Orange Belgium S.A.

Earnings Release • Jul 19, 2024

Financial information for the first semester 2024

Solid revenue growth and strong EBITDAaL performance EBITDAaL guidance improved

• Mobile postpaid customer base +4.5 % yoy
• Cable customer base +4.5% yoy
• H1 Revenues +2.5% comparable¹ change yoy
• H1 EBITDAaL +13.9% comparable¹ change yoy

	▪	The company delivers a solid commercial performance
Operational Highlights	▪	The market experienced intensified competition in both mobile and broadband
	▪	Mobile postpaid customer base increased by 74k, thanks to competitive positioning of our brands portfolio, and progressive activation of the Flemish Government service contract, bringing total subscribers to 3.4m (+4.5% yoy)
	▪	Cable customer base increased by 18k, with an ending base exceeding 1 million customers (+4.5% yoy)

Orange Belgium: key operating figures	reported	comparable	reported		comparable
	H1 2023	H1 2023	H1 2024	change	change
Mobile postpaid customer base (in '000)	2 850	3 249	3 393	19.1%	4.5%
Net adds (in '000)	39	57	74	88.7%	30.1%
Cable customer base (in '000)	464	961	1 004	116.4%	4.5%
Net adds (in '000)	21	25	18	-16.0%	-29.8%

Financial Highlights ▪ Total revenues reached €977.6m, increasing by +2.5% mainly thanks to an increase in retail service revenues ▪ EBITDAaL increased by +13.9% due to service revenue growth and a strong contribution from synergies, notably the migration of VOO mobile customers to the Orange network. Additionally, successful litigations and some seasonal cost effects improved this result

▪ eCapex grew by +7.2% to €180.1m, mainly explained by network deployment plans both in mobile and fixed

Orange Belgium Group: key financial figures	reported	comparable		reported	comparable
in €m	H1 2023	H1 2023	H1 2024	change	change
Revenues	740.5	953.6	977.6	32.0%	2.5%
Retail service revenues	532.1	766.7	794.2	49.2%	3.6%
EBITDAaL	178.8	221.9	252.9	41.5%	13.9%
EBITDAal margin as % of revenues	24.1%	23.3%	25.9%
eCapex2	-109.2	-168.0	-180.1	173 bp 64.9%	261 bp 7.2%
Adjusted Operating cash flow3	69.6	53.9	72.8	4.7%	35.2%
Net Cash provided by operating activities	177.9		279.6
Net profit (loss) for the period	-15.4		-17.7	14.8%
Net financial debt	2 115.5		1 907.0
Total borrowings	2 231.6		1 952.0

1. Comparable base includes VOO Revenues, eCapex and EBITDAaL and Adjusted Operating cash flow with interco elimination

2. eCapex excluding licence fees 3. Adjusted Operating cash flow defined as EBITDAaL – eCapex excluding licence fees

Xavier Pichon, Chief Executive Officer, commented:

We are thrilled with the good commercial dynamics we are delivering across both fixed and mobile segments. We even surpassed the milestone of 1 million broadband customers. Thanks to the rapid and successful integration of VOO within Orange Belgium, we have been able to deliver these positive results, demonstrating the strength and synergy of our combined operations. The teams' excellent work made this outcome possible.

The market landscape is continually evolving, and we stay agile and responsive to maintain our momentum. The new portfolio that we launched in July is a strategic step forward, designed to further foster commercial dynamism and drive growth.

In our B2B activities, the gradual activation of our customer Flemish Government has also played a pivotal role in influencing these positive commercial results.

Overall, these developments position us well for sustained success, and we remain committed to leveraging our strengths to achieve our strategic goals.

Antoine Chouc, Chief Financial Officer, stated:

We are very pleased with our good financial performance this semester, which is largely driven by the realisation of the synergies and most of all through the transfer of the VOO customers to the Orange mobile network. The results were also impacted positively thanks to the benefit from winning litigations and seasonal effects. We have seen a positive impact from the year-over-year changes in energy prices, which has further bolstered our performance.

Additionally, we have taken this opportunity to increase our investments in both fixed and mobile segments, laying a solid foundation for future growth.

Our synergy initiatives are progressing well and remain on track, reflecting our ongoing commitment to optimizing operations and maximizing value creation. These efforts are essential as we continue to navigate a dynamic market environment and pursue our long-term objectives.

We are now confident that we will improve our guidance for EBITDAaL and slightly exceed €535m for the year (previously between €515m and €535m), while also adhering to our capex targets (between €365m and €385m).

1.	Key highlights 4
	1.1 Operational highlights4
	1.2 Regulatory highlights 4
2.	Comments on the financial situation 5
	2.1 Consolidated figures for the Orange Belgium Group5
	2.2 Consolidated statement of comprehensive income 5
	2.3 Liquidity and capital resources 6
	2.4 Activities of the Orange Belgium Group by segment7
	2.4.1. Orange Belgium 7
	2.4.2. Orange Communications Luxembourg8
3.	Financial risks and risk management 8
4.	Significant event after the end of the first semester of 20248
5.	Outlook 8
6.	Conference call details8
7.	Shares8
8.	Interim condensed consolidated financial statements 9
9.	Notes to the interim condensed consolidated financial statements14
10.	Related parties21
11.	Subsequent events 21
12.	Other21
13.	Declaration by the persons responsible22
14.	Glossary24

1. Key highlights

1.1 Operational highlights

• Orange Belgium has taken the lead as nationwide gigabit network provider

Orange Belgium has become the first telecoms provider in Belgium to offer a nationwide gigabit network, allowing Belgian citizens to enjoy very high broadband speeds up to 1 Gbps on thanks to the accelerated modernization of VOO's HFC (Hybrid Fiber Coaxial) network and the wholesale agreement with Wyre.

• BKM-Orange merged into Orange Belgium

In 2019, BKM and Orange announced they were joining forces, as BKM-Orange, to answer the growing demand of B2B customers for a single connectivity and ICT provider. As of March, BKM-Orange continues under the flag of Orange Belgium. The merger strengthens Orange's customer experience excellence ambition, a fundamental pillar of its 'Lead the Future' strategy, by putting ICT needs at the heart of business customer propositions.

• Orange Belgium enlarged its refurbishment offer

Orange Belgium has launched a new webshop for refurbished smartphones operated with the support of partner Recommerce©. By means of this new platform, Orange Belgium will strengthen its range of refurbished devices to provide over 8,500 refurbished smartphones references.

• Orange Belgium has completed its capital increase by contribution in kind – Nethys exchanged its stake in VOO Holding for newly issued shares of Orange Belgium

On 2 May 2024, the shareholders' meeting of Orange Belgium SA (the "Company") approved the contribution in kind by Nethys SA ("Nethys") of its 25% (+ 1 share) stake in VOO Holding SA ("VOO Holding") to the capital of the Company in exchange for newly issued shares of the Company. Following the capital increase, Nethys holds a total of 7,467,448 shares in the Company, representing 11.08% of the share capital. From this point forward, VOO Holding may be the subject of an operation treated as a merger by absorption ("simplified merger"). Thanks to the roll-over of Nethys into Orange Belgium, this transaction should streamline the Group's organizational structure, improve efficiency, and simplify governance.

• 5G as a game changer for sustainable steel

Orange Belgium and ArcelorMittal Belgium together submitted a successful application to pave the way for the implementation of key aspects of a private mobile network with its own independent facilities on the site of ArcelorMittal Belgium in three 'use cases': Overhead cranes where 5G will enhance the reliability of the cranes, Scrap vehicles where 5G will increase communication reliability, thereby enhancing safety and productivity and Railway vehicles where 5G will be one of the means to improve the handling process.

1.2 Regulatory highlights.

• BIPT updates its communication regarding cooperation for FTTH network deployment

In October 2023, the BIPT published a communication addressing the cooperation between competitors in the deployment of FTTH networks, considering that such cooperation can have significant benefits. The communication put forward a series of conditions for such cooperation and clarified that no (draft) new broadband market analysis decision would be put forward until mid-May 2024. On May 15, 2024 the BIPT published a statement indicating that some operators informed the BIPT that they initiated negotiations regarding such cooperation. Depending on the progress made towards finalization of cooperation agreements the BIPT may postpone the finalization of its draft market analysis decisions to take care of this development.

