
Income
Repayment of social and taxes claims
810
Settlement agreement on prev ious acquisition
973
Total income
1,783
31
0
ALTEN GROUP
Consolidated financial statements at 30 June 2013
(1) Costs generated by limited adaptation measures related to the decline in the economic
environment (short time work, workforce reduction, site consolidation, etc.). This item
concerned primarily the costs incurred and provisioned in Spain, Belgium and the Netherlands.
3.15
NET FINANCIAL INCOME
(In thousands of euros)
2013-06-30
Bank interest charges
(473)
Interest on lease-financing agreements
2012-06-30
(397)
(9)
(12)
Cost of gross financial indebtedness
(482)
(409)
Income from loans and receiv ables
224
150
Proceeds from the disposal of marketable securities
0
1
(258)
(258)
Foreign exchange losses
(1,668)
(1,491)
Other financial expenses
(449)
(207)
Cost of net financial indebtedness
Abandonment of financial receiv ables
(30)
Financial update expenses
0
0
(194)
(5)
(2,311)
(1,734)
1,636
1,801
Other financial income
187
117
Other financial income
1,823
1,918
Financial prov isions
Other financial expenses
Foreign exchange gains
Other net financial income and expenses
(488)
184
NET FINANCIAL INCOME
(747)
(74)
32
ALTEN GROUP
3.16
Consolidated financial statements at 30 June 2013
BREAKDOWN OF INCOME TAX EXPENSES
(In thousands of euros)
2013-06-30
2012-06-30
Net Earnings : Group and minority interests
Earnings of equity-accounted companies
Impairment of goodwill
Stock-options
Income tax expense
Pre-tax earnings
36,338
(1,044)
0
(24)
17,947
53,217
38,807
(819)
0
193
19,264
57,447
Tax rate of the consolidating company
Theoritical income tax charge
Specific tax 3% on paid dividends
Additional contribution 5%
Difference in tax rate versus foreign companies
Tax credits (apprenticeships, family, grants, etc.)
Research tax credits (CIR and CICE) *
Unactivated deferred tax assets
CVAE (value added tax) reclass.
Other permanent differences
34.43%
18,324
968
145
(1,444)
(279)
(2,911)
639
3,327
(822)
34.43%
19,781
0
309
(1,568)
(392)
(2,246)
68
3,232
81
Tax expense recognised
17,947
19,264
Effective income tax rate
33.72%
33.53%
1,850
16,097
17,947
514
18,751
19,264
Income tax distribution
Deferred taxes
Income tax payable
Total
(*) Non-taxable income
The amount of recognised deferred taxes related to tax losses carried forward equalled €€1.5 (€5.5 M in
base) at 30/06/2013.
33
ALTEN GROUP
3.17
Consolidated financial statements at 30 June 2013
OPERATING SEGMENTS
In accordance with IFRS 8 – Operating segments, the financial information disclosed herein after equates to
the information used by the principal operating decision-maker (the chairman) internally to assess the
performance of segments.
(In thousands of euros)
2013-06-30
France
Revenue
Inter-segment and intra-group
neutralisation
Net revenue
Operating profit on activity
Rate of Operating profit on activity/
revenue for the segment
Profit from ordinary activities
Operating profit
Earnings of Consolidated Entities
PROFIT
Abroad
2012-06-30
TOTAL
France
Goodwill
Workforce at Year End
Cash at end of period (2)
Financial liabilities (3)
Net investments for the period
France
Abroad
TOTAL
400,497
261,771
662,268
418,718
223,266
641,984
833,055
457,159
1,290,214
(29,568)
(48,473)
(35,841)
(7,489)
(43,330)
(75,374)
(16,831)
(92,205)
381,592
28,953
232,203
24,831
613,795
53,784
382,877
32,081
215,777
26,922
598,654
59,003
757,681
67,129
440,327
53,457
1,198,009
120,586
7.6%
10.7%
8.8%
8.4%
12.5%
9.9%
8.8%
12.1%
10.1%
28,977
29,326
17,160
18,204
24,831
24,661
18,135
18,135
53,808
53,986
35,294
36,338
31,888
32,012
19,978
20,797
26,922
25,315
18,011
18,011
58,810
57,328
37,989
38,807
66,850
68,427
43,244
44,933
53,457
47,953
33,469
33,469
120,307
116,380
76,713
78,402
France
93,073
Abroad
106,589
2012-06-30
TOTAL
France
199,662
Impairment over the financial year
Equity-accounted stakes (1)
TOTAL
(18,905)
2013-06-30
(In thousands of euros)
Abroad
2012-12-31
94,892
Abroad
100,151
0
2012-12-31
TOTAL
France
195,043
Abroad
TOTAL
94,909
105,663
200,572
0
5,773
9,115
48,555
26,382
6,675
29,512
1,367
5,773
15,790
78,067
27,748
3,846
9,160
35,241
49,758
6,340
31,735
1,090
3,846
15,500
66,976
50,847
4,717
9,300
38,332
8,402
6,650
28,191
1,051
4,717
15,950
66,523
9,453
2,872
4,166
7,039
5,959
17,236
23,194
9,008
24,958
33,966
(1) see note 3.3
(2) see note 3.6
(3) see notes 3.7 and 3.9
Given the Group’s diverse customer portfolio, no customer represents more than 10% of consolidated sales as
of 30 June 2013.
