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Compagnie Plastic Omnium SE

Interim / Quarterly Report Jul 26, 2023

1603_ir_2023-07-26_a3730ecf-c3b0-4758-8c3b-0d5a0eeac07e.pdf

Interim / Quarterly Report

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COMPAGNIE PLASTIC OMNIUM

2023 INTERIM FINANCIAL REPORT

CONTENTS

PAGE
DECLARATION BY THE PERSON RESPONSIBLE FOR THE INTERIM FINANCIAL
REPORT
3
INTERIM BUSINESS REPORT 4
-
12
INTERIM CONSOLIDATED FINANCIAL STATEMENTS 13

54
STATUTORY AUDITORS'
REPORT ON THE HALF-YEARLY FINANCIAL
INFORMATION
55
-
57

DECLARATION BY THE PERSON RESPONSIBLE FOR THE INTERIM FINANCIAL REPORT

I declare that, to the best of my knowledge, the condensed interim consolidated financial statements of Compagnie Plastic Omnium SE for the half-year period have been prepared in accordance with applicable accounting standards and give a true and fair view of the assets, financial position and results of both the Company and all consolidated companies, and that the interim business report herewith presents a true picture of major events occurring during the first six months of the accounting period, of their impact on financial statements and of the major transactions between related parties, and that it describes the main risks and uncertainties for the remaining six months of the year.

Levallois, July 26, 2023

Laurent Favre Chief Executive Officer

INTERIM BUSINESS REPORT

KEY EVENTS IN THE FIRST HALF OF 2023

The execution of the Group's strategic choices confirms its ability to activate strong growth drivers, supported by its historical activities.

A new record order intake in the past six months, representing over one year of revenuea)

In H1 2023, Plastic Omnium posted a very strong increase in orders, up sharply on the first half of 2022 and already exceeding total orders for the previous year as a whole. These orders cover all Group activities and all types of powertrain, and contribute to geographical diversification:

  • In the historical businesses, the Intelligent Exterior Systems, Clean Energy Systems and Plastic Omnium Modules divisions continue to take record orders thanks to the relevance of Plastic Omnium's offering and trust confided in the Group by its customers. This momentum reinforces the growth strategy in these divisions, and secure future cash generation, in particular for the financing of new activities.
  • Clean Energy Systems especially continues to win exceptional orders in a market that is gradually declining, such as the major ones recorded in North America in the first quarter of 2023. In a changing market, the division is well-positioned as a long-term leader, while continuing to work on reducing the break-even point, thereby strengthening its strategy to gain market shares over the coming years and generate cash.
  • Plastic Omnium is also benefiting from the growing electrification, with c. 60% of its order book in the first half of 2023 related to electric vehicles, including hydrogen vehicles.
  • More than 70% of orders recorded in H1 2023 will be produced in the Americas and Asia, accelerating the Group's geographical diversification in the coming years.

Strong order intake momentum supporting the Group's hydrogen objectives

Plastic Omnium's hydrogen business has a cumulated order book of nearly €4 billion since its launch in 2015. These orders mainly concern the medium and heavy vehicle segment for major mobility players.

After a gradual ramp-up in 2021 and 2022, industrial and commercial momentum intensified in the first half of 2023 with:

  • A record order intake in North America for a major American manufacturer. Worth more than €2 billion, this largest hydrogen order to date for the Group covers the production of tanks and fuel cell components for the US market. To meet this record order, Plastic Omnium will build a new plant in the United States to be commissioned in 2026.
  • PO-Rein, the new subsidiary held 50/50 by Plastic Omnium and Rein Hytech, itself a subsidiary of Shenergy Group, is now set up. This entity aims to manufacture and market high-pressure hydrogen storage systems for the Chinese commercial vehicle market. The creation of this subsidiary provides for the implementation of production capacity in Shanghai to meet Chinese market growth: a pilot line for Type IV high-pressure hydrogen tanks will be operational in 2025, while a new mega-plant with an annual capacity of 60,000 highpressure hydrogen tanks is scheduled for commissioning in 2026. PO-Rein is fully consolidated in the Plastic Omnium accounts.
  • The signature of a partnership between Plastic Omnium and Gaussin, a pioneer in clean and smart freight transport, to accelerate the development of Gaussin's hydrogen range with the integration of Plastic Omnium's complete hydrogen solutions for port and airport transport vehicles.

New Energies is a major hydrogen player, thanks to its ever-growing order book, its presence across the entire value chain and its industrial capacities throughout Europe, the United States and China. These assets strengthen the Group's ability to reach a New Energies revenueb) target of €3 billion by 2030.

Early successes of the lighting activity action plan: significant improvement in profitability and customer confidence

Plastic Omnium launched a rapid and efficient transformation plan following the acquisition of the lighting business in the second half of 2022. The Group focused its efforts in particular on adapting structural costs and improving industrial performance, measured by a drop in product scrap, inventory ratios and the ratio plant costs out of revenue down c.-10%, c.-25% and -2 points, respectively, since the beginning of the year. These first successes help increase the competitiveness of the lighting business, ensuring it is well positioned in upcoming tenders. Current commercial successes, and those to come in H2 2023, are a sign of customer trust and future activity growth.

The action plan implemented immediately on acquisition of these activities is already bearing fruit, with operating margin break-even reported for a first time in the month of June, only nine months after the acquisition of VLS. This momentum is consistent with the Group's medium-term profitability target for the lighting business.