• BIPT received no candidature for 3410-3430 MHz spectrum

Given that in the mid 2022 spectrum auction the 3410-3430 MHz spectrum remained unattributed, the BIPT initiated a new call for candidates after increasing the spectrum cap from 100 MHz to 120 MHz in the 3410-3800 MHz band. End May, it appeared that there were no candidates applying for this spectrum. Given the earlier transfer by NRB of its spectrum (20 MHz) in this band to Proximus, Proximus was excluded from participation.

2. Comments on the financial situation

2.1 Consolidated figures for the Orange Belgium Group

Orange Belgium Group: consolidated P&L

	reported	comparable		reported	comparable
in €m	H1 2023	H1 2023	H1 2024	change	change
Revenues	740.5	953.6	977.6	32.0%	2.5%
Belgium	711.6	924.7	947.4	33.1%	2.5%
Luxembourg	37.7	37.7	37.7	0.0%	0.0%
Interco elimination	-8.8	-8.8	-7.5	-15.4%	-15.4%
EBITDAaL	178.8	221.9	252.9	41.5%	13.9%
Belgium	171.1	214.2	245.7	43.6%	14.8%
Luxembourg	7.7	7.7	7.2	-6.8%	-6.8%
EBITDAaL margin as % of revenues	24.1%	23.3%	25.9%	173 bp	261 bp

2.2 Consolidated statement of comprehensive income

Revenues

Orange Belgium Group: consolidated revenues	reported	comparable		reported	comparable
in €m	H1 2023	H1 2023	H1 2024	change	change
Convergent service revenues	160.4	275.9	302.8	88.7%	9.7%
Mobile only service revenues	305.3	307.0	303.4	-0.6%	-1.2%
Fixed only service revenues	44.0	163.7	165.4	276.3%	1.0%
IT & Integration Services	22.5	20.1	22.5	0.1%	12.1%
Retail service revenues	532.1	766.7	794.2	49.2%	3.6%
Equipment sales	72.4	81.0	81.9	13.1%	1.1%
Wholesale revenues	89.2	95.0	86.0	-3.6%	-9.5%
Other revenues	46.7	10.9	15.5	-66.7%	42.5%
Revenues	740.5	953.6	977.6	32.0%	2.5%

Operating costs

	reported	comparable		reported	comparable
in €m	H1 2023	H1 2023	H1 2024	change	change
Direct costs	-277.3	-322.6	-316.7	14.2%	-1.8%
Labour costs	-90.5	-123.3	-123.1	36.1%	-0.1%
Indirect costs including RouA	-191.5	-285.8	-282.1	45.4%	-1.3%
of which RouA	-27.9	-30.9	-31.1
	-559.3	-731.7	-721.9	28.5%	-1.3%

From EBITDAaL to Net profit

Reconciliation from EBITDAaL to Net profit

in €m	H1 2023	H1 2024
EBITDAaL	178.8	252.9
EBITDAaL margin as % of revenues	24.1%	25.9%
tShare of profits (losses) of associates	0.1	0.2
Impairment of fixed assets	-0.2	-0.2
Depreciation and amortization of other intangible assets and property, plant and equipment	-139.6	-203.7
Restructuring, integration & acquisition costs	-27.4	-12.0
Finance lease cost	2.4	2.8
Operating profit (EBIT)	14.1	40.1
Financial result	-22.0	-57.3
Profit (loss) before taxation (PBT)	-7.9	-17.2
Tax expense	-7.5	-0.5
Net profit (loss) before the period	-15.4	-17.7

2.3 Liquidity and capital resources

The Group uses Adjusted Operating cash flow and Organic cash flow as the main metrics for analysing cash generation. Adjusted Operating cash flow is defined as EBITDAaL less eCapex. Organic cash flow measures the net cash provided by operating activities less eCapex plus the proceeds from the disposal of tangible and intangible assets.

in €m	H1 2023	H1 2024
EBITDAaL	178.8	252.9
eCapex	-109.2	-180.1
Adjusted Operating cash flow	69.6	72.8

Reconciliation to organic cash flow

in €m	H1 2023	H1 2024
Net profit (loss) before the period	-15.4	-17.7
Adjustments to reconcile net profit (loss) to cash generated from operations	209.2	325.3
Changes in working capital requirements	16.1	31.0
Other net cash out	-32.1	-59.0
Net cash provided by operating activities	177.9	279.6
eCapex incl. licence fees	-131.0	-180.3
Increase (decrease) in fixed assets payables	-144.7	-32.6
Proceeds from sales of property, plant and equipment and intangible assets	0.0	0.2
Repayment of lease liabilities	-27.0	-28.8
Organic cash flow	-124.8	38.1
Elimination of telecommunication licenses paid	141.3	10.1
Organic cash flow from telecom activities	16.5	48.1

Net debt
€m, period ended	31.12.2023	30.06.2024
Cash & cash equivalents
Cash	-47.7	-45.0
Cash equivalents	0.0	-0.0
	-47.7	-45.0
Financial liabilities
Intercompany short-term borrowing	10.4	31.7
Third parties short-term borrowing	57.7	16.2
Put option Nethys SA	279.0	0.0
Third parties long-term borrowing	81.0	61.3
Intercompany long-term borrowing	1 843.7	1 842.8
	2 271.8	1 952.0
Net debt (Financial liabilities minus cash and cash equivalents)	2 224.0	1 907.0

2.4 Activities of the Orange Belgium Group by segment

The following gives a breakdown of Orange Belgium Group's activities in greater detail:

2.4.1. Orange Belgium

Cable services: figures in '000s, unless otherwise indicated

	H1 2023	comparable H1 2023	H1 2024	change		H1 2023	comparable H1 2023	H1 2024
Cable customer base					Net-adds
B2C cable customer base	411	895	926	3.4%	B2C cable customer base	17	18	9
B2B cable customer base	53	65	78	20.7%	B2B cable customer base	4	7	9
	464	961	1 004	4.6%		21	25	18

Mobile services

Orange Belgium: figures in '000s, unless otherwise indicated

	H1 2023	comparable H1 2023	H1 2024	change		H1 2023	comparable H1 2023	H1 2024
Mobile customers					Net-adds
Postpaid	2 850	3 249	3 393	19.0%	Postpaid	39	57	74
Prepaid	348	348	308	-11.5%	Prepaid	-26	-26	-21
M2M	2 318	2 318	3 388	46.1%	M2M	190	190	583
	5 517	5 915	7 089	28.5%		203	221	636

Financial review

Orange Belgium: financial key figures

	reported		reported
in €m	H1 2023	H1 2024	change
Convergent service revenues	160.4	302.8	88.7%
Mobile only service revenues	285.6	283.8	-0.6%
Fixed only service revenues	39.9	161.1	303.7%
IT & Integration services	22.5	22.4	-0.7%
Retail service revenues	508.4	770.0	51.5%
Equipment sales	65.6	75.5	15.1%
Wholesale revenues	84.5	80.8	-4.3%
Other revenues	53.1	21.0	-60.5%
Revenues	711.6	947.4	33.1%
EBITDAaL	171.1	245.7	24.1%
EBITDAaL margin as % of revenues	24.0%	25.9%	-188 bp

2.4.2. Orange Communications Luxembourg

Operating review

Orange Communications Luxembourg: mobile services operating figures (in '000s, unless otherwise indicated)

	H1 2023	H1 2024
Mobile customers	223	244

Financial review

Orange Communications Luxembourg: key financial figures

in €m	H1 2023	H1 2024	change
Mobile only service revenues	19.7	19.7	-0.2%
Fixed only service revenues	4.0	4.3	6.1%
IT & Integration services	0.0	0.2
Retail service revenues	23.7	24.1	1.6%
Equipment sales	6.8	6.4	-6.8%
Wholesale revenues	7.2	7.2	1.2%
Other revenues	0.0	0.0
Revenues	37.7	37.7	0.0%
EBITDAaL	7.7	7.2	-6.8%
EBITDAaL margin as % of revenues	20.4%	19.0%	-139 bp

3. Financial risks and risk management

There were no changes to the information disclosed in the 2023 annual report.