34
ALTEN GROUP
3.18
Consolidated financial statements at 30 June 2013
EARNING PER SHARE
(In euros)
2013-06-30
Earnings
Weighted average number of shares
Earnings per share
(In euros)
Earnings
2012-06-30
36,194,503
38,732,323
32,203,964
31,814,569
1.12
1.22
2013-06-30
2012-06-30
36,194,503
Dilutive effect of stock warrants
38,732,323
(50,964)
Diluted earnings
36,194,503
38,681,359
Weighted average number of shares
32,203,964
31,814,569
393,054
245,999
32,597,018
32,060,568
Effect of dilutions
Weighted average number of shares after potential dilution
Diluted earnings per share
1.11
There are no non-dilutive instruments.
35
1.21
ALTEN GROUP
3.19
Consolidated financial statements at 30 June 2013
CASH FLOW STATEMENT
Changes in depreciation, amortisation and provisions net of
reversals
2013-06-30
2012-06-30
Amortisation of intangible assets
1,595
862
Depreciation of property, plant and equipment
3,288
2,538
(1,496)
(512)
3,386
2,888
Impairment of goodwill
Provisions for risks and expenses
Total
Breakdown of taxes paid
2013-06-30
2012-06-30
1,968
8,088
Payments made
(24,974)
(22,672)
Total
(23,007)
(14,584)
Repayments received
Breakdown of cash flows on working capital requirement
2013-06-30
2012-06-30
Changes in net WCR - customers
(7,199)
(14,401)
Changes in net WCR - suppliers
(1,980)
219
1,863
(2,200)
(7,315)
(16,382)
Changes in net WCR - other receivables and operating payables
Total
Impact of changes in scope and earn-outs
2013-06-30
2012-06-30
Acquisitions of consolidated subsidiaries
68
(17,673)
Cash from new consolidated subsidiaries
15
1,830
(253)
Cash from deconsolidated subsidiaries
Total
83
Capital increase
2013-06-30
2012-06-30
6,692
Share options exercised
(16,096)
705
Cancellation of treasury shares
Issue of stock warrants
77
Subscription to the capital of new companies
Total
6,770
36
705
ALTEN GROUP
3.20
Consolidated financial statements at 30 June 2013
CONTINGENT ASSETS AND LIABILITIES
Contingent assets
A group company has disputed the adjustment implemented by URSSAF (concerning €7 M). No contingent
asset has been booked accordingly pending the court's ruling.
Contingent liabilities
The group has a dispute with a minority partner in a subsidiary. The overall claim by the plaintiff, which is
disputed by ALTEN, amounts to approximately €2 million. The resolution date has not been specified.
The amounts which the group considers payable are booked in the consolidated accounts as goodwill under
assets and as debts under liabilities in accordance with IFRS.
3.21
RELATED PARTY TRANSACTIONS
Compensation allocated to company officers
No significant variation occurred in the first half of 2013 with regard to compensation disclosed at 31
December 2012.
3.22
FINANCIAL COMMITMENTS
No significant variation occurred in the first half of 2013 with regard to compensation disclosed at 31
December 2012.
37
Statutory Auditors' report on half-year financial
statements
ALTEN - 1 January 2013 to 30 June 2013
Dear Shareholders,
In order to carry out the assignment entrusted to us by your General Shareholder Meeting
and pursuant to article L. 451-1-2 III of the French Monetary and Financial Code, we have
undertaken the following:
•
A limited examination of the consolidated and condensed half-year financial statements
of the ALTEN company for the period from 1 January 2013 to 30 June 2013 which are
attached to this report
•
A verification of the information provided in the half-year activity report.
The consolidated, condensed half-year statements were drawn up under the responsibility of
the board of directors. Our role is to express an opinion on these financial statements based
on our limited examination.
1
Findings concerning financial statements
We have carried out our limited review in accordance with professional standards applicable
in France. A limited examination or review entails primarily discussions with executives tasked
with the accounting and financial aspects and implementing analytical procedures. These
tasks are less extensive than those required for an audit carried out in accordance with
professional standards applicable in France. Consequently, assurance that financial
statements taken as a whole does not contain any significant anomalies resulting from a
limited examination must remain moderate and less broad than what would result from an
audit.
Based on our limited examination, we have not identified any significant anomalies which
may bring into question the compliance of the condensed half-year consolidated financial
statements with IAS 34, the standard in IFRS adopted in the European Union concerning
interim financial disclosures.
Without questioning the finding stated above, we would like to draw your attention to note
2.4 "Change in method" for the notes to the condensed consolidated half-year financial
statements that outlines the effects of applying IAS 19 "Employee Benefits" amendments as of
1 January 2013.
2
Specific verification
We also verified the information stated in the half-year activity report with comments on the
condensed consolidated half-year financial statements covered by our limited examination.
We have no matters to report with regard to the fairness and consistency of this information
against the consolidated financial statements.
Paris, 08 October 2013
The Statutory Auditors
Grant Thornton
Cabinet Dauge & Associés
French member
of Grant Thornton International
Laurent Bouby
Christian Laplane
Partner
Partner
- 38 -
Declaration by the person responsible for the halfyear financial report
"I hereby certify that to the best of my knowledge the condensed financial statements for the
past half year have been drawn up in accordance with applicable accounting standards
and provide a fair reflection of the assets, financial situation and results of the company and
of all the companies included in the consolidation process and that the half-year activity
report provides a reliable overview of the major events occurring in the first six months of the
financial year, their effect on accounts and of the main uncertainties for the remaining six
months of the financial year. "
Paris, 08 October 2013
Simon AZOULAY
Chairman and Managing Director
- 39 -

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