The Group accelerates the decarbonization of its sites and joins the CAC SBT 1.5°

In the first half of 2023, Plastic Omnium continued to rigorously deploy its carbon neutrality plan to achieve the objectives validated by the Science-Based Targets initiative (SBTi):

  • Carbon neutrality of scopes 1 & 2 by 2025 (emissions related to operations, e.g. gas and electricity consumption),
  • 30% reduction in upstream and downstream scope 3 emissions in 2030 compared with 2019,
  • Neutrality of all scopes by 2050.

Awareness-raising campaigns and an energy improvement program have enabled the Group to increase its energy efficiency by 3.6%1 compared to 2022, in a context of significant rise in volumes for the first half of 2023.

With 15 sites already equipped with solar panels or wind turbine at the end June 2023, and advanced negotiations with key players in the energy sector, renewable energy production and supply projects are in line with our ambition.

The Group is also strengthening its responsible purchasing policy. Webinars have been organized for suppliers to raise awareness of the challenges of decarbonizing the mobility sector, explain future requirements and share best practices in relation to the Group's low-carbon roadmap. More than 700 suppliers have already taken part in these initiatives, which will continue in order to involve the entire value chain.

Lastly, Plastic Omnium was included in Euronext CAC SBT 1.5° index on its launch in January 2023. This index currently includes around forty SBF 120 companies whose decarbonization trajectory is aligned with the Paris Climate Agreement. The new index is made up solely of companies that have set clear greenhouse gas (GHG) emission reduction targets in line with the 1.5°C objective, and which have been validated by SBTi.

1 Data from January 2023 to May 2023 vs. FY 2022, excl. Lighting activity

CONSOLIDATED INTERIM 2023 RESULTS

Accelerated production, driven by the Group's historical activities

Plastic Omnium reported strong growth in H1 2023, with economic revenue of €5,815 million, up +34.7% on H1 2022 (+20.2% LFLc)). The Group therefore outperformed global automotive productionj) by +8.9 points, confirming its ambition to exceed the market over the full year.

In € million
By business
First semester
2022
First semester
2023
Change LFL
changec)
Plastic Omnium Industries 3,119 4,208 +34.9% +16.7%
Plastic Omnium Modules 1,198 1,606 +34.0% +29.0%
Economic revenuea) 4,318 5,815 +34.7% +20.2%
Joint ventures 397 521 +31.3% +22.5%
Plastic Omnium Industries 2,830 3,873 +36.8% +16.0%
Plastic Omnium Modules 1,091 1,420 +30.2% +30.0%
Consolidated revenueb) 3,921 5,293 +35.0% +19.9%

The strong growth in economic revenuea) (+20.2% LFLc)) follows the accelerated recovery in industrial production and the Group's good order intake momentum in recent years. After Q1 growth of +34.5%, the Group again posted a strong increase in Q2 2023 of +34.8% year-on-year. In H1 2023, Plastic Omnium exceeded €1 billion in monthly revenue for the first time, doing so on three occasions.

Plastic Omnium Industries reported a +16.7% LFLc) increase in economic revenuea), thanks to the strong performance of the historical divisions, Clean Energy Systems and Intelligent Exterior Systems, which benefited from a recovery in production and fewer supply chain issues.

Plastic Omnium Modules reported growth of +29.0% LFLc) in economic revenuea), with volumes increasing sharply, particularly in Europe.

Consolidated revenueb) rose +35.0%. This strong increase is attributable to the Group's historical divisions, all of which grew in H1 2023, with production volumes rising strongly in a context of accelerated business recovery. Consolidated revenueb) also includes the lighting and electrification activities, which were acquired in the second half of 2022. Excluding the impact of these acquisitions, consolidated revenueb) increased organicallyc) by +19.9%.

In € million
By region
First
semester
2022
First
semester
2023
Change LFL changec) Automotive
productionj)
Performance vs.
Automotive
production
Europe 2,138 3,006 +40.6% +23.4% +15.9% +7.5 pts
North America 1,263 1,597 +26.4% +12.4% +12.3% +0.1 pts
China 445 516 +16.0% +17.5% +6.9% +10.6 pts
Asia excluding
China
331 455 +37.5% +23.7% +13.2% +10.5 pts
Other 141 241 +71.4% - - -
Economic
revenuea)
4,318 5,815 +34.7% +20.2% +11.3% +8.9 pts
Joint ventures 397 521 +31.3% +22.5%
Consolidated
revenueb)
3,921 5,293 +35.0% + 19.9%

In H1 2023, Plastic Omnium outperformed global automotive productionj) across all geographic areas:

  • In Europe, economic revenuea) totaled €3,006 million, up significantly by +40.6% compared to H1 2022 (+23.4% LFLc)), largely outperforming global automotive productionj) by +7.5 points. This increase is mainly due to the good recovery in automotive production in Germany and Eastern European countries such as Slovakia and the Czech Republic, as well as fewer production stoppages at certain manufacturers.
  • In North America, automotive production(j) rebounded significantly in H1 2023, benefiting from a growing demand for electric vehicles and improved supply chains. H1 2023 economic revenuea) amounted to €1,597 million, boosted notably by two production starts in the Intelligent Exterior Systems business in Q2 2023. Revenuea) increased +12.4% LFLc) compared to H1 2022, in line with the market.
  • In China, the Group posted H1 2023 economic revenuea) of €516 million, up +17.5% LFLc) compared to H1 2022 and +10.6 points compared to the market. This outperformance is linked to the Group's relevant positioning with manufacturers in China in a market accelerating towards electric mobility.
  • In Asia excluding China, Group economic revenuea) totaled €455 million in H1 2023, up +37.5% year-on-year (+23.7% LFLc)), outperforming the global automotivej) market by +10.5 points. This growth is mainly driven by the SHB joint venture, located in South Korea for modules, in a context of strong business recovery in this market.
In € million and as a % of revenue H1 2022 H1 2023 Change
Consolidated revenueb) 3,921 5,293 +35.0%
Plastic Omnium Industries 2,830 3,873 +36.8%
Plastic Omnium Modules 1,091 1,420 +30.2%
Operating margin
(as a % of consolidated revenue)
179
4.6%
210
4.0%
+16.9%
Plastic Omnium Industries
(as a % of Plastic Omnium Industries consolidated revenue)
159
5.6%
182
4.7%
+14.2%
Plastic Omnium Modules
(as a % of Plastic Omnium Modules consolidated revenue)
20
1.9%
28
2.0%
+37.5%

Marked rise in operating margind) tied to strong revenue growth and agile and dynamic cost management

In H1 2023, operating margind) totaled €210 million compared to €179 million in H1 2022, a sharp increase of +16.9%. This +€30 million increase year-on-year is explained by a strong €50 million growth in the operating margin of the Group's historical activities. This increase largely offsets the impact of recent acquisitions (lighting and electrification), drivers of diversification and future growth.

In a context of ongoing high inflation, leading to increased energy, labour and raw material costs, the Group successfully limited this impact through increased productivity and the completion of certain discussions held since the end of 2022 with automotive sector players.

The Plastic Omnium Industries operating margind) amounted to €182 million in H1 2023, representing 4.7% of revenueb), a solid 14.2% increase on H1 2022. Historical activities reported an operating margin increase of 26.5%. In parallel, the new lighting activity, consolidated since H2 2022, benefited from the action plan implemented by the Group. This activity is on a strong trajectory, reporting operating margin break-even for a first time in the month of June, in line with the Group's medium-term profitability objective for this activity.

Plastic Omnium Modules, an activity focusing on vehicle parts assembly with lower margins whilst being low in terms of capital intensity, posted an operating margind) of €28 million in H1 2023, i.e. 2.0% of revenueb). The operating margin of this activity grew strongly by +37.5% year-on-year, driven by a significant increase in volumes.

In € million First
semester
2022
First
semester
2023
Change
Operating margind) 179 210 +16.9%
Other operating income and expenses -17 -19 +11.9%
Financial income and expenses -24 -49 +103.4%
Income tax -30 -40 +32.4%
Net result 109 103 -5.7%
Minority interest 5 2 -44.6%
Net result, Group share 104 100 -4.1%

Stable net result absorbing the impact of interest rate increases

Net result, Group share came in at €100 million (1.9% of revenueb)), compared to €104 million in H1 2022. The net result for the half-year remains strong and demonstrates the Group's ability to integrate new activities. Operating margind) growth enabled the absorption of financial expenses resulting from the continued increase in interest rates, as well as higher income tax. Other operating income and expenses amounted to €19 million vs. €17 million in H1 2022 and include, amongst others, the costs linked to the adaptation of structure costs of the recently acquired lighting activity.

Income tax expense is reported at €40 million for H1 2023 (0.7% of revenueb)), with an effective tax rate at 33.5%.

Strong growth in free cash flow generationg), in line with the annual target

In € million H1 2022 H1 2023
EBITDAe) 414 463
Investments
f)
154 205
Change in WCR -72 46
Free cash flowg) 134 191

EBITDAe) amounted to €463 million in H1 2023, representing 8.7% of revenueb) compared to €414 million and 10.6% of revenueb) in H1 2022.

During the semester, Plastic Omnium pursued its investment policy aimed at supporting its value proposition and fostering future growth. To this end, the Group invested €205 million compared to €154 million in the first half of 2022. This included real estate disposals totaling €54 million in Belgium and Brazil, consistent with the Group's debt reduction policy.

These investments f) represented 3.9% of revenueb), in line with the Group's target of maximum annual investment of 5% of revenueb). Additional investments compared to H1 2022 focused mainly on developing the hydrogen business, as well as the integration of the acquisitions that were not consolidated in H1 2022.

The change in working capital requirement reached €46 million in H1 2023, vs. -€72 million in H1 2022.

Free cash flowg) totaled €191 million, or 3.6% of revenueb) a sharp increase of +43.1% compared to H1 2022 (€134 million, or 3.4% of revenueb)). Excluding the impact of real estate disposals, the Group generated free cash flow of €137 million in H1 2023, slightly higher compared to H1 2022, absorbing the impact of acquisitions and investments in hydrogen and reflecting the strong performance of historical businesses.

A solid financial structure, strengthened by debt reduction initiated only nine months after acquisitions

At June 30, 2023, Group net debth) totaled €1,530 million compared to €1,669 million at December 31, 2022. Plastic Omnium maintains low leverage at 1.7x EBITDA at the end of June 2023 vs. 1.9x EBITDA at the end of December 2022. The Group is reducing debt while pursuing its growth policy. At June 30, 2023, the Group has liquidities of €2.3 billion, comprising of €448 million in available cash and €1.9 billion in confirmed, undrawn credit facilities, with an average maturity of 3.4 years and no covenants. In June 2023, the Group repaid the remaining €159 million outstanding on the 2016 €300 million Schuldschein Darlehen facility, following an initial repayment in May 2022.