4. Significant event after the end of the first semester of 2024

No events were adjusting events and no other adjusting events nor any other significant non adjusting events arose between the balance sheet date and the date at which the interim condensed consolidated financial statements have been authorized for issue.

5. Outlook

Orange Belgium foresees an EBITDAaL slightly exceeding €535m, while eCapex will be within the range of €365m and €385m.

6. Conference call details

Date: 19 July 2024 Time: 10:00 (CET), 09:00 (UK), 04:00 (US/NY) Conference call: Orange Belgium H1 2024 results Please aim to access the conference call ten minutes prior to the scheduled start time.

7. Shares

Share trading volumes and closing prices are based on trades made on NYSE Euronext Brussels.

	H1 2023	H1 2024
Trading of shares
Average closing share price (€)	15.2	13.8
Average daily volume	14 720	5 230
Average daily value traded (€ m)	0.2	0.1
Shares and market values
Total number of shares (m)	59.9	67.41
Closing price (€)	13.8	14.9
Market capitalization (€ m)	829.6	1 007.1

8. Interim condensed consolidated financial statements

Interim condensed consolidated statement of comprehensive income	p. 10
Interim condensed consolidated statement of financial position	p. 11
Interim condensed consolidated cash flow statement	p. 12
Interim condensed consolidated statement of changes in equity	p. 13
Notes to the interim condensed consolidated financial statements	p. 14

Interim condensed consolidated statement of comprehensive income

in €m	Notes 30.06.2023	30.06.2024
Retail service revenues	532,1	794,2
Convergent service revenues	160,4	302,8
Mobile only service revenues	305,3	303,4
Fixed only service revenues	44,0	165,4
IT & Integration Service	22,5	22,5
Equipment sales	72,4	81,9
Wholesale revenues	89,2	86,0
Other revenues (*)	46,7	15,5
Revenues	740,5	977,6
Purchase of material	-88.0	-103.5
Other direct costs	-194.4	-205.7
Impairment loss on trade and other receivables, including contract assets (**)	5.1	-7.5
Direct costs	-277.3	-316.7
Labour costs	-90.5	-123.1
Commercial expenses	-21.7	-28.5
Other IT & Network expenses	-70.3	-108.0
Property expenses	-7.9	-11.1
General expenses	-38.7	-75.5
Other indirect income	19.0	19.4
Other indirect costs	-44.0	-47.3
Depreciation of right-of-use assets	-27.9	-31.1
Indirect costs	-191.5	-282.1
Restructuring, integration & acquisition costs (***)	-27.4	-12.0
Depreciation and amortization of other intangible assets and property, plant and equipment	-139.6	-203.7
Impairment of fixed assets	-0.2	-0.2
Share of profits (losses) of associates	0.1	0.2
Operating Profit (EBIT)	14.1	40.1
Financial result	-22.0	-57.3
Financial costs	-22.0	-57.3
Profit (loss) before taxation (PBT)	-7.9	-17.2
Tax expense	-7.5	-0.5
Net profit (loss) for the period	-15.4	-17.7
Profit (loss) attributable to equity holders of the parent	-15.3	-12.7
Non-controlling interests	-0.1	-5.0
Consolidated Statement of Comprehensive Income
Net profit (loss) for the period	-15.4	-17.7
Other comprehensive income (cash flow hedging net of tax)	7.6	10.8
Total comprehensive income (loss) for the period	-7.8	-6.8
Comprehensive income (loss) for the period attributable to owner of parent
company	-7.8	-2.2
Comprehensive income (loss) for the period attributable to non-controlling interest	0.1	-4.7
Basic loss per share (in EUR)	-0.26	-0.19
Weighted average number of ordinary shares (excl. treasury shares)	59 944 757	67 412 205
Diluted loss per share (in EUR)	-0.26	-0.19
Diluted weighted average number of ordinary shares (excl. treasury shares)	59 944 757	67 412 205

* Other revenues as per 30 June 2023 includes all VOO revenue since acquisition excluding the equipment revenues (37 million euros). VOO Equipment revenues (0.6 million euros) were included in its proper category

** YoY variance explained by a wholesale settlement signed and booked in June 2023, not recurring in 2024 *** Restructuring, integration & acquisition costs consist of contract termination costs and redundancy charges and acquisition and integration costs, mainly related to the VOO acquisition in 2023.

Interim condensed consolidated statement of financial position

in €m	Notes	31.12.2023	30.06.2024
ASSETS
Goodwill	9.5	751.2	751.2
Other intangible assets	9.6	907.2	883.7
Property, plant and equipment	9.7	1 787.5	1 804.2
Rights-of-use assets	9.8	200.8	188.0
Interests in associates and joint ventures		6.6	6.8
Non-current financial assets		1.4	1.4
Non-current derivatives assets	9.9	0.0	5.0
Other non-current assets		1.2	1.7
Deferred tax assets		6.8	6.6
Total non-current assets		3 662.6	3 648.6
Inventories	9.7	51.4	26.2
Trade receivables		217.9	206.7
Other assets related to contracts with customers		100.7	96.8
Current financial assets		0.0	1.0
Current derivatives assets		0.5	0.4
Other current assets	9.10	15.0	5.0
Operating taxes and levies receivables		0.7	0.7
Current tax assets		4.7	3.4
Prepaid expenses		24.3	19.0
Cash and cash equivalents	9.11	47.7	45.0
Total current assets		462.8	404.2
Total Assets		4 125.4	4 052.8
EQUITY AND LIABILITIES
Share capital		131.7	148.1
Additional paid-in capital		0.0	136.8
Legal reserve		13.2	13.2
Retained earnings (excl. legal reserve)		519.6	642.0
Equity attributable to the owners of the parent	9.12	664.5	940.1
Total Equity		664.5	940.1
Non-current financial liabilities	9.11	1 924.7	1 904.1
Non-current lease liabilities	9.15	155.2	152.3
Non-current derivatives liabilities		9.4	0.0
Non-current fixed assets payable		144.8	137.0
Non-current employee benefits		3.2	3.2
Non-current provisions for dismantling	9.16	54.5	52.8
Other non-current liabilities		36.2	38.2
Deferred tax liabilities		65.5	66.6
Total non-current liabilities		2 393.4	2 354.2
Current fixed assets payable		77.4	53.7
Trade payables		283.2	281.9
Current financial liabilities	9.11	347.0	47.9
Current lease liabilities	9.15	49.6	41.7
Current derivatives liabilities		0.5	0.4
Current employee benefits		58.5	55.2
Current provisions for dismantling	9.16	7.5	7.2
Current restructuring provisions		3.4	5.3
Other current liabilities		18.1	23.0
Operating taxes and levies payables	9.13	133.6	156.5
Current tax payables		20.9	18.8
Liabilities related to contracts with customers		67.6	66.3
Deferred income		0.3	0.6
Total current liabilities		1 067.5	758.5
Total Equity and Liabilities		4 125.4	4 052.8

