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Alten

Quarterly Report Sep 30, 2016

1103_ir_2016-09-30_30607e78-2bbb-4b37-bf53-549609fb2a25.pdf

Quarterly Report

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2016 Half-year financial report

ALTEN, French public limited company (Société Anonyme) with capital of €34,238,752.31 Registered Office: 40 Avenue André Morizet 92100 Boulogne Billancourt Listed in the Nanterre Trade and Companies Register under No. 348 607 417

2016 half-year financial report 3
1. BUSINESS OVERVIEW3
2. FINANCIAL OVERVIEW3
3. RELATED-PARTY TRANSACTIONS 5
4. EVENTS SINCE 30 JUNE 2016 5
5. MAIN RISKS AND UNCERTAINTIES IN THE SECOND HALF OF 20165
6. OUTLOOK 5
Half-year condensed consolidated financial statements 7
Statutory Auditors' report on the half-year financial statements 26
Declaration by the person in charge of the half-year financial report 27

2016 half-year financial report

1. BUSINESS OVERVIEW

1.1. Alten's business:

Alten is the 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, telecommunications and service sectors.

Alten's business consists of three operating segments:

  • Engineering and Technology Consulting (ETC);
  • Telecoms and Networks;
  • Information Systems.

At the end of June 2016, Alten had 22,900 employees, of whom 88% are high-level engineering consultants.

Alten generates 48.6% of its business in France and 51.4% internationally, primarily in Europe.

1.2. Significant events for the first half of 2016:

The business environment showed overall improvement during the first half of the year.

All geographic regions experienced positive organic growth with the exception of Germany, which was negatively impacted by the integration of the finalised acquisitions and the automotive service transformation. Southern Europe and the US were particularly dynamic (growth in excess of 15%).

All business sectors are experiencing organic growth. The Energy sector is the only sector facing difficulties in Oil & Gas and Nuclear.

Alten continued its acquisitions policy, exclusively at the international level in this half-year period, to increase its market shares. Alten acquired five companies over the half-year, followed by two more at the beginning of the third quarter.

2. FINANCIAL OVERVIEW

The half-year consolidated financial statements presented in this document were approved by the Board meeting of 20 September 2016.

2.1. Income statement (IFRS):

Revenue

Revenue stands at €870.5 million versus €764.2 million at 30 June 2015, i.e. a growth of 13.9%. At constant scope and exchange rates, business is up by 8.1%: +6.8% in France and +21.6% internationally.

The organic growth of the first half of the year has been bolstered by a favourable calendar effect during the second quarter. At a constant number of business days, organic growth would have been 5.95% (i.e. 2.35% in France and 9.8% internationally).

Operating profit on activity

Operating profit on activity stands at €88.5 million, equivalent to 10.2% of revenue versus €67.1 million, equivalent to 8.8% of revenue at 30 June 2015. This amounts to a significant increase of 31.9%.

In France, the operating margin grew from 9.4% of revenue at end-June 2015 to 11.0% of revenue at end-June 2016. Internationally, the operating margin grew from 8.0% of revenue at 30 June 2015 to 9.4% at 30 June 2016.

The improvement in the business operating margin is primarily due to the calendar effect of the first half of the year. It is also the result of the improved profitability of the acquisitions completed in 2014 and 2015, as well as tight control over the selling, general and administrative expenses (SG&A).

Profit from ordinary activities

Profit from ordinary activities stands at €88.5 million given the absence of payments in shares.

Operating profit

After factoring in the non-recurring profit of -€1.6 million corresponding to acquisitions fees (- €0.7 million), restructuring costs in Germany (-€0.5 million) and a provision for a tax adjustment in France (-€0.5 million), operating profit is €86.9 million, i.e. 10.0% of revenue. It was €64.8 million at 30 June 2015, i.e. 8.5% of revenue.

Net income, Group share

After factoring in the net financial expenses (-€2.6 million), the income tax expense (€25.8 million), the earnings of equity-accounted companies (+€2.4 million) and non-controlling interests (negligible), the net income, Group share totals €60.9 million, or 7.0% of revenue, an increase of 34.4% over the preceding year (€45.3 million at 30 June 2015).

2.2. Consolidated balance sheet items and financial movements

The financial structure of the Alten Group is very robust.

Under assets, non-current assets represent 41.1% of the overall balance sheet (€1,288.8 million) primarily consisting of goodwill (29.5%), an increase of €49.4 million.

Current assets, excluding cash assets, consist primarily of receivables, which amount to 44.5% of the balance sheet. Under liabilities, the group has significant equity (€675.5 million), which represents 52.4% of the overall balance sheet.

Following the payment of €33.2 million in dividends, the net cash position stands at -€61.3 million. Its gearing (net debt/equity ratio) is 9.1 % and its net debt/operating profit on activity ratio is 0.7.

Alten is therefore in compliance with all its bank covenants.

During the first half of 2016, the Alten Group generated gross cash flow of €91.5 million, an increase of 32% over last year (€69.3 million). The latter figure was negatively impacted by the taxes paid (€23.6 million) and an increase in the working capital requirements of €56.8 million due to an unfavourable seasonality factor during the first half of the year, significant organic growth (>10%) achieved during the second quarter and an increase in the day sales outstanding (DSO) from 93 days at the end of December 2015 to 98 days at the end of June 2016.

