Interim / Quarterly Report • Aug 27, 2015
Interim / Quarterly Report
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27 August 2015 32 Hoche - Paris
BUILDING THE FUTURE IS OUR GREATEST ADVENTURE
| 1. | MEMBERSHIP OF THE BOARD OF DIRECTORS 2 | ||
|---|---|---|---|
| 2. | FIRST-HALF REVIEW OF OPERATIONS 4 | ||
| 2.1 | THE GROUP 4 | ||
| 2.2 | BOUYGUES CONSTRUCTION 15 | ||
| 2.3 | BOUYGUES IMMOBILIER 19 | ||
| 2.4 | COLAS 21 | ||
| 2.5 | TF1 24 | ||
| 2.6 | BOUYGUES TELECOM 28 | ||
| 2.7 | ALSTOM 31 | ||
| 2.8 | BOUYGUES SA 32 | ||
| 2.9. | RISKS AND UNCERTAINTIES 32 | ||
| 2.10 | RELATED-PARTY TRANSACTIONS 32 | ||
| 2.11 | RECENT EVENTS 32 | ||
| 3. | CONDENSED CONSOLIDATED FIRST-HALF FINANCIAL STATEMENTS 33 | ||
| 4. | AUDITORS' REPORT ON THE FIRST-HALF FINANCIAL STATEMENTS 56 | ||
| 5. | CERTIFICATE OF RESPONSIBILITY 57 | ||
Chairman and Chief Executive Officer Martin Bouygues
Director and Deputy CEO Olivier Bouygues Deputy CEO and standing representative of SCDM, director
Michel Bardou Director representing employees
François Bertière Chairman and CEO, Bouygues Immobilier
Jean-Paul Chifflet Former CEO, Crédit Agricole SA
Raphaëlle Deflesselle Director representing employees
Anne-Marie Idrac Chair of the supervisory board of Toulouse-Blagnac Airport
Patrick Kron Chairman and CEO, Alstom
Hervé Le Bouc Chairman and CEO, Colas
Helman le Pas de Sécheval General Counsel, Veolia
Colette Lewiner Advisor to the Chairman of Capgemini on matters regarding energy
Sandra Nombret Director representing employee shareholders
Nonce Paolini Chairman and CEO, TF1
Jean Peyrelevade Chairman of the Board of Directors of Banque Degroof France
François-Henri Pinault Chairman and CEO, Kering
Rose-Marie Van Lerberghe Chairwoman of the Board of Directors of Institut Pasteur
Michèle Vilain Director representing employee shareholders
Helman le Pas de Sécheval (Chairman) Anne-Marie Idrac Michèle Vilain
Colette Lewiner (Chairwoman) Michel Bardou Helman le Pas de Sécheval François-Henri Pinault
Jean Peyrelevade (Chairman) Jean-Paul Chifflet François-Henri Pinault
Anne-Marie Idrac (Chairwoman) Raphaëlle Deflesselle Sandra Nombret Rose-Marie Van Lerberghe
For information, as announced, reported results for the first half of 2014 have been restated for IFRIC 21 impacts.
| Key figures (€ million) |
First-half 2014 restated |
First-half 2015 | Change | |
|---|---|---|---|---|
| Sales | 15,182 | 15,098 | -1% | |
| Current operating profit | 79 | 119 | +€40m | |
| Operating profit | 468a | 45e | -€423m | |
| Net profit/(loss) attributable to the Group | 378b | (42) | -€420m | |
| Net profit/(loss) attributable to the Group excl. exceptional itemsc |
(20) | (4) | +€16m | |
| Net debtd | 5,174 | 5,209 | +€35m |
(a) Including non-current operating income of €81 million related to Bouygues Telecom and a capital gain of €308 million on the sale of Eurosport International (31%) and the remeasurement of the residual interest (49%)
(b) Including a net capital gain of €240 million on the sale by Colas of its stake in Cofiroute
(c) Restated for the net capital gain on Cofiroute and the capital gain on Eurosport International (31%) and non-current items (reconciliation on page 9)
(d) At 30 June
(e) Including non-current charges of €74 million at Bouygues Telecom, TF1 and Bouygues Construction
Sales in the first half of 2015 amounted to €15.1 billion, down 1% on the first half of 2014. The 5% decline
in France was offset by a 9% increase in sales on international markets, benefiting from a favourable exchange rate effect.
Current operating profit amounted to €119 million, €40 million more than in the first half of 2014 driven by TF1 and Bouygues Telecom. Operating profit amounted to €45 million, including €74 million of noncurrent charges, of which €52 million related to roll-out of the network sharing agreement with Numericable-SFR. For information, operating profit in the first half of 2014 included non-current income of €389 million.
The net loss attributable to the Group excluding exceptional items was €4 million, an improvement of €16 million despite a €47-million decline in the net contribution from Alstom.
The Group's results improved in the second quarter of 2015:
| Current operating profit/(loss) |
Change | Change | Change | |||
|---|---|---|---|---|---|---|
| Q1 2015 | vs 2014 | Q2 2015 | vs 2014 | H1 2015 | vs 2014 | |
| € million | restated | restated | restated | |||
| Construction businessesa | (146) | -€20m | 234 | -€7m | 88 | -€27m |
| TF1 | 28 | +€9m | 69 | +€41m | 97 | +€50m |
| Bouygues Telecom | (62) | +€2m | 8 | +€15m | (54) | +€17m |
| Group | (194) | -€16m | 313 | +€56m | 119 | +€40m |
(a) Bouygues Construction, Bouygues Immobilier and Colas
In a tough economic and competitive environment in France, the Group's transformation strategy started to have a positive effect on operating performances.
The Group has revised its outlook for Bouygues Telecom upwards and confirmed it for its construction businesses and TF1.
The construction businesses are continuing to expand in international markets and to adapt in France. Financial results are likely to remain robust in 2015, with a current operating margin at the level of 2014, excluding the exchange rate effect.
TF1 intends to maintain its leading position in freeview TV and will continue to adapt its business model to changes in its markets. Its current operating margin should improve in 2015, excluding the effect of the deconsolidation of Eurosport International in 2014.
Thanks to a good commercial performance and tight control of marketing and operating costs, the outlook for Bouygues Telecom has been revised upwards.
The Group's ongoing transformation strategy and the roll-out of network sharing between Bouygues Telecom and the Numericable-SFR group is likely to generate non-current charges of around €200 million in 2015, which will affect the Group's operating profit.
The order book of the construction businesses reached a very high level of €29.8 billion at end-June 2015,
up 6% year-on-year (1% at constant exchange rates).
As expected, the environment remained tough in France, both in building & civil works and, even more so, in the roads activity. However, the gradual return of private investors to the French residential property market was confirmed and Bouygues Immobilier took residential property reservations worth €83 million in the first half of 2015, a 23% increase. Overall, the order book for construction businesses in France was down 9% year-on-year at €13.6 billion.
In contrast, the momentum in international markets continued. The order book at end-June 2015 stood at €16.2 billion, up 24% year-on-year and 43% over the last two years. International orders accounted for 58% of the total order book at Bouygues Construction and Colas, compared with 50% at end-June 2014. In particular, international order intake at Bouygues Construction in the first half of 2015 amounted to €3.7 billion, a very high level representing a year-on-year rise of 64%.
Sales of the construction businesses in the first half of 2015 amounted to €12.0 billion, up 1% on the first half of 2014 but down 5% like-for-like and at constant exchange rates. The current operating margin reflected the impact of the usual seasonal effect of Colas' business and was slightly lower than in the first half of 2014, some major projects at Bouygues Construction being managed with a low margin at the current percentage of completion.
(a) Bouygues Construction, Bouygues Immobilier and Colas
The TF1 group's four freeview channels had a combined audience share of 27.8%b for individuals aged four years and over in the first half of 2015 (1.1 points down on the first half of 2014) but held up well at 32.0% for women under 50 who are purchasing decision-makers (0.2 points down on the first half of 2014).
TF1 reported sales of €981 million in the first half of 2015. The 17% fall versus the first half of 2014 essentially reflects the deconsolidation of Eurosport International. Group advertising sales amounted to €775 million, and would be up 1% excluding this deconsolidation effect.
Current operating profit amounted to €97 million, €50 million more than in the first half of 2014. The improvement was particularly evident in the second quarter due to a favourable comparative (no FIFA World Cup) and the optimisation of programming costs.
Operating profit in the first half of 2015 amounted to €85 million and included non-current charges of €12 million related to adaptation costs at the TF1 group's news operations.
On 22 July 2015, TF1 announced that by mutual agreement with Discovery Communications it had decided to exercise its put option over its 49% equity interest in Eurosport for €491 million. TF1 will also buy back Discovery Communication's 20% interest in the pay-TV channels (TV Breizh, Histoire and Ushuaïa)
for €15 million.
(a) At Bouygues group level, the sales and operating profit of Eurosport International remained included in the results of TF1 until the sale of the additional 31% stake in Eurosport International to Discovery Communications on 30 May 2014 (b) Source: Médiamétrie
The relevance of Bouygues Telecom's strategy enabled it to achieve a good commercial performance and improve its financial results.
The company added 160,000 new mobile customers in the second quarter of 2015 and 312,000 over the first half of the year to give a total of 11.4 million mobile customers at end-June 2015. The number of plan customers excluding MtoMa rose by 293,000 in the first half of 2015, with 147,000 new adds in the second quarter of 2015.
Growing numbers of customers were attracted to Bouygues Telecom's 4G services. The company had 4.1 million 4G customersb at end-June 2015, representing 42% of the mobile base excluding MtoM, compared with 19% at end-June 2014. Growth in the number of new customers was accompanied by an increase in usage, in keeping with the previous quarters. 4G customers consumed 2.4GB of mobile data per month on average, and 25% of 4G customers with a 3GB plan reach this limit every month.
Bouygues Telecom continued to expand on the fixed broadbandc market, adding 78,000 new customers in the second quarter of 2015 and 174,000 over the first half of the year to give a total of 2.6 million at end-June 2015. Bouygues Telecom also started to market FTTHd services on its own network and had 23,000 FTTH customers at end-June 2015 out of a total of 398,000 very-high-speed broadbande customers.
Bouygues Telecom's sales remained stable in the second quarter 2015 at €1.1 billion and were down by only 1% to €2.2 billion in the first half of 2015. Sales from network were down 2% in the second quarter of 2015
to €952 million and by 3% in the first half of 2015 to €1.9 billion.
First-half 2015 EBITDA rose €21 million to €323 million despite the impact of the end of the mobile customer base repricing. The EBITDA marginf was up 1.5 points over the half-year to 17.1%. The company reported a current operating loss of €54 million, €17 million better than in the first half of 2014, and an operating loss of €109 million, which included €55 million in non-current charges essentially related to the roll-out of network sharing with Numericable-SFR in the first half of the year.
(a) Machine-to-Machine
(b) Customers who have used the 4G network during the last three months (Arcep definition)
(c) Includes high-speed and very-high-speed fixed broadband subscriptions
(d) Fibre-to-the-Home: roll-out of optical fibre from the optical connection node (place where the operator's transmission equipment is installed) to homes or business premises (Arcep definition)
(e) Subscriptions with a peak download speed of 30 Mbit/s or more. Encompasses FTTH, FTTLA and VDSL2 subscriptions (Arcep definition)
(f) EBITDA/sales from network
As announced on 20 July 2015, Alstom's net contribution to Bouygues' net profit was €0 million in the first half of 2015, compared with €47 milliona in the first half of 2014.
(a) Alstom's contribution of €53 million to Bouygues' net profit minus €6 million for the amortisation of fair value remeasurements of identifiable intangible assets and other items
Net debt at end-June 2015 amounted to €5.2 billion, stable on end-June 2014, despite a €428 million increase in the cash component of Bouygues' dividend. The €2-billion increase in net debt versus end-December 2014 was due to the usual impact of the seasonal effect of Colas' business. Net debt at end-June 2015 did not take account of the completion of the agreements between TF1 and Discovery (a net positive impact of €476 million).