Interim condensed consolidated cash flow statement

in €m	Notes 30.06.2023	30.06.2024
Operating activities
Consolidated net profit	-15.4	-17.7
Adjustments to reconcile net profit (loss) to cash generated from operations
Operating taxes and levies	21.1	24.5
Depreciation, amortization of other intangible assets and property, plant and	139.6	203.7
equipment Depreciation of right-of-use assets	27.9	31.1
Impairment of non-current assets	0.2	0.2
Gains (losses) on disposal	-0.3	-0.5
Changes in other provisions	-3.3	0.9
Share of profits (losses) of associates and joint ventures	-0.1	-0.2
Income tax expense	7.5	0.5
Finance costs, net	22.0	57.3
Operational net foreign exchange and derivatives	-0.2	0.3
Share-based compensation	0.1	0.1
Impairment loss on trade and other receivables, including contract assets	-5.2	7.5
	209.3	325.3
Changes in working capital requirements
Decrease (increase) in inventories, gross	0.2	7.9
Decrease (increase) in trade receivables, gross	-1.4	3.3
Increase (decrease) in trade payables	12.1	-2.4
Change in other assets related to contracts with customers	5.8	3.8
Change in liabilities related to contracts with customers	3.4	-1.2
Changes in other assets and liabilities	-4.0	19.7
	16.1	31.0
Other net cash out
Operating taxes and levies paid	-2.7	-3.3
Interest paid and interest rates effects on derivatives, net	-25.4	-52.2
Income tax paid	-4.0 -32.1	-3.6 -59.0
Net cash provided by operating activities	177.9	279.6
Investing activities
Purchases of property, plant and equipment and intangible assets
Purchases of property, plant and equipment and other intangible assets	-131.0	-180.3
Increase (decrease) in fixed assets payables	-144.7	-32.6
Cash paid for investments securities and acquired businesses, net of cash acquired	-1 349.3	0.0
Proceeds from sale of investment securities and businesses, net of cash sold	0.0	0.2
Decrease (increase) in securities and other financial assets	0.0	-1.0
Net cash used in investing activities	-1 625.0	-213.7
Financing activities Long-term debt issuances	1 911.2	243.6
Long-term debt redemptions and repayments	-258.3	-268.0
Repayment of lease liabilities	-27.1	-28.8
Increase (decrease) of bank overdrafts and short-term borrowings	-98.4	-15.4
	1 527.3	-68.6
Net change in cash and cash equivalents	80.2	-2.7
Opening balance	35.9	47.7
o/w cash	35.9	47.7
Cash change in cash and cash equivalents	80.2	-2.7
Closing balance	116.1	45.0
o/w cash	62.8	45.0
o/w cash equivalents	53.3	0.0
Organic Cash Flow (*)	-124.8	38.1
Organic Cash Flow from telecom activities (**)	16.5	48.1

* Net cash flow from operations less acquisitions of tangible and intangible assets plus proceeds from disposals of tangible and intangible assets minus repayment of lease liabilities. ** Organic cash flow from telecom activities corresponds to net cash provided by operating activities, minus (i) repayments of lease liabilities and on debts related to financed assets, and (ii) purchases and sales of property, plant and equipment and intangible assets, net of the change in the fixed assets payables, (iii) excluding effect of telecommunication licenses paid and excluding effect of significant litigations paid (and received).

Interim condensed consolidated statement of changes in equity

	Share	Additional	Legal	Retained	Total
in €m	capital	paid-in capital	reserve	earnings	equity
Balance at 31 December 2023	131.7		13.2	519.6	664.5
Net profit (loss) for the period				-17.7	-17.7
Other comprehensive income				10.8	10.8
Total comprehensive income for the period				-6.8	-6.8
Other				0.5	0.5
Employee - Share-based compensation				0.1	0.1
Put option exercise Nethys S.A.	16.4	136.8		128.6	281.8
Balance at 30 June 2024	148.1	136.8	13.2	642.0	940.1
	Share	Additional	Legal	Retained	Total
in €m	capital	paid-in capital	reserve	Earnings	equity
Balance at 31 December 2022	131.7		13.2	544.1	689.0
Net profit (loss) for the period				-15.4	-15.3
Other comprehensive income				7.6	7.6
Total comprehensive income for the period				-7.8	-7.7
Employee - Share-based compensation				0.1	0.1
Balance at 30 June 2023	131.7		13.2	536.4	681.3

9. Notes to the interim condensed consolidated financial statements

Orange Belgium S.A. (a subsidiary of Orange S.A.) is one of the leading telecommunication operators in the Belgian market, with over 3 million customers, and in Luxembourg through its subsidiary Orange Communications Luxembourg. Orange Belgium is listed on Euronext Brussels.

The company is a convergent operator which provides mobile telecommunication, internet and TV services to residential clients, as well as innovative mobile and fixed line services to businesses and large corporates. Orange Belgium is also a wholesale operator, providing partners access to its infrastructure and service capabilities. Orange Belgium's highperformance mobile network supports 2G, 3G, 4G, 4G+ and 5G technology and is the subject of on-going investments. With the VOO acquisition it also includes a broadband network in Wallonia and a part of Brussels.

9.1 Segment information

Interim condensed consolidated statement of comprehensive income for the first half year ended 30 June 2024

	Orange	Orange	Interco	Orange Belgium
in €m, six months ended 30 June 2024	Belgium	Luxembourg	elimination	Group
Retail service revenues	770.0	24.1	0.0	794.2
Convergent service revenues	302.8	0.0	0.0	302.8
Mobile only service revenues	283.8	19.7	0.0	303.4
Fixed only service revenues	161.1	4.3	0.0	165.4
IT & Integration service revenues	22.4	0.2	0.0	22.5
Equipment sales	75.5	6.4	0.0	81.9
Wholesale revenues	80.8	7.2	-2.0	86.0
Other revenues (*)	21.0	0.0	-5.4	15.5
Revenues	947.4	37.7	-7.5	977.6
Direct costs	-307.9	-16.3	7.5	-316.7
Labour costs	-118.8	-4.3	0.0	-123.1
Indirect costs, of which	-272.1	-10.0	0.0	-282.1
Operational taxes and fees	-23.6	-0.9	0.0	-24.5
Depreciation of right-of-use assets	-29.2	-1.9	0.0	-31.1
Restructuring, integration & acquisition costs	-12.0	0.0	0.0	-12.0
Depreciation, amortization of other intangible assets and property, plant and equipment	-198.3	-5.4	0.0	-203.7
Impairment of fixed assets	-0.2	0.0	0.0	-0.2
Share of profits (losses) of associates	0.2	0.0	0.0	0.2
Operating profit (EBIT)	38.3	1.7	0.0	40.1
Net financial income (expense)	-57.1	-0.2	0.0	-57.3
Profit (loss) before taxation (PBT)	-18.8	1.6	0.0	-17.2
Tax expense	0.0	-0.5	0.0	-0.5
Net profit (loss) for the period	-18.8	1.1	0.0	-17.7

* Other revenues in the first half of 2023 of Orange Belgium include all VOO revenue since acquisition excluding the equipment revenues (37 million euros). VOO Equipment revenues (0.6 million euros) were included in its proper category during the first half of 2023.

Reconciliation from EBITDAaL to Net Profit for the first half year ended 30 June 2024

	Orange	Orange	Interco	Orange Belgium
in €m, six months ended 30 June 2024	Belgium	Luxembourg	elimination	Group
EBITDAaL	245.7	7.2	0.0	252.9
Share of profits (losses) of associates	0.2	0.0	0.0	0.2
Impairment of fixed assets	-0.2	0.0	0.0	-0.2
Depreciation, amortization of other intangible assets and property, plant and equipment	-198.3	-5.4	0.0	-203.7
Restructuring, integration & acquisition costs	-12.0	0.0	0.0	-12.0
Finance lease costs	2.8	0.0	0.0	2.8
Operating profit (EBIT)	38.3	1.7	0.0	40.1
Financial result	-57.1	-0.2	0.0	-57.3
Profit (loss) before taxation (PBT)	-18.8	1.6	0.0	-17.2
Tax expense	0.0	-0.5	0.0	-0.5
Net profit (loss) for the period	-18.8	1.1	0.0	-17.7

Interim condensed consolidated statement of comprehensive income for the first half year ended 30 June 2023

	Orange	Orange	Interco	Orange Belgium
in €m, six months ended 30 June 2023	Belgium	Luxembourg	elimination	Group
Retail service revenues	508.4	23.7	0.0	532.1
Convergent service revenues	160.4	0.0	0.0	160.4
Mobile only service revenues	285.6	19.7	0.0	305.3
Fixed only service revenues	39.9	4.0	0.0	44.0
IT & Integration Service revenues	22.5	0.0	0.0	22.5
Equipment sales	65.6	6.8	0.0	72.4
Wholesale revenues	84.5	7.2	-2.4	89.2
Other revenues	53.1	0.0	-6.5	46.7
Revenues	711.6	37.7	-8.8	740.5
Direct costs	-269.8	-16.3	8.8	-277.3
Labour costs	-86.3	-4.1	0.0	-90.5
Indirect costs, of which	-182.0	-9.6	0.0	-191.5
Operational taxes and fees	-20.1	-0.9	0.0	-21.1
Depreciation of rights-of-use assets	-25.8	-2.1	0.0	-27.9
Restructuring, integration & acquisition costs	-27.4	0.0	0.0	-27.4
Depreciation, amortization of other intangible assets and property, plant and equipment	-134.8	-4.8	0.0	-139.6
Impairment of fixed assets	-0.2	0.0	0.0	-0.2
Share of profits (losses) of associates	0.1	0.0	0.0	0.1
Operating profit (EBIT)	11.2	2.9	0.0	14.1
Net financial income (expense)	-21.9	-0.1	0.0	-22.0
Profit (loss) before taxation (PBT)	-10.6	2.8	0.0	-7.9
Tax expense	-7.2	-0.3	0.0	-7.5
Net profit (loss) for the period	-17.9	2.5	0.0	-15.4