The flows generated by business activity therefore total €11.1 million (i.e. 1.3% of revenue).

Cash flows on investments, totalling -€51.2 million, correspond primarily to the financing of:

  • tangible and intangible assets (fittings, software licences, computer equipment and infrastructure, etc.) for -€5.5 million;
  • external growth and earn-outs on acquisition for -€45.4 million.

Cash flows involving financing operations totalled +€36.8 million and consisted primarily of the payment of €33.2 million in dividends, mainly financed by the use of current financial liabilities (€73.5 million) and capital increases from the exercise of stock options (€0.5 million).

Consequently, the net change in cash position is -€3.4 million according to IFRS.

The net cash position at 30 June 2016 was -€61.3 million (-€17.5 million at 30 June 2015 and €17.4 million at 31 December 2015).

3. RELATED-PARTY TRANSACTIONS

There were no related-party transactions in the first half of 2016.

4. EVENTS SINCE 30 JUNE 2016

On 1 July 2016, Alten Canada acquired a Canadian company specialising in IT consulting (revenue €6 million; 40 consultants).

On 28 July 2016, Anotech Energy USA acquired 100% of the share capital and voting rights of two US companies specialised in the Oil & Gas sector (revenue €13 million; 110 consultants).

5. MAIN RISKS AND UNCERTAINTIES IN THE SECOND HALF OF 2016

The nature and severity of the risks facing the Alten Group remain unchanged from those presented on pages 113 to 118 of the 2015 Registration Document filed with the Autorité des Marchés Financiers (the French Financial Markets Authority) on 25 April 2016.

Among these, changes in the economic environment, and particularly their impact on the activity rate and organic growth, as well as the Group's ability to recruit, are the main factors likely to affect the course of business over the second half of the year.

6. 2016 OUTLOOK

Given the overall improvement in the economic environment, Alten will achieve higher positive organic growth for 2016 than for the previous year and will slightly improve its operating margin in relation to 2015.

Signed at Boulogne-Billancourt,

20 September 2016,

The Board of Directors

Half-year condensed consolidated financial statements

1. HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS 7
1.1 CONSOLIDATED BALANCE SHEET 8
1.2 CONSOLIDATED INCOME STATEMENT 9
1.3 STATEMENT OF COMPREHENSIVE INCOME 10
1.4 CONSOLIDATED STATEMENT OF CASH FLOWS 11
1.5 STATEMENT OF CHANGES IN CONSOLIDATED SHAREHOLDERS' EQUITY 12
2. NOTES TO THE HALF-YEAR CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 13
2.1 SIGNIFICANT EVENTS DURING THE HALF-YEAR 14
2.1.1 Acquisitions 14
2.1.2 Dividends 14
2.1.3 Events after the reporting period 14
2.2 ACCOUNTING PRINCIPLES AND METHODS 15
2.2.1 Basis of preparation and accounting principles 15
2.2.2 Management estimates 15
2.3 Financial risk factors 15
2.4 CHANGES IN THE SCOPE OF CONSOLIDATION 16
3. DETAILS OF THE CONSOLIDATED FINANCIAL STATEMENTS 17
3.1 GOODWILL 18
3.2 FINANCIAL ASSETS 18
3.3 CURRENT ASSETS 19
3.4 EMPLOYEE PROVISIONS AND BENEFITS 19
3.5 FINANCIAL LIABILITIES 20
3.6 OTHER LIABILITIES 21
3.7 EMPLOYEE EXPENSES 21
3.8 OTHER OPERATING INCOME AND EXPENSES 21
3.9 NET FINANCIAL INCOME 22
3.10 INCOME TAXES 22
3.11 OPERATING SEGMENT INFORMATION 23
3.12 EARNINGS PER SHARE 24
3.13 CASH FLOW STATEMENT 24
3.14 CONTINGENT ASSETS AND LIABILITIES 25
3.15 RELATED PARTIES 25

1. HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS

1.1 CONSOLIDATED BALANCE SHEET

ASSETS (In thousands of euros) Notes 30/06/2016 31/12/2015
Goodwill
Intangible assets
3.1 380 652
10 192
331 617
10 286
Property, plant and equipment
Equity interests in associates
34 781
9 863
36 273
7 598
Non-current financial assets
Deferred tax assets
3.2
3.10
82 185
12 115
81 311
13 317
NON-CURRENT ASSETS 529 787 480 402
Trade receivables 3.3 573 431 499 378
Other current assets
Current tax assets
3.3 44 917
53 854
44 159
46 797
Cash and cash equivalents 3.2 86 793 91 918
CURRENT ASSETS 758 995 682 253
TOTAL ASSETS 1 288 782 1 162 655
LIABILITIES (In thousands of euros) Notes 30/06/2016 31/12/2015
Share capital
Additional paid-in capital
34 239
46 729
34 215
46 272
Consolidated reserves 533 634 461 286
Consolidated earnings 60 872 106 262
EQUITY (group share) 675 474 648 034
NON-CONTROLLING INTERESTS 32 1 777
TOTAL EQUITY 675 506 649 811
Employee benefits 3.4 22 425 17 600
Provisions 3.4 2 291 2 914
Non-current financial liabilities 3.5 17 473 18 735
Other non-current liabilities 3.6 10 661 8 173
Deferred tax liabilities 3.10 1 378 1 995
NON-CURRENT LIABILITIES 54 229 49 417
Provisions 3.4 7 270 6 860
Current financial liabilities 3.5 131 085 56 181
Trade payables 65 981 55 904
Other current liabilities 3.6 348 162 339 757
Current tax liabilities 6 549 4 725
CURRENT LIABILITIES 559 048 463 427
TOTAL LIABILITIES 1 288 782 1 162 655
  • 8 -