GROUP OUTLOOK

In an uncertain economic environment with inflation expected to remain high in some of the Group's key regions, S&P Global Mobilityj) forecasts automotive production of 41.9 million vehicles in the second half of 2023 compared to 42 million vehicles in the second half of 2022, a slight drop of -0.4%. In this context, the Group will continue to take steps to limit the impact of inflation.

Given the good commercial and operating momentum in the first half of 2023, Plastic Omnium confirms its annual targets:

• Strong economic revenuea growth, outperforming global automotive productioni) forecast at 82.1 million vehiclesi) by S&P Global Mobility

  • Operating margind) above €400 million, up over +10% vs. 2022
  • Free cash flowg) in excess of €260 million, with strong investment in growth drivers

Finally, the Group confirms its targets for 2025:

  • Economic revenuea) expected to exceed €11.5 billion
  • Average annual growth in operating margind) in euros in excess of +15% between 2022 and 2025
  • Free cash flowg) of between 3% and 4% of revenue

RELATED PARTIES

Related parties remain unchanged from the 2022 Universal Registration Document, filed on March 24, 2023 with the French Financial Markets Authority (AMF - Autorité des Marchés Financiers).

RISKS IN H2 2023

The main risk factors for Compagnie Plastic Omnium SE remain those identified in the 2022 Universal Registration Document, filed on March 24, 2023 with the French Financial Markets Authority (AMF - Autorité des Marchés Financiers).

Glossary

a) Economic revenue corresponds to consolidated revenue plus revenue from investments, by controlled subsidiaries, in joint ventures and associates consolidated at their percentage holding: BPO (50%), YFPO (50%), EKPO (40%) for Plastic Omnium Industries and SHB (50%) for Plastic Omnium Modules since December 2022.

This definition was modified on January 1, 2022, to take account of the shift in the Group's growth model towards a model where partnerships will contribute more to its activity. This modification results in the inclusion of the revenue of the associate EKPO, acquired on March 1, 2021; the impact on revenue is not material.

b) Consolidated revenue does not include the Group's share of revenue from joint ventures, consolidated using the equity method, in accordance with IFRS 10-11-12.

c) Like-for-Like (LFL): at constant scope and exchange rates

  • i. The currency effect is calculated by applying the exchange rate of the current period to the revenue of the previous period. In H1 2023, currency effects had a €52 million negative impact on economic revenue and a €29 million negative impact on consolidated revenue.
  • ii. The scope effect on economic revenue is €688 million for the period. It includes the consolidation of AMLS Osram since July 1, 2022, Actia Power since August 1, 2022, Varroc Lighting Systems since October 7, 2022 and SHB Automotive Modules, a joint venture with HBPO in which the Group has increased its stake from 33% to 50%, since December 12, 2022.

d) Operating margin includes the Group's share of income from companies consolidated using the equity method and amortization of intangible assets acquired, before other operating income and expense.

e) EBITDA corresponds to operating income, which includes the Group's share of income from associates and joint ventures, before depreciation, amortization, and operating provisions.

f) Investments comprise expenditure on property, plant and equipment and intangible assets, net of disposals.

g) Free cash flow corresponds to operating cash-flow less expenditure on property, plant and equipment and intangible assets net of disposals, taxes and net interest paid, plus or minus the change in the working capital requirement.

h) Net debt includes all long-term borrowings, short-term loans, and bank overdrafts less loans, marketable debt instruments and other non-current financial assets, and cash and cash equivalents.

i) Assumption for global automotive production in 2023: S&P Global Mobility forecasts published in February 2023 amounted to 82.1 million vehicles (<3.5-ton passenger car segment and commercial light vehicles).

j) Global or regional automotive production data refer to the S&P Global Mobility forecasts published in July 2023 (<3.5-ton passenger car segment and commercial light vehicles).

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

AT JUNE 30, 2023

Financial indicators

In the context of its financial communication, the Group uses financial indicators based on aggregates taken from the consolidated financial statements prepared in accordance with IFRS, as adopted in the European Union.

As indicated in Note 3.1 of the consolidated financial statements at June 30, 2023, on segment information, the Group uses the notion of "economic revenue" for its operational management.

"Economic revenue" corresponds to the consolidated sales of the Group and its joint ventures and associates at their percentage stake: Yanfeng Plastic Omnium, the Chinese leader in exterior body parts, SHB Automotive modules, the leading Korean front-end module company, B.P.O. AS, a major player in the Turkish exterior equipment market, EKPO Fuel Cell Technologies, a specialist in the development and series production of fuel cells for hydrogen mobility.