Reconciliation from EBITDAaL to Net Profit for the first half year ended 30 June 2023

	Orange	Orange	Interco	Orange Belgium
in €m, six months ended 30 June 2023	Belgium	Luxembourg	elimination	Group
EBITDAaL	171.1	7.7	0.0	178.8
Share of profits (losses) of associates	0.1	0.0	0.0	0.1
Impairment of fixed assets	-0.2	0.0	0.0	-0.2
Depreciation, amortization of other intangible assets and property, plant and equipment	-134.8	-4.8	0.0	-139.6
Restructuring, integration & acquisition costs	-27.4	0.0	0.0	-27.4
Finance lease costs	2.4	0.0	0.0	2.4
Operating profit (EBIT)	11.2	2.9	0.0	14.1
Financial result	-21.9	-0.1	0.0	-22.0
Profit (loss) before taxation (PBT)	-10.6	2.8	0.0	-7.9
Tax expense	-7.2	-0.3	0.0	-7.5
Net profit (loss) for the period	-17.9	2.5	0.0	-15.4

9.2 Basis of preparation of the financial statements

9.2.1 Statement of compliance

The interim condensed consolidated financial statements for the six months period ended 30 June 2024 were prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU and were authorized for issue by the Board of Directors on 19 July 2024.

This report should be read in conjunction with Orange Belgium's annual consolidated financial statements for the year ended 31 December 2023.

The interim condensed consolidated financial statements are presented in million euros except when otherwise indicated. The Group's functional and presentation currency is the euro. Each entity applies this currency for its financial statements. They do not include all of the information required for a complete set of financial statements prepared in accordance with IFRS Standards. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Orange Belgium Group's financial position and performance since the last annual financial statements.

9.2.2 Accounting Policies

The accounting policies and methods of computation adopted in the preparation of the interim condensed consolidated financial statements as at and for the six months period ended 30 June 2024 have remained unchanged compared to those followed in the preparation of the consolidated financial statements for the year ended 31 December 2023. They should be read in conjunction with Orange Belgium's annual consolidated financial statements as at 31 December 2023 since they do not include all the information and disclosures required in the annual consolidated financial statements.

9.2.3 Uses of estimates and judgment

In the preparation of interim condensed consolidated financial statements, Orange Belgium's management is required to make estimates insofar as many elements included in these consolidated financial statements cannot be measured with precision. The underlying assumptions used for the main estimates are similar to those described in the annual report for the year ended 31 December 2023.

Management revises these estimates if the underlying circumstances evolve or in light of new information or experience. Consequently, estimates made at 30 June 2024 may subsequently be changed.

Management also uses its judgment to define appropriate accounting policies to apply to certain transactions when the current IFRS standards and interpretations do not specifically deal with the related accounting issues.

The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual financial statements.

9.2.4 Standards or interpretations applicable for the annual period beginning on or after January 1, 2024

• Amendments to IFRS 16 Leases: Lease liability in a sale and leaseback
• Amendments to IAS 1 Presentation of Financial Statements: Classification of liabilities as current or non-current and non-current liabilities with covenants
• Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Statements: Disclosures Supplier Finance Arrangements

These amendments did not have any impact on the interim condensed consolidated financial statements of Orange Belgium Group on 30 June 2024.

9.2.5 New accounting standards not yet effective

Several new standards, amendments to standards and interpretations are published, but not yet applicable for the annual period beginning on 1 January 2024, and have not been applied in preparing these interim condensed consolidated financial statements.

9.3 Consolidation perimeter

During the first half of 2024, the following changes occurred in the consolidation perimeter:

• (i) ACM S.A. merged with VOO S.A.,
• (ii) BKM N.V. merged with Orange Belgium S.A.,
• (iii) Nethys S.A. converted its stake in VOO Holding S.A. into shares of Orange Belgium S.A.,
• (iv) VOO Holding S.A., now fully owned by Orange Belgium S.A., merged with Orange Belgium S.A.

Consistent with last year, the Consolidation perimeter further includes IRISnet SCRL (accounted for by equity method – 28.16%). MWingz S.R.L. (accounted for as a joint operation) and the following wholly owned companies: Orange Belgium S.A., Orange Communications Luxembourg S.A., Smart Services Network S.A., Walcom Business Solutions S.A., A&S Partners S.A., VOO S.A., WBCC S.A. and BeTV S.A..

Orange Belgium holds, directly or indirectly (e.g. through other subsidiaries) less than 20% of the voting power of Belgian Mobile Wallet and CommuniThings. As such, Orange Belgium does not have significant influence. Moreover, generating surplus value is not the main purpose of these two investments.

9.4 VOO

When Orange acquired the VOO entities in June 2023, its previous owner, Nethys S.A., was granted a put option to exchange its remaining minority share in VOO Holding S.A. (25% + 1 share) for either cash or for shares of Orange Belgium S.A. On 20 November 2023, Nethys S.A. expressed its intention to convert its share into shares of Orange Belgium S.A.

Based on the valuation of an external expert, the minority share was valued at 153.2 million euros which represented 11.09% of Orange Belgium.

On 2 May 2024, the general assembly meeting of Orange Belgium S.A. decided to increase the capital (16.4 million euros) and the share premium (136.8 million euros) of Orange Belgium S.A. via the contribution in kind of the VOO Holding S.A. shares in the hands of Nethys S.A. In exchange, 7.467.448 new shares were issued.

The put option, previously valued at 279.0 million and expressed in the balance sheet in the current financial liabilities, was reversed on the level of Orange Belgium S.A. and was transferred to its parent company Atlas Services Belgium S.A.

The impact on the consolidated reserves is detailed in the consolidated statement of changes in equity but consists mainly of the difference between the value of the put option and the intrinsic value of the shares of Orange Belgium S.A. granted in return.

9.5 Goodwill

During the first half of 2024, no changes occurred to the goodwill. The purchase price allocation related to the VOO acquisition was accounted for in the consolidated financial statements as at 31 December 2023 and is considered as final.

For the most part, the goodwill relates to the VOO acquisition (684.1 million euros) and Orange Luxembourg (50.9 million euros).

As of 30 June 2024, there were no internal or external indicators that further impairment tests on goodwill should be performed.

Management continues to pay attention to any indication that could require an anticipated review of the values. These tests are planned to be performed for the year-end closing.

9.6 Other intangible assets

Other intangible assets consist essentially of telecommunication licenses, subscriber bases, software & internally generated intangible assets. The balance as per 30 June 2024 decreases with 23.5 million euros versus 31 December 2023 essentially due to the amortization expense of the year.

9.7 Property, plant and equipment

Property, plant and equipment consist for the most part of network related investments, land & buildings and IT equipment. Following the acquisition of the VOO entities a policy alignment with Orange Belgium's accounting principles lead to a reclass of assets from inventories to property, plant & equipment. This caused the property, plant and equipment to increase by 18.9 million euros versus year-end 2023. The remaining fluctuation can be explained by regular additions & depreciation.

9.8 Right-of-use assets

Right-of-use assets relates for the most part to land & buildings. The decrease versus year-end 2023 is for the most part the result of the combined effect of 16.7 million euros in additions and 30.9 million euros in depreciation.

9.9 Non-current derivative assets and liabilities

Non-current derivates assets increased by 5.1 million euros due to the marked-to-market of Interest Rate Swaps. As per 31 December, the marked-to-market was negative and was shown in the non-current liabilities.