1.2 CONSOLIDATED INCOME STATEMENT

(In thousands of euros) Notes 30/06/2016 30/06/2015
REVENUE 3.11 870 482 764 174
Purchases consumed
Employee expenses
External charges
Other taxes and levies
Depreciation and amortisation
Other operating expenses
Other operating income
3.7 (83 100)
(610 239)
(77 841)
(5 378)
(5 713)
(1 358)
1 605
(61 914)
(552 939)
(73 722)
(4 968)
(5 615)
(1 652)
3 695
OPERATING PROFIT ON ACTIVITY 88 458 67 058
Share-based payments 0 135
PROFIT FROM ORDINARY ACTIVITIES 88 458 67 193
Non-current operating expenses
Non-current operating income
Income from asset disposals
Impairment of goodwill
3.8
3.8
(2 119)
560
0
0
(3 184)
759
0
0
OPERATING PROFIT 86 900 64 768
Net borrowing costs
Other financial expenses
Other financial income
Income tax expense
3.9
3.9
3.9
3.10
(505)
(4 492)
2 395
(25 798)
(410)
(4 309)
7 296
(22 294)
EARNINGS OF CONSOLIDATED ENTITIES 58 500 45 052
Earnings from associates 2 456 343
NET OVERALL EARNINGS 60 956 45 395
Including:
Non-controlling interests 84 116
Attributable to owners of the Company 60 872 45 279
Earnings per share in euros (Group share)
Diluted earnings per share in euros (Group share)
3.12
3.12
1,83
1,83
1,37
1,37

1.3 STATEMENT OF COMPREHENSIVE INCOME

(In thousands of euros) Notes 30/06/2016 30/06/2015
Net income, Group share
Net income, non-controlling interests' share
60 872
84
45 279
116
Consolidated net earnings 60 956 45 395
Change in fair value of sellable financial assets (net of income tax)
Translation adjustments
3.2 3 365
(1 382)
462
4 484
Income and expenses recognised directly in equity and transferable to
profit or loss
1 983 4 946
Actuarial differences on employee benefits (net of income tax) (1 876) 0
Items recognised directly in equity and not transferable to profit or loss (1 876) 0
TOTAL INCOME FOR THE PERIOD 61 063 50 341
Including:
Attributable to owners of the Company 60 991 50 228
Non-controlling interests 72 113

1.4 CONSOLIDATED STATEMENT OF CASH FLOWS

(In thousands of euros) Notes 30/06/2016 30/06/2015
Consolidated net earnings 60 956 45 395
Earnings from associates (2 456) (343)
Depreciation, provisions and other calculated expenses 3.13 6 688 3 463
Share-based payments 0 (135)
Income tax expense 3.10 25 798 22 294
Capital gains or losses from disposals 123 (1 728)
Net borrowing costs 3.9 505 410
Financial cost on update and provisions (71) (67)
Gross cash flow before borrowing costs and tax 91 542 69 288
Taxes paid 3.13 (23 596) (20 243)
Change in working capital requirements 3.13 (56 835) (20 451)
Net cash flow from operating activities 11 111 28 594
Acquisitions of tangible and intangible assets (5 494) (5 465)
Acquisitions of financial assets (1 128) (1 386)
Impact of changes in scope and earn-outs 3.13 (45 387) (22 881)
Disposals of tangible and intangible assets 210 6
4
Reductions in financial assets 577 2 697
Net cash flow from investing activities (51 222) (26 972)
Net financial interest paid (704) (971)
Dividends paid to shareholders (33 224) (33 160)
Capital increase 3.13 481 773
Acquisitions and disposals of treasury shares 9
6
(281)
Changes in non-current financial liabilities (3 436) (1 728)
Changes in current financial liabilities 3.5 73 502 22 585
Net cash flow from financing activities 36 716 (12 783)
Change in cash position (3 395) (11 160)
Impact of exchange rate variations (1 730) 180
Cash at beginning of period 91 918 70 467
Cash at end of period 86 793 59 487

In accordance with IAS 7 identifying bank borrowings and loans with financing activities, the table above shows the change in positive cash flow items.

