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Rothschild & Co

Interim / Quarterly Report Aug 4, 2023

1633_ir_2023-08-04_a61eb665-ce45-4949-9037-5ce94ab58eb0.pdf

Interim / Quarterly Report

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Half-year Financial Report 30 June 2023

Contents

Half-year activity report 4
Condensed half-year consolidated financial statements 19
Consolidated balance sheet as at 30 June 2023 19
Consolidated income statement for the six months
ended 30 June 2023
20
Statement of comprehensive income for the six months
ended 30 June 2023
21
Consolidated statement of changes in equity for the six months
ended 30 June 2023
22
Cash flow statement for the six months ended 30 June 2023 23
Notes to the consolidated financial statements 24
Statutory auditors' review report on the half-year
financial report
57
Statement by the persons responsible for the half-year
financial report
58

Half-year activity report

1. Summary Consolidated income statement

The Rothschild & Co Supervisory Board met on 3 August 2023 and reviewed the half-year summary consolidated financial statements for the period from 1 January to 30 June 2023.

(in € million) H1 2023 H1 2022 Var Var %
Revenue 1 241 1 375 (134) (10)%
Staff costs (766) (763) (3) 0%
Administrative expenses (191) (160) (31) 19%
Depreciation and amortisation (46) (41) (5) 12%
Cost of risk 3 3 0
Operating income 241 414 (173) (42)%
Other income / (expense) (net) 6 0 6 n/a
Profit before tax 247 414 (167) (40)%
Income tax (51) (82) 31 (38) %
Net income 196 332 (136) (41)%
Non-controlling interests (68) (83) 15 (18)%
Net income - Group share 128 249 (121) (49)%
Adjustments for exceptionals
(charges)
(21) 0 (21) n/a
Net income - Group share excl.
exceptionals
149 249 (100) (40)%
Earnings per share* €1.74 €3.43 (€1.68) (49)%
EPS excl. exceptionals €2.03 €3.43 (€1.40) (41)%
Return On Tangible Equity (ROTE) 8.2% 17.9%
ROTE excl. exceptionals 9.5% 17.9%

* Diluted EPS is €1.71 (H1 2022: €3.37)

Exceptional items are shown in Appendix B.

A presentation of Alternative Performance Measures is shown in Appendix H.

2. Business activities

2.1 Global Advisory

Our Global Advisory (GA) business focuses on providing advice in the areas of Strategic Advisory and M&A, and Financing Advisory. Financing Advisory encompasses Debt Advisory, Restructuring, and Equity Markets Solutions, which includes ECM Advisory, Private Capital, Investor Advisory and Redburn.

Revenue for H1 2023 was €676 million, down 21%1 compared to our record H1 last year (€857 million), reflecting lower levels of completion activity in the first half of the year. For the last twelve months to June 2023, we ranked 6th globally by revenue2 .

Profit before tax for H1 2023 was €80 million, down 51%1 (H1 2022: €163 million). Total costs were down 14%1 following a reduction in variable compensation, partially offset by inflationary increases in non-personnel costs. This represents an operating margin of 12% (H1 2022: 19%). Excluding Redburn, where we continue to invest strategically, our operating margin was 14%1 .

Our M&A revenue for H1 2023 was €448 million, down 30% (H1 2022: €642 million), based on relatively strong performances across the majority of our geographies and sector franchises compared to the M&A market as a whole, where completed Global M&A activity was down 49% by deal value and 33% by number of transactions3 . We ranked 2nd globally by number of completed transactions for the first half of 20234 . In Europe, we continue to advise on more M&A transactions than any of our competitors, a position we have held for more than 15 years5 .

Financing Advisory revenue for H1 2023 was €228 million, up 6% (H1 2022: €215 million), when including Redburn fully consolidated this year, but down 8% excluding Redburn1 . Notwithstanding the more challenging market backdrop in H1 2023, our Debt Advisory and Restructuring business performed well, where we ranked 1 st in Europe by number of completed restructuring transactions. This was offset by lower Equity Capital Market activity, where we have performed well relative to the market advising on the two largest European IPOs in H1 20235 . During the period, Global Advisory was also active in advising clients on innovative sustainabilitylinked financing transactions and continued its leading role in raising financing for renewable energy projects.

Global Advisory advised the following clients on significant selected assignments that completed in H1 2023:

  • Ministry of Finance of Ukraine on its 4-year IMF program, the design of financing assurances, and the official sector debt restructuring of Paris Club bilateral creditors (US\$15.6 billion, Ukraine)
  • Lanxess on the creation of an engineering materials joint venture with Advent (€6.2 billion, Germany)
  • Capital & Counties Properties on its merger with Shaftesbury PLC (c.£5 billion, United Kingdom)
  • Talen Energy on its restructuring (adviser to Unsecured Noteholders US\$4.8 billion, United States)
  • EDP & EDPR on its capital raise via concurrent ABBs by EDP and listed subsidiary EDPR, with cornerstones (€2 billion, Portugal)

For further examples of Global Advisory assignments completed during H1 2023, please refer to Appendix F.

1 Excluding our strategic investment in Redburn, revenue was down 25%, profits were down 45%, total costs were down 20%, with an operating margin of 14%. Redburn was treated as an associate until 30/11/2022 and fully consolidated from 01/12/2022. 2

Source: Company filings. 3 Source: Dealogic (6m 2023 versus 6m 2022).

4 Source : Refinitiv.

5 Source: Dealogic.

In addition, we continue to work on some of the largest and most complex announced transactions globally, including acting as financial adviser to:

  • Orpea on its debt restructuring and new money raise (€9.7 billion and €2.2 billion respectively, France)
  • Americanas on its debt restructuring (c.US\$8 billion, Brazil)
  • Infranity & MEAG, together with DigitalBridge Group on its acquisition of a portfolio of European sites from Vantage Data Centres (€2.5 billion, France, Germany and United States)
  • Asda on its acquisition of EG UK&I (£2.27 billion, United Kingdom)
  • Fondul Proprietea on the IPO of Hidroelectrica on the Bucharest Stock Exchange (c.US\$2 billion, Romania)1
  • Talanx on its acquisition of Liberty Mutual's Latin American operations (US\$1.5 billion, Germany, Brazil, Chile, Colombia and Ecuador)

2.2 Wealth and Asset Management

Wealth and Asset Management (WAM) operates Wealth Management businesses in nine European countries (Belgium, France, Germany, Italy, Luxembourg, Monaco, Spain, Switzerland and the UK) and in Israel as well as an Asset Management business in Europe.

Rothschild & Co completed the sale of its North American Asset Management business to Wintrust Financial Corporation in April 2023. Figures for WAM are now restated excluding this business.

As central banks sought to control inflation, interest rates have continued to rise, albeit the pace of increase slowed in the second quarter compared to previous quarters. The Bank of England hiked rates to 5.00%, the Fed took the federal funds rate to 5.00 – 5.25% and the ECB increased to 3.5%. In the first quarter of the year, the rapid rates move exposed some weaknesses in the financial system. However, fears of wider difficulties in the banking sector and of recession have not been realised yet and economic growth surprised positively. Financial markets rose in the first half of 2023, marking a third quarter of increases since the fall of last year. More than a year after the start of the Russia-Ukraine war, European markets have fully recovered their previous valuations. Nonetheless, market volatility and uncertainty remain high.

In this environment, WAM delivered a strong first half 2023. AuM increased by 9% (or by €8.2 billion) to €102.4 billion as at 30 June 2023 (31 December 2022: €94.2 billion2 ) driven by NNA of €2.9 billion and positive market performance of €5.3 billion. WAM continued to expand and attract new clients, recording positive NNA in all Wealth Management locations (+€1.6 billion in Wealth Management). The Asset Management business had strong NNA, notably driven by fixed income (+€1.3 billion).

This performance confirms the strength of our business model as well as the quality of our offerings, services and teams, which continue to attract new clients.

All investment business lines continue to further integrate ESG considerations into their investment framework and day-to-day organisation. This work included the deployment of training, significant effort to implement ESG regulations and upgrade existing process, and the publication of additional responsible investment disclosures.

1 Completed in July 2023.

2 Excluding Asset Management US, sold in April 2023.

The table below presents the progress in AuM:
Quarter ended 6 months to June
In € billion 30/06/2023 31/03/2023 30/06/2022 2023 2022
AuM opening 99.7 94.2 102.8 94.2 103.9
of which Wealth Management 76.6 73.9 73.8 73.9 73.9
of which AM Europe 23.1 20.3 20.2 20.3 21.1
of which AM US n/a n/a 8.8 n/a 8.9
Acquisition of French IFA - - 3.0 - 3.0
Net new assets 1.4 1.5 0.7 2.9 1.8
0.8 0.8 1.2 1.6 2.6
of which Wealth Management 0.7 - 1.3 0.2
of which AM Europe 0.6 n/a (1.0)
of which AM US n/a n/a (0.5)
Market and exchange rate 1.3 4.0 (6.9) 5.3 (9.1)
AuM closing 102.4 99.7 99.6 102.4 99.6
of which Wealth Management 78.4 76.6 73.4 78.4 73.4
of which AM Europe 24.0 23.1 18.6 24.0 18.6
of which AM US
% var / AuM opening
n/a
3%
n/a 7.6 n/a
9%
7.6

Revenue for H1 2023 was €403 million, up 24% (H1 2022: €324 million), primarily due to the improved interest rate environment. Net interest income was up 263% to €117 million (H1 2022: €32 million). Within fees and commissions revenue, management fees were slightly up (+4% at €221 million), as both transaction fees and performance fees declined (respectively by 26% at €29 million and 88% at €1 million). This is a normalisation compared to H1 2022, when we benefitted from an increase in transactional activity due to higher market volatility and performance fees linked to the strong investment performance in 2021. The strong net interest income will likely reduce in the coming months as central banks slow down their rate increases.

Profit before tax for H1 2023 was €111 million, up 56% (H1 2022: €71 million), representing an operating margin of 27.6% compared to 22.0% in H1 2022. This level of operating margin may not be maintained for the full year, as investment in the business continues, such as recruiting new teams and investing in new technology.

2.3 Merchant Banking

2.3 Merchant Banking
Merchant Banking is the investment arm of Rothschild & Co which manages capital in private equity and private
debt for the firm and third parties.
Revenue for H1 2023 was €141 million, down 25% (H1 2022: €188 million). When compared to the average
first half-year revenue over the last three years, revenue was down 11%. The table below further analyses the
breakdown in revenue.
(in € million) H1 2023 H1 2022 Var % Var
Recurring revenue 97 74 23 31%
44 114 (70) (61)%
Investment performance revenue (66)%
of which carried interest 13 38 (25)
of which realised and unrealised investments gains
and dividends
31 76 (45) (59)%
Total revenue 141 188 (47) (25)%
% recurring / total revenue 69% 39%
The reduction in revenue reflects two opposing effects:
-
An increase of 31% of recurring revenue, following the growth trajectory of fee-earning AuM mainly driven
  • An increase of 31% of recurring revenue, following the growth trajectory of fee-earning AuM mainly driven by additional closings of new Corporate Private Equity and Multi Strategies funds that were launched in 2022 and 2023; offset by:
  • investment performance revenue of €44 million, lower than in H1 2022 (€114 million). This decrease comes after two years of exceptional investment gains driven by successful exits and unrealised valuation uplifts. In H1 2023 we did not complete any new exits in our Corporate Private Equity funds and the unrealised valuation uplifts were lower than in previous years. Our Debt portfolios remained resilient, generating investment performance revenue higher than during H1 2022.

Lower revenue generation in H1 2023 led to a contraction in Profit before tax, which stood at €68 million (H1 2022: €121 million). Operating margin was 48%, less than in the same period of last year (H1 2022: 64%). Despite the lower overall profitability level, the profitability margin of the fund management activities (which excludes investment performance revenue) reached 25% in H1 2023 (H1 2022: 10% and FY 2022: 15%). The increase was mainly driven by the ramp-up effect of new fund launches on management fee levels, including a catch-up effect on new fund closings launched in 2022.

A critical indicator used to measure the performance of Merchant Banking across the investment cycle is Return On Risk Adjusted Capital ("RORAC"), a ratio comparing the adjusted profit before tax and an internal measure of risk capital invested in the business, on a rolling three-year basis. As at 30 June 2023, RORAC was 34% (30 June 2022: 30%), and well above the division's stated target ("above 15% over the cycle"). The use of a three-year rolling average to calculate this metric has reduced the impact of the profit variance over the last three years, providing a fairer representation of the underlying performance of the business.

We remain convinced that our investment approach, centred around three key sectors (Data & Software, Healthcare and Technology-Enabled Business Services) and a portfolio of carefully selected, high-quality assets, will continue to create value for our investors and offer them adequate downside protection in an uncertain market environment.

As market conditions remain challenging, the close alignment of interests between the Group and our thirdparty investors is crucial. As at 30 June 2023, Rothschild & Co exposure to Merchant Banking assets totalled €987 million (of which €781 million was in private equity1 and €206 million in private debt2 ). During H1 2023, the Group invested €74 million in Merchant Banking assets (of which €50 million was in private equity1 and €24 million in private debt2 ) and received distributions of €192 million (of which €184 million was from private equity1 and €8 million from private debt2 ).

1 Private equity includes Corporate Private Equity and Multi Strategies.

2 Private debt includes Direct Lending and Credit Management.

Evolution in net asset value of the Group's investments (in € million)

The Merchant Banking's AuM as at 30 June 2023 was €24.0 billion, 5% higher than 31 December 2022 (€22.9 billion). In H1 2023, the positive contribution from our fundraising activities was offset by large distributions from our Corporate Private Equity funds following the exits of A2Mac1 and The Binding Site which had been agreed in Q4 2022. Rothschild & Co's share of the Merchant Banking's AuM was €2.1 billion.

For a detailed description of the investment activities and business development of Merchant Banking in H1 2023, please refer to appendix G.

3. Consolidated IFRS financial results

3.1 Revenue1

Revenue for H1 2023 was €1,241 million (H1 2022: €1,375 million), representing a decrease of €134 million or 10%. The translation effect of exchange rate fluctuations decreased revenue by €9 million.

3.2 Operating expenses

(a) Staff costs

Overall Group headcount as at 30 June 2023 was 4,883, up 8% versus 31 December 2022 (4,508) and up 14% versus 30 June 2022 (4,281). This increase is due partly to the integration of Redburn (+231 employees included since 01/12/2022), and partly to support the development of our three businesses and the strengthening of all support functions.

Staff costs for H1 2023 were €766 million, flat versus H1 2022 (€763 million). The translation impact of exchange rate fluctuations resulted in a decrease in staff costs of €8 million.

The adjusted compensation ratio, as defined in Appendix H on Alternative Performance Measures, was 67.9% as at 30 June 2023 (H1 2022: 66.0%).

The accounting effect of deferred bonus compensation plans is included in the statutory accounts. In H1 2022, this resulted in a net credit of €14 million. In H1 2023, this resulted in a net charge of €61 million of which €20 million is due to the acceleration of the accounting for deferred bonuses as certain partners of the Group will utilise their future deferred bonus pools to invest in Rothschild & Co Partners.

The compensation ratio, if adjusted for the deferred bonus effect, would be 62.8% (H1 2022: 67.1%).

1 Net Banking Income under IFRS

(b) Administrative expenses

Administrative expenses for H1 2023 were €191 million (H1 2022: €160 million), an increase of €31 million as a result of the full consolidation of Redburn, advisor costs related to the current Offer, headcount increase and related costs (recruitment, IT and market data), the normalisation of travel and entertainment, as well as inflationary effects. The translation impact of exchange rate fluctuations resulted in a decrease in administrative expenses of €1 million.

(c) Depreciation and amortisation

Depreciation and amortisation for H1 2023 were €46 million (H1 2022: €41 million), due to the full consolidation of Redburn and increases in amortisation of software alongside amortisation of intangible assets following WAM acquisitions.

(d) Cost of risk

Cost of risk for H1 2023 was a credit of €3 million (H1 2022: credit of €3 million) reflecting the reversal of previous impairment provisions.

3.3 Other income / (expenses)

Other income and expenses for H1 2023 were a credit of €6 million (H1 2022: nil) mainly due to a gain on the sale of the Asset Management business in the US.

3.4 Income tax

The income tax charge for H1 2023 was €51 million (H1 2022: €82 million) comprising a current tax charge of €52 million and a deferred tax credit of €1 million, giving an effective tax rate of 20.7% (H1 2022: 19.8%).

3.5 Non-controlling interests

4. Financial structure

3.5 Non-controlling interests
The charge for non-controlling interests for H1 2023 was €68 million (H1 2022: €83 million). This mainly
comprises profit share (préciput) payable to French partners and interest on perpetual subordinated debt.
4. Financial structure
Rothschild & Co, as a financial holding company (compagnie financière holding), is supervised by the Autorité
de Contrôle Prudentiel et de Résolution (ACPR) on a consolidated basis. The Group has a solid balance sheet
with Group shareholder's equity – Group share as at 30 June 2023 of €3.03 billion (31/12/2022: €3.57 billion)
after providing for the exceptional distribution of reserves of €0.6 billion.
The Common Equity Tier 1 (CET 1) ratio was 23.6%1 exceptional distribution of reserves as at 30 June 2023 (31/12/2022: 22.3%). The CET 1 capital is calculated
in accordance with applicable CRR/CRD rules. The solvency ratios are presented including current profits2
net of dividends, for the current financial year, unless specified otherwise.
pre-exceptional distribution of reserves and 18.7% post
30/06/2023
pre-exceptional
distribution of reserves
30/06/2023
post exceptional
distribution of reserves
31/12/2022 Full Basel 3 minimum
with CBR (Combined
Buffer Requirements)
Common Equity Tier 1 ratio
(CET 1)
23.6% 18.7% 22.3% 7.5%

1 Subject to permission from the ACPR to include profits in Common Equity Tier 1 capital (CET1).

2 Subject to the provisions of article 26.2 of Regulation (EU) No 575/2013.

High levels of liquidity are maintained with cash and treasury assets accounting for 52% of the total assets of €17.8 billion (31/12/2022: 51%). Lending remains conservatively funded by customer deposits with a loan to deposit ratio of 42% as at 30 June 2023 (31/12/2022: 48%).