9.10 Other current assets

Other current assets decrease versus year-end 2023 with 10 million euros due to lower prepaid suppliers and lower social security receivable.

9.11 Cash and cash equivalents, financial liabilities

Cash and cash equivalents include cash on hand, short-term cash deposits and intercompany cash pooling. Bank and intercompany cash pooling overdrafts are classified as short-term financial liabilities. The cash flow statement provides an explanation to the 317 million euros decrease in net financial debt for the first half of 2024.

€m, period ended	31.12.2023	30.06.2024
Cash & cash equivalents
Cash equivalents	0.0	-0.0
Cash	-47.7	-45.0
Total cash and cash equivalents	-47.7	-45.0
Financial liabilities
Intercompany short-term borrowing	10.4	31.7
Third parties short-term borrowing	57.7	16.2
Put option Nethys SA	279.0	0.0
Third parties long-term borrowing	81.0	61.3
Intercompany long-term borrowing	1 843.7	1 842.8
Total borrowing	2 271.8	1 952.0
Net debt (Financial liabilities minus cash and cash equivalents)	2 224.0	1 907.0

The current financial liabilities as at 31 December 2023 included the valuation of the put option, granted to Nethys S.A. (279 million euros). During the first half of 2024, Nethys decided to use the put option and to exchange its shares in VOO Holding S.A. for shares of Orange Belgium S.A..

Apart from continued reduction of the third party financing, no significant changes occured in the financing of Orange Belgium Group.

9.12 Shareholders' equity

On 2 May 2024, the general assembly meeting of Orange Belgium S.A. decided to increase the capital (16.4 million euros) and the share premium (136.8 million euros) of Orange Belgium S.A. via the contribution in kind of the VOO Holding S.A. shares in the hands of Nethys S.A. In exchange, 7.467.448 new shares were issued.

All ordinary shares are fully paid and have a par value of €2.197.

	Share capital (in thousand EUR)	Number of ordinary shares (in units)
As at 1 January 2024	131 721	59 944 757
As at 30 June 2024	148 149	67 412 205

The Annual General Meeting of Shareholders held on 2 May 2024 decided not to distribute any dividend for the 2023 financial year.

9.13 Current operating taxes and levies payables

The operating taxes and levies payables amounted to 156.5 million euros as at 30 June 2024 versus 133.6 million euros at year-end 2023 and consists for the main part of the pylon tax accrual (98.7 million euros) and of VAT payable (44.9 million euros).

The increase versus year-end 2023 of 22.9 million euros is caused by the 2024 expense for pylon taxes combined with increased VAT payable, mainly in VOO S.A.

9.14 Income taxes

The tax expenses, calculated on the current year results, decreased to 0.5 million euros in the first half of 2024 compared to 7.5 million euros in the first half of 2023. The mid-year 2023 result was impacted by a correction posted on the calculation of the deferred taxes on Asset Retirement Obligations (8.3 million euros).

The following table shows the major components of income tax expense:

in €m	30.06.2023	30.06.2024
Current income tax	-0.5	-2.8
Deferred tax expense arising to the origination and reversal of temporary differences	-7.0	2.3
Total tax expenses	-7.5	-0.5

9.15 Lease agreements

In the course of its activities, the Group regularly enters leases as a lessee. The leases concern mainly the following asset categories:

• Land and buildings
• Network and terminals; and
• Other

During the first half year of 2024, the balance decreased essentially due to the dismantling of sites via MWINGZ.

9.16 Current and non-current provisions

Provisions for network site dismantling

Provisions for network site decreased slightly since end of December 2023 from 62.0 million euros to 60 million euros as per June 30, 2024.

During the first half of 2024, the average dismantling cost per site used at 30 June 2024 were 11.4 thousand euros till 2025 and 17.4 thousand euros as from 2026 (respectively 10.7 thousand euros and 16.4 thousand euros at 31 December 2023).

Although size and installation on site may slightly vary from site to site. the provision is calculated on an average dismantling cost which is based on the actual costs incurred in the past for similar activities.

Proximus and Orange Belgium installed a collaboration to develop the mobile access network of the future by sharing active and passive equipment of the Radio Access Network (RAN). MWingz is the joint venture that has been created to plan, build and operate the common grid. A dismantling plan has been deployed originally for the coming three years to dismantle the affected sites in order to achieve the target grid of sites to be managed by MWingz. The dismantling plan is reviewed on a regular basis to adjust actual plans to economic circumstances. These dismantling transactions also have an impact on the depreciations of network equipment and installations impacted by the reduction of useful life of the sites. The adjustment of the depreciation is applied prospectively and results in an increased depreciation of 11.6 million euros on the results of the first half year 2024 (11.0 million euros for the first half of 2023).

€m
Balance at 31 December 2023	61.9
Addition
Utilization	-2.9
Reversal
Other	1.0
Balance at 30 June 2024	60.0
€m
Balance at 31 December 2022	64.9
Addition
Utilization	-2.3
Reversal
Other (*)	2.6
Balance at 30 June 2023	65.2

(*) Other includes 1 million euros related to VOO

9.17 Disputes

• Telecom masts

Since 1997, certain municipalities and provinces have adopted local taxes, on an annual basis, on pylons, masts or antennas erected within their boundaries. Orange Belgium continues to file fiscal objections against tax assessment notices received concerning these taxes. These taxes are currently being contested in Civil Courts (Courts of First Instance - Tax Chamber and Courts of Appeal). The mobile operators have concluded beginning of 2021 an agreement for the period 2021-2022 with the Walloon government. Orange Belgium engages itself to pay an amount of 1.78 million euros over 2 years and to invest an incremental amount of 3.6 million euros in telecom infrastructure in the Walloon region in the period 2021-2022. An amount of 491.833,48€ was paid in December 2021 to the Walloon region. This is the first tranche of 0,9 million€ from which the taxes received from local authorities for 2021 have been deducted. After deduction of the local taxes levied for 2021 and 2022 to the second tranche of 446.625€ of the protocol agreement, no contribution was due any more to the Walloon region in December 2022. The contribution to be paid to the Walloon region in February 2023 has been determined by the end of January 2023, considering all local taxes 2021 and 2022 levied and/or known by that date. According to this analysis, the amount of local taxes exceeds the amount due to the Walloon Region on 15 February 2023 and can be deducted. Consequently, there was no contribution to be paid to the Walloon Region by 15 February 2023.

On June 6, 2024, the Walloon government and the mobile operators Proximus, Telenet, Orange Belgium, and Insky signed an agreement regarding the tax on pylons in the Walloon region for the period 2023-2026, extendable to 2027 with the agreement of all parties. The operators commit to paying, as a sector, €2.5 million for 2023 and €6 million per year in 2024, 2025, and 2026 to the Walloon region. Local taxes, which municipalities and provinces may levy during these years, are deductible up to certain annual ceilings. The allocation key, to determine the share of these annual amounts to be borne by each operator, is determined annually by the mobile operators based on a mutual agreement, according to the number of pylons and masts owned by each operator and the presence of each operator on sites in the Walloon territory.

Between January 1, 2023, and December 31, 2026, Orange Belgium will also invest an additional amount of €15 million in telecommunications infrastructure in the Walloon region. There is an agreement not to establish Walloon regional taxes on telecommunications infrastructure during the period 2023-2026. Moreover, municipalities and provinces will be discouraged from imposing taxes on telecommunications infrastructure during 2023-2026.