The Group's net cash position/(net indebtedness) breaks down as follows:

(In thousands of euros) 30/06/2016 30/06/2015
Cash at end of period 3.2 86 793 59 487
+ Bank loans and related debt 3.5 (130 968) (57 262)
+ Bank overdrafts (17 098) (19 766)
= Net cash position/(Net indebtedness) (61 273) (17 541)

1.5 STATEMENT OF CHANGES IN CONSOLIDATED SHAREHOLDERS' EQUITY

(In thousands of euros) Number of shares in circulation Number of shares issued Capital Additional paid-in capital Reserves Treasury shares Translation reserve Earnings (Group share) Shareholder s' equity At 31 December 2014 (published) 33 121 861 33 589 610 34 141 44 981 409 986 (8 971) 428 79 487 560 053 Change of IFRIC 21 method 1 022 (124) 898 At 31 December 2014 (restated) 33 121 861 33 589 610 34 141 44 981 411 009 (8 971) 428 79 363 560 950 2014 allocation of earnings 79 363 (79 363) 0 Capital increase(1) 39 165 39 165 40 733 773 Dividends paid to shareholders (33 160) (33 160) Other variations (63) (63) Treasury shares (5 118) (281) (281) Share-based payments (135) (135) Transactions with shareholders 33 155 908 33 628 775 34 181 45 714 457 013 (9 252) 428 0 528 083 Total income for the period 462 4 487 45 279 50 228 Variation in consolidated equity capital, Group share

At 31 December 2015 33 195 228 33 662 625 34 214 46 272 466 308 (9 102) 4 079 106 262 648 034
2015 allocation of earnings 106 262 (106 262) 0
Capital increase 23 700 23 700 24 457 481
Dividends paid to shareholders (33 224) (33 224)
Other variations (906) (906)
Treasury shares 1 609 96 96
Share-based payments 0 0
Transactions with shareholders 33 220 537 33 686 325 34 238 46 729 538 441 (9 006) 4 079 0 614 482
Total income for the period 1 489 (1 370) 60 872 60 991
At 30 June 2016 33 220 537 33 686 325 34 238 46 729 539 930 (9 006) 2 709 60 872 675 474

At 30 June 2015 33 155 908 33 628 775 34 181 45 714 457 476 (9 252) 4 914 45 279 578 311

(1) Capital increases associated with the exercise of stock options

Variation in equity capital, non-controlling interests

(In thousands of euros) Reserves Translation
reserve
Earnings Shareholders
' equity
At 31 December 2014 (published) 1 062 (4) 218 1 276
Change of IFRIC 21 method 4 1
,
5
At 31 December 2014 (restated) 1 066 (4) 220 1 281
2014 allocation of earnings
Change in scope
Capital increase
Total income for the period
220
(12)
(3) (220)
116
0
(12)
0
113
At 30 June 2015 1 273 (7) 116 1 381

At 31 December 2015 1 304 (9) 482 1 777
2015 allocation of earnings 482 (482) 0
Change in scope (1 817) (1 817)
Capital increase 0
Total income for the period (11) 84 72
At 30 June 2016 (31) (21) 84 32

2. NOTES TO THE HALF-YEAR CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

2.1 SIGNIFICANT EVENTS DURING THE HALF-YEAR

2.1.1 Acquisitions

NEXSE (revenue €10 million; 65 consultants)

On 25 January 2016, Alten Italia acquired 100% of the securities of Nexse, an Italian company specialising in software engineering.

CRESTTEK (revenue €6 million; 70 consultants)

On 4 February 2016, Alten USA acquired all securities and voting rights of the American company Cresttek LLC, itself the owner of 99.98% of an Indian company, Cresttek Engineering Solutions Private Ltd. These companies specialise in the automotive field.

PVR (revenue €18 million; 175 consultants)

On 2 March 2016, Calsoft Labs USA acquired 100% of a group of three companies specialising in life and health sciences in the United States: PVR Technologies Inc., Sirilan Corporation and Statminds LLC.

ASM (revenue €17 million; 670 consultants)

On 7 March 2016, the Group acquired the activities of the Technological Software Business division of the Indian group ASM located in three countries (India, USA and Singapore).

IST (revenue €10 million; 70 consultants)

On 11 April 2016, Alten Europe acquired 100% of the German company IST Gmbh (IST Innovative Software Technologie GmbH), a specialist in the ETC market.

The revenue of the acquired companies, indicated above, are the latest known corporate figures presented on an annual basis.

2.1.2 Dividends

During the first half of the year, €33.2 million in dividends were paid to Alten SA shareholders for the financial year ended 31 December 2015.

2.1.3 Events after the reporting period

The Group made several acquisitions at the beginning of the second half of 2016:

  • On 1 July 2016, Alten Canada acquired a Canadian company specialising in IT consulting (revenue €5 million; 40 consultants);
  • - On 28 July 2016, Anotech Energy USA acquired 100% of the share capital and voting rights of two US companies specialised in the Oil & Gas sector (revenue €13 million; 110 consultants).

2.2 ACCOUNTING PRINCIPLES AND METHODS

The condensed consolidated financial statements of 30 June 2016 were prepared in accordance with IAS 34 "Interim Financial Reporting", as published by the IASB (International Accounting Standards Board) and adopted by the European Union (EU), which allows for the presentation of a number of appended notes. These interim financial statements do not include all the required information and the consolidated financial statements for the period ended 31 December 2015 (included in the 2015 Registration Document) are to be used as a reference while reviewing them. The 2015 consolidated financial statements included in the issuer's 2015 Registration Document are also available on its website page dedicated to financial statements: http://www.alten.com/investors.

The financial statements presented in this document were approved by the Board meeting of 20 September 2016. They are presented in thousands of euros unless otherwise indicated.