Operating cash flow1 (OCF) is normally negative in the first half of the financial year reflecting the payment of variable remuneration in respect of the previous year, although strongly positive on a full year basis. For H1 2023, the OCF was an outflow of €356 million (H1 2022: outflow of €245 million).

Net book value per share was €41.92 post exceptional distribution of reserves and €49.92 before exceptional distribution of reserves (31/12/2022: €49.73). Net tangible book value per share was €35.46 post exceptional distribution of reserves and €43.46 before exceptional distribution of reserves (31/12/2022: €43.21).

5. Corporate Sustainability

The Group continues to pursue its long-term ambition to use its influence and expertise to support the sustainability transition of the global economy. A common set of strategic ESG priorities provides our Group with a long-term roadmap for integration of sustainability considerations across the Group's business model.

In 2022, our investment businesses adopted a new Responsible Investment Roadmap with a focus on climate action and inclusive growth, supporting business lines' strategies and contributing to the Group's long-term sustainability ambition. Our Global Advisory business continued to take a leading advisory role on transactions relating to innovative energy and climate transition technology and energy management. In 2023, we remain focused on these initiatives, as well as group-wide commitments to ensure a diverse and inclusive people culture and a balanced working environment, and our commitment to reduce operational GHG emissions on a trajectory aligned with the goals of the Paris Agreement.

6. Simplified tender Offer by Rothschild & Co Concordia for the Rothschild & Co shares

The simplified tender offer for Rothschild & Co shares, announced by Concordia on 6 and 13 February 2023, was filed on 8 June 2023.

On 18 July 2023, the Autorité des marchés financiers ("AMF") cleared the Offer, and on the same day issued its visa for Concordia's Offer Document and Rothschild & Co's Response Document, under numbers 23-316 and 23-317 respectively.

Following the detachment of the exceptional distribution of reserves of 8.00 euros per share on 20 July 2023, the Offer was opened on 24 July 2023 at a price of 38.60 euros per Rothschild & Co share (ordinary dividend of €1.40 and exceptional distribution of reserves of €8.00 detached) for a period of 35 business days, i.e. until 8 September (inclusive).

It should also be noted that on 4 July 2023, the Supervisory Board of Rothschild & Co issued a unanimous favourable reasoned opinion on the Offer, considering that it is in the interest of Rothschild & Co, its shareholders and its employees, and recommended that Rothschild & Co shareholders tender their shares to the Offer. This decision followed consideration of the work of the ad hoc committee and the findings of Finexsi, acting in the capacity of independent expert, whose report concluded that the terms of the Offer are fair to Rothschild & Co shareholders.

Concordia has stated its intention to implement a mandatory de-listing in the event that, following the Offer, the minority shareholders hold less than 10% of the capital and voting rights.

1 Alternative Performance Measure, please refer to Appendix H.

7. Outlook

In Global Advisory, we have seen a significantly weaker M&A market in H1 2023. Macro-economic headwinds continue, resulting in significant declines in announced transaction levels and transactions taking longer to complete. Deal activity for the rest of 2023 will be impacted by the level of capital markets activity, availability of financing, valuation expectations and CEO confidence, and so there remains uncertainty for the remainder of the year. Notwithstanding this, our pipeline of business is encouraging, and we foresee meaningful levels of pent-up demand, should market conditions improve. We nevertheless remain cautious in assessing the outlook for the rest of the financial year.

In Wealth and Asset Management, after a solid first half of 2023, we are cautious for the rest of the year on the revenue outlook as the recent strength in markets is fragile. Moreover, the record high net interest income growth is likely to slow as central banks will likely reduce the pace of the hiking cycle. The outlook remains positive for new assets resulting from our investments in the business in all locations.

In Merchant Banking, we expect to continue to grow our recurring revenue on the back of current fundraising activities and capital deployment plans, albeit at a slower pace than that achieved in H1 2023. We remain focused on investing according to our founding principles – centred around capital preservation and attractive risk-adjusted returns – and are confident that our investments will continue to fulfil their full value creation potential over time.

As announced on 19 June 2023, notwithstanding the intrinsic volatility that characterises each of our three businesses, the Group's best estimates for the full year 2023, which reflect the challenging market environment in Global Advisory and Merchant Banking partially offset by a strong performance in Wealth and Asset Management, are an operating income1 for the Group's three businesses of around €540 million and a Net Income - Group share of around €280 million.

1 Operating income excludes Other income / expense, Corporate centre and IFRS adjustments (i.e. profit share (préciput) paid to French partners, deferred bonuses, and other statutory adjustments).

A. Summary consolidated balance sheet

A. Summary consolidated balance sheet
(in € billion)
30/06/2023
31/12/2022
Var
Cash and amounts due from central banks
5.1
2.5
2.6
Loans and advances to banks
1.7
1.9
(0.2)
Loans and advances to customers
4.8
5.0
(0.2)
of which private client lending
4.4
4.6
(0.2)
Debt and equity securities
3.7
5.8
(2.1)
Other assets
2.5
2.2
0.3
Total assets
17.8
17.4
0.4
Due to customers
11.3
10.4
0.9
Other liabilities
3.1
2.9
0.2
Shareholders' equity - Group share (before
3.6
3.6
0.0
exceptional distribution of reserves)
Exceptional distribution of reserves
(0.6)
0.0
(0.6)
Non-controlling interests
0.4
0.5
(0.1)
17.4
Total capital and liabilities 17.8 0.4
The foreign exchange translation effect between 30 June 2023 and 30 June 2022 had no significant impact.
B. Exceptional income and expenses
(in €m)
H1 2023
H1 2022
PBT
PATMI
EPS
PBT
PATMI
EPS
As reported
247
128
1.74 €
414
249
3.43 €
- Offer-related costs
(8)
(6)
(0.08) €
-
-
-

- Deferred bonus acceleration
(20)
(15)
(0.21) €
-
-
-

B. Exceptional income and expenses

Shareholders' equity - Group share (before
The foreign exchange translation effect between 30 June 2023 and 30 June 2022 had no significant impact.
B. Exceptional income and expenses
(in €m) PBT H1 2023
PATMI
EPS PBT H1 2022
PATMI
EPS
As reported
- Offer-related costs 247
(8)
128
(6)
1.74 €
(0.08) €
414
-
249
-
3.43 €
-
- Deferred bonus acceleration (20) (15) (0.21) € - - -
Total exceptional (charges) /
profits
(28) (21) (0.29) € -
0
-
0
-

-

There were no exceptional items in H1 2022.

Offer-related costs are mainly professional advisor costs.

Deferred bonus acceleration relates to the acceleration of the accounting for deferred bonuses as certain partners of the Group will utilise their future deferred bonus pools to invest in Rothschild & Co Partners.

C. Performance by business

C. Performance by business
Other
(in € million) GA WAM MB Total businesses IFRS H1 2023
businesses and Corporate reconciliation1
centre
Revenue 676 403 141 1,220 25 (4) 1,241
Operating expenses
Cost of risk
(596)
-
(293)
1
(73)
-
(962)
1
(31)
-
(10)
2
(1,003)
3
Operating income 80 111 68 259 (6) (12) 241
Other income / (expense) - - - - - 6 6
Profit before tax 80 111 68 259 (6) (6) 247
Operating margin % 12% 28% 48% 21% 20%
Other
(in € million) GA WAM MB Total businesses IFRS H1 2022
businesses and Corporate reconciliation1
centre
Revenue 857 324 188 1,369 21 (15) 1,375
Operating expenses (694) (254) (67) (1,015) (40) 91 (964)
- 1 - 1 - 2 3
Cost of risk 71 121 355 (19) 78 414
Operating income 163
Other income / (expense) - - - - - - -
Profit before tax
Operating margin %
163
19%
71
22%
121
64%
355
26%
(19) 78 414
30%
Other
IFRS
businesses
H1 2022
reconciliation1
businesses
and Corporate
centre
Revenue
857
324
188
1,369
21
(15)
1,375
Operating expenses
(694)
(254)
(67)
(1,015)
(40)
91
(964)
Cost of risk
-
1
-
1
-
2
3
Operating income
163
71
121
355
(19)
78
414
Other income / (expense)
-
-
-
-
-
-
-
Profit before tax
163
71
121
355
(19)
78
414
Operating margin %
19%
22%
64%
26%
30%
1
reallocating impairments and certain operating income and expenses for presentational purposes.
D. FX rates
P&L
Balance sheet
Rates
H1 2023
H1 2022
Var
Rates
30/06/2023
31/12/2022
Var
€ / GBP
0.8721
0.8447
3%
€ / GBP
0.8589
0.8869
(3)%
€ / CHF
0.9865
1.0248
(4)%
€ / CHF
0.9766
0.9880
(1)%
businesses businesses
and Corporate
centre
IFRS
reconciliation1
H1 2023
IFRS reconciliation mainly reflects: the treatment of profit share (préciput) paid to French partners as non-controlling interests; accounting
for normal and special deferred bonuses over the period between award and vesting, rather than in the year in which the associated
revenues have been booked; excluding from 2023 management accounts the costs of the Offer; the application of IAS 19 for defined
benefit pension schemes; adding back non-operating items and administrative expenses excluded from the management accounts; and

D. FX rates

IFRS reconciliation mainly reflects: the treatment of profit share (préciput) paid to French partners as non-controlling interests; accounting
P&L
Balance sheet
Var
Rates
H1 2023
H1 2022
Rates
30/06/2023
31/12/2022
Var
€ / GBP
0.8721
0.8447
3%
€ / GBP
0.8589
0.8869
(3)%
€ / CHF
0.9865
1.0248
(4)%
€ / CHF
0.9766
0.9880
(1)%
€ / USD
1.0825
1.0878
(0)%
€ / USD
1.0915
1.0683
2%
1
for normal and special deferred bonuses over the period between award and vesting, rather than in the year in which the associated
revenues have been booked; excluding from 2023 management accounts the costs of the Offer; the application of IAS 19 for defined
benefit pension schemes; adding back non-operating items and administrative expenses excluded from the management accounts; and
reallocating impairments and certain operating income and expenses for presentational purposes.
D. FX rates

E. Quarterly progression of revenue

E. Quarterly progression of revenue
In € million 2023 2022 Var
st quarter
1
326.8 413.5 (21)%
Global Advisory nd quarter
2
349.2 443.1 (21)%
Total 676.0 856.6 (21)%
Wealth & Asset Management st quarter
1
196.5 163.3 20%
nd quarter
2
206.9 161.3 28%
Total 403.4 324.6 24%
st quarter
1
72.3 95.5 (24)%
Merchant Banking nd quarter
2
68.9 92.4 (25)%
Total 141.2 187.9 (25)%
Other business st quarter
1
14.9 11.7 27%
and corporate centre nd quarter
2
10.0 9.4 6%
Total 24.9 21.1 18%
IFRS reconciliation st quarter
1
(4.3) (8.7) n/a
nd quarter
2
(0.4) (6.9) n/a
Total (4.7) (15.6) n/a
Total Group st quarter
1
606.2 675.3 (10)%
Revenue nd quarter
2
634.6 699.3 (9)%
Total 1,240.8 1,374.6 (10)%

F. Global Advisory track record

Global Advisory advised the following clients on notable transactions completed in H1 2023.

F.1. M&A and strategic advisory

  • Lanxess, a specialty chemicals company, on the creation of an engineering materials joint venture with Advent (€6.2 billion, Germany)
  • Capital & Counties Properties, a property investment and development company, on its merger with Shaftesbury PLC (c.£5 billion, United Kingdom)
  • Société Générale, on its listed subsidiary ALD Automotive's acquisition of LeasePlan, a fleet management and operational car leasing company (€4.9 billion, France and Netherlands)
  • Melrose and Dowlais, a specialist in the acquisition and performance improvement of manufacturing businesses and an engineering group focused on the automotive sector, on the demerger of GKN Automotive and Dowlais (£4.5 billion, United Kingdom)
  • Capricorn, an oil and gas exploration and development company, on its special dividend and reverse takeover by NewMed Energy (c.£3 billion, United Kingdom and Israel)
  • Credit Suisse, a global investment bank, on its merger with UBS (CHF3 billion, Switzerland)
  • CVC, on its disposal of APRIL Group, the leading French insurance broker with operations across 18 countries, to KKR (€2.3 billion, France)
  • Nethys, an industrial group specialising in the energy and telecommunications sector, on its disposal of a majority stake in VOO to Orange Belgium (€1.8 billion, Belgium)
  • Meridian Bioscience, an integrated life science company, on its all-cash sale to SDB Biosensor and SJL Partners (US\$1.5 billion, United Sates and South Korea)
  • Merieux and Siparex Group, on its acquisition of a majority stake and financing of Piercan, a leading family owned producer of containment gloves (€190 million, France)
  • Silicon Valley Bank UK, a subsidiary of Silicon Valley Bank, on its sale to HSBC UK (United Kingdom)

F.2. Financing Advisory

  • Ministry of Finance of Ukraine on its 4-year IMF program, the design of financing assurances, and the official sector debt restructuring of Paris Club bilateral creditors (US\$15.6 billion, Ukraine)
  • Talen Energy, a leading competitive power generation and infrastructure company, on its restructuring (adviser to Unsecured Noteholders - US\$4.8 billion, United States)
  • EDP & EDPR, global leaders in electrical utilities and renewable energy, on its capital raise via concurrent ABBs by EDP and listed subsidiary EDPR, with cornerstones (€2 billion, Portugal)
  • GOL and Abra, on the recapitalisation transaction and formation of Abra, a Latin American air transportation group (US\$1.6 billion, Brazil and United States)
  • Delivery Hero, a multinational online food delivery service, on its convertible bond issuance and repurchase of outstanding convertible bonds (€1 billion, United Kingdom and Germany)
  • West Marine, a boating supply and fishing retailer, on its out-of-court restructuring including new capital financing (US\$760 million, United Sates)
  • Brambles, a supply-chain logistics company operating in more than 60 countries, on its debut green bond (€500 million, Australia)
  • Electricity North West, an electricity distribution network operator, on its debut green bond and associated hedging (£425 million, United Kingdom)
  • Land Securities, a leading real estate development and investment company, on its inaugural green bond (£400 million, United Kingdom)
  • Republic of San Marino, on its liability management exercise and Eurobond issuance (€350 million, Republic of San Marino)
  • Femto Technologies, on its acquisition of a 59.1% stake in Prima Industrie, a manufacturer and supplier of home heating related products, triggering the launch of a mandatory PTO on remaining shares (€338 million, Italy)
  • Verdane and Polytech, on its sale of a significant minority in Polytech, a global leader in wind turbine blade protection and enhancements, to FSN Capital and on the amendment and extension of its debt (€135 million, Denmark)

G. Investment activities and business development of Merchant Banking in H1 2023

G.1. Corporate Private Equity

  • We plan to hold the final closing for Five Arrows Principal Investments IV (FAPI IV), our 4th generation midmarket private equity fund, during Q3 at c. €2.5 billion. Additionally, we have secured commitments of more than €1.1 billion for Five Arrows Long Term (FALT), our private equity fund focused on the upper mid-market.
  • During Q2, FALT and FAPI IV completed their investment in n2y (a trailblazer in special education with award-winning digital solutions to help students and teachers in schools across the US).
  • During H1 2023, FAPI IV also invested in A2Mac1, the global leader in automotive and mobility technology benchmarking, with a unique track record of product development and service innovations.

G.2. Multi Strategies

  • Five Arrows Secondary Opportunities V (FASO V), our fund focused on GP-led secondary investments, has now closed its investment period having completed 29 transactions in Europe and the US and committed 115% of its capital.
  • Its successor fund, Five Arrows Secondary Opportunities VI (FASO VI), is currently fundraising and has secured capital commitments of c. €860 million to date.
  • Five Arrows Private Equity Programme III (FAPEP III), our 3rd generation global multi-manager private equity platform, is currently fundraising and has secured capital commitments of c. €290 million to date. The fund has already committed capital to 16 transactions.
  • Five Arrows Global Technology (FAGT), our 1st generation technology-focused multi-manager private equity fund, investing in third-party funds and co-investments across buyouts, growth equity and venture capital, has secured US\$275 million of capital commitments to date. The fund has been active on the investment front, committing capital to 20 underlying funds and one co-investment to date.
  • Five Arrows Sustainable Investments (FASI), our 1st impact fund, is currently fundraising and has secured c. €167 million of capital commitments to date. In 2023 the fund completed its 1st transaction, acquiring an interest in SMRD-Harmonie, a leading player in building renovations, delivering positive environmental and social impacts.

G.3. Direct Lending

  • Five Arrows Debt Partners III (FADP III), our 3rd generation direct lending fund, completed five new investments during the first half of the year, providing tailor-made debt financing packages for:
    • Alveo, a leading global provider of data management software to large banks and financial institutions;
    • Ideagen, a leading global provider of regulatory and compliance software;
    • Sciforma, a pan-European provider of project portfolio management software;
    • Roole, the leading French provider of vehicle and driver protection services; and
    • Moore Kingston Smith, a top 20 provider of audit, tax and accounting services in the UK.
  • Additional facilities were also provided to several of the fund's existing portfolio companies in order to support their growth ambitions.
  • FADP III is now c.114% committed. Given its strong deployment momentum and attractive opportunity pipeline, the team has now launched the fundraising for its successor vehicle, Five Arrows Debt Partners IV.