Reconciliation of economic revenue with consolidated revenue

In thousands of euros First-half 2023 First-half 2022
Economic revenue 5,814,590 4,317,832
Of which revenue from joint ventures and associates at the Group's percentage stake 521,168 396,896
Consolidated revenue 5,293,422 3,920,936

BALANCE SHEET

In thousands of euros
Notes June 30, 2023 December 31,
ASSETS 2022 restated (1)
Goodwill 5.1.1 1,136,370 1,157,713
Other intangible assets 5.1.2 716,911 703,946
Property, plant and equipment 5.1.3 1,904,042 1,939,417
Investment property 30 30
Investments in associates and joint ventures 5.1.4 289,431 320,247
Non-consolidated investments and convertible bonds 21,646 20,334
Non-current financial assets 5.2.5.4 110,472 88,730
Deferred tax assets 165,903 150,495
TOTAL NON-CURRENT ASSETS 4,344,805 4,380,912
Inventories 5.1.6 895,357 849,861
Financial receivables 2,288 754
Trade receivables 5.1.7 1,291,864 1,009,744
Other receivables 5.1.7 534,418 491,924
Other financial assets and financial receivables 257 201
Hedging instruments 3,104 11,152
Cash and cash equivalents 5.1.8 614,606 575,625
TOTAL CURRENT ASSETS 3,341,894 2,939,261
Assets held for sale 2.2.2 240 44,706
TOTAL ASSETS 7,686,939 7,364,879
SHAREHOLDERS' EQUITY AND LIABILITIES
Capital 5.2.1.1 8,731 8,731
Treasury stock -28,739 -29,386
Additional paid-in capital 17,389 17,389
Consolidated reserves 1,807,499 1,719,034
Net income for the period 100,006 170,511
EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT 1,904,886 1,886,279
Attributable to non-controlling interests 28,941 29,285
TOTAL SHAREHOLDERS' EQUITY 1,933,827 1,915,564
Non-current borrowings 5.2.5.4 1,463,782 1,474,069
Provisions for pensions and other post-employment benefits 72,668 71,341
Provisions 5.2.4 60,387 80,255
Non-current government grants 19,685 20,944
Deferred tax liabilities 47,235 48,082
TOTAL NON-CURRENT LIABILITIES 1,663,757 1,694,691
Bank overdrafts 5.1.8.2 14,538 15,022
Current borrowings and financial debt 5.2.5.4 780,871 855,263
Hedging instruments 1,088 709
Provisions for liabilities and expenses 5.2.4 53,121 64,548
Current government grants 519 665
Trade payables 5.2.6.1 1,923,445 1,662,481
Other operating liabilities 5.2.6.2 1,315,773 1,155,909
TOTAL CURRENT LIABILITIES 4,089,355 3,754,624
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 7,686,939 7,364,879

The restated balance sheet takes into account the adjustments related to the valuation of the opening balance sheets of the

(1) acquisitions of the second half-year of 2022. The Consolidated Financial Statements published as of December 31, 2022 are differentiated by the word "published".

See related Notes: "Presentation of the Group", and 2.2.1.2 and 2.2.1.3 in "Follow-up of 2022 fiscal year acquisitions".

INCOME STATEMENT

In thousands of euros Notes First-half 2023 % First-half 2022 %
Consolidated sales (revenue) 5,293,422 100.0% 3,920,936 100.0%
Cost of goods and services sold 4.2 -4,722,318 -89.2% -3,476,084 -88.7%
Gross profit 571,103 10.8% 444,852 11.3%
Research and Development costs 4.1 - 4.2 -158,338 -3.0% -124,699 -3.2%
Selling costs 4.2 -30,396 -0.6% -22,313 -0.6%
Administrative expenses 4.2 -185,921 -3.5% -132,091 -3.4%
Operating margin before amortization of intangible assets acquired
in business combinations and before share of profit (loss) of
associates and joint ventures
196,448 3.7% 165,750 4.2%
Amortization of intangible assets acquired in business combinations 4.3 -10,682 -0.2% -9,850 -0.3%
Share of profit (loss) of associates and joint ventures 4.4 23,924 0.5% 23,539 0.6%
Operating margin 209,690 4.0% 179,439 4.6%
Other operating income 4.5 18,797 0.4% 14,792 0.4%
Other operating expenses 4.5 -37,576 -0.7% -31,577 -0.8%
Borrowing costs 4.6 -49,826 -0.9% -24,570 -0.6%
Other financial income and expenses 4.6 1,000 0.0% 569 0.0%
Profit from continuing operations before income tax and after share
of profit (loss) of associates and joint ventures
142,086 2.7% 138,652 3.5%
Income tax 4.7 -39,584 -0.7% -29,906 -0.8%
Net profit (loss) 102,501 2% 108,745 2.8%
Net profit (loss) attributable to non-controlling interests 4.8 2,495 0.0% 4,502 0.1%
Net profit (loss) attributable to owners of the parent company 100,006 1.9% 104,242 2.7%
Earnings per share attributable to owners of the parent company 4.9
Basic earnings per share (in euros) 0.70 0.72
Diluted earnings per share (in euros) 0.69 0.72