2.2.1 Basis of preparation and accounting principles

The accounting principles and calculation methods used to prepare the condensed consolidated financial statements at 30 June 2016 are identical to those used for the consolidated financial statements at 31 December 2015. The other standards, amendments or interpretations published or applicable at 1 January 2016 have not resulted in any changes in the half-year condensed consolidated financial statements of 30 June 2016. Moreover, the Group did not apply in advance the latest standards, amendments or interpretations published by the IASB and adopted at European level but whose application was not mandatory at 1 January 2016.

2.2.2 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 these financial statements. These estimates and assessments are continuously made on the basis of past experience and other factors considered reasonable.

The main estimates provided by Management in the preparation of the consolidated statements are presented on page 201 of the 2015 Registration Document.

2.3 FINANCIAL RISK FACTORS

The financial risk factors noted in the 31 December 2015 consolidated financial statements remain essentially unchanged.

2.4 CHANGES IN THE SCOPE OF CONSOLIDATION

- Additions to the scope

Company name Basis of
consolidation (*)
% interest % control Country of
operation
HOTSWAP FC 100,00 100,00 Sweden
NEXSE FC 100,00 100,00 Italy
NEXSE TECHNOLOGY FC 100,00 100,00 Italy
WLAB FC 100,00 100,00 Italy
CRESTTEK LLC FC 100,00 100,00 USA
CRESTTEK ENGINEERING SOLUTIONS PRIVATE LTD FC 100,00 100,00 India
PVR TECHNOLOGIES INC FC 100,00 100,00 USA
SIRILAN CORPORATION FC 100,00 100,00 USA
STATMINDS LLC FC 100,00 100,00 USA
ASM ENTREPRISE SOLUTIONS FC 100,00 100,00 India
ABACUS BUSINESS SOLUTIONS FC 100,00 100,00 USA
CALSOFT LABS SINGAPORE FC 100,00 100,00 Singapore
IST GMBH FC 100,00 100,00 Germany

Additions to the scope at 30-06-2016

- Other changes in scope

Legal reorganisations

Over the first half of the year, the Group has continued to streamline its legal structure by merging several entities in France, Germany, Belgium, Canada and the Netherlands.

Exclusion from scope

The company Quasus BV, which has no activities and is undergoing liquidation, was excluded from the consolidation scope during the first half of the year.

Change in the percentage of interests

During the period, the Group purchased all the minority stakes of several companies already fully consolidated (Itkena Polska and Aptech in particular).

3. DETAILS OF THE CONSOLIDATED FINANCIAL STATEMENTS

3.1 GOODWILL

Goodwill, allocated by country, is broken down as follows:

Note 3.1 - GOODWILL

(In thousands of euros) France UK Belgium The
Netherlands
Spain Germany Italy Scandinavia North
America
Offshore and
Asia
Nearshore Other Total
31/12/2015 112 026 4 236 12 690 21 097 19 991 57 671 12 949 40 503 40 371 6 015 3 898 169 331 617
Acquisitions
Disposals
7 376 6 322 3 364 24 100 5 363 46 526
0
Earn-out adjustments
Translation adjustments
Other
1 181 (7) 1 773
120
(81)
(35)
(345) (97) 1 685
(478)
1 301
Reclassifications 0
Impairments 0
30/06/2016 113 208 4 236 12 684 21 097 19 991 66 940 19 271 43 751 64 126 11 281 3 898 169 380 652

For the first half of 2016, changes in goodwill were due to:

  • The acquisitions made by the Group over the first half of the year (described in Note 2.1.1) and the acquisition of Hotswap (at the end of the 2015 reporting period), a Swedish company that was not consolidated in 2015;
  • The earn-outs adjustments and the corrections for assets and liabilities identified (included in the item "Other") within the allocation period;
  • Conversion adjustments on goodwill in foreign currency.

The Group performs value tests on an annual basis or when loss of value indicators emerge. The tests performed on 30 June 2016 for the assets of the CGUs showing signs of value loss demonstrate that their recoverable value is higher than their net accounting value. As a result, no impairment representing a loss in value was recorded at 30 June 2016.

The discount rate (WACC) of the country and the perpetual growth rate used at 30 June 2016 are identical to those of 31 December 2015 in the absence of any significant changes in the factors making up these rates.

3.2 FINANCIAL ASSETS

Carrying amount according to IAS 39
(In thousands of euros) Note Amortised cost Fair value
through
shareholders'
equity
Fair value
through
earnings
30/06/2016 31/12/2015 Level 1 Level 2 Level 3
Assets
NON-CURRENT FINANCIAL ASSETS: 42 157 40 028 82 185 81 311 25 786 0 14 242
- Securities held for sale 40 028 40 028 40 195 25 786 0 14 242
- Deposits and guarantees 7 736 7 736 7 584
- Other long-term assets (loans and receivables) 34 420 34 420 33 532
Trade receivables 3.4 573 431 573 431 499 378
Other current assets * 3.4 4 788 4 788 6 057
Cash and cash equivalents 86 793 86 793 91 918 86 793

* excluding tax and social security receivables and prepaid expenses.

Securities held for sale include the following:

Entity % Interest Fair value
31/12/2015
Acquisition
(disposal)
Change in fair
value
Fair value
30/06/2016
Fair value
hierarchical
level
Data used
AUSY(1) 8,70% 22 672 3 115 25 786 1 Share price
FCP XANGE 2 871 113 250 3 233 3 Net asset value
PHINERGY LTD 12,83% 8 391 8 391 3
MISCELLANEOUS(2) 6 262 (3 644) 2 617 3
Total 40 195 (3 532) 3 365 40 028

(1) The increase in the fair value of the AUSY securities resulted from the adjustment in the share price following the announcement of the Public Purchase Offer by Randstadt France.