| Order book at the construction businesses |
End-June | |||
|---|---|---|---|---|
| (€ million) | 2014 | 2015 | % change |
|
| Bouygues Construction | 17,537 | 19,317 | +10% | |
| Bouygues Immobilier | 2,210 | 2,372 | +7% | |
| Colas | 8,242 | 8,079 | -2% | |
| TOTAL | 27,989 | 29,768 | +6% | |
| Bouygues Construction order intake |
First-half | % | |
|---|---|---|---|
| (€ million) | 2014 | 2015 | change |
| France International |
2,922 2,252 |
2,153 3,699 |
-26% +64% |
| TOTAL | 5,174 | 5,852 | +13% |
| Bouygues Immobilier reservations |
First-half | % | |
|---|---|---|---|
| (€ million) | 2014 | 2015 | change |
| Residential property | 675 | 832 | +23% |
| Commercial property TOTAL |
62 737 |
165 997 |
x3 +35% |
| Colas order book |
End-June | % | |
|---|---|---|---|
| (€ million) | 2014 | 2015 | change |
| Mainland France | 3,515 | 3,169 | -10% |
| International and French overseas territories | 4,727 | 4,910 | +4% |
| TOTAL | 8,242 | 8,079 | -2% |
| TF1 audience sharea |
First-half | Pts | |
|---|---|---|---|
| 2014 | 2015 | change | |
| TF1 | 22.9% | 21.6% | -1.3 pts |
| TMC | 3.2% | 3.1% | -0.1 pts |
| NT1 | 1.9% | 2.0% | +0.1 pts |
| HD1 | 0.9% | 1.1% | +0.2 pts |
| TOTAL | 28.9% | 27.8% | -1.1 pts |
(a) Source: Médiamétrie, Individuals aged 4 and over
| Bouygues Telecom customer base ('000 customers) |
End-March 2015 |
End-June 2015 |
Change ('000 customers) |
|---|---|---|---|
| Plan subscribers Prepaid customers |
10,327 946 |
10,537 896 |
+210 -50 |
| Total mobile customers | 11,273 | 11,433 | +160 |
| Total fixed customers | 2,524 | 2,602 | +78 |
First-half 2015 Financial Report
| Condensed consolidated income statement | First-half | |||
|---|---|---|---|---|
| (€ million) | 2014 restated |
2015 | Change | |
| Sales | 15,182 | 15,098 | -1% | |
| Current operating profit | 79 | 119 | +€40m | |
| Other operating income and expenses | 389a | (74)d | -€463m | |
| Operating profit | 468 | 45 | -€423m | |
| Cost of net debt | (163) | (146) | +€17m | |
| Other financial income and expenses | 3 | 25 | +€22m | |
| Income tax | (39) | 36 | +€75m | |
| Joint ventures and associates | 307 | 29 | -€278m | |
| o/w share of profits | 54 | 29 | -€25m | |
| o/w net capital gain on Cofiroute | 253b | 0 | -€253m | |
| Net profit/(loss) | 576 | (11) | -€587m | |
| Net profit attributable to non-controlling interests | (198) | (31) | +€167m | |
| Net profit/(loss) attributable to the Group | 378 | (42) | -€420m | |
| Net profit attributable to the Group excl. exceptional itemsc |
(20) | (4) | +€16m |
(a) Including non-current operating income of €81 million related to Bouygues Telecom and a capital gain of €308 million on the sale of Eurosport International (31%) and the remeasurement of the residual interest (49%)
(b) Net capital gain at 100%
(c) Restated for the net capital gain on Cofiroute and the capital gain on Eurosport International (31%) and non-current items (reconciliation on page 9)
(d) Non-current charges of €55 million at Bouygues Telecom, non-current charges of €12 million at TF1 and non-current charges of €7 million at Bouygues Construction
| First-quarter consolidated income statement |
First-quarter | ||
|---|---|---|---|
| (€ million) | 2014 restated |
2015 | Change |
| Sales | 6,841 | 6,731 | -2% |
| Current operating profit/(loss) | (178) | (194) | -€16m |
| Operating profit/(loss) | 18a | (216)c | -€234m |
| Net profit/(loss) attributable to the Group | 238b | (157) | -€395m |
(a) Including net non-current operating income of €196 million related to Bouygues Telecom
(b) Including a net capital gain of €240 million on the sale by Colas of its stake in Cofiroute
(c) Including non-current charges of €22 million at Bouygues Telecom essentially related to the roll-out of the network sharing agreement with Numericable-SFR
| Second-quarter consolidated income statement (€ million) |
Second-quarter | |||||
|---|---|---|---|---|---|---|
| 2014 restated |
2015 | Change | ||||
| Sales | 8,341 | 8,367 | 0% | |||
| Current operating profit | 257 | 313 | +€56m | |||
| Operating profit | 450a | 261b | -€189m | |||
| Net profit attributable to the Group | 140 | 115 | -€25m |
(a) Including a capital gain of €308 million on the sale of Eurosport International (31%) and the remeasurement of the residual interest (49%) and non-current charges of €115 million at Bouygues Telecom
(b) Including non-current charges of €52 million at Bouygues Telecom, TF1 and Bouygues Construction
First-half 2015 Financial Report
| Sales by business segment (€ million) |
First-half | % | Change l-f-l and at constant |
|
|---|---|---|---|---|
| 2014 restated |
2015 | change | exchange rates |
|
| Construction businessesa | 11,854 | 11,983 | +1% | -5% |
| o/w Bouygues Construction | 5,558 | 5,850 | +5% | -4% |
| o/w Bouygues Immobilier | 1,192 | 1,058 | -11% | -12% |
| o/w Colas | 5,294 | 5,204 | -2% | -6% |
| TF1 | 1,175 | 981 | -17% | -2% |
| Bouygues Telecom | 2,177 | 2,156 | -1% | -1% |
| Holding company and other | 70 | 75 | nm | nm |
| Intra-Group elimination | (284) | (226) | nm | nm |
| TOTAL | 15,182 | 15,098 | -1% | -4% |
| o/w France | 10,193 | 9,637 | -5% | -5% |
| o/w international | 4,989 | 5,461 | +9% | -2% |
(a) Total of the sales contributions (after eliminations within the construction businesses)
| Contribution to EBITDA by business segmenta (€ million) |
First-half | Change | |
|---|---|---|---|
| 2014 restated |
2015 | (€m) | |
| Construction businesses | 291 | 315 | +€24m |
| o/w Bouygues Construction | 206 | 228 | +€22m |
| o/w Bouygues Immobilier | 64 | 38 | -€26m |
| o/w Colas | 21 | 49 | +€28m |
| TF1 | 33 | 102 | +€69m |
| Bouygues Telecom | 302 | 323 | +€21m |
| Holding company and other | (15) | (12) | +€3m |
| TOTAL | 611 | 728 | +€117m |
(a) EBITDA = current operating profit + net depreciation and amortisation expense + net provisions and impairment losses - reversals of unutilised provisions and impairment losses
| Contribution to current operating profit by business segment (€ million) |
First-half | Change | |
|---|---|---|---|
| 2014 restated |
2015 | (€m) | |
| Construction businesses | 115 | 88 | -€27m |
| o/w Bouygues Construction | 173 | 148 | -€25m |
| o/w Bouygues Immobilier | 69 | 59 | -€10m |
| o/w Colas | (127) | (119) | +€8m |
| TF1 | 47 | 97 | +€50m |
| Bouygues Telecom | (71) | (54) | +€17m |
| Holding company and other | (12) | (12) | €0m |
| TOTAL | 79 | 119 | +€40m |
| Contribution to operating profit by business segment (€ million) |
First-half | ||
|---|---|---|---|
| 2014 restated |
2015 | (€m) | |
| Construction businesses | 115 | 81 | -€34m |
| o/w Bouygues Construction | 173 | 141d | -€32m |
| o/w Bouygues Immobilier | 69 | 59 | -€10m |
| o/w Colas | (127) | (119) | +€8m |
| TF1 | 370a | 85e | -€285m |
| Bouygues Telecom | 14b | (109)f | -€123m |
| Holding company and other | (31)c | (12) | +€19m |
| TOTAL | 468 | 45 | -€423m |
(a) Including a capital gain of €323 million on the sale of Eurosport International (31%) and the remeasurement of the residual interest (49%)
(b) Including non-current income of €85 million: €429 million from litigation settlements and other minus €344 million in provisions for adaptation costs and other
(c) Including non-current charges of €4 million related to Bouygues Telecom and €15 million for derecognition of goodwill related to the sale of Eurosport International
(d) Including non-current charges of €7 million related to the new organisational structure
(e) Including non-current charges of €12 million related to the adaptation of the news operations
(f) Including non-current charges of €55 million essentially related to the roll-out of the network sharing agreement with Numericable-SFR
| Contribution to net profit attributable to the Group by business segment (€ million) |
First-half | Change | ||
|---|---|---|---|---|
| 2014 restated |
2015 | (€m) | ||
| Construction businesses | 457 | 78 | -€379m | |
| o/w Bouygues Construction | 118 | 110 | -€8m | |
| o/w Bouygues Immobilier | 41 | 34 | -€7m | |
| o/w Colas | 298a | (66) | -€364m | |
| TF1 | 140b | 27 | -€113m | |
| Bouygues Telecom | 5 | (66) | -€71m | |
| Alstom | 53 | (285) | -€338m | |
| Holding company and other | (277)c | 204e | +€481m | |
| Net profit/(loss) attributable to the Group | 378 | (42) | -€420m | |
| Net profit/(loss) attributable to the Group excl. exceptional itemsd |
(20) | (4) | +€16m |
(a) Including a net capital gain of €372 million related to the sale of Cofiroute
(b) Including a net capital gain of €128 million on the sale of Eurosport International (31%) and the remeasurement of the residual interest (49%)
(c) Including €147 million for derecognition of goodwill at Holding company: €132 million related to the sale by Colas of Cofiroute and €15 million related to the sale of Eurosport International
(d) Restated for the net capital gain on Cofiroute and the capital gain on Eurosport International (31%) and non-current items (reconciliation on page 9)
(e) Including a partial reversal for €291 million of the write-down against Bouygues' interest in Alstom recognised in 2013
| Impacts of exceptional items on net profit attributable to the Group (€ million) |
First-half | Change | ||
|---|---|---|---|---|
| 2014 restated |
2015 | (€m) | ||
| Net profit/(loss) attributable to the Group | 378 | (42) | -€420m | |
| Non-current income/charges related to Bouygues Telecom, TF1 and Bouygues Construction |
(81) | 74 | +€155m | |
| Capital gain on the sale of Eurosport International (31%) and the remeasurement of the residual interest (49%) |
(308) | - | +€308m | |
| Net capital gain on the sale by Colas of its stake in Cofiroute |
(253) | - | +€253m | |
| Tax on non-current income/charges and Eurosport International |
60 | (28) | -€88m | |
| Exceptional items attributable to non-controlling interests |
184 | (8) | -€192m | |
| Net profit/(loss) attributable to the Group excl. exceptional items |
(20) | (4) | +€16m |
| Impacts of exceptional items on net profit attributable to the Group of the construction businesses |
First-half | Change | |
|---|---|---|---|
| (€ million) | 2014 restated |
2015 | (€m) |
| Net profit attributable to the Group of the construction businesses |
457 | 78 | -€379m |
| Non-current charges related to Bouygues Construction | - | 7 | +€7m |
| Net capital gain on the sale by Colas of its stake in Cofiroute |
(385) | - | +€385m |
| Tax on non-current charges | - | (3) | -€3m |
| Net capital gain on the sale by Colas of its stake in Cofiroute attributable to non-controlling interests |
13 | - | -€13m |
| Net profit attributable to the Group of the construction businesses excl. exceptional items |
85 | 82 | -€3m |
| Net cash by business segment (€ million) |
At end-June | Change | ||
|---|---|---|---|---|
| 2014 restated |
2015 | (€m) | ||
| Bouygues Construction | 2,338 | 2,433 | +€95m | |
| Bouygues Immobilier | 26 | (82) | -€108m | |
| Colas | (331)a | (569) | -€238m | |
| TF1 | 425b | 308 | -€117m | |
| Bouygues Telecom | (971) | (977) | -€6m | |
| Holding company and other | (6,661) | (6,322) | +€339m | |
| TOTAL | (5,174) | (5,209) | -€35m |
(a) Including €780 million related to the sale by Colas of its stake in Cofiroute
(b) Including €256 million related to the sale of the additional 31% stake in Eurosport International
| Contribution to net capital expenditure by business segment (€ million) |
First-half | Change | |
|---|---|---|---|
| 2014 restated |
2015 | (€m) | |
| Construction businesses | 238 | 156 | -€82m |
| o/w Bouygues Construction | 87 | 66 | -€21m |
| o/w Bouygues Immobilier | 6 | 6 | €0m |
| o/w Colas | 145 | 84 | -€61m |
| TF1 | 17 | 15 | -€2m |
| Bouygues Telecom | 337 | 380 | +€43m |
| Holding company and other | 0 | 2 | +€2m |
| TOTAL | 592 | 553 | -€39m |
| Contribution to free cash flowa by business segment Before change in working capital requirement (€ million) |
First-half | Change | |
|---|---|---|---|
| 2014 restated |
2015 | (€ million) | |
| Construction businesses o/w Bouygues Construction o/w Bouygues Immobilier o/w Colas TF1 Bouygues Telecom |
54 85 36 (67) 14 243 |
123 125 24 (26) 50 (67) |
+€69m +€40m -€12m +€41m +€36m -€310m |
| Holding company and other | (116) | (79) | +€37m |
| TOTAL | 195 | 27 | -€168m |
(a) Free cash flow = cash flow - cost of net debt - income tax expense - net capital expenditure
Voting rights at 30 June 2015
*SCDM is a company controlled by Martin and Olivier Bouygues
For information, as announced, reported results for the first half of 2014 have been restated for IFRIC 21 impacts.
A global player in construction and services with operations in 80 countries, Bouygues Construction designs, builds and operates structures and facilities which improve people's daily living and working environments. A leader in sustainable construction, Bouygues Construction develops long-term relationships with its customers in order help them shape a better life.
| First half | |||
|---|---|---|---|
| (€ million) | 2014 restated | 2015 | Change |
| Sales | 5,558 | 5,850 | +5% |
| o/w France | 2,909 | 2,858 | -2% |
| o/w international | 2,649 | 2,992 | +13% |
| Current operating profit | 173 | 148 | -€25m |
| Current operating margin | 3.1% | 2.5% | -0.6 pts |
| Operating profit | 173 | 141 | -€32m |
| Net profit attributable to the group | 118 | 110 | -€8m |
Net cash stood at €2,433 million at end-June 2015, €95 million more than at end-June 2014.
The order book at 30 June 2015 stood at €19.3 billion, up 10.1% in comparison with end-June 2014 (up 3% at constant exchange rates). 58% of orders are for execution on international markets, compared with 47% at 30 June 2014. The order book in the Asia-Pacific zone is the largest on international markets, ahead of Europe (excluding France). Orders at end-June 2015 to be executed during the year amounted to €5.4 billion and orders to be executed beyond 2015 amounted to €13.9 billion, giving good visibility for future activity.
Overall, demand for building and civil works remains high, driven by considerable infrastructure needs in both emerging and developed countries.
Bouygues Construction's building and civil works activity generated €4,830 million.
France: €2,331 million, down 3%
Building activity in the Paris region declined, due in particular to handover of the Paris Philharmonic Hall and the completion of several major projects, such as the French Ministry of Defence in Paris and the Campus Val de Bièvre in Gentilly, south of Paris. Two significant orders were taken in Paris in the first half of 2015, one for the rehabilitation of offices on Boulevard de Grenelle and the other for construction of the Tempo office building.
Elsewhere in France, Bouygues Construction's five regional building subsidiaries held up well in a depressed economic environment. A number of major projects are in progress, such as the property development programme associated with the Stade Vélodrome in Marseille, renovation of the Bordeaux University campus and Lyon Saint-Exupéry Airport.
Business in the civil works segment was sustained by major projects such as the Nîmes-Montpellier railway bypass and the L2 Marseille bypass. Orders were taken in the first half of 2015 for phases 3 and 5 of the Nice tramway.