STATEMENT OF COMPREHENSIVE NET INCOME AND GAINS AND LOSSES RECOGNIZED DIRECTLY IN EQUITY

First-half 2023
In thousands of euros
First-half 2022
Total Gross Tax Total Gross Tax
Net profit (loss) for the period attributable to owners of the parent(1) 100,006 139,590 -39,584 104,243 132,252 -28,009
Reclassified to the income statement -42,077 -42,084 7 45,820 45,898 -78
Reclassified in the period 98 132 -34 96 129 -33
Cash-flow hedges 98 132 -34 96 129 -33
Reclassified at a later date -42,175 -42,216 41 45,724 45,769 -45
Translation differences -42,058 -42,058 - 45,455 45,455 -
Cash-flow hedges -117 -158 41 269 314 -45
Gains/(losses) for the period – Exchange rate instruments -117 -158 41 269 314 -45
Cannot be reclassified to the income statement at a later date 18,299 18,438 -140 11,366 20,663 -9,297
Actuarial gains/(losses) relating to defined-benefit plans 878 1,018 -140 19,052 25,007 -5,955
Revaluation of long-term investments in equity instruments and
funds
11,400 11,400 - -14,967 -14,967 -
Revaluation due to hyperinflation in Argentina and in Turkey 6,020 6,020 - 2,002 2,002 -
Other changes - - - 5,279 8 621 - 3 342
Total gains and losses recognized directly in equity attributable to owners of
the parent company
-23,778 -23,646 -133 57,186 66,561 -9,375
Net profit (loss) and gains and losses recognized directly in equity
attributable to owners of the parent company(2)
76,228 115,944 -39,717 161,429 198,813 -37,384
Net profit (loss) for the period attributable to non-controlling interests 2,495 2,833 -338 4,502 6,400 -1,898
Reclassified to the income statement -2,839 -2,839 - 5,424 5,424 -
Reclassified at a later date -2,839 -2,839 - 5,424 5,424 -
Exchange differences on translating foreign operations -2,839 -2,839 - 5,424 5,424 -
Total gains and losses recognized directly in equity - Non-controlling
interests
-2,839 -2,839 - 5,424 5,424 -
Net profit (loss) and gains and losses recognized directly in equity - Non
controlling interests
-344 -6 -338 9,926 11,824 -1,898
Net profit (loss) and gains and losses recognized directly in equity 75,884 115,938 -40,055 171,355 210,637 -39,282

(1) Net profit (loss) for the period attributable to owners of the parent amounted to €60,644 thousand as of June 30, 2023 compared with €62,984 thousand as of June 30, 2022.

(2) Net comprehensive income for the period attributable to owners of the parent amounted to €46,225 thousand at June 30, 2023 compared with €97,535 thousand at June 30, 2022.

STATEMENT OF CHANGES IN EQUITY

In thousands of euros

In thousand units for the number of shares

Number of
shares
Capital Capital
reserve
Treasury
stock
Other
reserves
Translatio
n
differences
Net profit
for the
period
Attributable
to owners of
the parent
Attributable
to non
controlling
interests
Total
Shareholders
' equity
Shareholders' equity published at December 31, 2021 147,122 8,827 17,389 -47,759 1,909,895 -38,462 126,372 1,976,262 68,671 2,044,933
Appropriation of net profit at December 31, 2021 - - - - 126,372 - -126,372 - - -
Net profit at June 30, 2022 - - - - - - 104,243 104,243 4,502 108,745
Total gains and losses recognized directly in equity - - - - 11,817 45,369 - 57,186 5,424 62,610
Net profit (loss) and gains and losses recognized directly in equity - - - - 138,189 45,369 -22,129 161,429 9,926 171,355
Treasury stock transactions - - - -8,011 - - - -8,011 - -8,011
Dividends paid by Compagnie Plastic Omnium - - - - -40,586 - - -40,586 - -40,586
Dividends paid by other Group companies - - - - - - - - -8,802 -8,802
Stock option and share purchase plans - - - - 111 - - 111 - 111
Deferred tax on stock option and share purchase plans - - - - -29 - - -29 - -29
Shareholders' equity at June 30, 2022 147,122 8,827 17,389 -55,770 2,007,579 6,907 104,243 2,089,175 69,795 2,158,970
Net profit of the second-half 2022 - - - - - - 63,364 63,364 5,396 68,760
Total gains and losses recognized directly in equity - - - - 16,724 -41,173 - -24,449 -5,219 -29,668
Other changes - - - - -10 - - -10 - -10
Net profit (loss) and gains and losses recognized directly in equity - - - - 16,724 -41,173 63,364 38,915 177 39,092
Treasury stock transactions - - - -8,205 - - - -8,205 - -8,205
Capital reduction (cancellation of treasury stock) -1,600 -96 - 34,590 -34,590 - - -96 - -96
Change in scope of consolidation and reserves(2) - - - - -236,854 - - -236,854 -38,544 -275,398
Dividends paid by other Group companies - - - - - - - - -2,143 -2,143
Stock option and share purchase plans - - - - 314 - - 314 - 314
Deferred tax on stock option and share purchase plans - - - - -80 - - -80 - -80
Shareholders' equity at December 31, 2022 - published 145,522 8,731 17,389 -29,385 1,753,094 -34,267 167,607 1,883,170 29,285 1,912,455
Adjustments related to the acquisitions of the second-half year of 2022(3) - - - - 2,905 206 - 3,111 - 3,111
Shareholders' equity at December 31, 2022 - restated 145,522 8,731 17,389 -29,385 1,755,999 -34,061 167,607 1,886,282 29,285 1,915,567
Appropriation of net profit at December 31, 2022 - - - - 167,607 - -167,607 - - -
Net profit at June 30, 2023 - - - - - - 100,006 100,006 2,495 102,501
Total gains and losses recognized directly in equity(4) - - - - 18,264 -42,043 - -23,778 -2,839 -26,618
Net profit (loss) and gains and losses recognized directly in equity - - - - 185,871 -42,043 -67,601 76,228 -344 75,884
Treasury stock transactions - - - 646 -3,607 - - -2,961 - -2,961
Dividends paid by Compagnie Plastic Omnium(1) - - - - -56,157 - - -56,157 - -56,157
Stock option and share purchase plans - - - - 2,016 - - 2,016 - 2,016
Deferred tax on stock option and share purchase plans - - - - -521 - - -521 - -521
Shareholders' equity at June 30, 2023 145,522 8,731 17,389 -28,739 1,883,601 -76,103 100,006 1,904,886 28,941 1,933,827

Shareholders' equity

(1) Regarding the dividends per share distributed by Compagnie Plastic Omnium SE in 2023 in respect of the 2022 fiscal year and in 2022 in respect of the 2021 fiscal year, see Note 5.2.2 on dividends voted and paid.