(2) The decrease in the period resulted mainly from the consolidation at 1 January 2016 of Hotswap, a company acquired in 2015. (See Note 3.1)

3.3 CURRENT ASSETS

(In thousands of euros) 30/06/2016 31/12/2015
TRADE RECEIVABLES
Gross value 578 274 503 979
Impairments (4 843) (4 600)
Total 573 431 499 378
OTHER CURRENT ASSETS
Inventory 73 147
Social security receivables 4 193 3 192
Tax receivables 23 439 25 014
Other receivables 5 326 6 555
Impairment of other receivables (611) (644)
Prepaid expenses 12 496 9 896
Total 44 917 44 159

The following table shows the breakdown of the portfolio of trade receivables based on age:

30/06/2016 31/12/2015
(In thousands Less than 6 6 months to More than Less than 6 6 months to More than
of euros) Unmatured months one year one year Balance Unmatured months one year one year Balance
TRADE RECEIVABLES
Gross value 493 642 71 359 9 603 3 671 578 274 419 225 76 056 4 566 4 131 503 979
Provisions (870) (493) (3 480) (4 843) (375) (468) (3 756) (4 600)
Net values 493 642 70 489 9 110 191 573 431 419 225 75 681 4 098 375 499 378

Based on experience and considering its policy for recovering trade receivables, the Group feels that the level of depreciation for the financial year is appropriate to the risks involved.

3.4 EMPLOYEE PROVISIONS AND BENEFITS

Provisions

(In thousands of euros) Corporate Commercial Miscellaneo TOTAL
disputes(1) disputes us risks
At 31/12/2015 4 131 60 5 584 9 774
Change in scope 40 40
Exchange rate variations 1 1 (11) (9)
Provisions for the financial year 481 10 499 989
Reversals (provisions used) (528) (406) (934)
Reversals (provisions not used) (197) (18) (84) (299)
At 30/06/2016 3 887 93 5 581 9 561
Including current provisions 2 774 52 4 444 7 270
Including non-current provisions 1 113 40 1 137 2 291

(1) Corporate disputes are individually insignificant

Employee benefits

Employee benefits mainly consist of end-of-career commitments. These commitments were determined at end-June 2016 based on the same actuarial assumptions as those used at 31 December 2015, with the exception of the discount rate, which was dropped to 1.5% (versus 2.4% at 31 December 2015).

(In thousands of euros) Retirement
benefits
At 31/12/2015 17 600
Change in scope 421
Cost of services provided 1 428
Interest expenses 196
Actuarial gains and losses 2 814
Paid services -34
At 30/06/2016 22 425

The sensitivity analysis presented below shows the total amount of the commitment in relation to a change in the discount rate of plus or minus 0.5 point:

Discount rate -0.5 point 1,50% +0.5 point
Total commitment (in thousands of euros) 24 833 22 425 20 311

3.5 FINANCIAL LIABILITIES

(In thousands of euros) 31/12/2015 Inc Repayment Change in
scope
Other
(translation
adjustments,
reclassification
s)
30/06/2016 Current Non
current
Bank loans and related debt 50 834 82 990 (5 577) 2 826 (105) 130 968 113 765 17 204
Bank loans 38 261 82 345 (1 823) 174 (66) 118 891 111 975 6 917
Other loans and related debt 12 573 645 (3 754) 2 652 (39) 12 077 1 790 10 287
Bank overdrafts 23 694 (7 221) 635 (11) 17 097 17 098
Deposits and guarantees received 162 (126) 284 -50 270 270
Other financial liabilities 226 20 (19) -3 224 223
Total 74 916 83 009 (12 943) 3 745 (169) 148 558 131 085 17 473

Bank loans

(In thousands of euros) 30/06/2016 EUR USD GBP CAD Fixed
rate
Variable
rate
Bank loans 118 891 113 099 1 803 1 559 2 429 4 795 114 096

At 30 June 2016, this item consists of:

  • The drawdown of the new "Club Deal" for €110 million (short-term variable-rate financing) on a line opened for €160 million;
  • A loan for €5 million subscribed at the end of December 2013 repayable over three years (three-month Euribor variable rate +0.5%). The remaining capital owed is €1.7 million at 30 June 2016;
  • A senior debt (resulting from the 2015 purchase of a company in France) in the amount of €1.0 million at 30 June 2016 following the repayment of €1.6 million over the period;

  • Other mid- and long-term loans denominated in foreign currencies amounting to €5.8 million.

Other loans and related debt

At 30 June 2016, the other loans and related debt consisted of the liability on the property lease of €9.9 million acquired during the purchase of a company in France in 2015.