• Access to Coditel Brabant (Telenet) 's cable network

After Orange Belgium paid the provision for the cable wholesale access set-up fees, Coditel Brabant (Telenet) failed to provide such access within the regulatory 6-month period. This, in combination to the lack of progress on the development of an effective wholesale service, prompted Orange Belgium to initiate legal action against Coditel/Telenet for breach of its regulatory obligations end of December 2016. As the implementation of a technical solution was still ongoing beginning 2018, the proceedings were put on hold. The case was reactivated and Telenet submitted briefs on 6 March 2020. Hearings took place in October 2021 and on 8 December 2021 the court decided that Telenet committed a fault because it did not respect the regulation on granting Orange Belgium access to its network. An expert was appointed to calculate the damages. The expert filed his report and his fees on 18 November 2022. Following the hearing on the procedural aspects of 18 September 2023, the Court decided to schedule the hearing on the substance on 30 September 2024 and 7 October 2024. A judgment could be expected by the end of 2024

• Euphony Benelux NV in bankruptcy

On 2 April 2015, Orange Belgium was summoned by the receivers of Euphony Benelux NV to a hearing on 17 April 2015 at the Brussels Commercial Court. The bankruptcy receivers claim that Orange Belgium should pay a provisional amount of one (1) euro for overdue commissions as well as an eviction fee. In this context, the bankruptcy receivers claim that Orange Belgium should submit all relevant documents to allow the bankruptcy receivers to calculate the amounts claimed.

On 17 April 2018, the Court dismissed the claim relating to the eviction fee and appointed an expert for the claim relating to the overdue commissions. Orange Belgium has filed an appeal at the Brussels Court of Appeals. An introductory hearing took place and the Court of Appeals has set a calendar for the filing of trial briefs.

The case was handled before the Brussels Court of Appeals at the hearing of 3 October 2022. By judgment rendered on 25 October 2022, the Court declared the claim of airtime commissions as well as the claim of additional compensation completely unfounded. The Court left one point open as it decided it did not have sufficient information to address it and reopened the pleadings at the hearing of 24 April 2023, postponed to the hearing of 19 June 2023. As the bankruptcy receiver did not appear at this hearing, the president (again) postponed the case to the hearing of 26 September 2023. At this hearing, the case was set for pleadings at the hearing of 5 December 2023. The pleadings took indeed place on 5 December 2023. By judgment of 23 January 2024, the Brussels Court of Appeal ruled that Orange Belgium still owed Euphony EUR 254,318.17 in respect of overdue commissions. As the bankruptcy receivers had not requested interest on this amount, it was not awarded. Orange Belgium paid this amount into the third-party account of the bankruptcy receivers on 7 February 2024. This puts an end to these proceedings.

• Transitpoints – interconnection links

Telenet included in its regulated reference offer of 2014 a charge of 5.000€ per GB internet interconnect traffic capacity. The charges were not mentioned in any final regulatory price decision. This charge was not applied during 2014, 2015, 2016, 2017. Only as of 2018 Telenet started charging this amount, for each transitpoint and each interconnect capacity increase. Orange Belgium systematically disputed the amounts charged for the transitpoints.

The May 2020 wholesale charges decision imposes only a charge of ~170€/month per 100 GB. Orange Belgium continued to refuse to pay any charges based on the old amounts. Telenet started a legal procedure before the enterprise court of Mechelen. On 22 April 2022 the enterprise court rejected almost fully the claim of Telenet. Telenet lodged an appeal before the Court of Appeal of Antwerp. Also the Court of Appeal, in its judgment of April 17, 2024, rejected Telenet's claim.

10. Related parties

The terms and conditions applied to sales and purchases of traffic and services, to the centralized treasury management agreement, to the revolving credit facility agreements as well as to the interest-bearing loans and borrowings are determined at arm's length basis according to the normal market prices and conditions. There is no outstanding guarantee provided to or received from any related parties at the balance sheet date. No allowance for doubtful debtors on amounts owed by related parties is outstanding at the balance sheet date.

in €m

30.06.2024	Sales to related parties	Purchases from related parties (*)	Amounts owed by related parties	Amounts owed to related parties (*)
Orange Group - Traffic and services	14.3	-18.5	0.0	0.0
Orange SA- Cash pool	0.0	0.2	-31.8	45.5
Orange Group Affiliates - Traffic and services	4.8	-7.7	0.7	20.8
Atlas Services Belgium - Loan	0.0	-55.7	0.0	1 842.5
Brand fees to Orange SA	0.0	-10.8	0.0	0.0
Mwingz	0.0	-5.1	0.0	1.0
Total	19.2	-97.5	-31.2	1 909.8

in €m

(*) including financial costs

30.06.2023	Sales to related parties	Purchases from related parties (*)	Amounts owed by related parties	Amounts owed to related parties (*)
Orange Group - Traffic and services	15.1	-18.7	4.8	17.1
Orange SA- Cash pool	0.0	-4.6	53.4	0.0
Orange Group Affiliates - Traffic and services	7.5	-9.2	4.6	16.6
Atlas Services Belgium – Loan	0.0	-12.1	0.0	1 780.1
Brand fees to Orange SA	0.6	-8.9	0.0	0.0
Total	23.2	-53.5	62.7	1 813.8

(*) including financial costs

11. Subsequent events

None events were adjusting events and no other adjusting events nor any other significant non adjusting events arose between the balance sheet date and the date at which the interim condensed consolidated financial statements have been authorized for issue.

12. Other

During the first half of 2024, no significant events have occurred regarding the fair value of financial assets and liabilities.

13. Declaration by the persons responsible

We, the undersigned, Xavier Pichon, CEO, and Antoine Chouc, CFO, declare that to our knowledge:

a) the set of condensed consolidated financial statements drawn up in accordance with IAS 34 "Interim Financial Reporting", gives a faithful image of the assets, financial situation and results of the issuer and the companies included within its consolidation;

b) the interim report contains a faithful presentation of the important events and major transactions between contracting parties which occurred during the first six months of the financial year, and their impact on the set of condensed consolidated financial statements, and a description of the main risks and uncertainties for the remaining months of the financial year.

Brussels, 19 July 2024

CEO CFO

Xavier Pichon Antoine Chouc

Report on the review of the consolidated interim financial information of Orange Belgium SA/NV for the six-month period ended 30 June 2024

In the context of our appointment as the company's statutory auditor, we report to you on the consolidated interim financial information. This consolidated interim financial information comprises the interim condensed consolidated statement of financial position as at 30 June 2024, the interim condensed consolidated statement of comprehensive income, the interim condensed consolidated statement of changes in equity and the interim condensed consolidated cash flow statement for the period of six months then ended, as well as selective notes 9 to 12.

Report on the consolidated interim financial information

We have reviewed the consolidated interim financial information of Orange Belgium SA/NV ("the company") and its subsidiaries (jointly "the group"), prepared in accordance with International Accounting Standard (IAS) 34, "Interim Financial Reporting" as adopted by the European Union.

The interim condensed consolidated statement of financial position shows total assets of 4 053 million EUR and the interim condensed consolidated statement of comprehensive income shows a net loss of 18 million EUR.

The board of directors of the company is responsible for the preparation and fair presentation of the consolidated interim financial information in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union. Our responsibility is to express a conclusion on this consolidated interim financial information based on our review.

Scope of review

We conducted our review of the consolidated interim financial information in accordance with International Standard on Review Engagements (ISRE) 2410, "Review of interim financial information performed by the independent auditor of the entity". 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 performed in accordance with the International Standards on Auditing (ISA) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the consolidated interim financial information.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the consolidated interim financial information of Orange Belgium SA/NV has not been prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.

Signed at Zaventem.