(2) Change in scope of consolidation following the acquisition by the Group of the final third of the stake in HBPO GmbH. The transaction led to the transfer of non-controlling interests to the Group share.

(3) These are adjustments related the opening balance sheets of entities acquired during the second-half year of 2022. The Consolidated Financial Statements published as of December 31, 2022 are differentiated by the word "published".

(4) This item includes the fair value adjustments of the "long-term investments in equity instruments and in funds" for €11,4 million. See Note 5.1.5.1.

18

STATEMENT OF CASH-FLOWS

In thousands of euros Notes First-half 2023 First-half 2022
I - CASH-FLOWS FROM OPERATING ACTIVITIES
Net profit (loss) 3.1.1 102,501 108,745
Dividends received from associates and joint ventures 47,944 37,291
Non-cash items 288,810 254,450
Share of profit (loss) of associates and joint ventures 4.4 -23,924 -23,539
Stock option plan expense 2,016 114
Other adjustments -8,734 2,389
Depreciation and provisions for impairment of property, plant and equipment 157,118 137,038
Amortization and provisions for impairment of intangible assets 103,520 87,655
Changes in provisions
Net (gains)/losses on disposals of non-current assets
-29,521
4,611
2,430
-1,949
Operating grants recognized in the income statement -890 -792
Current and deferred taxes 4.7.1 39,584 29,907
Cost of net debt 45,030 21,197
CASH GENERATED BY OPERATIONS (before cost of net debt and tax) (A) 439,255 400,486
Change in inventories and work-in-progress - net - 58,122 -55,068
Change in trade receivables - net - 320,313 -126,253
Change in trade payables 386,392 99,879
Change in other operating assets and liabilities - net 38,339 9,847
CHANGE IN WORKING CAPITAL REQUIREMENTS (B) 46,296 -71,595
TAXES PAID (C) - 40,417 -18,401
Interest paid - 55,887 -24,966
Interest received 6,447 1,631
NET FINANCIAL INTEREST PAID (D) - 49,440 -23,335
NET CASH GENERATED BY OPERATING ACTIVITIES (A + B + C +D) 395,694 287,156
II – CASH-FLOWS FROM INVESTING ACTIVITIES
Acquisitions of property, plant and equipment 3.1.3 - 136,952 -89,111
Acquisitions of intangible assets 3.1.3 - 123,836 -73,031
Disposals of property, plant and equipment 58,562 3,024
Disposals of intangible assets 1,892 91
Net change in advances to suppliers of fixed assets - 4,022 2,310
Investment grants received - 150 3,166
NET CASH USED IN OPERATIONS-RELATED INVESTING ACTIVITIES (E) - 204,506 -153,551
FREE CASH FLOW (A + B + C + D + E) 191,188 133,605
Acquisitions of equity investments in subsidiaries, investments leading to a change in control, investments in
associates and joint ventures, and related investments
5.1.9.1 - 2,038 -30,000
Acquisitions of non-consolidated equity instruments and convertible bonds into shares 5.1.9.1 - -20,077
Acquisitions of long-term investments in equities instruments and funds 5.1.5.1 - 1,813 -10,215
Disposals of long-term investments in listed equities instruments and funds 5.1.5.1 3,002 5,000
NET CASH FROM FINANCIAL TRANSACTIONS (F) - 849 -55,291
NET CASH FROM INVESTING ACTIVITIES (E + F) - 205 355 -208,842
III - CASH-FLOWS FROM FINANCING ACTIVITIES
Purchases/sales of treasury stock - 2,961 -8,011
Dividends paid by Compagnie Plastic Omnium SE to Burelle SA 5.2.2 - 34,056 -24,450
Dividends paid to other shareholders 5.2.2 - 22,101 -24,938
Increase in financial debt 5.2.5.4 212,102 787,800
Repayment of financial debt and lease contract liabilities, net - 292,412 -688,402
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (G) - 139,428 41,999
Effect of exchange rate changes (I) - 11,447 6,869
NET CHANGE IN CASH AND CASH EQUIVALENTS
(A + B + C + D + E + F + G + H + I)
39,464 127,249
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 5.1.8.2-
5.2.5.4
560,603 881,372
CASH AND CASH EQUIVALENTS AT END OF PERIOD 5.1.8.2-
5.2.5.4
600,067 1,008,621

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

On July, 21, 2023 the Board of Directors of Plastic Omnium Group approved the condensed consolidated half-yearly financial statements for the six months ended June 30, 2023.

PRESENTATION OF THE GROUP

Compagnie Plastic Omnium SE, a company governed by French law, was set up in 1946. The bylaws set its duration until April 24, 2112. It is registered in the Lyon Trade and Companies Register under number 955 512 611 and its registered office is at 19, boulevard Jules Carteret, 69007 Lyon, France.

Compagnie Plastic Omnium SE has been listed on Eurolist compartment A since January 17, 2013 and is included in the SBF 120 and the CAC Mid 60 indices. The main shareholder is Burelle SA, which held 60.01% of Compagnie Plastic Omnium SE (60.64% excluding treasury stock) with voting rights before elimination of treasury shares of 73.85% at June 30, 2023.