3.6 OTHER LIABILITIES

(In thousands of euros) 31/12/2015 Change Change in
scope
Other
(translation
adjustments,
reclassificati
ons)
30/06/2016 Current Non
current
Earn-outs (1) 27 485 (15 636) 21 328 (185) 32 993 26 211 6 782
Social security debt 160 253 11 887 3 198 (1 223) 174 114 170 235 3 879
Tax liabilities 97 941 (6 756) 1 292 (336) 92 142 92 142
Deferred income 26 929 (1 278) 325 (55) 25 921 25 921
Other liabilities 35 321 (5 386) 1 989 1 730 33 654 33 653
Total 347 930 (17 170) 28 132 (69) 358 824 348 162 10 661

(1) The counterparty for earn-outs on companies acquired is in goodwill.

3.7 EMPLOYEE EXPENSES

(In thousands of euros) 30/06/2016 30/06/2015
Salaries and benefits (594 535) (540 207)
Corporate disputes 244 790
Retirement benefits (1 394) (1 115)
Taxes levied on wages (11 328) (10 767)
Employee profit sharing (3 225) (1 639)
Total (610 239) (552 939)

3.8 NON-CURRENT OPERATING INCOME AND EXPENSES

(In thousands of euros) 30/06/2016 30/06/2015
Restructuring costs (466) (2 370)
Costs associated with the acquisition of new companies (748) (773)
Social security and tax adjustments (496) 326
Other 151 392
Total earnings (1 559) (2 425)
Including non-current operating expenses (2 119) (3 184)
Including non-current operating income 560 759

Other operating income and expenses primarily consist of restructuring costs associated with the latest acquisitions, particularly in Germany (-€0.5 million), costs associated with the acquisition of new companies (-€0.7 million) and a provision due to the notification of a tax adjustment in France (€0.5 million).

3.9 NET FINANCIAL INCOME

(In thousands of euros) 30/06/2016 30/06/2015
Bank interest charges (587) (318)
Interest on lease-financing agreements (207) (215)
Gross borrowing costs (794) (533)
Income from receivables and investments 289 123
Income from the disposal of marketable securities 0 0
Net borrowing costs (505) (410)
Foreign exchange losses (3 898) (3 289)
Other financial expenses (398) (649)
Discounted financial expenses (196) (257)
Financial provisions 0 (114)
Other financial expenses (4 492) (4 309)
Foreign exchange gains 1 812 4 575
Other financial income 511 2 654
Financial income as a result of discount 71 50
Reversal of financial provisions 0 17
Other financial income 2 395 7 296
Other net financial income and expenses (2 097) 2 987
NET FINANCIAL INCOME (EXPENSES) (2 602) 2 578

3.10 INCOME TAXES

- Breakdown of income tax expenses

(In thousands of euros) 30/06/2016 30/06/2015
Net earnings: Group and minority interests 60 956 45 395
Earnings of equity-accounted companies (2 456) (343)
Stock options 0 (135)
Income tax expense 25 798 22 294
Pre-tax earnings 84 297 67 211
Tax rate of the consolidating company 34,43% 34,43%
Theoretical income tax expense 29 026 23 143
Special 3% tax on dividends paid 1 027 995
Additional contribution 10.7% 0 788
Difference in tax rate versus foreign companies (3 325) (2 949)
Miscellaneous tax credits (5 419) (5 214)
Unactivated deferred tax assets 469 1 470
CVAE (value added tax) reclassification 3 674 3 367
Other permanent differences 347 695
Tax expense recognised 25 798 22 294
Effective income tax rate 30,60% 33,17%
Including deferred taxes 1 789 (2 181)
Including income tax payable 24 008 24 475
Total 25 798 22 294

- Deferred taxes

Deferred tax receivables and liabilities consist of:

(In thousands of euros) 30/06/2016 30/06/2015
Employee profit-sharing 1 056 557
Retirement benefits 7 475 5 663
Other timing differences (575) 1 415
Tax-loss carry-forwards 2 780 5 137
Total deferred taxes 10 736 12 772
Including:
Deferred tax assets 12 115 14 661
Deferred tax liabilities (1 378) (1 889)

The amount of non-activated deferred taxes for tax-loss carry-forwards amounted to €3.2 million (€10.8 million basis) at 30 June 2016.

3.11 OPERATING SEGMENT INFORMATION

In compliance with standard IFRS 8 – Operational Sectors -, the financial information published hereinafter is the information used by the main operational decision-maker (the CEO) to assess the performance of business segments.

30/06/2016 30/06/2015
(In thousands of euros) France Abroad TOTAL France Abroad TOTAL
Net revenue 422 802 447 680 870 482 396 018 368 155 764 174
Operating profit on activity 46 335 42 123 88 458 37 422 29 636 67 059
Rate of operating profit on activity/revenue for the segment 11,0% 9,4% 10,2% 9,4% 8,0% 8,8%
Profit from ordinary activities 46 335 42 123 88 458 37 557 29 636 67 194
Operating profit 45 871 41 028 86 900 36 826 27 942 64 768
Net financial income (357) (2 245) (2 602) 1 577 1 001 2 578
Income tax expense (14 773) (11 025) (25 798) (13 355) (8 939) (22 294)
Earnings of consolidated entities 30 741 27 758 58 500 25 049 20 003 45 052
NET OVERALL EARNINGS 33 078 27 878 60 956 25 381 20 014 45 395
30/06/2016 30/06/2015
(In thousands of euros) France Abroad TOTAL France Abroad TOTAL
Goodwill 113 208 267 444 380 652 97 119 196 412 293 530
Impairment over the financial year 0 0
Equity-accounted investments 8 355 1 508 9 863 3 939 48 3 987
Workforce at Year End 10 485 12 435 22 920 9 820 9 700 19 520
Cash at end of period 14 545 72 248 86 793 15 979 43 507 59 487
Financial liabilities 139 404 9 155 148 559 73 307 4 260 77 567
Net investments for the period 4 077 47 145 51 222 9 221 17 751 26 972

For the first half of 2016, the acquired companies contributed €22.1 million to revenue.