G.4. Credit Management

  • The Credit Management business, investing in senior secured loans, high yield bonds and structured credit, had an active quarter:
    • in the US, Credit Management issued one new CLO vehicle of US\$400 million (Ocean Trails XIV);
    • in Europe, the team issued one new CLO vehicle of €370 million (Contego XI); and
    • in Europe the team launched Five Arrows European Loan Fund (FA ELF), an open-ended vehicle investing in senior secured loans.
  • Five Arrows Global Loan Investments II (GLI II), the 2nd generation vehicle predominantly investing in equity tranches of CLOs managed by Credit Management, is currently fundraising and has secured c. €157 million of capital commitments to date.

H. Alternative performance measures (APM) - Article 223-1 of the AMF General Regulation

APM Definition Reason for use Reconciliation
Net income – Group
share excluding
exceptionals
Net income attributable to holders of ordinary equity excluding exceptional
items.
To measure Net
income Group share
excluding
exceptional items of
a significant amount.
In the Press
release, please
refer to Appendix B.
EPS excluding
exceptionals
EPS excluding exceptional items. To measure
Earnings per share
excluding
exceptional items of
a significant amount.
In the Press
release, please
refer to Appendix B.
Adjusted compensation
ratio
Ratio between adjusted staff costs divided by consolidated Revenue of
Rothschild & Co excluding MB investment performance revenue (carried
interest and investment gains).
Adjusted staff costs represent:
1. staff costs accounted in the income statement (which include the effects of
accounting for deferred bonuses over the period in which they are earned
as opposed to the awarded basis),
To measure the
proportion of
revenue granted to
all employees.
Key indicator for
competitor listed
investment banks.
Please refer:
- in the Press
release to § 3.2
Operating
expenses / Staff
costs, and
- in the Investor
2. to which must be added the amount of profit share paid to the French
partners (Associés gérants),
Rothschild & Co
calculates this ratio
with adjustments to
presentation to
slide 37.
3. from which must be deducted redundancy costs, revaluation of share
based employee liabilities and business acquisition costs treated as
employee compensation under IFRS,
give the fairest and
closest calculation to
the one used by
- which gives total staff costs in calculating the basic compensation
ratio,
other comparable
listed companies.
4. the amount of adjusted staff costs and revenue are restated by the
exchange rate effect to offset the exchange rate fluctuations from one year
to the next one,
- which gives the adjusted staff costs for compensation ratio.
Businesses' PBT
margin
Each business PBT margin is calculated by dividing Profit before tax by
Revenue, business by business.
To measure
business'
profitability.
Please refer in the
Press release to
§ 2.
Return on Tangible
Equity (ROTE)
Ratio between Net income - Group share excluding exceptional items and
average tangible equity Group share over the period.
To measure the
overall profitability of
In the Investor
presentation
excluding exceptional
items
Tangible equity corresponds to total equity Group share less intangible
assets (net of tax) and goodwill.
Rothschild & Co
excluding
exceptional items on
release, please
refer to slide 48.
Average tangible equity over the period equal to the average between
tangible equity as at 31 December 2022 and 30 June 2023.
the Group share of
tangible equity
capital in the
business.
Return on Risk
Adjusted Capital
(RORAC)
Ratio of an adjusted Profit before tax divided by an internal measure of risk
adjusted capital (RAC) deployed in the business on a rolling 3-year basis.
The estimated amount of capital and debt which management believes
would be reasonable to fund the Group's investments in Merchant Banking
products is consistent with its cautious approach to risk management. Based
on the mix of its investment portfolio as of the reporting dates, management
believes that this risk-adjusted capital (RAC) amounts to c.70% of the
Group's investments net asset value and that the remainder could be funded
by debt. This percentage broadly represents the weighted average of 80%
for equity exposures, 50% for junior credit exposures, 40% for CLO
exposures in vertical strips and 33% for senior credit exposures.
To calculate the RORAC, Merchant Banking Profit before tax is adjusted by
a notional 2.5% cost of debt, computed as per the above (i.e. 30% of the
Group's investments NAV), divided by the RAC.
Disclosed RORAC is calculated on a 3-year rolling period average to
account for the inevitable volatility in the financial results of the business,
primarily relating to investment income and carried interest recognition.
To measure the
performance of the
Merchant Banking
business.
In the Investor
presentation
release, please
refer to slide 48.
Operating Cash Flow
(OCF)
Amount of cash generated by the Group's normal business operations in the
current financial year. The calculation is done via the indirect method, from
the profit before tax.
To measure the
amount of cash
generated by the
Group's normal
business
operations.
In the Investor
presentation
release, please
refer to slide 49.

Condensed half-year consolidated financial statements

Consolidated balance sheet as at 30 June 2023

Assets

Condensed half-year consolidated financial statements
Consolidated balance sheet as at 30 June 2023
Assets
In thousands of euros Notes 30/06/2023 31/12/2022
Cash and amounts due from central banks 5,076,024 2,521,688
Financial assets at fair value through profit or loss 1 1,679,952 2,177,181
Hedging derivatives 2 8,213 6,040
Securities at amortised cost 3 2,062,585 3,649,077
Loans and advances to banks 4 1,686,625 1,927,881
Loans and advances to customers 5 4,786,309 4,971,198
Current tax assets 57,021 32,876
Deferred tax assets 13 78,935 67,306
Other assets 6 1,444,867 1,059,738
Investments accounted for by the equity method 4,199 4,325
Right of use assets 203,388 213,900
Tangible fixed assets 255,435 253,094
Intangible fixed assets 238,428 241,453
Goodwill 7 252,765 250,756
TOTAL ASSETS 17,834,746 17,376,513
Liabilities and shareholders' equity
In thousands of euros Notes 30/06/2023 31/12/2022
Financial liabilities at fair value through profit or loss 1 78,405 302,289
Hedging derivatives 2 - 434
Due to banks and other financial institutions 8 381,456 517,539
Customer deposits 9 11,318,932 10,414,524
Debt securities in issue 151,549 41,724
Current tax liabilities 64,666 70,289
Deferred tax liabilities 13 74,014 69,299
Lease liabilities 229,232 240,676

Liabilities and shareholders' equity

Liabilities and shareholders' equity
Financial liabilities at fair value through profit or loss 1 78,405 302,289
Hedging derivatives 2 - 434
Due to banks and other financial institutions 8 381,456 517,539
Customer deposits 9 11,318,932 10,414,524
Debt securities in issue 151,549 41,724
Current tax liabilities 64,666 70,289
13 74,014 69,299
Deferred tax liabilities
Lease liabilities 229,232 240,676
Other liabilities, accruals and deferred income 10 2,116,486 1,667,787
Provisions 11 35,186 34,745
TOTAL LIABILITIES 14,449,926 13,359,306
Shareholders' equity 3,384,820 4,017,207
Shareholders' equity - Group share 14 3,030,367 3,565,080
Share capital 154,205 154,060
Share premium 1,123,567 1,122,438
Consolidated reserves 1,664,560 1,740,742
Unrealised or deferred capital gains and losses (40,439) (57,792)
Net income - Group share 128,474 605,632
Non-controlling interests 15 354,453 452,127

Consolidated income statement for the six months ended 30 June 2023

In thousands of euros Notes 30/06/2023 30/06/2022
+
Interest income on financial instruments using the effective interest method
19 184,535 42,716
-
Interest expense on financial instruments using the effective interest method
19 (99,727) (25,590)
+/-
Net interest income on other financial instruments
19 38,776 18,027
+
Fee income
20 1,085,189 1,263,213
-
Fee expense
20 (55,338) (54,403)
+/-
Net gains on financial instruments at fair value through profit or loss
21 87,438 130,964
+/-
Net gains/(losses) on derecognition of assets held at amortised cost
1 (274)
+
Other operating income
150 283
-
Other operating expenses
(177) (390)
Net banking income 1,240,847 1,374,546
-
Staff costs
22 (765,565) (763,424)
-
Administrative expenses
22 (191,493) (159,982)
-
Depreciation, amortisation and impairment of tangible and intangible fixed assets
(45,960) (40,485)
Gross operating income 237,829 410,655
+/-
Cost of risk
23 2,707 3,754
Operating income 240,536 414,409
+/-
Net income/(expense) from companies accounted for by the equity method
(34) 1,961
+/-
Net income/(expense) from other assets
24 6,263 (2,407)
Profit before tax 246,765 413,963
-
Income tax expense
25 (50,994) (81,896)
CONSOLIDATED NET INCOME 195,771 332,067
Non-controlling interests 15 67,297 83,270
NET INCOME - GROUP SHARE 128,474 248,797
Earnings per share - basic (euros) 28 €1.74 €3.43
Earnings per share - basic (euros) - continuing operations 28 €1.74 €3.43
Earnings per share - diluted (euros) 28 €1.71 €3.37
28 €1.71 €3.37

Statement of comprehensive income for the six months ended 30 June 2023

Statement of comprehensive income for the six months ended 30 June 2023
In thousands of euros 30/06/2023 30/06/2022
Consolidated net income 195,771 332,067
Gains and losses recyclable in profit or loss
Translation differences on subsidiaries and associates 29,402 19,153
Translation gain transferred to income on disposal of subsidiary (7,778) -
Net gains/(losses) from changes in fair value of cash flow hedges 1,685 (532)
(Gains) and losses relating to cash flow hedges transferred to income statement (159) (998)
Gains and (losses) recognised directly in equity for companies accounted for by the equity method (94) (254)
Other adjustments 1 -
Taxes (351) 291
Total gains and losses recyclable in profit or loss 22,706 17,660
Gains and losses not recyclable in profit or loss
Remeasurement gains/(losses) on defined benefit pension funds (15,703) 131,420
Taxes 3,564 (22,430)
Total gains and losses not recyclable in profit or loss (12,139) 108,990
Gains and losses recognised directly in equity 10,567 126,650
TOTAL COMPREHENSIVE INCOME 206,338 458,717
of which: attributable to equity shareholders
of which: attributable to non-controlling interests
133,161
73,177
376,399
82,318

Consolidated statement of changes in equity for the six months ended 30 June 2023

Consolidated statement of changes in equity for the six months ended 30 June 2023
Unrealised or deferred capital
gains and losses (net of tax)
(Note 14.1)
In thousands of euros Capital and
associated
reserves (Note
Consolidated
reserves (Note
14.1)
Related to
translation
differences
Cash flow
hedge
reserve
Shareholders'
equity, Group
share
Shareholders'
equity, NCoI
Total share
holders' equity
SHAREHOLDERS' EQUITY AT 1 JANUARY 2022 14.1)
1,301,209
1,861,953 (32,050) 1,713 3,132,825 468,377 3,601,202
(Acquisition)/ disposal of treasury shares - (32,853) - - (32,853) 1 (32,852)
Capital decrease (25,455) 25,455 - - - - -
Distributions (Note 14.2) - (200,967) - - (200,967) (184,656) (385,623)
Issue of shares 744 - - - 744 - 744
Capital increase related to options - 921 - - 921 - 921
Interest on perpetual subordinated debt - - - - - (16,584) (16,584)
Effect of a change in shareholding without a change of control - 9,443 (9,657) - (214) (281) (495)
Revaluation of RMM preferred shares to fair value before purchase (Note 15) - (41,300) - - (41,300) 41,300 -
Purchase of RMM preferred shares (Note 15) - - - - - (41,300) (41,300)
Subtotal of changes linked to transactions with shareholders (24,711) (239,301) (9,657) - (273,669) (201,520) (475,189)
2022 net income for the year - 605,632 - - 605,632 195,151 800,783
Net gains/(losses) from changes in fair value - - - (808) (808) - (808)
Net (gains)/losses transferred to income - - - (1,306) (1,306) - (1,306)
Remeasurement gains/(losses) on defined benefit funds - 113,371 - - 113,371 (1) 113,370
Translation differences and other movements - 4,719 (15,684) - (10,965) (9,880) (20,845)
SHAREHOLDERS' EQUITY AT 31 DECEMBER 2022 1,276,498 2,346,374 (57,391) (401) 3,565,080 452,127 4,017,207
(Acquisition)/ disposal of treasury shares - 12,772 - - 12,772 - 12,772
Capital decrease - - - - - - -
Ordinary distributions (Note 14.2, Note 15) - (107,484) - - (107,484) (159,205) (266,689)
Issue of shares 1,274 - - - 1,274 - 1,274
Capital increase related to options - 5,168 - - 5,168 - 5,168
Revalue share-based payment liability in equity - 6,703 - - 6,703 - 6,703
Charge, net of tax, on reclassifying equity-settled share-based payments to cash settled - (4,971) - - (4,971) - (4,971)
Net reclassification of share-based payments - (3,629) - - (3,629) - (3,629)
Interest on perpetual subordinated debt (Note 15) - - - - - (11,170) (11,170)
Effect of a change in shareholding without a change of control
Subtotal of changes linked to transactions with shareholders
-
1,274
(19)
(91,460)
528
528
-
-
509
(89,658)
(476)
(170,851)
33
(260,509)
2023 net income for the period - 128,474 - - 128,474 67,297 195,771
Net gains/(losses) from changes in fair value - - - 1,365 1,365 - 1,365
Net (gains)/losses transferred to income - - (7,778) (190) (7,968) - (7,968)
Remeasurement gains/(losses) on defined benefit funds - (12,139) - - (12,139) - (12,139)
Translation differences and other movements - 1 23,428 - 23,429 5,880 29,309
Shareholders' equity as at 30 June 2023 - pre exceptional distribution of reserves 1,277,772 2,371,250 (41,213) 774 3,608,583 354,453 3,963,036
Exceptional distribution of reserves - (578,216) - - (578,216) - (578,216)
SHAREHOLDERS' EQUITY AT 30 JUNE 2023 1,277,772 1,793,034 (41,213) 774 3,030,367 354,453 3,384,820

Cash flow statement for the six months ended 30 June 2023

Cash flow statement for the six months ended 30 June 2023
In thousands of euros Notes 30/06/2023 30/06/2022
Consolidated profit before tax (I) 246,765 413,963
Depreciation and amortisation expense on tangible and intangible fixed assets 23,529 21,179
Depreciation and impairment of ROU assets and interest on lease liabilities 26,627 21,697
Remove (gains)/losses related to acquisition, disposal and impairment of Group companies 24 (7,506) (1,674)
Remove (profit)/loss from associates 34 (1,961)
Remove (profit)/loss from investing activities 21 (64,041) (103,650)
Other non-cash items included in pre-tax profit (1,959) 367
Non-cash items included in pre-tax profit (II) (23,316) (64,042)
Net (advance)/repayment of loans to customers 218,667 (380,548)
Cash (placed)/received through interbank transactions
Increase/(decrease) in customer deposits
(52,588)
810,552
74,889
(128,361)
Net inflow/(outflow) related to derivatives and trading items (168,166) (48,398)
Net (purchases)/disposals of assets held for liquidity purposes 1,870,555 116,270
Other movements in assets and liabilities related to treasury activities 140,802 (85,914)
Total treasury-related activities 2,601,155 (71,514)
(Increase)/decrease in working capital (408,038) (329,067)
Payment of lease liabilities (24,740) (20,372)
Tax paid (78,444) (112,565)
Other operating activities (511,222) (462,004)
Net (decrease)/increase in cash related to operating assets and liabilities (III) 2,308,600 (914,066)
Net cash inflow/(outflow) related to operating and treasury activities (A) = (I) + (II) + (III) 2,532,049 (564,145)
Purchase of investments (77,135) (147,059)
Purchase of subsidiaries and associates, net of cash and cash equivalents acquired (3,389) (37,900)
Purchase of property, plant and equipment and intangible fixed assets (19,576) (11,593)
Total cash invested
Cash received from investments (disposals and dividends)
(100,100)
205,860
(196,552)
202,333
Cash received from sale of subsidiaries, net of cash and cash equivalents sold (604) -
Cash from disposal of property, plant and equipment and intangible fixed assets 2,965 773
Total cash received from investment activity 208,221 203,106
Net cash inflow/(outflow) related to investing activities (B) 108,121 6,554
Distributions paid to shareholders and general partners of parent company 14.2 (107,484) (200,967)
(167,826)
Distributions paid to non-controlling interests 15 (159,205) (7,318)
Interest paid on perpetual subordinated debt 15 (11,170) (41,300)
Purchase of RMM preferred shares
(Acquisition)/disposal of own shares and additional interests in subsidiaries
15 -
(8,622)
(21,255)
Net cash inflow/(outflow) related to financing activities (C) (286,481) (438,666)
Impact of exchange rate changes on cash and cash equivalents (D) 45,236 98,662
NET INFLOW/(OUTFLOW) OF CASH (A) + (B) + (C) + (D) 2,398,925 (897,595)
Net opening cash and cash equivalents 17 3,674,820 7,256,665
Net closing cash and cash equivalents 17 6,073,745 6,359,070
NET INFLOW/(OUTFLOW) OF CASH 2,398,925

1. Highlights

1.1. Simplified tender Offer by Rothschild & Co Concordia for the Rothschild & Co shares

A simplified tender offer (the "Offer") for Rothschild & Co shares, announced by Rothschild & Co Concordia on 6 and 13 February 2023, was filed on 8 June 2023.

Further information on the Offer is given in the accompanying half-year activity report.

1.2. Agreement to purchase Atlantic Equities

In April 2023, the Group reached an agreement for Redburn, the leading independent European equity research and agency execution broker, to acquire 100% of the business of Atlantic Equities, a US equity research and agency execution specialist. The acquisition is subject to certain conditions precedent, which are expected to happen during the second half of 2023. More details regarding Redburn are given in Note 7.