Europe (excluding France): €1,074 million, up 13%
Activity in the UK was sustained by the residential property market. Bouygues Construction started work on the Manhattan Loft Gardens tower in London, a high-rise luxury residential development. Construction work continued on a major residential and commercial complex in Lewisham in southeast London, student halls of residence for the University of Hertfordshire and social and private housing as part of the urban regeneration project in Canning Town, east London.
In Switzerland, Bouygues Construction capitalised on its expertise in putting together complex property development projects, especially in Basel, Lenzburg and Zurich. Commercial activity was marked by an order for the LimmiViva hospital in Schlieren, near Zurich.
In Central Europe, local subsidiaries in Poland and the Czech Republic continued to expand their building activities. Elsewhere in Europe, the company is also involved in major infrastructure projects such as the new confinement shelter for the damaged nuclear reactor at Chernobyl in Ukraine, which is being built in partnership with Vinci, and Zagreb Airport in Croatia.
International (excluding Europe): €1,425 million, down 3%
In Asia-Pacific, Bouygues Construction enjoys strong local operations, especially in Hong Kong and Singapore. Civil works business remained sustained in Hong Kong, where several major projects are in progress. They include part of the Hong Kong to Guangzhou high-speed rail link, a section of the bridge linking Hong Kong, Zhuhai and Macao, the Tuen Mun-Chek Lap Kok subsea road tunnel, the extension of the Shatin to Central Link metro line and two road tunnels linking the north-east of Hong Kong to Liantang in mainland China. Bouygues Construction is a recognised player on the Asian building market, especially for high-rise structures. The company is building the Trade & Industry Tower in Hong Kong, several major residential complexes in Singapore, and, in Thailand, three residential tower blocks in a highly desirable Bangkok shopping district and the MahaNakhon
tower which, on handover, will be the city's highest. The company is building a 39-floor luxury hotel in Macao, In Australia, work continued on the construction of new railway lines in the west of Sydney and the first half was marked by an order taken for the NorthConnex motorway tunnel in Sydney. In Myanmar, Bouygues Construction continued work on the second phase of the Star City residential complex in Rangoon.
In Africa, Bouygues Construction was involved in roadbuilding projects in Equatorial Guinea, Gabon and Chad. The company's expertise in earthworks for opencast mining was illustrated in its operation of gold mines at Kibali in the Democratic Republic of Congo and Tongon in Ivory Coast. Bouygues Construction started work on an extension of Ridge Hospital in Ghana and the Jabi Lake Mall in Nigeria. In Egypt, after helping to build Lines 1 and 2 of the Cairo metro, the company took an order in the first half of the year for Phase 4A of Line 3.
In the Middle East, Bouygues Construction continued work on the Qatar Petroleum District, a vast complex in Doha.
In the Americas – Caribbean zone, Bouygues Construction operates mainly in Cuba, the United States and Canada. The company has a long-term presence in an integrated partnership in Cuba where it builds luxury hotel complexes, and signed contracts in the first half of the year for the new Hotel Internacional in Varadero and the Hotel Pilar on Cayo Guillermo. In the United States, Bouygues Construction continued work on the Brickell CityCentre development in Miami. In Canada, the company handed over a set of sporting facilities in Ontario for the 2015 Pan American Games and continued work on Iqaluit International Airport in the country's Arctic north. The company also operates in Latin America (particularly in Mexico) via its construction and specialised civil works subsidiaries.
Bouygues Energies & Services contributed €1,020 million to Bouygues Construction's consolidated sales in the first half of 2015, 37% more than in the first half of 2014.
France: €527 million, up 3%
Bouygues Energies & Services is a leading player in the development of digital networks in France, rolling out very-high-speed broadband networks in the Oise department to the north of Paris (first phase) and the Eure-et-Loir department in western France. In electrical and HVAC engineering, Bouygues Energies & Services continued work on a thermal power plant in the French part of the Caribbean island of Saint-Martin and a contract for mechanical and electrical equipment for the L2 Marseille bypass. Under public-private partnership contracts, the subsidiary continued to provide maintenance services for the Paris Zoo and started a maintenance contract for part of the French Ministry of Defence in Paris. The company also has a number of street lighting contracts, notably with the City of Paris.
International: €493 million, up 113%
Bouygues Energies & Services is involved in several power grid infrastructure projects. It continued to operate a photovoltaic power plant in Thailand, started work on a thermal power plant in Gibraltar and took an order in the first half of 2015 to build a new waste-to-energy gasification plant in the UK.
In Africa, Bouygues Energies & Services is involved in works relating to power transmission and distribution, mainly in Ivory Coast, Congo and Gabon.
In Canada, Bouygues Energies & Services expanded on the electrical engineering market following its acquisition of a majority interest in Plan Group. It is completing electrical engineering and building management systems packages for the Humber River regional hospital north of Toronto.
Bouygues Energies & Services continued several FM contracts, including for Crédit Suisse offices in Switzerland, King's College in London (UK) and Surrey hospital in Canada.
In a still-tough economic environment in France, Bouygues Construction enjoys good visibility, backed up by:
Tight control over the execution of major projects and a selective approach to orders in the face of competitive pressure will continue to be central priorities for Bouygues Construction in 2015.
France's leading property developer, Bouygues Immobilier develops residential, office, retail and sustainable neighbourhood projects from 36 branches in France, two subsidiaries elsewhere in Europe and one in Morocco.
| (€ million) | First half | ||
|---|---|---|---|
| 2014 restated | 2015 | ||
| Sales | 1,192 | 1,058 | -11% |
| o/w residential property | 986 | 912 | -8% |
| o/w commercial property | 206 | 146 | -29% |
| Current operating profit | 69 | 59 | -€10m |
| Current operating margin | 5.8% | 5.6% | -0.2 pts |
| Net profit attributable to the group | 40.6 | 34.4 | -€7m |
Bouygues Immobilier reported sales of €1,058 million in the first half of 2015, 11% less than in the first half of 2014 (down 29% in commercial property and 8% in residential property). The fall reflected an across-the-board decline in residential property reservations in 2012 and 2013 and the handover of several major commercial property projects.
The operating margin in the first half of 2015 was 5.6%, slightly lower (0.2 pts) than in 2014, mainly reflecting pressure on prices for residential programmes.
After a 3.9%1 decline in new housing sales in 2014, the market rose by 10% in the first half of 2015, driven by historically low interest rates and the attractiveness of the Pinel buy-to-let tax incentives.
With the French economy still in the doldrums, the commercial property market remained slack. The take-up rate in the Paris region decreased 22%2 in the first half of 2015 as the number of major transactions declined.
| First half | ||||
|---|---|---|---|---|
| 2014 | 2015 | |||
| Residential property | ||||
| Units | 3,967 | 4,796 | +21% | |
| Value (€m) | 675 | 827 | +23% | |
| Building land | ||||
| Units | - | 51 | - | |
| Value (€m) | - | 5 | - | |
| Commercial property | ||||
| Surface area (m²) | 14,000 | 49,000 | +250% | |
| Value (€m) | 62 | 165 | +166% | |
| a Total reservations (€m) |
737 | 997 | +35% |
(a) Residential reservations are given net of withdrawals. Commercial property reservations are firm and may not be cancelled (notarised sales)
(1) Source: ECLN (new housing survey)
(2) Source: CBRE
Residential property reservations in the first half of 2015 rose 21% on the first half of 2014. The increase was mainly due to the return of private investors following the introduction of the new buy-to-let tax incentive scheme (Pinel) and good business activity in international markets.
Bouygues Immobilier inaugurated a number of flagship residential projects in the first half of 2015, such as the Home building in Paris, the first residential high-rise tower to be built in the capital since the 1970s, and La Mantilla in Montpellier, a mixed-use complex marking the development of the south of the city. Bouygues Immobilier also started work on a new-generation residence for senior citizens in Nancy with Les Jardins d'Arcadie.
Commercial property reservations in the first half of 2015 amounted to €165 million, including property development agreements for two Rehagreen® projects, for Scor (€70 million) and CNP AEW (€48 million) respectively. The level of reservations is not representative of expected order intake over the year as a whole, which includes the future headquarters of PSA Peugeot Citroën at Rueil-Malmaison.
Bouygues Immobilier inaugurated two flagship commercial property projects in the first half of 2015: the headquarters of Unilever France at Rueil-Malmaison, a Green Office® development and the largest positive-energy office building in France with a surface area of 35,000 m², and Campus Sanofi Val de Bièvre at Gentilly, a symbol of the Rehagreen® initiative comprising three buildings with a total surface area of 51,000 m².
At the end of June, Bouygues Immobilier launched the first Nextdoor, a new generation of innovative collaborative workspaces, in Issy-les-Moulineaux. The occupancy rate had already attained 60% within a few weeks of opening.
Bouygues Immobilier continued its open innovation strategy begun with the creation of BIRD, a subsidiary which invests in start-ups specialising in property.
| (€ million) | End-December 2014 | End-June 2015 |
|---|---|---|
| Order book | 2,390 | 2,372 |
| o/w residential property | 2,048 | 2,019 |
| o/w commercial property | 342 | 353 |
Bouygues Immobilier's order book at end-June 2015 stood at €2,372 million, representing 11 months of sales.
Unit residential property reservations are likely to rise over the year as a whole. Bouygues Immobilier is focusing growth on a differentiated range of products such as managed residences and adaptable housing, and services such as financing packages and connected homes.
With the growing recognition of green value, Bouygues Immobilier continues to be well-placed on the commercial property market. Its highly energy-efficient Green Office® buildings and its Rehagreen® commercial property rehabilitation services package are well suited to the increasingly stringent requirements of users and investors.
Bouygues Immobilier is continuing to pursue its objective of maintaining a robust financial structure and keeping debt under tight control.
Operating in over 50 countries worldwide, Colas is a world leader in transport infrastructure construction and maintenance, meeting the challenges of mobility, urbanisation and the environment. With an international network of 800 profit centres and 2,000 materials production units, the group completes more than 100,000 projects each year and spans the full range of production and recycling activities associated with most of its lines of business. Colas has two main operating divisions: roads, its core business, and complementary specialised activities (railways, waterproofing, sales of refined products, road safety and signalling, and pipelines). Colas is also a generally minority shareholder in companies which operate or manage infrastructure.
| (€ million) | First half | ||
|---|---|---|---|
| 2014 restated |
2015 | Change | |
| Sales | 5,294 | 5,204 | - -2% |
| o/w France | 3,155 | 2,813 | - -11% |
| o/w International | 2,139 | 2,391 | +12% |
| Current operating profit/(loss) | (127) | (119) | +€8m |
| Operating profit/(loss) | (127) | (119) | +€8m |
| Net profit/(loss) attributable to the group | 309 | (69) | -€378m |
| Net profit/(loss) attributable to the group excl. capital gain on sale of interest in Cofiroute |
(76) | (69) | +€7m |
Consolidated sales at 30 June 2015 amounted to €5,204 million, down 2% on 30 June 2014 (down 6% like-for-like and at constant exchange rates), with sales decreasing 11% in France and rising 12% in international markets. A favourable exchange rate effect boosted sales by €219 million versus 30 June 2014.
| (€ million) | First half | |||
|---|---|---|---|---|
| 2014 restated |
2015 | Change | ||
| Sales | 5,294 | 5,204 | -2% | |
| o/w roads mainland France | 2,135 | 1,807 | -15% | |
| o/w roads Europe | 666 | 736 | +10% | |
| o/w roads North America | 704 | 843 | +20% | |
| o/w roads Rest of the World | 632 | 668 | +6% | |
| o/w specialised activities | 1,151 | 1,143 | -1% | |
| o/w holding company | 6 | 7 | nm |
Sales in mainland France were down 15% on the first half of 2014 due to a sharp reduction in capital spending by local authorities in all segments (traditional road maintenance, urban development, public transport) after government funding was cut for the second year in succession.
Sales in Europe rose 10% (up 6% like-for-like and at comparable exchange rates), driven by stronger activity in Central Europe, where major motorway contracts in Hungary and Slovakia concluded in late 2013 are in progress.
The 20% rise in sales in North America benefited from the positive impact due to changes in exchange rates. Like-for-like and at constant exchange rates, sales were slightly higher in the United States and up in Canada.
Sales in the Rest of the World rose by 6% but were virtually stable like-for-like and at constant exchange rates, rising in French overseas departments, Asia and Australia and declining in Africa and the Indian Ocean.
Sales in specialised activities in the first half of 2015 were close to the level of the first half of 2014 (down 1%), with differing situations between lines of business:
A significant proportion of Colas' activity, both in France and abroad, consists in the production of construction materials, especially aggregates, from an international network of 701 quarries and gravel pits, 566 asphalt plants, 128 emulsion plants and 208 ready-mix concrete plants. In the first half of 2015 they produced 40.6 million tonnes of aggregates (8% less than in the first half of 2014), 13.4 million tonnes of asphalt mix (down 7%), 735,000 tonnes of binders and emulsions (stable) and 1.1 million cubic metres of ready-mix concrete (down 3%).
Colas reported a current operating loss of €119 million at 30 June 2015, compared with €127 million at 30 June 2014, an improvement of €8 million.
Operating profit in the roads business improved. The improved results at international subsidiaries offset lower profitability in mainland France linked to the sharp contraction in volume of activity.
Profitability in specialised activities (excluding refining) was comparable to end-June 2014, thanks to higher operating profit in the railway business.
The refining business reported an operating loss of €42 million, €12 million more than in the first half of 2014. This was due to a delay in the refining process in late 2014 compounded by a brutal fall in oil product prices and the cost of restarting the production unit after the strike at the end of 2014. In addition, the workforce adjustment did not take effect until July 2015.
The share of profits from joint ventures and associates amounted to €30 million, compared with €11 million in the first half of 2014 (stripping out the capital gain on the sale of Colas' interest in Cofiroute in the first quarter of 2014), thanks to an excellent first half by the Thai subsidiary Tipco.
The net loss attributable to the group at end-June 2015 amounted to €69 million. Colas traditionally reports a first-half loss due to the seasonal nature of its business. This figure compares with a net loss attributable to the group of €76 million at end-June 2014, stripping out the €385-million capital gain on the sale of its interest in Cofiroute.