3.12 EARNINGS PER SHARE

(In thousands of euros) 30/06/2016 30/06/2015
Earnings 60 872 45 279
Weighted average number of shares 33 215 391 33 143 162
Earnings per share 1,83 1,37
(In thousands of euros) 30/06/2016 30/06/2015
Earnings 60 872 45 279
Effect of dilutions 0 0
Diluted earnings 60 872 45 279
Weighted average number of shares 33 215 391 33 143 162
Effect of dilutions 4 151 27 627
Weighted average number of shares after potential dilution 33 219 542 33 170 789
Diluted earnings per share 1,83 1,37

3.13 STATEMENT OF CASH FLOWS

CHANGES IN DEPRECIATION, AMORTISATION AND PROVISIONS
NET OF REVERSALS
30/06/2016 30/06/2015
Amortisation of intangible assets 1 252 1 285
Depreciation of property, plant and equipment 4 239 3 907
Provisions for risks and expenses 1 347 (1 729)
Other income and calculated expenses (151) 0
Total 6 688 3 463
Breakdown of taxes paid 30/06/2016 30/06/2015
Repayments received 1 669 4 272
Payments made (25 265) (24 515)
Total (23 596) (20 243)
Breakdown of cash flows on working capital requirements 30/06/2016 30/06/2015
Changes in net WCR - customers (63 563) (22 090)
Changes in net WCR - suppliers 526 (1 824)
Changes in net WCR – other receivables and operating payables 6 201 3 464
Total (56 835) (20 451)
Impact of changes in scope and earn-outs 30/06/2016 30/06/2015
Acquisitions of consolidated subsidiaries (34 094) (24 305)
Cash from new consolidated subsidiaries 5 997 7 683
Cash from deconsolidated subsidiaries (33) (11)
Earn-out payments (17 256) (6 248)
Total (45 387) (22 881)
Capital increase 30/06/2016 30/06/2015
Stock options exercised 481 773
Total 481 773

3.14 CONTINGENT ASSETS AND LIABILITIES

Contingent assets

A dispute over adjustments made by URSSAF (for €14.8 million) was initiated by Group companies. No assets have been recognised in the financial statements in respect of these disputes pending court decisions.

Contingent liabilities

The Group has an ongoing dispute with a minority ex-associate of one of its subsidiaries. The total amount of the plaintiff's claim, disputed by ALTEN, is approximately €2 million. The maturity date is undefined.

3.15 RELATED PARTIES

Remuneration and benefits granted to directors

Over the first half of 2016, there were no significant changes to the remunerations reported at 31 December 2015.

Relations with related parties

Over the first half of 2016, there were no significant changes to the information presented at 31 December 2015.

3.16 FINANCIAL COMMITMENTS

Excluding the increase in banking guarantees and pledges received as debt guarantees on the acquisitions made over the period in the amount of €3.4 million, no other significant changes in other commitments occurred during the first half of 2016 as compared to those published at 31 December 2015.

Statutory Auditors' Review Report on the Half-yearly Financial Information

For the period from January 1, 2016 to June 30, 2016

To the Shareholders,

In compliance with the assignment entrusted to us by your Shareholders' Meeting and in accordance with the requirements of article L. 451-1-2 III of the French Monetary and Financial Code ("Code monétaire et financier"), we hereby report to you on:

  • the review of the accompanying half-yearly condensed consolidated financial statements of Alten S.A., for the period from January 1, 2016 to June 30, 2016,
  • the verification of the information presented in the half-yearly management report.

These half-yearly consolidated financial statements are the responsibility of the Board of Directors. Our role is to express a conclusion on these financial statements based on our review.

1 Conclusion on the financial statements

We conducted our review in accordance with professional standards applicable in France. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying half-yearly condensed consolidated financial statements do not give a true and fair view of the assets and liabilities and of the financial position of the Group as at June 30, 2016 and of the results of its operations for the period then ended in accordance with IAS 34 standard of the IFRSs as adopted by the European Union.

2 Specific verification

We have also verified the information presented in the half-yearly management report on the half-yearly consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and consistency with the half-yearly condensed consolidated financial statements.

Paris La Défense, on September 21, 2016

KPMG Audit IS Grant Thornton
French Member Firm of Grant Thornton
International
Jean-Pierre Valensi Vincent Frambourt
Partner Partner

Declaration by the person in charge of the halfyear financial report

"I declare, to the best of my knowledge, that the half-year condensed financial statements have been compiled in accordance with the applicable accounting standards and provide an accurate picture of the assets, financial position and results of the Company and all its subsidiaries, and that the half-year financial report provides a fair view of the significant events that occurred during the first six months of the financial year, their impact on the statements, and the main uncertainties for the remaining six months of the financial year."

21 September 2016.

Mr Simon Azoulay Chairman and Chief Executive Officer

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