1.3. Disposal of North American asset management business

In November 2022, the Group entered into an agreement with Wintrust Financial Corporation according to which a subsidiary of Wintrust, Great Lakes Advisors, LLC agreed to purchase our asset management business in the US. The sale of Rothschild & Co Asset Management US Inc. completed on 4 April 2023.

Annual revenue for this business in 2022 was €22 million, and was €5 million for the period up to disposal on 4 April 2023.

1.4. Macro-economic environment

High levels of inflation across much of the world have seen significant increases in interest rates alongside market volatility. The impact of this on key risks faced by R&Co Group is set out below.

1.4.1. Interest rate risk and liquidity risk

The Group has limited interest rate risk in a rising interest rate environment due to its private banking business model, whereby lending is primarily focused on our private clients, mostly with collateral consisting of portfolios of securities (Lombard lending). This type of lending is typically short term or has floating interest rates.

Moreover, the Group's liquidity position continues to be strong and the impact of interest rates on client behaviour is monitored closely to ensure this strength is maintained. Enhanced disclosures on interest rate risk and liquidity risk are given in section 4.3.1 and 4.3.2 of these financial statements.

1.4.2. Credit risk on loans to customers

The methodology and assumptions used by the Group for the measurement of its expected credit losses are described in section 4.2.1.1 Grouping of instruments for losses measured on a collective basis of these financial statements.

Higher interest rates that have not been seen for many years can make the value of collateral held and the probabilities of default harder to estimate than they are in a stable environment. The Loss Given Default (LGD) has been determined in large part through a review of the collateral held against loans made. Where the collateral has been difficult to value, adjustments have been made to its assumed value that reflect recent market movements.

In the event that any borrower is affected by interest rate changes to the extent that their loan is in doubt, this would be addressed with the usual methods. Defaults remain very low as at the balance sheet date. Full quantitative disclosure of credit risk is given in section 4.2 Credit risk.

1.5. Global minimum tax

To ensure large multinational corporations pay a minimum level of tax on the income arising in each of the jurisdictions where they operate, the Organisation for Economic Co-operation and Development (OECD) released a draft legislative framework in December 2021, followed by detailed guidance released in March 2022, that is expected to be used by over 135 individual jurisdictions that signed the agreement to amend their local tax laws and introduce a global minimum tax of 15%. Such regulation is widely referred to as Pillar 2.

The EU Council formally approved the EU directive transposing the OECD proposed framework into the EU regulatory environment on 15 December 2022. The Directive must be endorsed by the legislative arms of EU member states before 31 December 2023, with application starting from 1 January 2024.

Once changes to the tax laws in any jurisdiction in which the Group operates are substantively enacted, the Group may be subject to the top-up tax. As at 30 June 2023, the United Kingdom and Japan are the only jurisdictions in which the Group operates that have enacted or substantively enacted the tax legislation related to Pillar 2. Management is closely monitoring the progress of the legislative process in each jurisdiction the Group operates in. As at 30 June 2023, the Group does not foresee material impacts on its consolidated financial statements.

On 23 May 2023, the IASB published International Tax Reform – Pillar Two Model Rules (amendments to IAS 12) with an effective date 1 January 2023. These amendments create a mandatory temporary exception to the recognition of deferred tax in relation to Pillar 2. In addition, the amendments required entities to disclose information that helps users of financial statements understand the entity's exposure to Pillar 2 income taxes. These disclosure requirements are not required for interim financial reporting as at 30 June 2023.

These amendments have no material impact on the Group's consolidated accounts as at 30 June 2023.

2. Preparation of the financial statements

2.1. Information regarding the Company

The condensed consolidated financial statements of the Group (i.e. Rothschild & Co SCA and its consolidated subsidiaries) for the six months ended 30 June 2023 are presented in accordance with IFRS in force at the reporting date, as adopted in the European Union by way of EC Regulation No. 1606/2002. The format used for the condensed financial statements is a banking format. It is consistent with Recommendation No. 2022-01 of 8 April 2022 of the French Accounting Standards Authority (Autorité des normes comptables). The statements cover the period from 1 January 2023 to 30 June 2023.

The consolidated accounts have been approved by Rothschild & Co Gestion SAS, the Statutory Managing Partner of Rothschild & Co, and, for verification and control purposes, were considered by the Supervisory Board on 3 August 2023.

On 30 June 2023, the Group's holding company was Rothschild & Co, a French partnership limited by shares (société en commandite par actions), headquartered at 23 bis, avenue de Messine, 75008 Paris, France (Paris Trade and Companies Registry Number 302 519 228). As at 30 June 2023, the Company is listed on Euronext in Paris (Compartment A).

On 30 June 2023, the parent company of Rothschild & Co SCA was Rothschild & Co Concordia SAS, whose registered office is also at 23 bis, avenue de Messine, 75008 Paris, France.

The Group has a worldwide presence and operates three main businesses: Global Advisory, Wealth and Asset Management, and Merchant Banking.

2.2. General principles

The notes to the accounts have been prepared having taken into account the understanding, relevance, reliability, comparability and materiality of the information provided. The Group has adequate resources to continue in operational existence for the foreseeable future and, accordingly, the financial statements have been prepared on a going concern basis.

2.3. Changes to accounting standards and reporting requirements

2.3.1. Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction

In May 2021, the IASB issued amendments to IAS 12 Income Taxes which narrow the scope of the exemption from recognising deferred tax when recognising assets or liabilities for the first time. In the case of transactions that give rise to equal and offsetting temporary differences (for example, leases), it is now clear that the exemption does not apply. As a result, both a deferred tax asset and a deferred tax liability for temporary differences will arise on initial recognition of a lease. However, in many jurisdictions, such deferred tax assets and liabilities qualify to be presented net of each other in the balance sheet.

The effective date is 1 January 2023, and it has had no material impact on the Group.

2.3.2. IFRS 17 Insurance contracts

IFRS 17 Insurance contracts is applicable for periods starting on 1 January 2023. The Group considers that it does not have any products or services that are in the scope of this standard.

2.3.3. June 2023 update on USD LIBOR exposure

IBOR reform has resulted in certain interest rate benchmarks being phased out in previous and over the coming years. Given much of the Group is focused on Private Client Lending and vanilla treasury assets, with relatively limited exposure to long-term IBOR rates, the reform has not significantly impacted the Group.

The Group's exposures of €39.9 million as at December 2022 to non-derivatives financial assets based on USD Libor moved to a new benchmark rate that will be used from July 2023. In addition, the Group has previously issued perpetual subordinated debt with a face value of US\$200 million, included as part of its non-controlling interest.

The interest payments on this debt have been benchmarked to USD Libor. A consent solicitation process was launched to noteholders on 22 June 2023 to transition the interest rate methodology from USD Libor to compounded daily SOFR plus a spread adjustment of 0.42826% p.a., in line with market practice. The proposal was not approved and will, therefore, not be implemented. In light of this, the Group expects the interest rate of the notes to refer to synthetic USD Libor while it is quoted (currently expected until 30 September 2024) and is consulting with the agent bank regarding future interest rate fixes. The terms and conditions of the notes provide that the rate of interest will be determined by the trustee of the notes if the agent bank does not determine the rate of interest.

2.3.4. Other changes to accounting standards

The IASB has issued other minor amendments to IFRS effective since 1 January 2023. These revised requirements do not have any significant impact on the Group.

2.4. Forthcoming changes to accounting standards

There are no forthcoming changes to accounting standards that are expected to be material to the Group.

2.5. Subsequent events

Apart from matters already mentioned in these accounts, there have not been any events after the balance sheet date that require disclosure in these accounts.

3. Accounting policies

3.1. Basis of accounting

The accounting principles and valuation methods applied by the Group for the half-year condensed consolidated financial statements are the same as those applied and described in the financial statements for the year ended 31 December 2022. It should be noted that the Group's interim financial reporting is in compliance with IAS 34.

The Group has not opted for early application of new standards, amendments and interpretations adopted by the European Union or the IASB where the application in 2023 is optional.

3.2. Accounting judgments and estimates

To prepare the financial statements in accordance with the Group's accounting methods, management has made assumptions and estimates that could have an impact on the carrying value of certain assets and liabilities and items of income and expense. By their nature, such valuations carry risks and uncertainties as to their realisation in the future. Management has taken care to consider a counterparty's financial situation and outlook as well as multiplecriteria valuations that take observable parameters into account to determine whether there are objective signs of impairment.

Estimates and assumptions are used mainly with regard to estimation of bonus accruals, impairment testing of goodwill and intangible assets, valuation of FVTPL financial assets, impairments and valuations of assets at amortised cost, pension accounting, the measurement of deferred tax assets and liabilities, provisions, and the assessment of consolidation under IFRS 10 rules.

At each closing date, the Group draws conclusions from past experience and all relevant factors relating to its business.

4.1. Governance

The Group's governance environment is described in the Annual Report for the year ended 31 December 2022, and is substantially unchanged as at 30 June 2023.

4.2. Credit risk

Credit risk is the risk of suffering financial loss, should any of the Group's customers, clients or market counterparties fail to fulfil their contractual obligations to the Group. The Group's credit risk governance is described in the Annual Report for the year ended 31 December 2022, and is substantially unchanged as at 30 June 2023.

4.2.1. Credit risk exposure

4.2.1.1. GROUPING OF INSTRUMENTS FOR LOSSES MEASURED ON A COLLECTIVE BASIS

For expected credit loss provisions calculated on a collective basis, a grouping of exposures is performed on the basis of shared risk characteristics.

Lending by the Group is primarily focused on supporting the WAM business by way of lending to private clients (PCL), with collateral consisting of portfolios of securities (Lombard lending), or mortgages against residential properties.

LOMBARD AND MORTGAGE LOANS

The Group has a history of very low defaults on its Lombard and mortgage loans made by PCL, and the Probability of Default (PD) and the LGD have been determined by the history of observed defaults alongside realistic downside scenarios based on management assessment.

For the Lombard loans, the LGD is estimated based on the amount of collateral held, and whether it is diversified or not, as well as the nature of the client and the potential difficulties of recovering the value of the collateral. In the base case for assessment of credit risk, the weighted average PD is 0.3% and the weighted average LGD is 8% (December 2022: 0.3% and 9%).

For the mortgage loans, the LGD is estimated considering the value of the properties that are mortgaged, and varies based on the LTV; the difficulty and amount of costs likely to be incurred in recovering and realising any collateral; and the nature of the client. In the base case, the weighted average PD is 1.6% and weighted average LGD is 7% (December 2022: 1.6% and 7%).

There have been no significant changes in estimation techniques or assumptions made during the reporting period.

OTHER LOANS TO CUSTOMERS

The Group also makes other loans to customers, mainly in the French corporate market; to fund corporate real estate lending; and to support Merchant Banking and Asset Management activities of the Group – this element equates to €317 million of the total in the balance sheet as at June 2023 (December 2022: €290 million). The Expected Credit Loss (ECL) in these businesses is considered on a sector-by-sector basis, and, wherever significant, on a loan-byloan basis. The basis of assessment of the PD and LGD for each sector has been informed by historical losses, combined with a forward-looking judgment of the level of future losses.

Because of the relatively small size of this portfolio, most of which is assessed for credit risk on an individual basis, the Group does not use a model to estimate correlations between the macroeconomic variables and the probability of default. For loans where there is no obvious sign of distress, or for loans that are too small for individual review, additional top-down management overlays have been provided for to reflect increases in the credit risk that are not possible to detect at an individual level. Any changes made to estimation techniques or assumptions during the reporting period have not had a significant impact.

DEBT AT AMORTISED COST

For debt securities in the treasury portfolio, S&P credit ratings are used to determine the ECL. These published ratings are monitored and updated daily. The twelve month and lifetime PDs associated with each rating are determined based on realised default rates, also published by S&P. To estimate the LGD, the Group has used the Basel III LGD, which is 45% for senior debt.

4.2.1.2. MAXIMUM EXPOSURE TO CREDIT RISK – FINANCIAL INSTRUMENTS SUBJECT TO IMPAIRMENT

is 45% for senior debt.
The assumptions underlying the ECL calculation are monitored and reviewed on a quarterly basis, and there have
been no significant changes in estimation techniques or significant assumptions made during the reporting period.
4.2.1.2. MAXIMUM EXPOSURE TO CREDIT RISK – FINANCIAL INSTRUMENTS SUBJECT TO
IMPAIRMENT
different as at 30 June 2023. The following table contains an analysis of the credit risk exposure of financial instruments for which an ECL allowance
might be recognised. The gross carrying amount of financial assets below also represents the Group's maximum
exposure to credit risk on these assets. The credit risk exposure of other financial assets is shown in the section "credit
risk management of other financial statements" of the Annual Report as at December 2022 and is not significantly
In millions of euros Stage 1
12 month
ECL
Stage 2
Lifetime
ECL
Stage 3
Lifetime
ECL
30/06/2023 Stage 1
12 month
ECL
Stage 2
Lifetime
ECL
Stage 3
Lifetime
ECL
31/12/2022
Gross carrying amount
Loans and advances to banks 1,686.6 - - 1,686.6 1,927.9 - - 1,927.9
PCL loans to customers 4,326.8 85.2 0.2 4,412.2 4,557.3 57.1 0.1 4,614.5
Other loans to customers 343.6 5.1 69.8 418.5 330.3 3.2 72.1 405.6
Securities at amortised cost 2,063.1 - - 2,063.1 3,649.7 - - 3,649.7
TOTAL 8,420.1 90.3 70.0 8,580.4 10,465.2 60.3 72.2 10,597.7
Loss allowance
Loans and advances to banks - - - - - - - -
PCL loans to customers (3.6) (0.1) (0.2) (3.9) (4.2) (0.1) (0.1) (4.4)
(0.9) (0.3) (39.3) (40.5) (0.9) (0.3) (43.3) (44.5)
Other loans to customers - - (0.5) (0.6) - - (0.6)
Securities at amortised cost (0.5)
TOTAL (5.0) (0.4) (39.5) (44.9) (5.7) (0.4) (43.4) (49.5)
Net carrying amount
Loans and advances to banks 1,686.6 - - 1,686.6 1,927.9 - - 1,927.9
PCL loans to customers 4,323.2 85.1 - 4,408.3 4,553.1 57.0 - 4,610.1
Other loans to customers 342.7 4.8 30.5 378.0 329.4 2.9 28.8 361.1
Securities at amortised cost 2,062.6 - - 2,062.6 3,649.1 - - 3,649.1

Information on how the ECL is measured and how the three Stages are determined is provided in the section "Measurement of expected credit loss" of the Annual Report as at December 2022.

Movement in loss allowance of total loans to customers

Movement in loss allowance of total loans to customers
Stage 1 Stage 2 Stage 3 TOTAL
12 month Lifetime Lifetime
In millions of euros ECL ECL ECL
Loss allowance at beginning of period (5.1) (0.4) (43.4) (48.9)
Movements with P&L impact
(Charge) (0.2) - (2.4) (2.6)
Release 0.8 - 3.8 4.6
Total net P&L (charge)/release during the period 0.6 - 1.4 2.0
Movements with no P&L impact
Written off - - 3.0 3.0
Exchange - - (0.5) (0.5)
LOSS ALLOWANCE AT END OF PERIOD (4.5) (0.4) (39.5) (44.4)

4.3. Interest rate and liquidity risk

4.3.1. Interest rate risk

Interest rate risk is the risk to earnings or capital arising from movements in interest rates. Management of interest rate risk is covered in the Annual Report for the year ended 31 December 2022, and is substantially unchanged as at 30 June 2023.

Because of the nature of its business, only the banking entities in the Group are exposed to significant interest rate risk and therefore need to actively manage it. A key risk that banks face is that the interest rate profiles of their assets or liabilities may not match each other (for example, a bank may have variable rate customer deposits funding longterm fixed rate customer loans and securities held for liquidity). The Group materially avoids this risk, because most of its banking and treasury assets and liabilities are either very short term or have floating interest rates. Meanwhile, its debt securities and public bills held for liquidity purposes are short term only; of those with an original maturity of over 6 months (held as an alternative to central bank placements), the weighted average maturity as at June 2023 is 13 months (December 2022: 14 months). Where this debt is held at amortised cost, the difference between its carrying value and fair value, mostly attributable to interest rate increases, is only c. -€26m. Regarding the loan books, there is limited exposure to interest rate risk, with just €321 million (December 2022: €384 million) of unhedged fixed rate loans with a maturity over 1 year, representing just 7% (December 2022: 8%) of our total lending.

4.3.2. Liquidity

Liquidity risk arises from the mismatch between the legal maturity of assets and liabilities. Management of liquidity risk is described in the Annual Report for the year ended 31 December 2022, and is substantially unchanged as at 30 June 2023.

The Group continues to take a conservative approach to the management of liquidity risk and it retains a very strong liquidity position as at 30 June 2023 with €9.3 billion of liquidity assets (December 2022: €8.8 billion), which is 52% of gross assets and 82% of deposits (December 2022: 51% of gross assets and 84% of deposits). An analysis of the liquidity assets is shown in Note 17 Cash and cash equivalents, showing that they consist mainly of amounts at central banks and banks (€6.8 billion; December 2022: €4.5 billion) and investment-grade debt securities (€2.0 billion; December 2022: €3.6 billion). These debt securities are closely monitored and the holdings and limits for the weaker credits are reduced where considered necessary. Regarding sectors, the majority of the exposure is to financials and supranationals and the corporate exposure at €325 million (December 2022: €341 million) is reasonably well diversified across sectors and counterparties.