Net debt at 30 June 2015 stood at €569 million. The change in versus 31 December 2014 (net surplus cash of €682 million) reflects the usual seasonal nature of the business as well as the payment of a €371-million exceptional dividend in April 2015. This figure compares with net debt of €331 million at end-June 2014, which included €780 million from the sale of Colas' interest in Cofiroute, and net debt at end-June 2013 of €1,141 million.
The order book at end-June 2015 remained at a high level, standing at €8.1 billion compared with €8.2 billion a year earlier, a drop of 2%. In keeping with the last quarters, the order book on international and overseas markets rose 4% to €4.9 billion while the order book in mainland France decreased 10% to €3.2 billion.
Roads
Given the steady decline in monthly order intake since the start of the year, sales in mainland France are likely to be around 10% lower than in 2014. Sales in international markets are likely to continue to rise.
Specialised activities
The railway business will continue to grow, driven by an order book at a high level. Sales in the waterproofing, road safety and signalling and pipeline businesses could be similar to the figures for 2014. Sales of refined products will decrease by around 70% following the discontinuation of base oils production, which generated €428 million in 2014.
On the basis of currently available data, sales in 2015 could be slightly lower than in 2014.
TF1 is an integrated media group whose mission is to inform and entertain. It produces the leading freeview television channel in France and has adapted its offering to all media.
| First half | |||||
|---|---|---|---|---|---|
| (€ million) | 2014a restated |
2015 | Change | ||
| Sales | 1,175 | 981 | -17% | ||
| o/w group advertising revenue | 799 | 775 | -3% | ||
| o/w other activities | 376 | 206 | -45% | ||
| Current operating profit | 47 | 97c | +€50m | ||
| Current operating margin | 4% | 9.9% | +5.9 pts | ||
| Operating profit | 370 | 85 | -€285m | ||
| Net profit attributable to the | 321b | 61b | -€260m | ||
| group |
(a) At Bouygues group level, the sales and operating profit of Eurosport International remained included in the results of TF1 until the sale of the additional 31% stake in Eurosport International to Discovery Communications on 30 May 2014
(b) Including a net capital gain of €294 million on the sale of a controlling interest in Eurosport to Discovery Communications on 30 May 2014
(c) Including a gain on the deconsolidation of Eurosport France
The TF1 group reported consolidated sales of €981 million at 30 June 2015, down €194 million, or 17%. This figure essentially reflects the deconsolidation of Eurosport International.
The sales figure comprises:
Current operating profit at end-June 2015 amounted to €97 million, up €50 million year-on-year, reflecting a gain on the deconsolidation of Eurosport France and a positive exchange rate effect.
Operating profit amounted to €85 million and included a non-current charge of €12 million. Corresponding to adaptation costs at the TF1 group's news operations, it was mainly related to discontinuation of the paper version of the Metronews freesheet.
Net profit attributable to the group in the first half of 2015 amounted to €61 million, down €260 million year-on-year. The figures for the first-half of 2014 included a net capital gain of €310 million on the sale of the controlling interest in Eurosport International to Discovery Communications and the net profit of Eurosport International for the first five months of the year.
The TF1 group's four freeview channels had a combined audience share of 27.8% of individuals aged four years and over at end-June 2015, compared with 28.9% at end-June 2014. Among women under 50 who are purchasing decision-makers, the combined audience share amounted to 32.0%, compared with 32.2% at end-June 2014. These figures should be seen against a market background in which HD DTT channels gained ground and non-linear consumption increased.
TF1 continued to be France's most-watched TV channel, taking an audience share of 21.6% of individuals aged four years and over, down 1.3 points year-on-year due largely to the effect of the 2014 FIFA World Cup. The audience share of women under 50 who are purchasing decision-makers was 23.6% in the first half of 2015, compared with 24.3% in the first half of 2014. The gap with the leading rival private channel was 8.7 points for the principal advertising target, down 0.1 points.
The only channel to attract more than 8 million viewers in the first half of 2015, TF1 also achieved the top 39 audience scores of the period, with an average prime-time audience of 5.8 million viewers.
TMC and NT1 confirmed the strength of their positions in relation to their advertising targets, taking a share of 3.6% and 3.1% respectively of the audience of women under 50 who are purchasing decision-makers. Among the six new HD channels, HD1 led the field for evening audiences in the first half of 2015, taking 1.1% of the audience of individuals aged four years and over and 1.7% of women under 50 who are purchasing decisionmakers, an increase of 0.4 points.
Advertising sales for the TF1 group's freeview channels amounted to €733 million, up 2% year-on-year. The group's DTT channels increased their viewing figures and were successful in monetising their programming over the period. TF1 maintained its value preservation strategy.
Advertising sales from the Broadcasting segment's other activities declined 13%, affected by a sharp drop in advertising sales from the Metronews freesheet, partially offset by growth in advertising sales at e-TF1, which continued its digital innovation strategy hand-in-hand with the TF1 group's TV channels. A new version of the MYTF1 site was launched on 26 May 2015, uniting digital content from the four freeview channels under a single brand.
Non-advertising revenue from the Broadcasting segment amounted to €37 million at end-June 2015, down 7% year-on-year due in particular to the fact that the World Cup boosted interactivity revenue at e-TF1 in the first half of 2014.
3 Source: Médiamétrie - Médiapart
Total revenue from the Broadcasting segment in the first half of 2015 thus amounted to €806 million, a year-on-year increase of 1%.
The cost of programmes for the TF1 group's four freeview channels amounted to €460 million in the first half of 2015, €52 million less than in the first half of 2014. After stripping out the cost of the 21 FIFA World Cup matches screened in the second quarter of 2014 (€56 million, partly offset by a saving of €12 million on the replaced programmes), programming costs were 2% less than in the first half of 2014, representing a saving of €9 million.
Optimising programming costs during the period helped the Broadcasting segment to boost current operating profit to €48 million.
Sales in the Content business amounted to €33 million, down 48%. The €31-million drop was due to the partial resale of 2014 FIFA World Cup rights for €30 million, recognised in the second quarter of 2014.
TF1 Vidéo reported a 26% rise in sales in the first half of 2015 to €26 million. TF1 Vidéo posted operating profit of €0.4 million.
In the first half of 2015, Téléshopping generated sales of €48 million, stable year-on-year. Current operating profit over the first six months of the year amounted to €3 million, down €0.6 million year-on-year.
TF1 Entreprises posted sales of €22 million in the first half of 2015, down 6% on the first half of 2014, due to a tough comparative. Operating profit amounted to €3 million, up €0.2 million yearon-year.
On 17 June 2015, the Conseil d'État (Supreme Administrative Court) cancelled on procedural grounds the decision taken by the CSA, the French broadcasting authority, on 29 July 2014 to refuse to allow LCI to migrate to freeview TV. The CSA is now reconsidering LCI's request and is expected to issue its conclusions in the coming months.
Theme channel sales amounted to €28 million at end-June 2015, down €1.9 million year-onyear, mainly due to discontinuation of Stylia from 31 December 2014 (-€2 million). The TF1 group's theme channels generated operating profit of €0.2 million, compared with a loss of €2 million in the first half of 2014, as a result of improving their cost base.
On 31 March 2015, Eurosport SAS acquired 100% of the capital of Eurosport France, which was deconsolidated at that date.
After experiencing growth in the first half of the year, the net TV advertising market may be flat during the second half, as the direction of trends in advertising spend depends on whether the economic recovery is confirmed.
The market is still highly competitive, especially as momentum builds for HD DTT channels.
In this context, the TF1 group intends to maintain its position as the market leader in freeview and will continue to adapt its business model to market changes, especially in news. Its current operating margin should improve in 2015, stripping out the effect of the deconsolidation of Eurosport International in 2014. In terms of programming, the highlights of the autumn season for the TF1 core channel will be coverage of the Rugby World Cup and the return of strong programmes that offer advertisers unrivalled exposure.
The TF1 group will differentiate itself by forging ever-closer synergies between TV programmes and digital content.
At the same time, TF1 will continue to seek out opportunities for growth, acting alone or with partners, but always with an eye to creating value.
Bouygues Telecom is a major player in the French electronic communications market, committed to making ongoing advances in digital technology available to as many people as possible.
| (€ million) | First half | Change | |
|---|---|---|---|
| 2014 restated | 2015 | ||
| Sales Sales from network |
2,177 1,940 |
2,156 1,884 |
-1% -3% |
| EBITDA EBITDA/sales from network |
302 15.6% |
323 17.1% |
+€21m +1.5 pts |
| Current operating profit/(loss) Current operating margin |
(71) -3.3% |
(54) -2.5% |
+€17m +0.8 pts |
| Operating profit/(loss) | 14a | (109)b | -€123m |
| Net profit/(loss) attributable to the group |
5 | (73) | -€78m |
(a) Including €85 million in non-recurring income: €429 million in litigation settlements and other items minus €344 million of provisions for adaptation costs and other items
(b) Including €55 million in non-current charges essentially related to roll-out of the network sharing agreement with Numericable-SFR
Bouygues Telecom posted sales of €2,156 million in the first half of 2015, down 1% on the first half of 2014. The decline in sales slowed in the first half of 2015 despite the impact of the end of the mobile customer base repricing. Sales from network amounted to €1,884 million, down 3% on the first half of 2014, with a drop of 4% in the first quarter and 2% in the second quarter.
EBITDA was €21 million higher than in the first half of 2014 due to growth in the mobile and fixed customer bases and tight control over marketing and operating costs.
The company reported a current operating loss of €54 million, an improvement of €17 million in comparison with the first half of 2014, and an operating loss of €109 million, which included €55 million in non-current charges essentially related to roll-out of the network sharing agreement with Numericable-SFR. This is €123 million lower than the figure in the first half of 2014, which included non-recurring income of €85 million related in particular to litigation settlements and adaptation costs.
Net capital expenditure amounted to €380 million, up €43 million, linked to roll-out of the network sharing agreement with Numericable-SFR and expansion of the fixed network.
Events in the first half of 2015 showed the relevance of Bouygues Telecom's strategy, driven by three priorities.
As well as attracting growing numbers of customers, the quality of Bouygues Telecom's 4G network gives the company a long-term competitive edge. Bouygues Telecom had 11.4 million mobile customers at 30 June 2015, including 10.5 million on plans.
The total number of plan customers grew strongly, with 407,000 new adds over the year to end-June, compared with 74,000 in the first half of 2014. Stripping out MtoM4 293,000 plan customers were added, whereas the number in the first half of 2014 remained virtually unchanged. Bouygues Telecom had 4.1 million active 4G customers5 at end-June 2015, representing 42% of its mobile customer base excluding MtoM. It had 27%6 of the total French 4G market and 14% of the total mobile market.
In line with its new positioning, based on continually improving the customer experience, Bouygues Telecom enhanced all its Sensation plans in the first quarter of 2015, offering a choice of one of four bonus services: Spotify, Gameloft, CanalPlay or unlimited TV (the B.tv app). With these new services, Bouygues Telecom aims to help its customers appreciate the convenience of using 4G and 4G+ while encouraging them to develop new ways of using mobile internet. Customers who have signed up for a bonus service use twice as much data as those who have not.
Active 4G customers consumed 2.4GB per month on average in the second quarter of 2015, a year-on-year increase of over 30%. Likewise, average mobile data consumption across all Bouygues Telecom mobile customers7 rose to 1.2GB per month, twice the previous year's level. The rise in mobile data consumption may also be measured by the number of data top-ups purchased by customers, which more than doubled in the space of a few months, reaching 355,000 in June 2015.
With a view to providing customers with ever more bandwidth and after launching 4G+ in June 20148 , Bouygues Telecom trialled Ultra High Speed Mobile9 in February 2015, achieving download speeds in excess of 300Mbit/s. Bouygues Telecom will be the first operator to make Ultra High Speed Mobile available to customers, opening the service in Paris, Lyon and Chartres before the end of 2015.
Bouygues Telecom helps its customers to increase their use of digital services by offering affordable fixed broadband offers combined with high-quality service.
Bouygues Telecom had over 2.6 million fixed broadband customers at end-June 2015, representing 174,000 net adds in the first half of the year. This achievement reflects the success of the fixed broadband offer at €19.99 per month introduced in January 2014 coupled with the launch of the Bbox Miami TV box in January 2015.
Bouygues Telecom had 398,000 very-high-speed broadband10 customers at end-June 2015, 35,000 more than at end-June 2014. Bouygues Telecom started marketing FTTH11 in 2015 with targeted local communication campaigns. In order to ensure wide FTTH coverage, Bouygues Telecom has concluded co-investment agreements with Orange and Numericable-SFR that will ultimately extend to 6.5 million households, 1.5 million of which already had coverage by mid-2015. Bouygues Telecom had 23,000 FTTH customers at end-June 2015.
Bouygues Telecom also stepped up initiatives in the B2B segment, becoming the first operator to offer fixed services via 4G in June 2015. The 4G Access Router provides internet access at speeds
4 Machine to Machine
5 Customers who have used the 4G network during the last three months (Arcep definition)
6 Arcep Electronic Communications Market Observatory, Q1 2015
7 Excluding Machine to Machine
8 Aggregation of two frequency bands
9 Aggregation of three frequency bands
10 Arcep definition: subscriptions with a peak download speed of 30Mbit/s or more
11 Fibre to the home
comparable to those of FTTO (fibre to the office) as well as connection to the company's VPN and secure fixed links through antispam, antivirus and filtering services.
Bouygues Telecom Entreprises and Telefonica strengthened their partnership by creating a jointventure, Telefonica Global Solutions France, to meet the needs of multinationals. It provides Bouygues Telecom with the international coverage required to address global corporations and strengthen its presence on the French market.
Bouygues Telecom continued its transformation in the first half of 2015.
After simplifying its range of plans in late 2014, the company extended the simplification campaign to its prepaid range in January 2015. Bouygues Telecom finished migrating all its plan customers to the new plans during the second quarter of the year.
After announcing a new customer-centric positioning (#NosClientsDabord) in late 2014, Bouygues Telecom unveiled its new logo in early 2015. In order to welcome customers more smoothly in comfortable surroundings, Bouygues Telecom began a complete overhaul of its stores in late 2014. By 2017, all Bouygues Telecom stores will have been refurbished in line with the "contemporary connected home" concept.
Thanks to a good commercial performance and tight control of marketing and operating costs, the outlook for Bouygues Telecom has been revised upwards in comparison to that given when first-quarter results were released.