The statutory auditor

________________________________________________

Represented by Nico Houthaeve

Deloitte Bedrijfsrevisoren/Réviseurs d'Entreprises BV/SRL

14. Glossary

Financial KPIs

	Revenues

revenues in line with the offer	Provide Group revenues split in convergent services, mobile only services, fixed only services, IT & integration services, wholesale, equipment sales and other revenues.
retail service revenues	Revenue aggregation of revenues from convergent services, mobile only services, fixed only services, IT & integration services.
convergent services	Revenues from B2C convergent offers (excluding equipment sales). A convergent offer is defined as an offer combining at least a broadband access (xDSL, FTTx, cable or Fixed-4G (fLTE) with cell-lock) and a mobile voice contract (excluding MVNOs: Mobile Virtual Network Operator). Convergent services revenues do not include incoming and visitor roaming revenues.
mobile only services	Revenues from mobile offers (excluding B2C convergent offers and equipment sales) and M2M connectivity, excluding incoming and visitors roaming revenues.
fixed only services	Revenues from fixed offers (excluding B2C convergent offers and equipment sales) including (i) fixed broadband, (ii) fixed narrowband, and (iii) data infrastructure, managed networks, and incoming phone calls to customer relations call centres.
IT & integration services	Revenues from collaborative services (consulting, integration, messaging, project management), application services (customer relationship management and infrastructure applications), hosting, cloud computing services, security services, video-conferencing and M2M services. It also includes equipment sales associated with the supply of these services.
Wholesale	Revenues with third-party telecom operators for (i) mobile: incoming, visitor roaming, domestic mobile interconnection (i.e. network sharing and domestic roaming agreement) and MVNO, and for (ii) fixed carriers services.
equipment sales	Revenues from all mobile and fixed equipment sales, excluding (i) equipment sales associated with the supply of IT & Integration services, and (ii) equipment sales to dealers and brokers.
other revenues	Include (i) equipment sales to brokers and dealers, (ii) portal, on-line advertising revenues, (iii) corporate transversal business line activities, and (iv) other miscellaneous revenues.
Profit & Loss
Data on a comparable basis	Data based on comparable accounting principles, scope of consolidation and exchange rates are presented for previous periods. The transition from data on an historical basis to data on a comparable basis consists of keeping the results for the period ended and then restating the results for the corresponding period of the preceding year for the purpose of presenting, over comparable periods, financial data with comparable accounting principles, scope of consolidation and exchange rate. The method used is to apply to the data of the corresponding period of the preceding year, the accounting principles and scope of consolidation for the period just ended as well as the average exchange rate used for the income statement for the period ended. Changes in data on a comparable basis reflect organic business changes. Data on a comparable basis is not a financial aggregate as defined by IFRS and may not be comparable to similarly-named indicators used by other companies.
EBITDAaL (since 1 January 2019)	EBITDA after lease is not a financial measure as defined by IFRS. It corresponds to the net profit before: taxes; net interest expense; share of profit/losses from associates; impairment of goodwill and fixed assets; effects resulting from business combinations; reclassification of cumulative translation adjustment from liquidated entities; depreciation and amortization; the effects of significant litigation, specific labour expenses; review of the investments and business portfolio, restructuring, integration & acquisition costs .
Cash flow statement
Adjusted Operating cash flow	EBITDAaL minus eCapex since 1 January 2019.
Organic cash flow	Organic cash flows correspond to net cash provided by operating activities decreased by capex/eCapex and the repayment of lease liabilities, increased by proceeds from sale of property, plant and equipment and intangible assets and adjusted for the payments for acquisition of telecommunications licences.
Organic cash flow from telecom activities	Orange S.A. uses organic cash flow from telecom activities as an operating performance measure for telecom activities as a whole. Organic cash flow from telecom activities corresponds to net cash provided by operating activities minus (i) lease liabilities repayments and debts related to financed assets repayments, (ii) purchases and sales of property, plant and equipment and intangible assets net of the change in fixed assets payables, (iii) excluding effect of telecommunications licences paid and excluding effect of significant litigations paid (and received). Organic cash-flow from telecom activities is not a financial aggregate defined by IFRS and may not be comparable to similarly titled indicators used by other companies.
eCapex	Economic Capex is not a financial measure as defined by IFRS. It corresponds to capital expenditures on tangible and intangible assets excluding telecommunication licences and excluding investments
(since 1 January 2019)	through financial leases less proceeds from the disposal of fixed and intangible assets.
licences & spectrum	Cash out related to acquisitions of licences and spectrum.
change in Working Capital Requirements	Change in net inventories, plus change in gross trade receivables, plus change in trade payables, plus change in other elements of Working Capital Requirements.
other operational items	Mainly offset of non-cash items included in adjusted EBITDA, items not included in adjusted EBITDA but included in net cash provided by operating activities, and change in fixed asset payables.
Net debt	Financial liabilities minus cash and cash equivalents
net debt variation
	Variation of net debt level.

Operational KPIs

Convergent
B2Cconvergent customer base	Number of B2C customers holding an offer combining at least a broadband access (xDSL, FTTx, cable or Fixed-4G (fLTE) with cell-lock) and a mobile voice contract (excluding MVNOs).
B2C convergent ARPO	Average quarterly Revenues Per Offer (ARPO) of convergent services are calculated by dividing (a) the revenues from convergent offers billed to the B2C customers (excluding equipment sales) over the past three months, by (b) the weighted average number of convergent offers over the same period. The weighted average number of convergent offers is the average of the monthly averages during the period in question. The monthly average is the arithmetic mean of the number of convergent offers at the start and end of the month. Convergent ARPO is expressed as monthly revenues per convergent offer.
Mobile
mobile customer base (excl. MVNOs)	Number of customers with active simcard, including (i) M2M and (ii) business and internet everywhere (excluding MVNOs).
Contract	Customer with whom Orange has a formal contractual agreement with the customer billed on a monthly basis for access fees and any additional voice or data use.
Prepaid	Customer with whom Orange has written contract with the customer paying in advance any data or voice use by purchasing vouchers in retail outlets for example.
M2M (machine-to-machine)	Exchange of information between machines that is established between the central control system (server) and any type of equipment, through one or several communication networks.
mobile B2C convergent customers	Number of mobile lines of B2C convergent customers.
mobile only customers	Number of mobile customers (see definition of this term) excluding mobile convergent customers (see definition of this term).
MVNO customers	Hosted MVNO customers on Orange networks.
mobile only ARPO (quarterly)	Average quarterly Revenues Per Offer (ARPO) of mobile only services are calculated by dividing (a) the revenues of mobile only services billed to the customers, generated over the past three months, by (b) the weighted average number of mobile only customers (excluding M2M customers) over the same period. The weighted average number of customers is the average of the monthly averages during the period in question. The monthly average is the arithmetic mean of the number of customers at the start and end of the month. Mobile only ARPO is expressed as monthly revenues per customer.
Fixed
number of lines (copper + FTTP)	Number of fixed lines operated by Orange.
B2C broadband convergent customers	Number of B2C customers holding an offer combining at least a broadband access (xDSL, FTTx, cable or Fixed-4G (fLTE) with cell-lock) and a mobile voice contract (excluding MVNOs).
fixed broadband only customers	Number of fixed broadband customers excluding broadband convergent customers (see definition of this term).
fixed only broadband ARPO (quarterly)	Average quarterly Revenues Per Offer (ARPO) of fixed only broadband services (xDSL, FTTP, Fixed 4G (fLTE), satellite and Wimax) are calculated by dividing (a) the revenues from consumer fixed only broadband services over the past three months, by (b) the weighted average number of accesses over the same period. The weighted average number of accesses is the average of the monthly averages during the period in question. The monthly average is the arithmetic mean of the number of accesses at the start and end of the month. ARPO is expressed as monthly revenues per access.

Rounding

Due to rounding, numbers presented may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.

About Orange Belgium

Orange Belgium is one of the major telecommunication operators on the Belgian market, with revenues of 1,749 million euros in 2023 and over 3 million customers on 31 December 2023, and in Luxembourg, via its subsidiary Orange Communications Luxembourg. Thanks to its own fixed and mobile networks, Orange Belgium offers both residential and business customers fixed and mobile connectivity services and convergent offerings (internet, telephony, television, including original TV content: Be tv, VOOsport, etc.). As a responsible operator, Orange Belgium invests to reduce its ecological footprint and promote sustainable and inclusive digital practices. Orange Belgium is also a wholesale operator, offering its partners access to its infrastructure as well as a broad portfolio of connectivity and mobility services, including offerings based on Big Data and the Internet of Things (IoT).

Orange Belgium is a subsidiary of the Orange Group, present in 26 countries with a total customer base of 298 million customers worldwide on 31 December 2023. The Group is also a leading provider of global IT and telecommunication services to multinational companies under the brand Orange Business.

Orange Belgium is listed on the Brussels Stock Exchange (OBEL).

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Orange and any other Orange product or service names included in this material are trademarks of Orange or Orange Brand Services Limited.

Press contact Sven Adams – sven.adams@orange.com +32 (0)486 36 47 22 press@orange.be

Investors contact Koen Van Mol - koen.vanmol@orange.com +32 (0)495 55 14 99 ir@orange.be