Movements in customer deposits are broadly as expected, given the increases in interest rates in recent years, and are closely monitored through the Group's Loan-to-Deposit ratio and its Net Stable Funding Ratio. The Group's loanto-deposit ratio has reduced to 42% as at June 2023 (December 2022: 48%) compared to a conservative internal limit of 50%. The Net Stable Funding ratio, which is the regulatory test to ensure that banks have an appropriate level of stable funding for their asset base, is comfortably above the regulatory limit as at 30 June 2023. We continue to see good stability in the core customer deposit book and remain focused to ensure we retain a conservative liquidity risk profile. Liquidity coverage ratios (LCRs) 30/06/2023 31/12/2022 Rothschild & Co Bank AG 176% 130% Rothschild Martin Maurel 173% 134% Rothschild & Co Bank International Limited 193% 153% Regulatory limit 100% 100% Net Stable Funding Ratios (NSFRs) 30/06/2023 31/12/2022 Rothschild & Co Bank AG 160% 163% Rothschild Martin Maurel 186% 152% Rothschild & Co Bank International Limited(1) 152% 153%

Liquidity coverage ratios (LCRs) 30/06/2023 31/12/2022
Rothschild & Co Bank AG 176% 130%
Rothschild Martin Maurel 173% 134%
Rothschild & Co Bank International Limited 193% 153%
Regulatory limit 100% 100%
to-deposit ratio has reduced to 42% as at June 2023 (December 2022: 48%) compared to a conservative internal limit
of 50%. The Net Stable Funding ratio, which is the regulatory test to ensure that banks have an appropriate level of
stable funding for their asset base, is comfortably above the regulatory limit as at 30 June 2023. We continue to see
good stability in the core customer deposit book and remain focused to ensure we retain a conservative liquidity risk
Each of the Group's banks also maintain conservative loan-to-deposit ratios. Set out below are some key liquidity
ratios of the Group's banks, all of which are well in excess of the regulatory or internal minimums. The figures are not
30/06/2023 31/12/2022
160% 163%
186% 152%
152% 153%
100% 100%

4.4. Fair value disclosures

4.4.1. Fair value hierarchy

For financial reporting purposes, IFRS 13 requires fair value measurements that are applied to financial instruments to be allocated to one of three Levels, reflecting the extent to which the valuation is based on observable data.

Level 1: instruments quoted on an active market

Level 1 comprises instruments whose fair value is determined based on directly usable prices quoted on active markets. This mainly consists of listed securities and derivatives traded on organised markets whose liquidity can be demonstrated, as well as shares of funds where the value is determined and reported daily.

Level 2: instruments measured based on valuation models that use observable inputs other than quoted prices

Level 2 comprises instruments not directly quoted on an active market, measured using a standard valuation technique incorporating parameters that are either directly observable (prices) or indirectly observable (price derivatives).

Level 3: instruments measured using models that draw significantly on non-observable inputs

Level 3 comprises instruments that are measured, at least in part, using non-observable market data that is liable to materially impact the valuation.

The methods used by the Group to value its assets and liabilities for reporting purposes are fully described in the Annual Report for the year ended 31 December 2022, and are substantially unchanged as at 30 June 2023.

4.4.2. Fair value of financial instruments

Carried at amortised cost

4.4.2.
Fair value of financial instruments
Carried at amortised cost
30/06/2023
Carrying
In millions of euros value Fair value Level 1 Level 2 Level 3
Financial assets
Cash and amounts due from central banks 5,076.0 5,076.0 - 5,076.0 -
Securities at amortised cost 2,062.6 2,036.7 1,991.3 45.4 -
Loans and advances to banks 1,686.6 1,686.6 - 1,686.6 -
Loans and advances to customers 4,786.3 4,755.0 - 4,746.8 8.2
TOTAL 13,611.5 13,554.3 1,991.3 11,554.8 8.2
Financial liabilities
Due to banks and other financial institutions 381.5 356.1 - 356.1 -
Due to customers 11,318.9 11,317.8 - 11,317.8 -
Debt securities in issue 151.5 151.5 - 151.5 -
TOTAL 11,851.9 11,825.4 - 11,825.4 -
31/12/2022
In millions of euros Carrying
value
Fair value Level 1 Level 2 Level 3
Financial assets
Cash and amounts due from central banks 2,521.7 2,521.7 - 2,521.7 -
Securities at amortised cost 3,649.1 3,616.1 3,570.5 45.6 -
Loans and advances to banks 1,927.9 1,927.9 - 1,927.9 -
Loans and advances to customers 4,971.2 4,969.3 - 4,962.7 6.6
TOTAL 13,069.9 13,035.0 3,570.5 9,457.9 6.6
Financial liabilities
Due to banks and other financial institutions 517.5 497.4 - 497.4 -
Due to customers 10,414.5 10,414.5 - 10,414.5 -
Debt securities in issue 41.7 41.7 - 41.7 -
TOTAL 10,973.7
Financial liabilities
31/12/2022
In millions of euros Carrying
Financial assets
Securities at amortised cost 3,649.1 3,616.1 3,570.5 45.6 -
Loans and advances to banks 1,927.9 1,927.9 - 1,927.9 -
Loans and advances to customers 4,971.2 4,969.3 - 4,962.7 6.6
TOTAL 13,069.9 13,035.0 3,570.5 9,457.9 6.6
Financial liabilities
Due to banks and other financial institutions 517.5 497.4 - 497.4 -
Due to customers 10,414.5 10,414.5 - 10,414.5 -
Debt securities in issue 41.7 41.7 - 41.7 -
10,953.6 - 10,953.6 -

When measuring fair values of instruments at amortised cost disclosed as Level 2, the Group estimates the counterparty's default risk and calculates the present value of future cash flows, taking into account the debtor's financial standing. The Group considers, in the absence of any factor indicating that it is materially different from the net carrying amount, that the fair value equals the carrying value for 1) floating rate instruments; 2) for fixed rate instruments with an original maturity up to one year; and 3) for on-demand exposures.

Carried at fair value

Carried at fair value
30/06/2023
In millions of euros TOTAL Level 1 Level 2 Level 3
Financial assets
Mutual funds 470.4 450.7 19.7 -
Financial assets at FVTPL held for investment 1,029.9 6.2 185.0 838.7
Other financial assets at FVTPL 86.4 86.4 - -
Derivative financial instruments 101.5 - 101.5 -
TOTAL 1,688.2 543.3 306.2 838.7
Financial liabilities
Derivative financial instruments 78.4 - 78.4 -
TOTAL 78.4 - 78.4 -
31/12/2022
In millions of euros TOTAL Level 1 Level 2 Level 3
Financial assets
Mutual funds 725.5 706.3 19.2 -
1,090.9 11.7 194.3 884.9
Financial assets at FVTPL held for investment
Other financial assets at FVTPL 83.4 83.4 - -
Derivative financial instruments 283.4 - 283.4 -
TOTAL 2,183.2 801.4 496.9 884.9
Financial liabilities
Financial assets
Financial liabilities
In millions of euros TOTAL 31/12/2022
Level 1
Level 2 Level 3
Financial assets
Mutual funds 725.5 706.3 19.2 -
Financial assets at FVTPL held for investment 1,090.9 11.7 194.3 884.9
Other financial assets at FVTPL 83.4 83.4 - -
Derivative financial instruments 283.4 - 283.4 -
TOTAL 2,183.2 801.4 496.9 884.9
Financial liabilities
Derivative financial instruments
TOTAL
302.6
302.6
-
-
302.6
302.6
-
-

4.4.3. Fair value Level 3 disclosures

Movement in Level 3 assets

4.4.3. Fair value Level 3 disclosures
Movement in Level 3 assets
through profit or loss". The majority of valuation changes are unrealised. The following table presents the movement in assets valued using Level 3 valuation methods in the period. All changes
in value are recorded in the income statement in the account "Net gains/(losses) on financial instruments at fair value
In millions of euros Funds and
other equities
Bonds and
other fixed
income
securities
TOTAL
As at 1 January 2023 882.4 2.5 884.9
Total gains for the period included in income statement 33.1 0.1 33.2
Additions 85.2 - 85.2
Disposals (163.7) (0.8) (164.5)
Other movements (0.1) - (0.1)
AS AT 30 JUNE 2023 836.9 1.8 838.7
elements that are unobservable, is made below. In the valuation hierarchy described above, the Group classifies its unquoted investments as Level 2 when the
significant inputs to the valuation are observable. When there are significant unobservable inputs to the valuation,
these valuations are classified as Level 3. Disclosure about the inputs to the valuation of Level 3 assets, including the
The following table summarises the inputs and assumptions used to value equities categorised as Level 3 assets.
Where the equity investment by the Group is in a managed fund or in a portfolio managed by a third party, the valuation
method refers to the valuation of the underlying investments of that fund, of which the Group has a proportionate
interest.
Investment
Value (in €m) Valuation method Weighted average multiple
pre-discount
30/06/2023 31/12/2022 30/06/2023 31/12/2022
managed by the Group Investment in unquoted equity, 560.7 641.8 Transaction or other earnings multiple 19.9x 19.7x
external funds Investment in MB fund, investing in 176.7 157.4 NAV based on an external valuation n/a n/a
Investment in fund, managed by 23.3 24.5 NAV based on an external valuation n/a n/a
elements that are unobservable, is made below. In the valuation hierarchy described above, the Group classifies its unquoted investments as Level 2 when the
significant inputs to the valuation are observable. When there are significant unobservable inputs to the valuation,
these valuations are classified as Level 3. Disclosure about the inputs to the valuation of Level 3 assets, including the
interest.
Investment
Value (in €m) The following table summarises the inputs and assumptions used to value equities categorised as Level 3 assets.
Where the equity investment by the Group is in a managed fund or in a portfolio managed by a third party, the valuation
method refers to the valuation of the underlying investments of that fund, of which the Group has a proportionate
Valuation method
Weighted average multiple
pre-discount
30/06/2023 31/12/2022 30/06/2023 31/12/2022
Investment in unquoted equity,
managed by the Group
560.7 641.8 Transaction or other earnings multiple 19.9x 19.7x
Investment in MB fund, investing in
external funds
176.7 157.4 NAV based on an external valuation n/a n/a
Investment in fund, managed by
external providers
23.3 24.5 NAV based on an external valuation n/a n/a
Holding in credit investment companies 68.9 50.6 Mark to model n/a n/a
Other 7.3 8.1 n/a n/a n/a
TOTAL 836.9 882.4
Investment Value (in €m) Main unobservable input Weighted average
unobservable input
30/06/2023 31/12/2022 30/06/2023 31/12/2022
Investment in unquoted equity,
managed by the Group
560.7 641.8 Marketability and liquidity discount 8.3% 9.1%
Investment in MB fund, investing in
external funds
176.7 157.4 External valuation parameters n/a n/a
Investment in fund, managed by
external providers
23.3 24.5 External valuation parameters n/a n/a
Holding in credit investment companies 68.9 50.6 Recoverability and default rate 2.3% 2.3%
Other 7.3 8.1 n/a n/a n/a
Investment in unquoted equity,
Investment in MB fund, investing in
Investment in fund, managed by
Value (in €m) Weighted average
unobservable input
30/06/2023 31/12/2022 30/06/2023 31/12/2022
Investment in unquoted equity,
managed by the Group
560.7 641.8 Marketability and liquidity discount 8.3% 9.1%
Investment in MB fund, investing in
external funds
176.7 157.4 External valuation parameters n/a n/a
Investment in fund, managed by 23.3 24.5 External valuation parameters n/a n/a
external providers 2.3%
Holding in credit investment companies 68.9 50.6 Recoverability and default rate 2.3%
Other 7.3 8.1 n/a n/a n/a

Out of the €837 million of FVTPL equity securities classified in Level 3 as at 30 June 2023, €561 million are investments made by the Group in managed funds, where the underlying instruments are valued using a transaction multiple or another earnings multiple, or by an external valuation. The main unobservable input is the liquidity/marketability discount taken off valuations that have been calculated using earnings multiples. These reflect the difference in value between (i) a comparable liquid share whose value can be observed; or (ii) a comparable asset valued as part of an executed transaction; and an asset retained in a portfolio. For clarity, if the discount for an asset were 15% rather than 10%, the valuation used by the Group would generally be 15% lower than that calculated using the earnings multiple, rather than 10% lower. To further quantify the fair value sensitivity of these investments, the Group has determined the impact in the event of a fall of 5% in the carrying value of the underlying instruments. In such an event, there would be a pre-tax charge to the income statement of €41.2 million, or 7.3% of this type of asset (December 2022: 6.0%).

Additionally, €200 million are investments in funds, for which the underlying assets are subject to a third-party valuation. Because full details of all the valuations are not available, the assumption is made that some elements may be unobservable, and so these are classified as Level 3; none of the underlying assets are individually material to the Group's accounts. To quantify the fair value sensitivity of these underlying assets, the Group has determined the impact in the event of a fall of 5% in the carrying value. In such an event, there would be a pre-tax charge to the income statement of €10.4 million or 5.2% of this type of asset (December 2022: 5.7%).

The main unobservable input to value the holding in the credit investment companies is considered to be the default rate. If the average default rate were to increase by 25%, the value of the holding would fall by €4.0 million or 5.9% (December 2022: 6.2%).

5. Financial impacts and risks associated with climate change

5.1. Governance of risks associated with climate change

The main risks faced by the Group from a changing climate are explained in the Annual Report 2022, together with its policies, progress and governance of sustainability matters. The Group's Climate impact report, issued in November 2022, addresses the potential impact of climate change on our business, as well as key elements of our strategy to manage climate-related risks and seize opportunities resulting from the transition of the global economy to one that is low carbon. It also notes the key actions taken so far to mitigate these risks for our business and our stakeholders.

The Group has assigned responsibility for sustainability matters at different levels of the governance, including

  • the Risk and Sustainability Committee of the Supervisory Board,
  • Rothschild & Co Gestion,

  • the Group Executive Committee,

  • the divisional management committees, and
  • specialist teams and committees who advise management on risks, opportunities and impacts related to sustainability, including climate change.

Supporting the transition to the low-carbon economy is a clearly-stated priority in the Group's ESG framework, which forms the basis for the integration of sustainability-related risks, opportunities and impacts at every level of our organisation and into the existing risk management framework. Dedicated policy frameworks aim to ensure a comprehensive understanding and management of the potential impacts of climate change on our activities.

The Group's assessment of climate-related risks currently concludes that due to the Group's business model, climatechange related risks have only a limited potential to have a material impact on credit, liquidity and market risk relating to the Group's balance sheet activities. The most material climate-related impacts are likely to affect the Group's operations in the form of, amongst others, reputational consideration, expanded regulatory obligations, and client expectations.

5.2. Climate risk applied to the Group's accounts

The Group continues to assess the effects of climate change on its financial statements that potentially arise 1) from the necessity to adapt its business model; 2) from reputational issues; or 3) from expanded legal and compliance requirements. The financial effects could arise both from climate changes likely to impact the Group's performance and balance sheet, and from actions implemented by the Group with regards to its environmental commitments, such as its net-zero pledge described in the Annual Report 2022.

Consideration of climate risk when testing for impairments of intangible assets and goodwill

When valuing its intangibles and Cash-Generating Units (CGU), the Group mostly uses inputs such as discount rates, royalty rates and growth rates in perpetuity that are market-observed, and that therefore reflect current expectations of climate impacts. The impact of climate risk is not considered financially significant to the Group, given our careful management of the risks.

Consideration of climate risk when assessing risk on our banking business

The Group considers that climate risks do not have a material impact on credit, liquidity and market risk relating to the Group's balance sheet activities.

With regard to the credit risk of climate change on our loan book, the majority of the Group's loan book is Lombard lending, i.e. loans against portfolios of financial assets held by clients which are managed by the WAM business, which is integrating climate change considerations. Non-Lombard lending, meanwhile, is predominantly secured on real estate, where various ESG metrics are considered. For example, the UK commercial property lending team has been collecting data in relation to energy performance and flood risk for each property financed and ESG risks are considered as part of each credit proposal.

Consideration of climate risk regarding other assets and liabilities

As at 30 June 2023, climate risk is not considered to affect the carrying value of assets. The Group, meanwhile, has not identified any linked litigation or obligations, or identified contracts that may become onerous due to climate risk, and does not consider it necessary to record provisions and contingent liabilities related to these.

In summary, as at 30 June 2023, the Group considers that climate change does not have a material impact on our financial statements.

Note 1 – Financial instruments at fair value through profit or loss

Financial assets

6. Notes to the balance sheet
Note 1 – Financial instruments at fair value through profit or loss
Financial assets
In thousands of euros 30/06/2023 31/12/2022
Debt securities held for liquidity 4,572 4,548
Debt securities held for investment 68,469 66,692
Equity instruments held for investment 961,407 1,024,159
Equity instruments issued by mutual funds, held for liquidity 470,342 725,476
Other equity instruments 81,924 78,896
Financial assets mandatorily at fair value through profit or loss 1,586,714 1,899,771
Trading derivative assets (see Note 2) 93,238 277,410
TOTAL 1,679,952 2,177,181

Other equity instruments include assets used to hedge certain fund-denominated amounts due to employees, or to cover social security payable on these amounts. The Group has set up a legally separate employee benefit trust (EBT) to hold some of these assets. Although this trust is consolidated, its assets are not available to the Group's creditors (even in the case of bankruptcy), and cannot be returned to the Group. In thousands of euros 30/06/2023 31/12/2022 Trading derivative liabilities (see Note 2) 78,405 302,289 TOTAL 78,405 302,289

The assets held by this EBT meet the criteria for being "plan assets" in the context of IAS 19 Employee Benefits. Plan assets are measured at fair value and netted against the related liabilities due to employees.

The value of the EBT's plan assets as at June 2023 is €159m (December 2022: €132m) and the related amounts due to employees that can be netted is €135m (December 2022: €113m). The amount disclosed above as at June 2023 in Other equity instruments is after netting plan assets with related liabilities.