Alstom, in which Bouygues has a 29.2% stake, is a world leader in power generation and transmission and in all the main segments of the railway industry.
FY2014/15: record order intake (€10 billion) and order book (€28 billion), operating profit up by nearly 20% and strong cash flow generation in the second half
Alstom released its results for FY2014/15 (ended 31 March 2015) on 6 May 2015.
In the context of the project between Alstom and General Electric, and in compliance with IFRS 5, the Thermal Power, Renewable Power and Grid activities as well as some corporate costs were classified as "Discontinued operations". They were therefore not included in orders, sales and operating profit and were reported as "Net income from discontinued operations".
Between 1 April 2014 and 31 March 2015, Alstom booked a record €10 billion of orders, up more than 60% on the previous year. The book-to-bill ratio, at 1.6, was above 1 for the fifth year, boosted in particular by a €4-billion contract in South Africa. Sales, at €6.2 billion, were up 8% on the previous year (7% like-for-like and at constant exchange rates). Operating profit amounted to €318 million, up 19%, while the operating margin after corporate costs improved by 50 basis points to 5.2% due to higher sales, sound project execution and implementation of the d2e (dedicated to excellence) performance plan, despite the development costs associated with new platforms.
Alstom reported a net loss (continuing and discontinued operations) of €719 million, affected by a number of exceptional items including the agreement with the US Department of Justice and some writeoffs of assets in Russia. As expected, free cash flow from continuing operations (before cashing out tax and financial charges) was positive for the full year and free cash flow was substantially positive over the second half, offsetting much of the first-half cash outflow, giving a full-year figure of negative €429 million.
The order book stood at €28 billion, corresponding to 55 months of sales.
The first quarter of FY2015/16 (from 1 April to 30 June 2015) showed a good level of orders in Transport, driven by small and medium-sized contracts. Alstom took orders worth €2 billion over the period, compared with €4.8 billion in the same period of the previous year, which included a €4-billion contract in South Africa. The order book at 30 June 2015 stood at €28.7 billion, corresponding to more than 48 months of sales.
Sales rose 3% organically to €1.6 billion in the first quarter of FY2015/16, itself up 16% on the same period in the previous year.
Following approval of the deal by a 99.2% majority vote of the shareholders on 19 December 2014, steps are being taken to obtain merger control approval and regulatory authorisations.
For the medium term, sales are expected to grow by over 5% a year like-for-like and at constant exchange rates, while the operating margin should gradually improve within the 5-7% range. Free cash flow is expected to be in line with net income before the contribution of Energy activities, with the possibility of some volatility over short periods.
On 23 June 2015, Bouygues' Board of Directors unanimously decided not to follow up on the Altice group's unsolicited offer to acquire Bouygues Telecom (see press release of 23 June 2015).
This report contains forward-looking statements. Those statements, which express targets based on current assessments and estimates, are subject to the risks and uncertainties described below. The main risks and uncertainties that the group could face in the second half of 2015 are similar to those described in the 2014 Registration Document (pages 131 to 154).
In a ruling dated 19 June 2015, the Paris Commercial Court found the petitions of minority shareholder group Adam to be inadmissible for lack of standing. Adam had brought an action seeking the cancellation of the loan of shares clause contained in the agreement between the French state and Bouygues of 22 June 2014.
A Conseil d'État (Supreme Administrative Court) ruling of 17 June 2015 struck out the decision of 29 July 2014 whereby the CSA (French broadcasting authority) refused to grant LCI's request to air as a freeview channel and not as a pay channel. The Conseil d'État noted that the impact study which by law should have been published before the CSA took its decision had in fact been published at the same time as the decision. The CSA will have to reconsider LCI's request.
In a ruling of 7 July 2015, Cherbourg Criminal Court imposed a fine of €25,000 on Bouygues Travaux Publics for undeclared work and the illegal provision of labour in connection with construction of the Flamanville EPR nuclear power plant. A fine of €5,000 for the illegal provision of labour was also imposed on Quille Construction. The two companies were criticised for negligence and failing to conduct proper checks. However, the court discharged the companies on a number of charges, including those of employing a foreigner without a work permit and improper subcontracting.
In 2015, the province of Quebec published a bill for a law to ensure the recovery of amounts improperly paid as a result of fraud or fraudulent tactics in connection with public contracts. The law makes provision for a voluntary reimbursement programme, the conditions of which are not yet known. In this context, on 16 June 2015 the City of Laval demanded the reimbursement of CAD 5.7 million (€4 million) from Colas subsidiary Sintra. Sintra responded by pointing out that the reimbursement programme had not been decided, in addition to many defence elements that needed to be considered.
No related-party transactions liable to materially affect Bouygues' financial situation or results were concluded in the first half of 2015. Likewise, no change to related-party transactions liable to materially affect Bouygues' financial situation or results occurred during that period. Under the terms of agreements approved by the Board of Directors and the Annual General Meeting, Bouygues provided services to its sub-groups, mainly in the areas of management, human resources, information systems and finance.
More detailed information about related-party transactions is given in Note 13 of the notes to the condensed consolidated first-half financial statements.
On 22 July 2015, TF1 announced that by mutual agreement with Discovery Communications it had decided to exercise its put option over its 49% equity interest in Eurosport for €491 million. TF1 will also buy back Discovery Communication's 20% interest in the pay-TV channels (TV Breizh, Histoire and Ushuaïa) for €15 million.
On 3 July 2015, Bouygues redeemed a €1-billion bond issue with a 6.125% coupon.
3. CONDENSED CONSOLIDATED FIRST-HALF FINANCIAL STATEMENTS
| ASSETS | 30/06/2015 Net N |
31/12/2014 Net N-51 |
30/06/2014 Net Restated a N-52 |
|
|---|---|---|---|---|
| Property, plant and equipment | 6,529 | 6,519 | 6,301 | |
| Intangible assets | 1,685 | 1,748 | 1,797 | |
| Goodwill | 5,286 | 5,286 | 5,245 | |
| Investments in joint ventures and associates | 3,547 | 4,137 | 4,005 | |
| Other non-current financial assets | 571 | 526 | 579 | |
| Deferred tax assets and non-current tax receivable | 375 | 288 | 269 | |
| NON-CURRENT ASSETS | 17,993 | 18,504 | 18,196 | |
| Inventories, programmes and broadcasting rights | 3,091 | 2,998 | 3,139 | |
| Advances and down-payments made on orders | 497 | 462 | 463 | |
| Trade receivables | 7,382 | 6,327 | 7,046 | |
| Tax asset (receivable) | 201 | 240 | 195 | |
| Other current receivables and prepaid expenses | 2,505 | 2,149 | 2,563 | |
| Cash and cash equivalents | 3,441 | 4,144 | 3,382 | |
| Financial instruments - hedging of debt | 21 | 21 | 14 | |
| Other current financial assets | 20 | 23 | 7 | |
| CURRENT ASSETS | 17,158 | 16,364 | 16,809 | |
| Held-for-sale assets and operations | 508 |
| TOTAL ASSETS | 35,659 | 34,868 | 35,005 |
|---|---|---|---|
| LIABILITIES AND SHAREHOLDERS' EQUITY | 30/06/2015 N |
31/12/2014 N-51 |
30/06/2014 Restated a N-52 |
| Share capital | 338 | 336 | 336 |
| Share premium and reserves | 6,808 | 6,601 | 6,664 |
| Translation reserve | 203 | 110 | 1 |
| Treasury shares | |||
| Consolidated net profit/(loss) | (42) | 807 | 378 |
| SHAREHOLDERS' EQUITY ATTRIBUTABLE TO THE GROUP | 7,307 | 7,854 | 7,379 |
| Non-controlling interests | 1,425 | 1,601 | 1,538 |
| SHAREHOLDERS' EQUITY | 8,732 | 9,455 | 8,917 |
| Non-current debt | 5,609 | 5,850 | 6,966 |
| Non-current provisions | 2,278 | 2,305 | 2,375 |
| Deferred tax liabilities and non-current tax liabilities | 131 | 153 | 114 |
| NON-CURRENT LIABILITIES | 8,018 | 8,308 | 9,455 |
| Advances and down-payments received on orders | 1,110 | 1,120 | 1,149 |
| Current debt | 2,599 | 1,267 | 1,053 |
| Current taxes payable | 81 | 93 | 126 |
| Trade payables | 6,770 | 6,603 | 6,565 |
| Current provisions | 1,037 | 1,073 | 812 |
| Other current liabilities | 6,781 | 6,649 | 6,365 |
| Overdrafts and short-term bank borrowings | 436 | 234 | 526 |
| Financial instruments - hedging of debt | 27 | 30 | 25 |
| Other current financial liabilities | 68 | 36 | 12 |
| CURRENT LIABILITIES | 18,909 | 17,105 | 16,633 |
| Liabilities related to held-for-sale operations | |||
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 35,659 | 34,868 | 35,005 |
| Net surplus cash/(net debt) | (5,209) | (3,216) | (5,174) |
(a) The financial statements for the six months ended 30 June 2014 have been restated to reflect the first-time application of IFRIC 21.
| First half | Second quarter | Full year | ||||
|---|---|---|---|---|---|---|
| 2015 | 2014 | 2015 | 2014 | 2014 | ||
| Restated a | Restated a | |||||
| SALES b | 15,098 | 15,182 | 8,367 | 8,341 | 33,138 | |
| Other revenues from operations | 50 | 36 | 39 | 17 | 107 | |
| Purchases used in production | (7,394) | (7,543) | (4,145) | (4,254) | (16,640) | |
| Personnel costs | (3,625) | (3,522) | (1,872) | (1,806) | (7,025) | |
| External charges | (3,192) | (3,183) | (1,688) | (1,619) | (6,673) | |
| Taxes other than income tax | (372) | (365) | (131) | (126) | (640) | |
| Net depreciation and amortisation expense | (680) | (662) | (360) | (350) | (1,427) | |
| Net charges to provisions and impairment losses | (73) | (23) | (87) | (28) | (489) | |
| Changes in production and property development inventories | 44 | (41) | 74 | 5 | (67) | |
| Other income from operations c | 750 | 535 | 280 | 273 | 1,304 | |
| Other expenses on operations | (487) | (335) | (164) | (196) | (700) | |
| CURRENT OPERATING PROFIT/(LOSS) | 119 | 79 | 313 | 257 | 888 | |
| Other operating income | 23 | 737 | 9 | 437 | 713 | |
| Other operating expenses | (97) | (348) | (61) | (244) | (468) | |
| OPERATING PROFIT/(LOSS) | 45 | 468 | 261 | 450 | 1,133 | |
| Financial income | 21 | 21 | 11 | 11 | 54 | |
| Financial expenses | (167) | (184) | (85) | (93) | (365) | |
| INCOME FROM NET SURPLUS CASH/(COST OF NET DEBT) | (146) | (163) | (74) | (82) | (311) | |
| Other financial income | 48 | 37 | 26 | 22 | 94 | |
| Other financial expenses | (23) | (34) | (14) | (16) | (84) | |
| Income tax | 36 | (39) | (82) | (64) | (188) | |
| Joint ventures and associates: | ||||||
| Share of profits/(losses) | 29 | 54 | 20 | 5 | 167 | |
| Net gain on Cofiroute disposal | 253 | 253 | ||||
| NET PROFIT/(LOSS) FROM CONTINUING OPERATIONS | (11) | 576 | 137 | 315 | 1,064 | |
| Net profit/(loss) from discontinued and held-for-sale operations | ||||||
| NET PROFIT/(LOSS) | (11) | 576 | 137 | 315 | 1,064 | |
| NET PROFIT/(LOSS) ATTRIBUTABLE TO THE GROUP | (42) | 378 | 115 | 140 | 807 | |
| Net profit/(loss) attributable to non-controlling interests | 31 | 198 | 22 | 175 | 257 | |
| Basic earnings per share from continuing operations (€) | (0.12) | 1.13 | 0.35 | 0.42 | 2.41 | |
| Diluted earnings per share from continuing operations (€) | (0.12) | 1.12 | 0.34 | 0.41 | 2.39 | |
| (a) The financial statements for the six months ended 30 June 2014 have been restated to reflect the first-time application of IFRIC 21. | ||||||
| (b) Of which sales generated abroad | 5,461 | 4,989 | 3,233 | 2,867 | 11,867 | |
| (c) Of which reversals of unutilised provisions/impairment losses and other items | 144 | 153 | 76 | 78 | 386 |
| First half | Full year | |||
|---|---|---|---|---|
| 2015 | 2014 | 2014 | ||
| Restated a | ||||
| NET PROFIT/(LOSS) | (11) | 576 | 1,064 | |
| Items not reclassifiable to profit or loss | ||||
| Actuarial gains/losses on post-employment benefits | (2) | (28) | (55) | |
| Change in remeasurement reserve | ||||
| Net tax effect of items not reclassifiable to profit or loss | 9 | 12 | ||
| Share of non-reclassifiable income and expense of joint ventures and associates b | (107) | (9) | (48) | |
| Items reclassifiable to profit or loss | ||||
| Change in cumulative translation adjustment of controlled entities | 58 | 8 | 61 | |
| Net change in fair value of financial instruments used for hedging purposes and | ||||
| of other financial assets (including available-for-sale financial assets) | (30) | (7) | (32) | |
| Net tax effect of items reclassifiable to profit or loss | 4 | 2 | ||
| Share of reclassifiable income and expense of joint ventures and associates b | 29 | (26) | 38 | |
| INCOME AND EXPENSE RECOGNISED DIRECTLY IN EQUITY | c (48) |
d (53) |
(22) | |
| TOTAL RECOGNISED INCOME AND EXPENSE | (59) | 523 | 1,042 | |
| Recognised income and expense attributable to the Group | (92) | 324 | 781 | |
| Recognised income and expense attributable to non-controlling interests | 33 | 199 | 261 |
(a) The financial statements for the six months ended 30 June 2014 have been restated to reflect the first-time application of IFRIC 21.
(b) Relates mainly to Alstom (accounted for by the equity method).