Financial liabilities

In thousands of euros 30/06/2023 31/12/2022
Trading derivative liabilities (see Note 2) 78.405 302,289
TOTAL 78.405 302.289

Note 2 – Derivatives

Derivatives may be transacted for trading or hedging purposes. The accounting treatment of hedge transactions depends on the nature of the hedging relationship and whether the hedge qualifies as such for accounting purposes. Most of the Group's derivative transactions that do not qualify as hedges for accounting purposes are nonetheless for the purpose of reducing market risk, by hedging exposures in the trading or non-trading books.

Trading derivatives

30/06/2023
31/12/2022
Notional Of which: Of which: Notional Of which: Of which:
principal asset liability principal asset liability
123,860 2,707 3,465 125,351 1,585 3
8,796 13 13 10,423 20 142
15,399,667 89,337 73,749 15,674,399 274,164 300,435
310,794 1,181 1,178 330,961 1,641 1,709
302,289
Of which:
liability
-
434
276,575 8,213 - 135,556 6,040 434
Conditional foreign exchange contracts 15,843,117
Notional
principal
191,593
84,982
93,238
30/06/2023
Of which:
asset
7,236
977
78,405
Of which:
liability
-
-
16,141,134
Notional
principal
89,955
45,601
277,410
31/12/2022
Of which:
asset
6,040
-

Hedging derivatives

In thousands of euros Notional
principal
Of which:
asset
Of which:
liability
Notional
principal
Of which:
asset
Of which:
liability

Note 3 – Securities at amortised cost

principal asset liability principal asset liability
Hedging derivatives
In thousands of euros Notional
principal
Of which:
asset
Of which:
liability
Notional
principal
Of which:
asset
Of which:
liability
In thousands of euros 30/06/2023 31/12/2022
Public bills held for liquidity 727,313 2,339,104
Debt securities held for liquidity 1,288,501 1,262,539
Debt securities held for investment 47,260 48,010
Debt securities at amortised cost - gross amount 2,063,074 3,649,653
Stage 1 - 2 allowances (489) (576)
TOTAL 2,062,585 3,649,077
Note 4 – Loans and advances to banks
In thousands of euros
Interbank demand deposits and overnight loans
Interbank term deposits and loans
30/06/2023
620,438
250,596
31/12/2022
748,979
256,626
Reverse repos and loans secured by bills
Accrued interest
794,295
21,296
913,472
8,804
Loans and advances to banks - gross amount 1,686,625 1,927,881

Note 4 – Loans and advances to banks

Note 3 – Securities at amortised cost
Note 4 – Loans and advances to banks
In thousands of euros 30/06/2023 31/12/2022
Interbank demand deposits and overnight loans 620,438 748,979
Interbank term deposits and loans 250,596 256,626
Reverse repos and loans secured by bills 794,295 913,472
Accrued interest 21,296 8,804
Loans and advances to banks - gross amount 1,686,625 1,927,881
Allowance for credit losses - -

Note 5 – Loans and advances to customers

Note 5 – Loans and advances to customers
In thousands of euros
30/06/2023
PCL loans to customers
4,412,176
Other loans to customers
341,864
Overdrafts
45,427
Accrued interest
31,198
Loans and advances to customers – gross amount
4,830,665
Stage 1 - 2 allowances
(4,927)
Stage 3 allowances
(39,429)
Allowance for credit losses
(44,356)
TOTAL
4,786,309
Credit risk on loans to customers is further explained in section 4.2.1 of these financial statements.
31/12/2022
4,614,507
342,453
39,968
23,186
5,020,114
(5,460)
(43,456)
(48,916)
4,971,198
In thousands of euros 30/06/2023 31/12/2022
Note 6 – Other assets (1)
Accrued income
168,913
183,972
Prepaid expenses
59,922
45,369
(1)
Prepayments and accrued income
228,835
229,341
Settlement accounts for transactions of securities
579,802
158,364
Defined benefit pension scheme assets (Note 16)
251,641
249,576
(1)
Accounts receivable
197,370
226,469
(1)
Guarantee deposits paid
26,767
67,951
Other sundry assets
160,452
128,037

Note 6 – Other assets

Credit risk on loans to customers is further explained in section 4.2.1 of these financial statements.
Note 6 – Other assets
(1)
Accrued income 168,913 183,972
Prepaid expenses
Prepayments and accrued income
59,922
228,835
45,369
229,341
Settlement accounts for transactions of securities (1)
579,802
158,364
Defined benefit pension scheme assets (Note 16) 251,641 249,576
Accounts receivable (1)
197,370
226,469
Guarantee deposits paid (1)
26,767
67,951
Other sundry assets 160,452 128,037
Other assets 1,216,032 830,397

Note 7 – Acquisition of subsidiaries

7.1 Purchase of remaining unowned shares in Redburn

In November 2022, Rothschild & Co Group acquired a controlling interest in Redburn (Europe) Limited, one of the largest independent equity brokers in Europe.

The acquisition of Redburn was achieved in two stages. Stage one on 30 November 2022 saw the Group increase its stake to a controlling one of 76.2% following a tender offer. For accounting purposes, this is the date of acquisition. Stage two occurred in April 2023, when Rothschild & Co acquired the outstanding shares that it did not own.

Because the holders of the shares that were legally acquired in April 2023 had been granted a put option to sell them to the Group, these shares were already considered for accounting purposes to have been purchased by the Group as at 30 November 2022, the date of acquisition. This is the "anticipated-acquisition" method of accounting. The Group, therefore, accounted for 100% of Redburn at acquisition, with no minority interest. The amount payable for the unowned shares, the contingent consideration, was booked last year as a liability and is now settled in full.

7.2 Adjustments to contingent payments for acquisitions

As at 30 June 2023, the Group has recognised a cumulative liability of €11 million in respect of contingent payments following purchase of several different subsidiaries that have been acquired in previous accounting periods (December 2022: €45 million). These amounts are booked in the note "Other liabilities, accruals and deferred income" (Note 10). During the period, the amount reduced by €3.4 million following reassessments of the amounts payable, as well as payments of €32 million being made.

Note 8 – Due to banks and other financial institutions

Note 8 – Due to banks and other financial institutions
In thousands of euros 30/06/2023 31/12/2022
Interbank demand and overnight deposits 42,012 34,318
Repurchase agreements 175,000 325,000
Interbank term deposits and borrowings 158,788 155,520
5,656
Accrued interest 2,701
TOTAL 381,456 517,539
Repurchase agreements consist of TLTRO issued by the ECB. The TLTRO borrowing gave rise to the recognition of
negative interest expense at an enhanced rate of -1.00% until the end of June 2022, as the Group met the lending
objectives defined by the ECB.
The Group considers that the interest rate has been a market rate, as the ECB applies the same conditions to all
banks. Debt with a market rate of interest is accounted for under IFRS 9.
Note 9 – Customer deposits
In thousands of euros 30/06/2023 31/12/2022
Demand deposits
Term deposits
7,191,329
4,087,502
8,506,993
1,843,174
Borrowings secured by bills 9,144 59,479
Accrued interest 30,957 4,878

Note 9 – Customer deposits

negative interest expense at an enhanced rate of -1.00% until the end of June 2022, as the Group met the lending
objectives defined by the ECB.
The Group considers that the interest rate has been a market rate, as the ECB applies the same conditions to all
banks. Debt with a market rate of interest is accounted for under IFRS 9.
Note 9 – Customer deposits
In thousands of euros 30/06/2023 31/12/2022
Demand deposits 7,191,329 8,506,993
Term deposits 4,087,502 1,843,174
Borrowings secured by bills 9,144 59,479
Accrued interest
TOTAL
30,957
11,318,932
4,878
10,414,524

Note 10 – Other liabilities, accruals and deferred income

objectives defined by the ECB.
The Group considers that the interest rate has been a market rate, as the ECB applies the same conditions to all
banks. Debt with a market rate of interest is accounted for under IFRS 9.
Note 9 – Customer deposits
Note 10 – Other liabilities, accruals and deferred income
In thousands of euros 30/06/2023 31/12/2022
Due to employees 524,171 932,272
Other accrued expenses and deferred income 120,348 127,721
Accrued expenses 644,519 1,059,993
Settlement accounts for transactions of securities 701,697 244,222
Exceptional distribution of reserves payable 578,216 -
Guarantee deposits received 37,269 206,610
Accounts payable 33,891 57,409
Sundry creditors 120,894 99,553
Other liabilities 1,471,967 607,794

Note 11 – Provisions

Note 11 – Provisions
Charge/ (Paid) Exchange
movement
Other
movements
30/06/2023
In thousands of euros 01/01/2023 (release)
Provisions for claims and litigation 14,166 608 (791) 154 (1) 14,136
Provisions for staff costs 6,892 (564) - (46) 7 6,289
Provisions for property 4,298 - - 58 838 5,194
Provisions for counterparty risk 206 528 - - 19 753
Subtotal 25,562 572 (791) 166 863 26,372
Retirement benefit liabilities (Note 16) 9,183 - - - (369) 8,814
TOTAL 34,745 572 (791) 166 494 35,186

Note 12 – Impairments

From time to time, the Group is involved in legal proceedings or receives claims arising from the conduct of its business.
Based upon available information and, where appropriate, legal advice, provisions are made where it is probable that
an outflow of resources will be required and the amount can be reliably estimated.
Also within provisions for claims and litigation are amounts set aside to cover estimated costs of other legal proceedings
and claims arising from the conduct of business.
Management believes that the level of provisions made in these financial statements continues to be sufficient for any
potential or actual proceedings or claims that are likely to have an impact on the Group's financial statements, based
on information available at the reporting date.
Note 12 – Impairments
In thousands of euros 01/01/2023 Income
statement
(charge)
Income
statement
reversal
Written off Exchange
rate
and other
movements
30/06/2023
Loans and advances to customers (48,916) (2,618) 4,660 2,960 (442) (44,356)
Other assets (24,343) (2,492) 3,563 1,877 (73) (21,468)
Securities at amortised cost (576) (19) 106 - - (489)
TOTAL (73,835) (5,129) 8,329 4,837 (515) (66,313)
Note 13 – Deferred tax
The movement in the deferred tax account is as follows:
In thousands of euros 30/06/2023 31/12/2022
Net asset/(liability) as at beginning of period (1,993) 11,949
of which: deferred tax net assets 67,306 64,025
of which: deferred tax net liabilities (69,299) (52,076)
Recognised in income statement
Income statement income/(expense) 1,428 7,001

Note 13 – Deferred tax

on information available at the reporting date.
Note 12 – Impairments
In thousands of euros 01/01/2023 Income
statement
(charge)
Income
statement
reversal
Written off Exchange
rate
and other
movements
30/06/2023
The movement in the deferred tax account is as follows:
In thousands of euros 30/06/2023 31/12/2022
Net asset/(liability) as at beginning of period (1,993) 11,949
of which: deferred tax net assets 67,306 64,025
of which: deferred tax net liabilities (69,299) (52,076)
Recognised in income statement
Income statement income/(expense) 1,428 7,001
Recognised in equity
Defined benefit pension arrangements 3,564 (23,347)
Share options 2,435 (958)
Modification of equity-settled share-based payment to cash settled 1,731 -
Cash flow hedge (351) 494
Exchange differences (1,041) 542
(Disposal)/ acquisition of a subsidiary (944) 1,887
Other 92 439
NET ASSET/(LIABILITY) AS AT END OF PERIOD 4,921 (1,993)
of which: deferred tax net assets
of which: deferred tax net liabilities
78,935
(74,014)
67,306
(69,299)

Note 14 – Capital and reserves

14.1 Shareholder's equity - Group share

In thousands of euros
30/06/2023
31/12/2022
Share capital
154,205
154,060
Share premium
1,123,567
1,122,438
Capital and associated reserves
1,277,772
1,276,498
Retained earnings
1,785,593
1,874,547
R&Co shares held by the Company or its subsidiaries (1)
(121,033)
(133,805)
Group share of net income
128,474
605,632
Consolidated reserves
1,793,034
2,346,374
Related to translation differences
(41,213)
(57,391)
Cash flow hedge reserve
774
(401)
TOTAL SHAREHOLDER'S EQUITY - GROUP SHARE
3,030,367
3,565,080
Note 14 – Capital and reserves
14.1 Shareholder's equity - Group share
14.2 Dividends
The amount of dividends recognised as distributions to owners are:
30/06/2023
31/12/2022
Per share (in
Per share (in
Amount €000s
Amount €000s
euros)
euros)
Dividends paid to R&Co shareholders
101,180
1.40
197,538
2.75
(1)
6,304
n/a
3,429
n/a
Profit share (préciput)
Exceptional distribution of reserves, paid on 24 July 2023
578,216
8.00
-
-

14.2 Dividends

(1) In accordance with IFRS, shares held by the Company or its subsidiaries are deducted from retained earnings.
14.2 Dividends
The amount of dividends recognised as distributions to owners are:
Amount €000s Per share (in
euros)
Amount €000s Per share (in
euros)
Dividends paid to R&Co shareholders 101,180 1.40 197,538 2.75
(1)
Profit share (préciput)
6,304 n/a 3,429 n/a
Exceptional distribution of reserves, paid on 24 July 2023 578,216 8.00 - -
TOTAL OF DIVIDENDS RECOGNISED 685,700 200,967
(1) Automatically allocated to the general partners (R&Co Gestion and Rothschild & Co Commandité SAS).
Note 15 - Non-controlling interests
Non-controlling interests (NCoI) represent the equity share of fully consolidated subsidiaries that is not attributable to
the Group. These interests comprise the equity instruments that have been issued by these subsidiaries and that are
not held by the Group. The Group's income, net assets and distributions that are attributable to NCoI arise from the
following sources:
30/06/2023 30/06/2022 31/12/2022 30/06/2022
In thousands of euros Income Amounts in
the balance
sheet
Distributions Income Amounts in
the balance
sheet
Distributions
Share of profit attributable to non-controlling interests

Note 15 - Non-controlling interests

Amount €000s Per share (in
euros)
Amount €000s Per share (in
euros)
(1) Automatically allocated to the general partners (R&Co Gestion and Rothschild & Co Commandité SAS).
Note 15 - Non-controlling interests
Non-controlling interests (NCoI) represent the equity share of fully consolidated subsidiaries that is not attributable to
the Group. These interests comprise the equity instruments that have been issued by these subsidiaries and that are
not held by the Group. The Group's income, net assets and distributions that are attributable to NCoI arise from the
following sources:
In thousands of euros Income 30/06/2023
Amounts in
the balance
sheet
Distributions 30/06/2022
Income
31/12/2022
Amounts in
the balance
sheet
30/06/2022
Distributions
Share of profit attributable to non-controlling interests
Preferred shares 56,175 50,530 159,025 74,279 153,380 164,109
Other 32 962 180 1,557 1,587 3,717
Expense, net of tax
Perpetual subordinated debt 11,090 302,961 11,170 7,434 297,160 7,318

Preferred shares

Preferred shares within NCoI mainly consist of amounts calculated in accordance with statutory clauses applicable to French limited partnerships of the Group. The distributed profit share (préciput) is based on the partnerships' individual local earnings.

2022 purchase of preferred shares previously held by non-controlling interests

On 13 April 2022, the Group paid €41.3 million, at fair value, to certain companies owned by the Rothschild family for general partnership preferred shares (parts d'associés commandités) issued many years ago by the RMM group. These shares were accounted for as NCoI in the Group. Following the purchase, the Rothschild family companies no longer have the right to receive préciput share income (dividende préciputaire) from RMM.

The valuation of the shares was reviewed and confirmed by an independent valuation expert.

The carrying value of the shares in the RMM balance sheet as at 1 January 2022 was €0.0m. As the purchase of the NCoI was a transaction with shareholders, the uplift in fair value on repayment was charged directly to shareholders' funds in the consolidated statement of changes in equity. The proceeds paid were disclosed as a reduction in NCoI.

Perpetual subordinated debt

Certain of the Group's subsidiaries have issued to third parties perpetual subordinated debt instruments that have discretionary clauses relating to the payment of the interest. Under IFRS, these instruments are considered to be equity instruments and are shown as part of NCoI because they were issued by subsidiaries and not held by the Group. The interest payable, net of tax relief, on these instruments is shown as a charge to NCoI. As at 30 June 2023, the Group has the option to redeem the €150 million and the \$200 million perpetual floating-rate notes at nominal value on interest payment dates. The Group also has the option to redeem the £125 million perpetual fixed-rate notes on interest payment dates at the higher of nominal value or at a price based on the relevant gilt yield, and on 15 February 2024 at nominal value. The instruments are shown below. In thousands of euros 30/06/2023 31/12/2022 Perpetual fixed-rate subordinated notes 9 per cent (£125 million) 172,193 166,760 Perpetual floating-rate subordinated notes (€150 million) 60,224 58,324 Perpetual floating-rate subordinated notes (US\$200 million) 70,544 72,076 TOTAL 302,961 297,160

In thousands of euros 30/06/2023 31/12/2022
Perpetual fixed-rate subordinated notes 9 per cent (£125 million) 172.193 166,760
Perpetual floating-rate subordinated notes (€150 million) 60,224 58,324
Perpetual floating-rate subordinated notes (US\$200 million) 70,544 72.076
TOTAL / 302,961 297,160

Note 16 – Retirement benefit obligations

The Group supports various pension schemes for the employees of operating subsidiaries, including the NMR Pension Fund ("UK Fund"), the NMR Overseas Pension Fund ("Overseas Fund"), and R&CoBZ's funded pension schemes ("Swiss Funds"). The values of assets and obligations in the principal schemes are prepared by qualified independent actuaries for the half year and year-end accounts. Further information on retirement benefit obligations is provided in the financial statements for the period ended 31 December 2022. Details of the movements in the schemes as at 30 June 2023 are described in summary below.