(c) Of which income and expense recognised in the second quarter of 2015 = (13)
(d) Of which income and expense recognised in the second quarter of 2014 = (5)
| Share capital & share premium |
Reserves related to capital/ retained earnings |
Consolidated reserves and profit/(loss) |
Treasury Items shares recognised directly in equity |
TOTAL ATTRIBUTABLE TO THE GROUP |
Non controlling interests |
TOTAL | |
|---|---|---|---|---|---|---|---|
| POSITION AT 31 DECEMBER 2013 | 1,207 | 3,054 | 3,161 | (272) | 7,150 | 1,519 | 8,669 |
| Movements during the first half of 2014 | |||||||
| Capital and reserves transactions, net | 415 | (118) | 118 | 415 | 415 | ||
| Acquisitions/disposals of treasury shares | (2) | (2) | (2) | ||||
| Acquisitions/disposals without loss of control | |||||||
| Dividend paid | (511) | (511) | (88) | (599) | |||
| Other transactions with shareholders | 2 | 2 | (1) | 1 | |||
| Net profit/(loss) | 378 | 378 | 198 | 576 | |||
| Translation adjustment | (15) | (15) | 1 | (14) | |||
| Other recognised income and expense | (39) | (39) | (39) | ||||
| Total recognised income and expense c | 378 | (54) | 324 | 199 | 523 | ||
| Other transactions (changes in scope of consolidation and other items) |
1 | 1 | (91) | (90) | |||
| RESTATED POSITION AT 30 JUNE 2014 a | 1,622 | 2,425 | 3,660 | (328) | 7,379 | 1,538 | 8,917 |
| Movements during the second half of 2014 Capital and reserves transactions, net Acquisitions/disposals of treasury shares Acquisitions/disposals without loss of control Dividend paid Other transactions with shareholders Net profit/(loss) Translation adjustment Other recognised income and expense Total recognised income and expense c Other transactions (changes in scope of |
9 | 3 4 3 429 429 |
109 (81) 28 |
9 3 4 3 429 109 (81) 457 |
1 59 4 (1) 62 |
9 3 4 4 488 113 (82) 519 |
|
| consolidation and other items) | (1) | (1) | (1) | ||||
| POSITION AT 31 DECEMBER 2014 | 1,631 | 2,425 | 4,096 | (298) | 7,854 | 1,601 | 9,455 |
| Movements during the first half of 2015 Capital and reserves transactions, net Acquisitions/disposals of treasury shares Acquisitions/disposals without loss of control Dividend paid Other transactions with shareholders Net profit/(loss) Translation adjustment Other recognised income and expense |
47 | (124) | 124 (2) 11 (538) 2 (42) |
b 93 (143) |
47 (2) 11 (538) 2 (42) 93 (143) |
2 (199) 31 b 3 (1) |
47 (2) 13 (737) 2 (11) 96 (144) |
| Total recognised income and expense c | (42) | (50) | (92) | 33 | (59) | ||
| Other transactions (changes in scope of consolidation and other items) |
25 | 25 | (12) d |
13 | |||
| POSITION AT 30 JUNE 2015 | 1,678 | 2,301 | 3,676 | (348) | 7,307 | 1,425 | 8,732 |
(a) The financial statements for the six months ended 30 June 2014 have been restated to reflect the first-time application of IFRIC 21.
(b) Change in translation reserve
| Attributable to: | Group | Non controlling interests |
Total | |
|---|---|---|---|---|
| Controlled entities | 55 | 3 | 58 | |
| Joint ventures and associates | 38 | 38 | ||
| 93 | 3 | 96 |
(c) See statement of recognised income and expense
(d) Includes TF1: 1,022
| 2015 2014 2014 Restated a I - CASH FLOW FROM CONTINUING OPERATIONS A - NET CASH GENERATED BY/(USED IN) OPERATING ACTIVITIES Net profit/(loss) from continuing operations (11) 576 1,064 Share of profits/(losses) effectively reverting to joint ventures and associates (1) (34) (120) Elimination of dividends (non-consolidated companies) (12) (12) (16) Charges to/(reversals of) depreciation, amortisation, impairment & non-current provisions 700 827 1,490 Gains and losses on asset disposals (98) (570) (658) Miscellaneous non-cash charges 2 (1) Sub-total 787 1,759 580 (Income from net surplus cash)/cost of net debt 146 163 311 Income tax (36) 39 188 Cash flow 690 989 2,258 Tous Income taxes paid (65) (116) (319) Changes in working capital related to operating activities b (1,274) (1,748) 8 NET CASH GENERATED BY/(USED IN) OPERATING ACTIVITIES (649) (875) 1,947 Tous B - NET CASH GENERATED BY/(USED IN) INVESTING ACTIVITIES Purchase price of property, plant and equipment and intangible assets (613) (635) (1,502) Proceeds from disposals of property, plant and equipment and intangible assets 60 43 140 Net liabilities related to property, plant and equipment and intangible assets (78) 7 (32) Purchase price of non-consolidated companies and other investments (14) (4) (16) Proceeds from disposals of non-consolidated companies and other investments 1 16 Net liabilities related to non-consolidated companies and other investments 6 (6) (6) Tous Effects of changes in scope of consolidation Purchase price of investments in consolidated activities (16) (21) (147) Proceeds from disposals of investments in consolidated activities 45 1,039 1,084 Net liabilities related to consolidated activities 3 (1) 1 Other effects of changes in scope of consolidation (cash of acquired and divested companies) (34) 14 46 Other cash flows related to investing activities (changes in loans, dividends received from non-consolidated 4 40 101 companies) NET CASH GENERATED BY/(USED IN) INVESTING ACTIVITIES (637) 477 (315) C - NET CASH GENERATED BY/(USED IN) FINANCING ACTIVITIES Capital increases/(reductions) paid by shareholders & non-controlling interests and other transactions 48 10 21 between shareholders Dividends paid Dividends paid to shareholders of the parent company (538) (110) (110) Dividends paid to non-controlling interests in consolidated companies (199) (88) (88) Tous Change in current and non-current debt 1,076 405 (517) Income from net surplus cash/(cost of net debt) (146) (163) (311) Tous Other cash flows related to financing activities (11) (3) (11) NET CASH GENERATED BY/(USED IN) FINANCING ACTIVITIES 230 51 (1,016) Tous D - EFFECT OF FOREIGN EXCHANGE FLUCTUATIONS 152 19 110 Tous CHANGE IN NET CASH POSITION (A + B + C + D) (904) (328) 726 Net cash position at start of period 3,910 3,184 3,184 Tous Net cash flows (904) (328) 726 (1) Non-monetary flows Net cash position at end of period 3,005 2,856 3,910 II - CASH FLOWS FROM DISCONTINUED AND HELD-FOR-SALE OPERATIONS Net cash position at start of period Net cash flows Net cash position at end of period |
First half | Full year | |
|---|---|---|---|
(a) The financial statements for the six months ended 30 June 2014 have been restated to reflect the first-time application of IFRIC 21.
(b) Definition of change in working capital related to operating activities: Current assets minus current liabilities (excluding income taxes paid, which are reported separately).
(Figures in millions of euros unless otherwise indicated)
| NOTE 1: | SIGNIFICANT EVENTS OF THE FIRST HALF 4 |
|---|---|
| NOTE 2: | GROUP ACCOUNTING POLICIES 6 |
| NOTE 3: | NON-CURRENT ASSETS 8 |
| NOTE 4: | CONSOLIDATED SHAREHOLDERS' EQUITY 9 |
| NOTE 5: | NON-CURRENT AND CURRENT PROVISIONS 10 |
| NOTE 6: | NON-CURRENT AND CURRENT DEBT 11 |
| NOTE 7: | CHANGE IN NET DEBT 12 |
| NOTE 8: | ANALYSIS OF SALES AND OTHER REVENUES FROM OPERATIONS 12 |
| NOTE 9: | OPERATING PROFIT 13 |
| NOTE 10: | INCOME TAXES 13 |
| NOTE 11: | SEGMENT INFORMATION 14 |
| NOTE 12: | OFF BALANCE SHEET COMMITMENTS 16 |
| NOTE 13: | RELATED PARTY DISCLOSURES 17 |
| NOTE 14: | IMPACTS OF FIRST-TIME APPLICATION OF IFRIC 21 ON THE PUBLISHED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2014 17 |
The interim condensed consolidated financial statements of Bouygues and its subsidiaries (the "Group") for the six months ended 30 June 2015 were prepared in accordance with IAS 34, "Interim Financial Reporting", a standard issued by the International Accounting Standards Board (IASB) and endorsed by the European Union. Because they are condensed, these financial statements do not include all the information required under the standards issued by the IASB, and should be read in conjunction with the full-year financial statements of the Bouygues group for the year ended 31 December 2014.
They were prepared in accordance with the standards issued by the IASB as endorsed by the European Union and applicable as of 30 June 2015. Those standards comprise International Financial Reporting Standards (IFRSs), International Accounting Standards (IASs), and interpretations issued by the IFRS Interpretations Committee – previously the International Financial Reporting Interpretations Committee (IFRIC), itself the successor body to the Standing Interpretations Committee (SIC). The Group has not early adopted as of 30 June 2015 any standard or interpretation not endorsed by the European Union.
The financial statements are presented in millions of euros (unless otherwise indicated) and comprise the balance sheet, the income statement, the statement of recognised income and expense, the statement of changes in shareholders' equity, the cash flow statement, and the notes to the financial statements.
The comparatives presented are from the consolidated financial statements for the year ended 31 December 2014, and from the interim condensed consolidated financial statements for the six months ended 30 June 2014.
The principal corporate action of the first half of 2015 is presented below:
The principal acquisitions and corporate actions of the first half of 2014 are presented below:
Final clearance was obtained from the competent authorities in April 2014, and completion of the sale of an additional 31% interest in Eurosport SAS to Discovery Communications took place on 30 May 2014.
The acquisition by Discovery Communications of the additional 31% interest was based on an enterprise value of €902 million for the Eurosport group, before deducting the valuation of Eurosport France (€85 million). Those valuations were increased by the amount of net surplus cash held by the entities at the transaction closing date.
In addition, TF1 retained the possibility of exercising its put option over its residual 49% stake, potentially increasing the interest held by Discovery Communications to 100% (this option was exercised in July 2015; see Note 1.2. to the financial statements). The 49% stake was recognised in "Investments in joint ventures and associates" as of 31 December 2014, at a carrying amount of €505 million.
The off balance sheet commitments arising from the agreements with Discovery Communications are presented in Note 12 to the financial statements.
The results of Eurosport International for the first five months of 2014 were not classified as being from a held-for-sale operation because Eurosport International did not meet the definition of (i) a cash generating unit for goodwill impairment testing purposes or (ii) an operation that is material to the Group.
The sale of the 31% additional interest to Discovery Communications and the remeasurement of the residual 49% stake following loss of control generated a pre-tax gain of €308 million in the second quarter of 2014, reported in "Other operating income" (see Note 9 to the financial statements). This gain was adjusted to €313 million following finalisation of the purchase price in the second half of 2014.
Under the terms of this agreement, Bouygues retains significant influence over Alstom via its equity interest, which continues to be accounted for by the equity method.
These transactions are expected to be completed at the start of the fourth quarter. As of 30 June 2015, the interest in Eurosport held by TF1 was classified as a held-for-sale asset with a carrying amount of €491 million.
The interim condensed consolidated financial statements of the Bouygues group include the financial statements of Bouygues SA and its subsidiaries, its investments in associates and joint ventures, and its joint operations. The financial statements are presented in millions of euros, the currency in which the majority of the Group's transactions are denominated, and take account of the recommendations on the presentation of financial statements (Recommendation 2013-03) issued on 7 November 2013 by the Autorité des Normes Comptables (ANC), the French national accounting standard-setter.
They were adopted by the Board of Directors on 26 August 2015.
The interim condensed consolidated financial statements for the six months ended 30 June 2015 were prepared in accordance with IFRS using the historical cost convention, except for certain financial assets and liabilities measured at fair value where this is a requirement under IFRS. They include comparatives as of and for the year ended 31 December 2014 and the six months ended 30 June 2014.
Accounting policies specific to the interim condensed financial statements are as follows:
The Bouygues group applied the same standards, interpretations and accounting policies for the six months ended 30 June 2015 as applied in its financial statements for the year ended 31 December 2014, except for changes required to meet new IFRS requirements applicable from 1 January 2015 as described below.
This interpretation was endorsed by the European Union on 13 June 2014. The effects of IFRIC 21, which is mandatorily applicable from 1 January 2015, are not material as regards consolidated equity. However, they alter the timing of the recognition of certain levies, such as C3S and IFER in France, during interim accounting periods. The impact on the interim condensed consolidated financial statements and on EBITDA for the first half and second quarter of 2014 is presented in Note 14 to the consolidated financial statements. Figures for the first half of 2014 and the second quarter of 2014 as presented hereafter in the notes to the financial statements have been restated where they are affected by IFRIC 21.
On 28 May 2014, the IASB issued a new standard on revenue recognition intended to replace most of the current IFRS pronouncements on this subject, in particular IAS 11 and IAS 18. The new standard, which has not yet been endorsed by the European Union, is applicable from 1 January 2018.
The impact of IFRS 15 is currently under review.
-IFRS 9:
On 24 July 2014, the IASB issued a new standard on financial instruments intended to replace most of the current IFRS pronouncements on this subject, in particular IAS 39. The new standard, which has not yet been endorsed by the European Union, is applicable from 1 January 2018.
Sales and operating profit are subject to significant seasonal fluctuations due to low activity levels during the first half of the year, primarily at Colas due to weather conditions. The extent of those fluctuations varies from year to year. In accordance with IFRS, sales for interim accounting periods are recognised on the same basis as full-year sales.
For an analysis of the carrying amount of property, plant and equipment and intangible assets by business segment see Note 11, "Segment information".
| (€ million) | Gross | Impairment | Carrying amount |
|---|---|---|---|
| 31/12/2014 | 5,367 | (81) | 5,286 |
| Changes in scope of consolidation | a (39) |
(39) | |
| Other movements (including translation adjustments) | 34 | 5 | 39 |
| Impairment losses | |||
| 30/06/2015 | 5,362 | (76) | 5,286 |
(a) Mainly a reduction of €42 million arising from the deconsolidation of Eurosport France.
| CGU | 30/06/2015 | 31/12/2014 | ||
|---|---|---|---|---|
| (€ million) | Total | % Bouygues | Total | % Bouygues |
| Bouygues Construction (subsidiaries) a | 495 | 99.97% | 459 | 99.97% |
| Colas b | 1,143 | 96.60% | 1,137 | 96.60% |
| TF1 b | 1,000 | 43.41% | 1,042 | 43.47% |
| Bouygues Telecom b | 2,648 | 90.53% | 2,648 | 90.53% |
| Other | ||||
| Total | 5,286 | 5,286 |
(a) Only includes goodwill on subsidiaries acquired by the CGU.
(b) Includes goodwill on subsidiaries acquired by the CGU and on acquisitions made at parent company (Bouygues SA) level for the CGU.
Given the absence of any evidence of impairment, the goodwill recognised as of 30 June 2015 has not been subject to further impairment testing.
| (€ million) | Carrying amount |
|---|---|
| 31/12/2014 | a 4,137 |
| Share of net profit/(loss) for the period | 29 |
| Translation adjustments | 38 |
| Other income and expense recognised directly in equity | (116) |
| Net profit/(loss) and other recognised income and expense | (49) |
| Other movements | c (541) |
| 30/06/2015 | b 3,547 |
(a) Includes Alstom: €3,183 million, net of impairment of €1,404 million.
(b) Includes Alstom: €3,103 million, net of impairment of €1,113 million.
(c) Includes reduction of €491 million due to the reclassification of the Eurosport group to "Held-for-sale assets and operations".
A segmental analysis of the share of net profit for the first half of 2015 is provided in Note 11, "Segment information"; the amount reported relates mainly to Tipco Asphalt in the Roads segment (€21 million).
Based on the full-year results for the 2014/15 financial year published by Alstom on 6 May 2015 and given the time-lag between the annual accounting period-ends of Alstom (31 March) and of Bouygues (31 December), Alstom's contribution (in respect of the second half of its financial year ended 31 March 2015) to the net profit of Bouygues for the first half of 2015 was a net loss of €285 million (versus a net profit of €53 million for the first half of 2014, in respect of the second half of Alstom's financial year ended 31 March 2014). These contributions were recognised by Bouygues in the first quarter of 2015 and the first quarter of 2014 respectively.
Amortisation of fair value remeasurements of Alstom's identifiable intangible assets and other items resulted in a charge of €6 million against net profit attributable to the Bouygues group for the first half of 2015.
Based on the information published by Alstom in respect of its financial year ended 31 March 2015 and given the current progress of the planned sale of Alstom's Energy activities to General Electric, the share of Alstom losses attributable to Bouygues does not call into question the value of the interest in Alstom held by Bouygues. Consequently, the impairment loss recognised in 2013 has been partially reversed by an amount of €291 million, in accordance with IAS 28 (see Note 2.7.4.2 to the consolidated financial statements for the year ended 31 December 2014).
Because Alstom has not published financial statements for the first quarter (ended 30 June 2015) of its 2015/16 financial year, Bouygues has not recognised any contribution for that period.
As of 30 June 2015, the share capital of Bouygues SA consisted of 337,773,616 shares with a par value of €1.
| Movements | ||||
|---|---|---|---|---|
| 31/12/2014 | Reductions | Increases | 30/06/2015 | |
| Shares | 336,086,458 | 1,687,158 | 337,773,616 | |
| NUMBER OF SHARES | 336,086,458 | 1,687,158 | 337,773,616 | |
| Par value | €1 | €1 | ||
| SHARE CAPITAL (€) | 336,086,458 | 1,687,158 | 337,773,616 |
The increase of 1,687,158 shares was due to new shares being issued on exercise of stock options, resulting in an increase of €47 million in consolidated shareholders' equity.
| (€ million) | Long-term employee benefits a |
Litigation and claims b |
Guarantees given c |
Other non current provisions d |
Total |
|---|---|---|---|---|---|
| 31/12/2014 | 719 | 325 | 379 | 882 | 2,305 |
| Translation adjustments | 7 | 5 | 4 | 16 | |
| Changes in scope of consolidation | (1) | (2) | (1) | (4) | |
| Charges to provisions | 20 | 21 | 38 | 53 | 132 |
| Reversals of provisions (utilised or unutilised) | (14) | (34) | (34) | (93) | e (175) |
| Actuarial gains and losses | 2 | 2 | |||
| Transfers and other movements | (1) | 3 | 2 | ||
| 30/06/2015 | 733 | 310 | 387 | 848 | 2,278 |
| (a) Long-term employee benefits | 733 Principal segments involved: | |
|---|---|---|
| Lump-sum retirement benefits | 486 Bouygues Construction | 201 |
| Long service awards | 150 Colas | 403 |
| Other long-term employee benefits | 97 TF1 | 37 |
| Bouygues Telecom | 53 | |
| (b) Litigation and claims | 310 Bouygues Construction | 161 |
| Provisions for customer disputes | 147 Bouygues Immobilier | 35 |
| Subcontractor claims | 32 Colas | 85 |
| (c) Guarantees given | 387 Bouygues Construction | 303 |
|---|---|---|
| Provisions for 10-year construction guarantees | 297 Bouygues Immobilier | 27 |
| Provisions for additional building/civil engineering/civil works guarantees | 90 Colas | 57 |
| (d) Other non-current provisions | 848 Bouygues Construction | 208 | |
|---|---|---|---|
| Provisions for risks related to official inspections | 238 Colas | 324 | |
| Provisions for miscellaneous foreign risks | 69 Bouygues Telecom | 235 | |
| Provisions for subsidiaries and affiliates | 47 | ||
| Dismantling and site rehabilitation | 279 | ||
| Other non-current provisions | 215 |
Employee-related and other litigation and claims 131
(e) Of which: reversals of unutilised provisions during the first half of 2015 (77)
| Provisions related to the operating cycle (€ million) | Provisions for customer warranties |
Provisions for project risks and project completion |
Provisions for expected losses to completion |
Other current provisions |
Total |
|---|---|---|---|---|---|
| 31/12/2014 | 57 | 398 | 271 | 347 | 1,073 |
| Translation adjustments | 1 | 17 | 5 | 3 | 26 |
| Changes in scope of consolidation | (1) | (1) | (2) | ||
| Charges to provisions | 4 | 52 | 113 | 43 | 212 |
| Reversals of provisions (utilised or unutilised) | (8) | (95) | (94) | (74) | a (271) |
| Transfers and other movements | (1) | (1) | |||
| 30/06/2015 | 54 | 370 | 294 | 319 | 1,037 |
(a) Of which: reversals of unutilised provisions during the first half of 2015 (70)
| (€ million) | Current debt | Non-current debt | ||||
|---|---|---|---|---|---|---|
| Total 30/06/2015 |
Total 31/12/2014 |
Total 30/06/2015 |
Total 31/12/2014 |
|||
| Bond issues | a 1,789 |
1,158 | 4,543 | 5,140 | ||
| Bank borrowings | b 785 |
61 | 999 | 645 | ||
| Finance lease obligations | 7 | 8 | 16 | 17 | ||
| Other borrowings | 18 | 40 | 51 | 48 | ||
| TOTAL DEBT | 2,599 | 1,267 | 5,609 | 5,850 |
(a) Includes Bouygues SA bond issue maturing May 2016 transferred from non-current to current debt: €600 million. (b) Includes drawdown under the Bouygues SA commercial paper programme: €644 million.
The bond issues maturing 2015, 2016, 2018, 2019, 2022, 2023 and 2026 contain a change of control clause relating to Bouygues SA.
The bank credit facilities contracted by Bouygues SA and its subsidiaries contain no financial covenants or trigger event clauses.
| (€ million) | 31/12/2014 | Movements in the period |
30/06/2015 |
|---|---|---|---|
| Cash and cash equivalents | 4,144 | (703) | 3,441 |
| Overdrafts and short-term bank borrowings | (234) | (202) | (436) |
| NET CASH POSITION | 3,910 | a (905) |
3,005 |
| Non-current debt | (5,850) | b 241 |
(5,609) |
| Current debt | (1,267) | b (1,332) |
(2,599) |
| Financial instruments – hedging of net debt | (9) | 3 | (6) |
| TOTAL DEBT | (7,126) | (1,088) | (8,214) |
| NET DEBT | (3,216) | (1,993) | (5,209) |
(a) Net cash flows as reported in the cash flow statement for the period.
(b) Net cash flows as reported in the cash flow statement for the period at an amount of €1,076 million before the effect of exchange rate fluctuations and other movements.
| (€ million) | 1st half | 2nd quarter | |||
|---|---|---|---|---|---|
| 2015 | 2014 | 2015 | 2014 | ||
| Sales of goods | 1,326 | 1,431 | 794 | 786 | |
| Sales of services | 5,331 | 5,389 | 2,732 | 2,808 | |
| Construction contracts | 8,441 | 8,362 | 4,841 | 4,747 | |
| CONSOLIDATED SALES | 15,098 | 15,182 | 8,367 | 8,341 | |
| OTHER REVENUES FROM OPERATIONS | 50 | 36 | 39 | 17 | |
| TOTAL REVENUES | 15,148 | 15,218 | 8,406 | 8,358 |
| (€ million) | 1st half 2015 | 1st half 2014 | 2nd quarter 2015 | 2nd quarter 2014 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| France | International | Total | % | France | International | Total | % | France | International | Total | % | France | International | Total | % | |
| Construction | 2,773 | 2,991 | 5,764 | 38 | 2,779 | 2,642 | 5,421 | 36 | 1,427 | 1,602 | 3,029 | 36 | 1,484 | 1,413 | 2,897 | 35 |
| Property | 1,006 | 45 | 1,051 | 7 | 1,154 | 35 | 1,189 | 8 | 528 | 16 | 544 | 7 | 638 | 15 | 653 | 8 |
| Roads | 2,778 | 2,390 | 5,168 | 34 | 3,107 | 2,137 | 5,244 | 34 | 1,607 | 1,600 | 3,207 | 38 | 1,734 | 1,362 | 3,096 | 37 |
| Media | 932 | 29 | 961 | 7 | 982 | 170 | 1,152 | 8 | 483 | 12 | 495 | 6 | 531 | 75 | 606 | 7 |
| Telecoms | 2,146 | 2,146 | 14 | 2,169 | 2,169 | 14 | 1,089 | 1,089 | 13 | 1,088 | 1,088 | 13 | ||||
| Bouygues SA & other |
2 | 6 | 8 | 0 | 2 | 5 | 7 | 0 | 3 | 3 | 0 | (1) | 2 | 1 | 0 | |
| CONSOLIDATED SALES |
9,637 | 5,461 | 15,098 | 100 | 10,193 | 4,989 | 15,182 | 100 | 5,134 | 3,233 | 8,367 | 100 | 5,474 | 2,867 | 8,341 | 100 |
| (€ million) | Construction | Property | Roads | Media | Telecoms | Bouygues SA & other |
Total 1st half 2015 |
Total 2nd quarter 2015 |
|---|---|---|---|---|---|---|---|---|
| Total sales | 5,850 | 1,058 | 5,204 | 981 | 2,156 | 75 | 15,324 | 8,478 |
| Inter-segment sales | (86) | (7) | (36) | (20) | (10) | (67) | (226) | (111) |
| THIRD-PARTY SALES | 5,764 | 1,051 | 5,168 | 961 | 2,146 | 8 | 15,098 | 8,367 |
| (€ million) | Construction | Property | Roads | Media | Telecoms | Bouygues SA & other |
Total 1st half 2014 |
Total 2nd quarter 2014 |
| Total sales | 5,558 | 1,192 | 5,294 | 1,175 | 2,177 | 70 | 15,466 | 8,490 |
| Inter-segment sales | (137) | (3) | (50) | (23) | (8) | (63) | (284) | (149) |
| THIRD-PARTY SALES | 5,421 | 1,189 | 5,244 | 1,152 | 2,169 | 7 | 15,182 | 8,341 |
| (€ million) | 1st half | 2nd quarter | |||
|---|---|---|---|---|---|
| 2015 | 2014 | 2015 | 2014 | ||
| restated | restated | ||||
| CURRENT OPERATING PROFIT/(LOSS) | 119 | 79 | 313 | 257 | |
| Other operating income | a 23 |
b 737 |
c 9 |
437 | |
| Other operating expenses | a (97) |
b (348) |
c (61) |
(244) | |
| OPERATING PROFIT/(LOSS) | 45 | 468 | 261 | 450 |
(a) Comprises:
Bouygues Telecom: Other operating income of €23 million (reversals of miscellaneous provisions) and other operating expenses of €78 million (mainly €52 million on implementation of network sharing with Numéricable-SFR).
TF1: Charge of €12 million, mainly on adaptation costs in news operations associated with the discontinuation of the print edition of Publications Métro France.
Bouygues Construction: Charge of €7 million, mainly costs incurred on the new operational structure put in place during the first half of 2015. (b) Mainly comprises:
Bouygues Telecom: Primarily other operating income of €429 million and other operating expenses of €348 million (litigation, adaptation costs); see Note 1.1.2., "Reminder of the significant events of the first half of 2014".
TF1: Pre-tax gain of €308 million arising on the sale of a 31% interest in Eurosport International and remeasurement of the residual 49% stake following loss of control; see Note 1.1.2. "Reminder of the significant events of the first half of 2014".