Amounts recognised in the balance sheet

Amounts recognised in the balance sheet
In thousands of euros UK and
Overseas
Funds
Swiss
Funds
Other 30/06/2023
Present value of funded obligations 751,011 308,909 - 1,059,920
Fair value of plan assets (998,439) (313,122) - (1,311,561)
Subtotal (247,428) (4,213) - (251,641)
Present value of unfunded obligations - - 8,814 8,814
TOTAL IN BALANCE SHEET (247,428) (4,213) 8,814 (242,827)
Unrecognised plan assets - (29,815) - (29,815)
TOTAL (recognised and unrecognised) (247,428) (34,028) 8,814 (272,642)
of which: schemes in balance sheet with net liabilities - - 8,814 8,814
of which: schemes in balance sheet with net (assets) (247,428) (4,213) - (251,641)
In thousands of euros UK and
Overseas
Swiss
Funds
Other 31/12/2022
Funds
Present value of funded obligations 750,215 281,491 - 1,031,706
Fair value of plan assets (993,658) (287,624) - (1,281,282)
Subtotal (243,443) (6,133) - (249,576)
Present value of unfunded obligations - - 9,183 9,183
TOTAL IN BALANCE SHEET (243,443) (6,133) 9,183 (240,393)
Unrecognised plan assets - (34,220) - (34,220)
TOTAL (recognised and unrecognised) (243,443) (40,353) 9,183 (274,613)
- - 9,183 9,183
of which: schemes in balance sheet with net liabilities
of which: schemes in balance sheet with net (assets) (243,443) (6,133) - (249,576)
In thousands of euros Overseas
Funds
In thousands of euros UK and
Overseas
Funds
Swiss
Present value of funded obligations 750,215 281,491 - 1,031,706
Fair value of plan assets (993,658) (287,624) - (1,281,282)
Subtotal (243,443) (6,133) - (249,576)
Present value of unfunded obligations - - 9,183 9,183
TOTAL IN BALANCE SHEET (243,443) (6,133) 9,183 (240,393)
- (34,220) - (34,220)
Unrecognised plan assets 9,183 (274,613)
TOTAL (recognised and unrecognised) (243,443) (40,353)
of which: schemes in balance sheet with net liabilities - - 9,183 9,183

Movement in net defined benefit asset

Under pension accounting rules, applied to the circumstances of the Swiss Funds, the maximum economic benefit that
can be recognised is the sum of employer contribution reserves and the capitalised value of the difference between
the employer's future service cost and the employer's expected future contributions to the fund.
Based on conditions as at 30 June 2023, the Group's future contributions to one of the Swiss Funds are expected to
be greater than the service cost, so the surplus of assets in this fund can now only be relied upon to become available
to the Group to the extent of the employer contribution reserve. Therefore, a portion of the surplus plan assets continue
to be derecognised from the balance sheet as at 30 June 2023.
Movement in net defined benefit asset Defined benefit Net defined
In thousands of euros Plan (assets) obligations benefit (asset)
As at 1 January 2023 (1,281,282) 1,006,669 (274,613)
Current service cost (net of contributions paid by other plan participants) - 5,561 5,561
Contributions by the employees (2,002) 2,002 -
Net interest (income)/cost (27,218) 21,045 (6,173)
Remeasurements due to:
- actual return less interest on plan assets 29,898 - 29,898
- changes in financial assumptions - (29,807) (29,807)
- changes in demographic assumptions - 372 372
- experience (gains)/losses - 20,044 20,044
Benefits paid 19,067 (19,067) -
(Contributions) by the Group (11,982) - (11,982)
Administration expenses 1,573 - 1,573
Exchange and other differences (39,615) 32,100 (7,515)

Amounts recognised in the income statement relating to defined benefit postemployment plans

Amounts recognised in statement of comprehensive income

In thousands of euros 30/06/2023 31/12/2022
Remeasurement gains/(losses) recognised in the period (15,703) 136.718
Cumulative remeasurement gains/(losses) recognised in the statement of comprehensive income 7.745 23.448

Actuarial assumptions and sensitivities

Amounts recognised in the income statement relating to defined benefit post
employment plans
Amounts recognised in statement of comprehensive income
The principal actuarial assumptions used in the main funds as at the balance sheet date were as follows. UK and Overseas Funds Swiss Funds
30/06/2023 31/12/2022 30/06/2023 31/12/2022
Discount rate 5.2% 4.8% 2.1% 2.3%
Retail price inflation 3.2% 3.2% n/a n/a
Consumer price inflation 2.4% 2.4% 2.0% 1.8%
Expected rate of salary increases 2.0% 2.0% 2.0% 1.8%
Expected rate of increase of pensions in payment:
Uncapped increases n/a n/a 0.3% 0.3%
Capped at 5.0% 3.1% 3.1% n/a n/a
Capped at 2.5% 2.1% 2.1% n/a n/a
Life expectancy in years of a:
Male pensioner aged 60 28.8 28.8 27.8 27.7
Female pensioner aged 60 30.4 30.3 29.7 29.6
Male pensioner aged 60 in 20 years' time 30.2 30.1 30.2 30.1
Female pensioner aged 60 in 20 years' time 31.7 31.6 31.7 31.6
Note 17 – Net cash and cash equivalents
For the purposes of drawing up the cash flow statement, cash and cash equivalents is made up of the following items:
In thousands of euros
30/06/2023 31/12/2022
Cash and accounts with central banks 5,076,024 2,521,688
Interbank assets - demand deposits and overnight loans 620,438 748,979
Other cash equivalents 419,295 438,471
Interbank liabilities - demand deposits and overnight loans (42,012) (34,318)
TOTAL 6,073,745 3,674,820
Cash includes demand deposits placed with banks and cash on hand. Other cash equivalents are short term, highly
liquid investments that are readily convertible to known amounts of cash and that are subject to an insignificant risk of
value change. These comprise overnight interbank reverse repos and public bills that are held for trading.

Note 17 – Net cash and cash equivalents

In thousands of euros 30/06/2023 31/12/2022
Cash and accounts with central banks 5,076,024 2,521,688
Interbank assets - demand deposits and overnight loans 620,438 748.979
Other cash equivalents 419,295 438.471
Interbank liabilities - demand deposits and overnight loans (42,012) (34,318)
TOTAL 6,073,745 3,674,820

The mix of liquid assets held by the Group has changed during the year. Accounts held with central banks have risen while holdings of government bonds have decreased by €1.6 billion (see Note 3 "Securities at amortised cost").

For the purposes of its liquidity management, the Group considers that its liquidity assets have a broader definition
than the statutory measure above of cash and cash equivalents. They consist of: cash and accounts with central
banks; all loans to bank, including term deposits; UCITs and mutual funds measured at FVTPL (comprising AAA money
market funds or low-risk treasury credit funds); and its highly liquid securities at amortised cost. These amounts are
shown below.
In thousands of euros 30/06/2023 31/12/2022
Cash and accounts with central banks 5,076,024 2,521,688
Loans and advances to banks (Note 4) 1,686,625 1,927,881
Securities at FVTPL - held for liquidity (Note 1) 474,914 730,024
Securities at amortised cost - held for liquidity (Note 3) 2,015,325 3,601,067
Cash and assets held for liquidity 9,252,888 8,780,660
Further information about liquidity assets and the Group's management of liquidity risk is provided in section 4.3.2.
Note 18 – Commitments given and received
Commitments given
In thousands of euros 30/06/2023 31/12/2022
Given to customers 1,107,768 1,106,561
Loan and debt security commitments 1,107,768 1,106,561
Given to banks 12,254 12,076
Given to customers 108,803 111,482

Note 18 – Commitments given and received

Commitments given

Note 18 – Commitments given and received
Commitments given
In thousands of euros 30/06/2023 31/12/2022
Given to customers 1,107,768 1,106,561
Loan and debt security commitments 1,107,768 1,106,561
Given to banks 12,254 12,076
Given to customers 108,803 111,482
Guarantee commitments 121,057 123,558
Investment commitments 657,854 582,560
Irrevocable nominee commitments 463,327 453,617
Other commitments given 32,820 33,012
Other commitments given 1,154,001 1,069,189
Investment commitments relate to equity investments in Merchant Banking funds and direct investments. Irrevocable
nominee commitments represent commitments to funds where the Group acts as a nominee on behalf of its clients.
The commitment to employees in respect of deferred remuneration is set out in Note 22.
Commitments received
In thousands of euros 30/06/2023 31/12/2022
Received from banks 466,675 361,846
Loan commitments 466,675 361,846
Received from banks 7,631 8,718
Received from customers 176 327

Commitments received

In thousands of euros 30/06/2023 31/12/2022
Received from banks 466,675 361.846
Loan commitments 466,675 361,846
Received from banks 7,631 8.718
Received from customers 176 327
Guarantee commitments 7,807 9,045

Note 19 – Net interest income

7. Notes to the income statement
Note 19 – Net interest income
In thousands of euros 30/06/2023 30/06/2022
Interest income - loans to banks 69,656 4,563
Interest income - loans to customers 91,712 34,786
Interest income - debt securities at amortised cost
Interest income - hedging derivatives
22,826
95
3,099
17
Interest income - other financial assets 246 251
Interest income on financial instruments using the effective interest method 184,535 42,716
Interest expense - due to banks and other financial institutions (7,838) (3,417)
Negative interest income from loans to banks - (17,147)
Interest expense - due to customers (86,345) (1,949)
Interest expense - hedging derivatives (112) (670)
Interest expense - lease liabilities (3,433) (2,391)
Interest expense - debt securities in issue and other financial liabilities (1,999) (16)
Interest expense on financial instruments using the effective interest method (99,727) (25,590)
Interest income - trading derivatives 38,560 17,568
Interest expense - trading derivatives - (54)
Interest income - debt securities at FVTPL 216 513
Net interest income on other financial instruments 38,776 18,027
NET INTEREST INCOME 123,584 35,153
Interest income on financial instruments using the effective interest method for the six months to June 2022 included
€1.7 million of negative interest expense on the TLTRO borrowings from the ECB as well as €1.1 million of negative
interest expense from amounts due to customers. There is no such negative interest expense booked in 2023.
The Group considers that the trading derivatives in this table are part of the Group's overall strategy on its interest
margin, and so have shown the effective interest element of their change in value in net interest income.
Note 20 – Net fee and commission income and expense
Fee and commission income
In thousands of euros 30/06/2023 30/06/2022
Fees for M&A advisory work 447,344 638,278
230,494 221,767
Fees for Financing Advisory work and other services
Portfolio and other management fees - Wealth and Asset Management 291,984 312,409
Portfolio and other management fees - Merchant Banking
Banking and credit-related fees and commissions
105,982
3,816
79,151
3,911

Note 20 – Net fee and commission income and expense

Fee and commission income

Interest income on financial instruments using the effective interest method for the six months to June 2022 included
€1.7 million of negative interest expense on the TLTRO borrowings from the ECB as well as €1.1 million of negative
interest expense from amounts due to customers. There is no such negative interest expense booked in 2023.
The Group considers that the trading derivatives in this table are part of the Group's overall strategy on its interest
margin, and so have shown the effective interest element of their change in value in net interest income.
Note 20 – Net fee and commission income and expense
Fee and commission income
In thousands of euros
30/06/2023 30/06/2022
Fees for M&A advisory work 447,344 638,278
Fees for Financing Advisory work and other services
Portfolio and other management fees - Wealth and Asset Management
230,494
291,984
221,767
312,409
Portfolio and other management fees - Merchant Banking 105,982 79,151
Banking and credit-related fees and commissions 3,816 3,911
Other fees 5,569 7,697

Fee and commission expense

In thousands of euros
30/06/2023
Fee and commission expense
30/06/2022
Fees for M&A advisory work (1,817) (6,062)
Fees for Financing Advisory work and other services
(9,440)
(3,028)
Portfolio and other management fees - Wealth and Asset Management
(36,438)
(39,936)
Portfolio and other management fees - Merchant Banking
(5,978)
(2,571)
Banking and credit-related fees and commissions
(7)
(14)
Other fees
(1,658)
(2,792)
TOTAL
(55,338)
(54,403)
Note 21 – Net gains on financial instruments at fair value through profit or loss
In thousands of euros
30/06/2023
30/06/2022
Net income - financial instruments at fair value through profit or loss
64,041
103,650
of which: net income - carried interest
16,298
38,555
Net income - foreign exchange operations
20,961
Net income - other operations
2,436
21,713
5,601

Note 21 – Net gains on financial instruments at fair value through profit or loss

derivatives.
Financial instruments at fair value through profit or loss include both ordinary equity and carried interest shares held
by the Group in its Merchant Banking funds. They also include debt securities issued by its Merchant Banking
investment vehicles.
Note 22 – Operating expenses
In thousands of euros 30/06/2023 30/06/2022
Compensation and other staff costs (752,217) (745,521)
Defined benefit pension expenses (Note 16) (1,360) (8,037)
Defined contribution pension expenses (11,988) (9,866)
Staff costs (765,565) (763,424)

Note 22 – Operating expenses

Net gains on financial instruments at fair value through profit or loss include the changes in fair value of financial
instruments at fair value through profit or loss, and financial instruments held in the trading portfolio, including
derivatives.
Financial instruments at fair value through profit or loss include both ordinary equity and carried interest shares held
by the Group in its Merchant Banking funds. They also include debt securities issued by its Merchant Banking
investment vehicles.
Note 22 – Operating expenses
In thousands of euros 30/06/2023 30/06/2022
Compensation and other staff costs (752,217) (745,521)
Defined benefit pension expenses (Note 16) (1,360) (8,037)
Defined contribution pension expenses (11,988) (9,866)
Staff costs (765,565) (763,424)
Administrative expenses (191,493) (159,982)

Staff costs

As part of its variable pay strategy, the Group pays bonuses to employees. In some cases, the cash payment is deferred to future years.

In most circumstances, deferred cash awards are paid one, two and three years after the year of the award, and the expense is recognised over the two-, three- and four-year periods from the start of the year of the award to the date of payment. These awards are paid on the condition that the recipient is still an employee of the Group. Employees who are identified as Material Risk Takers (MRT) under the Capital Requirements Directive V (CRD V) will have a portion of their current year bonus deferred over four years, with the expense recognised accordingly. Occasionally, in certain circumstances, the Group allows employees who are not MRTs to accelerate the vesting of deferred cash awards, and in this case, any remaining uncharged expense is recognised immediately.

A portion of the bonuses paid to MRTs identified under CRD V and, from the 2022 performance year, the Investment Firms Prudential Regime (IFPR) are settled in the form of a non-cash instrument. For a number of years, up to and including the awards made in 2022, there were two forms of non-cash instruments in the R&Co Group, used in response to CRD V. Firstly, an equity-settled deferred share award consisting of R&Co shares: these R&Co shares are released to the employees six months after the vesting date of the award. Secondly, a cash-settled share-linked cash award (non-deferred): this was immediately vested but the value of the amount paid moved in line with the R&Co share price over a six-month holding period.

Following the Offer for the Rothschild & Co shares, there will not be sufficient liquidity in R&Co shares to operate an effective equity-settled non-cash instrument award scheme, so the Group informed affected employees in February 2023 that it expected to settle existing non-cash instrument awards in cash. In accounting terms, these changes make these instruments cash-settled at R&Co Group level, whereas they were previously equity-settled with the commitment in equity. It is the Group's accounting policy to revalue amounts in equity to their fair value before they are transferred to the balance sheet as a liability. The liability for a cash-settled award subsequently moves in line with the underlying share value, with differences booked in the income statement.

All new non-cash instruments awarded in 2023 (relating to the 2022 performance year) and onwards are being made by way of notional shares (both deferred and non-deferred), which track the value of Rothschild & Co shares and will be settled in cash.

The objective of the non-cash instruments is to link the reward of certain key staff with the performance of the Group. In addition to the requirement to remain employed by the Group, these awards may also be cancelled under specific circumstances.

A commitment to employees exists in connection with deferred remuneration. Some of this has not yet accrued because it relates to a future service period. The amount of potential future payments that have not yet accrued is €148 million (€189 million as at 31 December 2022).

R&Co Equity Scheme

As at 30 June 2023, R&Co also operates Equity Schemes for some of its senior staff. Equity Scheme participants have been required to invest in R&Co shares and, for each share owned, they are granted four share options. The shares are subject to a three-year to four-year lock-up period and the share options granted are subject to a vesting period before exercise. Some staff used deferred cash awards to fund their investment in the R&Co shares. In this case, the element of the deferred awards they use that has not yet been expensed at the point of purchase is recognised over the lock-up period. Following the announcement of the Offer, other share-based payments related to the R&Co Equity Scheme remain as equity-settled in the R&Co Group. However, their vesting has been accelerated during July 2023, so that any uncharged amounts relating to future service periods will now be charged in the second half of the year.

All vested stock options in the Equity Schemes are expected to be exercised in the second half of 2023. If the Offer results in the mandatory buyout of minority shareholders, the Group will accelerate the vesting of all of the remaining stock options in the Equity Schemes and these are also expected to be exercised in the second half of 2023.