(c) Figures for the second quarter of 2015 are presented inclusive of a reclassification made in the first quarter of 2015 in order to offset other operating income against other operating expenses of the same kind. The €34 million impact in the first quarter of 2015 has no effect on quarterly current operating profit or operating profit at Group level.
| (€ million) | 1st half | 2nd quarter | |||
|---|---|---|---|---|---|
| 2015 | 2014 restated | 2015 | 2014 restated | ||
| Tax payable to the tax authorities | (83) | (100) | (91) | (83) | |
| Deferred taxes, net | 119 | 61 | 9 | 19 | |
| INCOME TAX GAIN/(EXPENSE) | 36 | (39) | (82) | (64) |
The effective tax rate for the first half of 2015 was 47%, compared with 13% for the first half of 2014. The year-on-year change is mainly due to the fact that in 2014, the gain on Eurosport International booked in the second quarter was taxed at a reduced rate.
| Bouygues | |||||||
|---|---|---|---|---|---|---|---|
| (€ million) | Construction | Property | Roads | Media | Telecoms | SA & other | Total |
| Income statement - 1st half of 2015 | |||||||
| Current operating profit/(loss) | 148 | 59 | (119) | 97 | (54) | (12) | 119 |
| Operating profit/(loss) | 141 | 59 | (119) | 85 | (109) | (12) | 45 |
| Share of profits/(losses) of joint ventures and associates |
(5) | 30 | 1 | 1 | 2 | 29 | |
| Net profit/(loss) attributable to the Group | 110 | 34 | (66) | 27 | (66) | (81) | (42) |
| Income statement - 1st half of 2014 - Restated | |||||||
| Current operating profit/(loss) | 173 | 69 | (127) | 47 | (71) | (12) | 79 |
| Operating profit/(loss) | 173 | 69 | (127) | 370 | 14 | (31) | a 468 |
| Share of profits/(losses) of joint ventures and associates |
(7) | 396 | 2 | (1) | (83) | b 307 |
|
| Net profit/(loss) attributable to the Group | 118 | 41 | 298 | 140 | 5 | (224) | 378 |
| Income statement - 2nd quarter of 2015 | |||||||
| Current operating profit/(loss) | 77 | 32 | 125 | 69 | 8 | 2 | 313 |
| Operating profit/(loss) | 70 | 32 | 125 | 57 | (25) | 2 | 261 |
| Share of profits/(losses) of joint ventures and associates |
(1) | 18 | 1 | 2 | 20 | ||
| Net profit/(loss) attributable to the Group | 59 | 19 | 98 | 13 | (17) | (57) | 115 |
| Income statement - 2nd quarter of 2014 - Restated | |||||||
| Current operating profit/(loss) | 92 | 41 | 108 | 28 | (7) | (5) | 257 |
| Operating profit/(loss) | 92 | 41 | 108 | 351 | (122) | (20) | 450 |
| Share of profits/(losses) of joint ventures and associates |
(2) | 6 | 3 | (2) | 5 | ||
| Net profit/(loss) attributable to the Group | 60 | 23 | 73 | 135 | (70) | (81) | 140 |
| Balance sheet - 30 June 2015 | |||||||
| Property, plant and equipment | 665 | 19 | 2,464 | 172 | 3,070 | 139 | 6,529 |
| Intangible assets | 41 | 27 | 74 | 107 | 1,387 | 49 | 1,685 |
| Net debt | 2,433 | (82) | (569) | 308 | (977) | (6,322) | (5,209) |
| Balance sheet - 31 December 2014 | |||||||
| Property, plant and equipment | 658 | 18 | 2,453 | 176 | 3,074 | 140 | 6,519 |
| Intangible assets | 44 | 25 | 79 | 107 | 1,443 | 50 | 1,748 |
| Net debt | 2,900 | 203 | 682 | 497 | (765) | (6,733) | (3,216) |
(a) Includes the €308 million gain on Eurosport (€323 million at TF1 level, minus €15 million for derecognition of goodwill at Bouygues level). (a) Includes the €253 million gain on Cofiroute (€385 million at Colas level, minus €132 million for derecognition of goodwill at Bouygues level).
| Bouygues | |||||||
|---|---|---|---|---|---|---|---|
| (€ million) | Construction | Property | Roads | Media | Telecoms | SA & other | Total |
| Other financial indicators - 1st half of 2015 | |||||||
| Acquisitions of property, plant and equipment and intangible assets, net of disposals |
66 | 6 | 84 | 15 | 380 | 2 | a 553 |
| EBITDA | 228 | 38 | 49 | 102 | 323 | (12) | 728 |
| Cash flow | 236 | 50 | 38 | 87 | 273 | 6 | 690 |
| Free cash flow | 125 | 24 | (26) | 50 | (67) | (79) | 27 |
| Other financial indicators - 1st half of 2014 - Restated | |||||||
| Acquisitions of property, plant and equipment and intangible assets, net of disposals |
87 | 6 | 145 | 17 | 337 | a 592 |
|
| EBITDA | 206 | 64 | 21 | 33 | 302 | (15) | 611 |
| Cash flow | 228 | 66 | 40 | 78 | 584 | (7) | 989 |
| Free cash flow | 85 | 36 | (67) | 14 | 243 | (116) | 195 |
| Other financial indicators - 2nd quarter of 2015 | |||||||
| Acquisitions of property, plant and equipment and intangible assets, net of disposals |
34 | 4 | 46 | 10 | 173 | (1) | 266 |
| EBITDA | 156 | 23 | 222 | 76 | 205 | 2 | 684 |
| Cash flow | 113 | 24 | 231 | 87 | 188 | 6 | 649 |
| Free cash flow | 53 | 9 | 144 | 50 | 24 | (53) | 227 |
| Other financial indicators - 2nd quarter of 2014 - Restated | |||||||
| Acquisitions of property, plant and equipment and intangible assets, net of disposals |
47 | 2 | 99 | 8 | 157 | 313 | |
| EBITDA | 130 | 42 | 197 | 7 | 184 | (3) | 557 |
| Cash flow | 119 | 42 | 207 | 41 | 273 | (1) | 681 |
| Free cash flow | 34 | 24 | 69 | (9) | 163 | (59) | 222 |
(a) Purchase price of property, plant and equipment and intangible assets, net of proceeds from disposals of property, plant and equipment and intangible assets, as reported in the cash flow statement.
For definitions of EBITDA, cash flow and free cash flow, see Note 2.15 to the consolidated financial statements for the year ended 31 December 2014.
There have been no material changes in the off balance sheet commitments disclosed in the financial statements for the year ended 31 December 2014, other than changes in the off balance sheet commitments between Discovery Communications and the TF1 group following (i) the acquisition by Eurosport SAS of an 80% equity interest in Eurosport France during the first quarter of 2015 and (ii) the agreements entered into on 22 July 2015 (see Note 1.2., "Significant events and changes in scope of consolidation subsequent to 30 June 2015"), as a result of which those commitments have been extinguished.
This item comprises firm or optional commitments to deliver or receive securities as of 30 June 2015.
The commitments shown below are measured at their most recent enterprise value.
| (€ million) | 30/06/2015 | 31/12/2014 |
|---|---|---|
| Total call options granted by TF1 | - | 68 |
| Total put options granted by TF1 | - | - |
| TOTAL COMMITMENTS GRANTED BY TF1 | 68 | |
| Total call options granted to TF1 | - | - |
| Total put options granted to TF1 | 476 | a & b 544 |
| TOTAL COMMITMENTS GRANTED TO TF1 | 476 | 544 |
| TOTAL TF1/DISCOVERY COMMITMENTS RELATING TO EQUITY INTERESTS | 476 | 612 |
Under the terms of the agreements signed on 30 May 2014, Eurosport SAS acquired the interest in Eurosport France in March 2015, thereby reducing the amount of the commitments relative to 31 December 2014.
The off balance sheet commitments between Discovery Communications and the TF1 group that remained in place as of 30 June 2015 are described below.
(a) Following the May 2014 sale of the additional 31% interest in Eurosport SAS and the March 2015 sale of the 80% interest in Eurosport France, the TF1 group had a put option to sell its remaining 49% interest in Eurosport SAS to Discovery Communications during specified periods between 1 July 2015 and 30 September 2016. As mentioned above, this commitment was extinguished on 22 July 2015.
(b) Following the May 2014 acquisition by Discovery Communications of an additional 31% equity interest in Eurosport SAS, TF1 could sell an additional 15% equity interest in the pay-TV theme channels to Discovery Communications at any time up to and including November 26, 2015, such that the percentage interest held by Discovery Communications would rise to 35%. As mentioned above, this commitment was extinguished on 22 July 2015.
The commitment described below was subject to conditions that had not yet been met as of 30 June 2015, and consequently was not ascribed a value.
If TF1 were to withdraw completely from the Eurosport group, Discovery Communications could sell its entire equity interest in the theme channels to TF1 during a one-year period commencing 21 December 2018. As mentioned above, this commitment was extinguished on 22 July 2015.
| Expenses | Income | Receivables | Payables | |||||
|---|---|---|---|---|---|---|---|---|
| Transaction (€ million) |
1st half 2015 |
1st half 2014 |
1st half 2015 |
1st half 2014 |
30/06/15 | 31/12/14 | 30/06/15 | 31/12/14 |
| Parties with an ownership interest | 3 | 2 | ||||||
| Joint operations | 45 | 21 | 171 | 87 | 325 | 306 | 256 | 249 |
| Joint ventures and associates | 34 | 31 | 33 | 105 | 47 | 70 | 27 | 30 |
| Other related parties | 22 | 25 | 138 | 179 | 83 | 74 | 121 | 93 |
| Total | 104 | 79 | 342 | 371 | 455 | 450 | 404 | 372 |
| . Maturity | ||||||||
| less than 1 year | 420 | 419 | 404 | 371 | ||||
| 1 to 5 years | 4 | 17 | 1 | |||||
| more than 5 years | 31 | 14 | ||||||
| . Of which impairment of doubtful receivables | ||||||||
| (mainly non-consolidated companies) | 106 | 106 |
A segmental analysis of the impacts of first-time application in 2015 of IFRIC 21 (presentation of the three interim periods of 2014) was provided in Note 23.2 to the full-year consolidated financial statements as published in the 2014 Registration Document.
Reconciliation of published and restated financial statements for the six months ended 30 June 2014 (€ million):
| 30/06/2014 | 30/06/2014 | |||
|---|---|---|---|---|
| Published | Impact | Restated | ||
| Deferred tax assets and non-current tax receivable | 260 | 9 | 269 | |
| Other non-current assets | 17,927 | 17,927 | ||
| Non-current assets | 18,187 | 9 | 18,196 | |
| Tax asset (receivable) | 194 | 1 | 195 | |
| Other current assets | 16,614 | 16,614 | ||
| Current assets | 16,808 | 1 | 16,809 | |
| Held-for-sale assets and operations | ||||
| Total assets | 34,995 | 10 | 35,005 | |
| Shareholders' equity attributable to the Group | 7,411 | (32) | 7,379 | |
| Non-controlling interests | 1,541 | (3) | 1,538 | |
| Shareholders' equity | 8,952 | (35) | 8,917 | |
| Deferred tax liabilities and non-current tax liabilities | 114 | 114 | ||
| Other non-current liabilities | 9,341 | 9,341 | ||
| Non-current liabilities | 9,455 | 9,455 | ||
| Current liabilities | 16,588 | 45 | 16,633 | |
| Liabilities related to held-for-sale operations | ||||
| Total liabilities and equity | 34,995 | 10 | 35,005 | |
| Net debt | (5,174) | (5,174) |
| H1 2014 | Impact | H1 2014 | Q2 2014 | |
|---|---|---|---|---|
| Published | Restated | Restated | ||
| Sales | 15,182 | 15,182 | 8,341 | |
| Taxes other than income tax | (310) | a (55) |
(365) | (126) |
| Other income and expenses from operations | (14,738) | (14,738) | (7,958) | |
| Current operating profit/(loss) | 134 | (55) | 79 | 257 |
| Other operating income and expenses | 389 | 389 | 193 | |
| Operating profit/(loss) | 523 | (55) | 468 | 450 |
| Cost of net debt | (163) | (163) | (82) | |
| Other financial income and expenses | 3 | 3 | 6 | |
| Income taxes | (59) | 20 | (39) | (64) |
| Share of profits/(losses) of joint ventures and associates | 307 | 307 | 5 | |
| Net profit/(loss) | 611 | (35) | 576 | 315 |
| Net profit/(loss) attributable to the Group | 410 | (32) | 378 | 140 |
| Net profit/(loss) attributable to non-controlling interests | 201 | (3) | 198 | 175 |
| b | ||||
| EBITDA | 666 | (55) | 611 | 557 |
(a) Mainly the C3S and IFER levies in France.
(b) Includes negative impact of €30 million for Bouygues Telecom.
| H1 2014 Published |
Impact | H1 2014 Restated |
|
|---|---|---|---|
| Net profit/(loss) from continuing operations | 611 | (35) | 576 |
| Income taxes | 59 | (20) | 39 |
| Changes in working capital related to operating activities | (1,803) | 55 | (1,748) |
| Other cash flows arising from operating activities | 258 | 258 | |
| Net cash generated by/(used in) operating activities | (875) | (875) | |
| Net cash generated by/(used in) investing activities | 477 | 477 | |
| Net cash generated by/(used in) financing activities | 51 | 51 | |
| Effect of foreign exchange fluctuations | 19 | 19 | |
| Change in net cash position | (328) | (328) | |
| Net cash position at start of period | 3,184 | 3,184 | |
| Net cash position at end of period | 2,856 | 2,856 |
This is a free translation into English of the statutory auditors' review report on the half-yearly financial information issued in French and is provided solely for the convenience of English-speaking users. This report includes information relating to the specific verification of information given in the group's halfyearly management report. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.
In compliance with the assignment entrusted to us by your annual general meetings 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:
These condensed 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.
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.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 – standard of the IFRSs as adopted by the European Union applicable to interim financial information.
Without modifying the conclusion expressed above, we draw your attention to note 2.2 to the condensed half-yearly consolidated financial statements, which describes the new standards and interpretations effective from January 1, 2015.
We have also verified the information presented in the half-yearly management report on the condensed half-yearly consolidated financial statements subject to our review.
We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.
Courbevoie and Paris-La Défense, August 26, 2015
French original signed by
Mazars Ernst & Young Audit Guillaume Potel Laurent Vitse
I certify that to the best of my knowledge the condensed consolidated first-half financial statements for the past half-year have been prepared in accordance with the relevant accounting standards and give a true and fair view of the assets and liabilities, financial position and results of the company and of affiliated undertakings and that the attached first-half review provides an accurate representation of significant events in the first six months of the year and of their impact on the firsthalf financial statements, of the main related-party transactions and of the main risks and uncertainties for the remaining six months.
Done at Paris, 26 August 2015
Chairman and CEO
Martin Bouygues
Retrouvez également l'intégralité du Rapport semestriel 2015 sur www.bouygues.com
The First-half 2015 Financial Report is also available on www.bouygues.com
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