Movements in the number of share options outstanding are as follows: 30/06/2023 31/12/2022
Number, 000s Weighted average
exercise price, €
Number, 000s Weighted average
exercise price, €
At the beginning of the period 3,630 28.3 4,111 27.6
Issued - - - -
Forfeited - - (20) 20.0
Exercised (595) 23.6 (461) 22.3
AS AT THE END OF THE PERIOD 3,035 29.2 3,630 28.3
Exercisable at the end of the period 2,237 27.3 2,833 26.5
Share options outstanding at the end of the period were as follows:
30/06/2023 31/12/2022
Exercise price €
Number of Weighted average Number of Weighted average
outstanding options,
000s
contractual life
(years)
outstanding options,
000s
contractual life
(years)
Movements in the number of share options outstanding are as follows:
Number, 000s Weighted average
exercise price, €
Number, 000s Weighted average
exercise price, €
Share options outstanding at the end of the period were as follows:
30/06/2023 31/12/2022
Exercise price € Number of
outstanding options,
000s
Weighted average
contractual life
(years)
Number of
outstanding options,
000s
Weighted average
contractual life
(years)
€16.01 - €18.00 309 0.3 450 0.8
€18.01 - €20.00 414 0.3 635 0.8
€20.01 - €22.00 - - - -
€22.01 - €24.00 30 2.3 30 2.8
€24.01 - €26.00 100 2.3 120 2.8
€26.01 - €28.00 427 3.2 502 3.7
€28.01 - €30.00 181 2.9 199 3.2
€30.01 - €32.00 321 2.7 361 3.0
€32.01 - €35.00 752 4.3 782 4.8
€35.01 - €38.00 - - - -
€38.01 - €41.00 363 2.3 413 2.8
€41.01 - €44.00 138 2.3 138 2.8
TOTAL 3,035 2.5 3,630 2.8
The fair value of share-based payments made in the period was €nil (31 December 2022: €nil). Fair values are charged
to the income statement over the period of employee service required under the vesting conditions. As the options are
equity-settled, there is no liability booked in the balance sheet in respect of these options, and there is no periodic
charge or credit in the income statement as the employees' options change in value.
The charge arising in the period that relates to share-based payments is included in the account "Compensation and
other staff costs", and amounts to €2.7 million (30 June 2022: €1.1 million).
Note 23 – Cost of Risk
In thousands of euros
Impairment Impairment Recovered 30/06/2023 30/06/2022
reversal loans
Loans and advances to customers (2,618) 4,660 35 2,077 762
Securities at amortised cost (19)
106
- 87 (71)
Other assets (2,492) 3,563 - 1,071 2,590
Commitments given to customers (528)
-
- (528) 473
TOTAL (5,657) 8,329 35 2,707 3,754

Note 23 – Cost of Risk

equity-settled, there is no liability booked in the balance sheet in respect of these options, and there is no periodic
charge or credit in the income statement as the employees' options change in value.
The charge arising in the period that relates to share-based payments is included in the account "Compensation and
other staff costs", and amounts to €2.7 million (30 June 2022: €1.1 million).
Note 23 – Cost of Risk
In thousands of euros
Impairment Impairment
reversal
Recovered
loans
30/06/2023 30/06/2022
Loans and advances to customers (2,618) 4,660 35 2,077 762
Securities at amortised cost (19) 106 - 87 (71)
Other assets (2,492) 3,563 - 1,071 2,590
Commitments given to customers (528) - - (528) 473

Note 24 – Net income/(expense) from other assets

Note 24 – Net income/(expense) from other assets
In thousands of euros 30/06/2023 30/06/2022
Gains/(losses) related to disposal and impairment of tangible or intangible assets 531 (101)
Gains/(losses) related to acquisition, disposal and impairment of Group companies 7,506 1,674
Non-operating income/(expense) (1,774) (3,980)
TOTAL 6,263 (2,407)
The consolidated result on disposal of €4.1m, of the Group's North American asset management business (see
Highlights section 1.3), net of associated costs, has been booked in the current period in the account "Gains/(losses)
related to acquisition, disposal and impairment of Group companies" following the completion of the sale earlier this
year.
The result in the account "Non-operating income/(expense)" includes the unrealised change in value and dividend
income from certain fair-valued legacy investments, which are excluded from the management result.
Note 25 – Income tax expense
In thousands of euros 30/06/2023 30/06/2022
Current tax (52,422) (78,452)
Deferred tax 1,428 (3,444)
TOTAL (50,994) (81,896)
Reconciliation of the tax charge between the French standard tax rate and the effective rate

Note 25 – Income tax expense

In thousands of euros 30/06/2023 30/06/2022
Current tax (52,422) (78,452)
Deferred tax 1.428 (3,444)
TOTAL (50,994) (81,896)

Reconciliation of the tax charge between the French standard tax rate and the effective rate

The consolidated result on disposal of €4.1m, of the Group's North American asset management business (see
Highlights section 1.3), net of associated costs, has been booked in the current period in the account "Gains/(losses)
related to acquisition, disposal and impairment of Group companies" following the completion of the sale earlier this
year.
The result in the account "Non-operating income/(expense)" includes the unrealised change in value and dividend
income from certain fair-valued legacy investments, which are excluded from the management result.
Note 25 – Income tax expense
(81,896)
TOTAL
Reconciliation of the tax charge between the French standard tax rate and the effective rate
(50,994)
In thousands of euros 30/06/2023 30/06/2022
Profit before tax
Expected tax charge at standard French corporate income tax rate
25.83% 246,765
63,739
25.83% 413,963
106,927
Main reconciling items(1)
Impact of foreign profits and losses taxed at different rates (7.3%) (18,065) (8.3%) (34,464)
Tax on partnership profits recognised outside the Group (5.5%) (13,616) (4.6%) (18,951)
Tax impact on deferred tax relating to change of the corporate income tax rate (1.1%) (2,634) +3.8% 15,915
Tax impacts relating to prior years (0.3%) (733) (0.0%) (26)
Permanent differences (0.2%) (400) +1.3% 5,267
Recognition of previously unrecognised deferred tax - - (0.6%) (2,361)
Impact of unrecognised deferred tax on losses +1.0% 2,537 +0.5% 2,079
Tax on dividends received through partnerships +1.7% 4,100 +0.2% 619
Irrecoverable and other dividend-related taxes +6.5% 16,007 +1.8% 7,276
Other tax impacts +0.0% 59 (0.1%) (385)
Actual tax charge 20.7% 50,994 19.8% 81,896

Note 26 – Related parties

On 13 April 2022, the Group paid €41.3 million, to companies owned by the Rothschild family for the fair value of general partnership preferred shares (parts d'associés commandités) issued many years ago by the RMM group. Further details of the transaction are provided in Note 15.

Note 27 – Segmental information

Segmental information split by business

Note 27 – Segmental information
The table below presents a segmental analysis by business line, used internally for assessing business performance,
which is then adjusted to conform to the Group's statutory accounting policies. The reconciliation to IFRS mainly
reflects: the treatment of profit share (préciput) paid to French partners as non-controlling interests; accounting for
normal and special deferred bonuses over the period between award and vesting, rather than in the year in which the
associated revenues have been booked; excluding from 2023 management accounts the costs of the Offer; the
application of IAS 19 for defined benefit pension schemes; adding back non-operating items and administrative
expenses excluded from the management accounts; and reallocating impairments and certain operating income and
expenses for presentational purposes.
Segmental information split by business
In thousands of euros Global
Advisory
Wealth and
Asset
Management
Merchant
Banking
Other
business and
corporate
centre
Total before
IFRS
reconciliation
IFRS
reconciliation
30/06/2023
Net banking income 676,013 403,358 141,224 24,910 1,245,505 (4,658) 1,240,847
Operating expenses (595,969) (293,569) (73,219) (30,991) (993,748) (9,270) (1,003,018)
Cost of risk - 1,416 - - 1,416 1,291 2,707
Operating income 80,044 111,205 68,005 (6,081) 253,173 (12,637) 240,536
Share of profits of associated
entities
- - - - - (34) (34)
Non-operating income - - - - - 6,263 6,263
Profit before tax 80,044 111,205 68,005 (6,081) 253,173 (6,408) 246,765
In thousands of euros Global
Advisory
Wealth and
Asset
Management
Merchant
Banking
Other
business and
corporate
centre
Total before
IFRS
reconciliation
IFRS
reconciliation
30/06/2022
Net banking income 856,620 324,653 187,857 20,978 1,390,108 (15,562) 1,374,546
Operating expenses (693,862) (253,722) (66,731) (40,444) (1,054,759) 90,868 (963,891)
Cost of risk - 576 - - 576 3,178 3,754
Operating income 162,758 71,507 121,126 (19,466) 335,925 78,484 414,409
Share of profits of associated
entities
- - - - - 1,961 1,961
Non-operating income - - - - - (2,407) (2,407)
expenses for presentational purposes.
Segmental information split by business
In thousands of euros Global
Advisory
Wealth and
Asset
Management
Merchant
Banking
Other
business and
corporate
centre
Total before
IFRS
reconciliation
IFRS
reconciliation
30/06/2023
Share of profits of associated
In thousands of euros Global
Advisory
Wealth and
Asset
Management
Merchant
Banking
Other
business and
corporate
centre
Total before
IFRS
reconciliation
IFRS
reconciliation
30/06/2022
Net banking income 856,620 324,653 187,857 20,978 1,390,108 (15,562) 1,374,546
Operating expenses (693,862) (253,722) (66,731) (40,444) (1,054,759) 90,868 (963,891)
Cost of risk - 576 - - 576 3,178 3,754
Operating income 162,758 71,507 121,126 (19,466) 335,925 78,484 414,409
Share of profits of associated
entities
- - - - - 1,961 1,961
Non-operating income - - - - - (2,407) (2,407)
Profit before tax 162,758 71,507 121,126 (19,466) 335,925 78,038 413,963
In April 2023, the Group completed the sale of its North American asset management business to Wintrust Financial
Corporation. Therefore, this business has been reclassified into "Other businesses" in 2022 and 2023, with the 2022
figures for the Wealth and Asset Management segment being restated.
Net banking income split by geographical segment
In thousands of euros 30/06/2023 % 30/06/2022 %
France 385,735 31% 333,348 24%
United Kingdom and Channel Islands 378,011 30% 400,342 29%
Other Europe 150,386 12% 214,781 16%
Switzerland 106,250 9% 79,501 6%
United States of America 101,284 8% 140,323 10%
Luxembourg 60,112 5% 130,855 10%
Australia and Asia 26,454 2% 44,142 3%
Other 32,615 3% 31,254 2%

Net banking income split by geographical segment

Management centre reconciliation
Share of profits of associated
Corporation. Therefore, this business has been reclassified into "Other businesses" in 2022 and 2023, with the 2022
figures for the Wealth and Asset Management segment being restated.
In April 2023, the Group completed the sale of its North American asset management business to Wintrust Financial
Net banking income split by geographical segment
In thousands of euros 30/06/2023 % 30/06/2022 %
France 385,735 31% 333,348 24%
United Kingdom and Channel Islands 378,011 30% 400,342 29%
Other Europe 150,386 12% 214,781 16%
Switzerland 106,250 9% 79,501 6%
United States of America 101,284 8% 140,323 10%
Luxembourg 60,112 5% 130,855 10%
Australia and Asia 26,454 2% 44,142 3%
Other 32,615 3% 31,254 2%

Note 28 – Earnings per share

Note 28 – Earnings per share
30/06/2023 30/06/2022
Net income - Group share (millions of euros) 128.5 248.8
Profit share (préciput) adjustment (millions of euros) (3.2) (1.7)
Net income - Group share after préciput adjustment (millions of euros) 125.3 247.1
Basic average number of shares in issue - 000s 71,930 72,056
Earnings per share - basic (euros) €1.74 €3.43
Effect of potentially dilutive ordinary shares - 000s 1,280 1,191
Diluted average number of shares in issue - 000s 73,210 73,247
Earnings per share - diluted (euros) €1.71 €3.37
Basic earnings per share are calculated by dividing Net income - Group share (after removing accrued profit share
(préciput), which is not part of the distributable profit available to shareholders) by the weighted average number of
shares in issue during the period. The préciput adjustment is spread evenly over the reporting year.

Diluted earnings per share are calculated using the treasury share method, whereby net income is divided by the sum of the weighted average number of shares outstanding plus the bonus number of shares that would be issued through dilutive option or share awards. Share options and awards that are dilutive are those that are in the money, based on the average share price during the period.

As there were no gains or losses on discontinued activities, the earnings per share on continuing activities are the same as earnings per share.

Note 29 – Consolidation scope

With the exception of acquisitions disclosed in Note 7 and disposals in the Highlights 1.3, there have been no material changes during the period in the scope of companies consolidated by the Group.

Abbreviations and glossary

Term Definition
CGU Cash-generating unit
Company Rothschild & Co SCA
CRD V Capital Requirements Directive 5
Expected credit loss (IFRS 9), which can be measured on either a 12-
ECL month basis (12m ECL) or a lifetime basis (lifetime ECL)
Equity Markets Solutions Subset of the Financing Advisory business segment, which includes
ECM Advisory, Private Capital, Investor Advisory, Investor Marketing and
Redburn.
Equity Scheme Rothschild & Co operates a scheme for certain senior staff where
participants are required to invest in Rothschild & Co shares and for each
share owned they are granted four share options
ESG Environmental, social and governance
Financing Advisory A subset of the Global Advisory business, encompassing Debt Advisory;
Restructuring and Equity Markets Solutions.
FVTPL Fair value through profit or loss
GA Global Advisory (business segment)
Group Rothschild & Co SCA and its consolidated subsidiaries
IBOR Interbank offered rate
IFPR Investment Firms Prudential Regime
IFRS International Financial Reporting Standards
LCR Liquidity coverage ratio
Level 1/2/3 IFRS 13 fair value hierarchy, explained in section 4.4.1
LGD Loss given default (IFRS 9)
LIBOR London interbank offered rate
Lombard lending Lending secured against portfolios of securities
LTV Loan to value
MB/Merchant Banking Merchant Banking (business segment)
MRT Material Risk Taker, as defined under CRD V
NCoI Non-controlling interest
NMR N M Rothschild & Sons Limited
NSFR Net stable funding ratio
OCI Other comprehensive income
Offer Filing of a simplified tender offer for the Rothschild & Co shares by
Concordia, the holding company of the Rothschild family
Overseas Fund N M Rothschild & Sons Limited overseas pension fund
PCL Private Client Lending in the WAM business segment
PD Probability of default (IFRS 9)
PER Price/earnings ratio
R&Co Rothschild & Co SCA
R&Co Gestion Rothschild & Co Gestion SAS (the gérant/Statutory Managing Partner)
R&CoBZ Rothschild & Co Bank AG Zurich
RMM Rothschild Martin Maurel SCS
Stage 1/2/3 IFRS 9 credit quality assessments
Supervisory Board Rothschild & Co supervisory board
Statutory Managing Partner Rothschild & Co Gestion SAS (the gérant)
Swiss Funds Rothschild & Co Bank AG Zurich pension funds
TLTRO Targeted longer-term refinancing operation
UK Fund N M Rothschild & Sons Limited pension fund
WAM Wealth and Asset Management (business segment)

Statutory Auditors' review report on the half-year financial information

This is a free translation into English of the Statutory Auditors' review report on the half-year financial information issued in French and it 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 half-year activity report. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

For the period from 1 January 2023 to 30 June 2023

To the shareholders,

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

  • the limited review of the accompanying condensed half-year consolidated financial statements of Rothschild & Co SCA, for the period from 1 January 2023 to 30 June 2023;
  • the verification of the information presented in the half-year activity report.

These condensed half-year consolidated financial statements were prepared under the responsibility of the Managing Partner (le "Gérant"). Our role is to express a conclusion on these financial statements based on our limited review.

I. Conclusion of the financial statements

We conducted our limited review in accordance with professional standards applicable in France.

A limited review of interim financial information consists primarily of making inquiries of persons responsible for financial and accounting matters and applying analytical procedures. A limited review is substantially less extensive in scope than an audit conducted in accordance with the professional standards applicable in France. Accordingly, the assurance that the financial statements, taken as a whole, are free from material misstatement obtained in a limited review is a moderate assurance, lower than that obtained in an audit.

Based on our limited review, nothing has come to our attention that causes us to believe that the accompanying condensed half-year consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 – standard of the IFRS as adopted by the European Union applicable to interim financial information.

II. Specific verification

We have also verified the information presented in the half-year activity report on the condensed half-year consolidated financial statements subject to our limited review.

We have no matters to report as to its fair presentation and consistency with the condensed half-year consolidated financial statements.

Paris La Défense, 4 August 2023

Paris, 4 August 2023

KPMG S.A.

Cailliau Dedouit et Associés S.A.

French original signed by

Jean-François Dandé Partner Nicolas Bourhis Partner

Jean-Jacques Dedouit Partner

Statement by the persons responsible for the Half-year Financial Report

Persons responsible for the Half-year Financial Report

Rothschild & Co Gestion SAS

Managing Partner

Mark Crump

Group Chief Financial Officer and Chief Operating Officer

Statement by the persons responsible for the Half-year Financial Report

We hereby declare that, to the best of our knowledge, the condensed half-year consolidated financial statements for the past six-month period have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and all the other companies included in the scope of consolidation, and that the half-year activity herein report gives a fair view of the material events that occurred in the first six months of the financial year, their impact on the condensed half-year financial statements and the main related party transactions, as well as a description of the main risks and uncertainties for the remaining six months of the financial year.

Paris, 4 August 2023

Rothschild & Co Gestion SAS

Managing Partner Represented by Alexandre de Rothschild, Executive Chairman

Mark Crump

Group Chief Financial Officer and Chief Operating Officer

About Rothschild & Co

Rothschild & Co is family-controlled and independent group and has been at the centre of the world's financial markets for over 200 years. With a team of c. 4,200 talented financial services specialists on the ground in over 40 countries, Rothschild & Co's integrated global network of trusted professionals provides in-depth market intelligence and effective long-term solutions for our clients in Global Advisory, Wealth and Asset Management, and Merchant Banking.

Rothschild & Co is a French partnership limited by shares (société en commandite par actions) listed on Euronext in Paris, Compartment A with a share capital of €154,205,332. Paris trade and companies registry number: 302 519 228. Registered office: 23 bis, avenue de Messine, 75008 Paris, France.

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