The terms "Compagnie Plastic Omnium", "the Group" and "the Plastic Omnium Group" refer to the group of companies comprising Compagnie Plastic Omnium SE and its consolidated subsidiaries.

The Plastic Omnium Group is a global leader in the transformation of plastic materials for the automotive market for body parts, storage systems, fuel supply systems, fuel cell stacks (Industries Segment), front-end and cockpit modules (Module Segment), as well as the manufacture of vehicle lighting systems, batteries and electrification systems for electric mobility.

The Group has organized its business into two operating segments:

Industries:

  • o Intelligent Exterior Systems (IES), dedicated to complex and intelligent body systems.
  • o Clean Energy Systems (CES), which comprises:
    • "Internal combustion engines" (ICE), dedicated to energy storage systems, reduction of polluting emissions and "E_Power", dedicated to the design, manufacture of on-board batteries, power electronics and electrification systems for the electric mobility.
  • o New Energies (NE)(**), dedicated to development of low-carbon mobility, such as hydrogen fuel cells, fuel tanks and associated systems.
  • o Lighting)(**) , for dedicated to automotive lighting systems: formerly AMLS Osram (OSRAM Automotive Lighting Systems) (*) and VLS (Varroc Lighting Systems) (*) .
  • Modules: module design, development and assembly (formerly HBPO).

(*): activity acquired in the second half of 2022 (**): division created in 2022

The unit of measurement used in the Notes to the consolidated financial statements is thousand euros, unless otherwise indicated.

Impacts of adjustments to the opening balance sheets of entities acquired in the second half of 2022 on the presentation of the Financial Statements:

The consolidated financial statements as of December 31, 2022 have been restated to take into account the adjustments recognized retrospectively in the opening balance sheets of the acquired entities established at the acquisition date.

The Financial Statements impacted by these adjustments and the related notes are identified by the word "restated". The Consolidated Financial Statements published as of December 31, 2022 are identified by the word "published".

Since the acquisitions took place in the second half of the 2022 & fiscal year, only the balance sheet as of December 31, 2022 is affected by the restatement; there is no impact on the income statement for the first half of 2022.

For simplicity and for the sake of consistency, all periods relating to December 31, 2022 are marked "December 31, 2022 restated". The list of accounts adjusted compared to the accounts published as of December 31, 2022, is provided in Note 2.2.1.1 "Table of changes from December, 31, 2022 published balance sheet to the restated balance sheet".

1. ACCOUNTING STANDARDS APPLIED, ACCOUNTING RULES AND METHODS

1.1. Accounting standards applied

The Group's condensed consolidated financial statements for the six months ended June 30, 2023 have been prepared in accordance with IAS 34 "Interim Financial Reporting".

These condensed half-yearly consolidated financial statements do not include all the information required for annual financial statements and should be read in conjunction with the consolidated financial statements at December 31, 2022.

The accounting principles used for their preparation are those applied by the Group at December 31, 2022 and described in Note 1 "Accounting standards applied, accounting rules and methods" to the 2022 consolidated financial statements.

The Group took into account, in particular, from January 1, 2023, the following amendments:

  • amendment to IAS 1 "Presentation of Financial Statements" which specifies that only material information is required in the financial statements;
  • amendment to IAS 8 "Definition of an accounting estimate" on the nuance between the change in accounting method and the change in accounting estimate.

The Group has not applied in advance any standards, interpretations and amendments that are not mandatory at January 1, 2023.

1.2. Special features in the preparation of Interim Financial Statements

Income tax

The tax expense (current and deferred) for the period is determined based on the estimated annual tax rate, applied to profit before tax for the period excluding significant non-recurring items.

See Note 2.2.3 the "Deferred tax assets" in the "Other significant events of the period".

Employee benefits

The half-yearly expense for post-employment benefits corresponds to half of the budgeted net expense for the 2023 fiscal year determined on the basis of the actuarial data and assumptions used at of December 31, 2022, after taking into account, where applicable, special events such as plan changes.

The change in interest rates in the first half of 2023 did not lead the Group to reassess its employee benefit obligations. The increase in the technical rate used for the valuation of commitments relating to French pension plans was taken into account over the half-year; the impact of the increase in this rate, which is now set at 1.50% by the Insurance Code, is a decrease in the commitment of €0.8 million with an adjustment to equity.

In addition, the impact of the pension reform in France is a reduction in provisions for end-of-career benefits of €1.1 million as of June 30, 2023, with an adjustment under "Other operating income" in the income statement.

Impairment tests

At June 30, 2023, the Group has identified any signs of impairment and carried out impairment tests on a few sites (CES Division in China and IES Division in the United States). No impairment or reversal of impairment was necessary at June 30, 2023.

The uncertainties likely to significantly impact the assumptions were the impact of customer supply difficulties (supply chain), the persistence of inflation in several geographical regions where the Group operates and changes in the "mix" of vehicle engines, i.e. the proportion of diesel, gasoline, electric and hybrid in the production of the Group's customers.

1.3. Use of estimates and assumptions

In preparing its financial statements, the Plastic Omnium Group uses estimates and assumptions to assess some of its assets, liabilities, income, expenses and commitments. These estimates and assumptions, which are reviewed periodically by Senior Executives, may lead to a material adjustment to the carrying amount of assets and liabilities. At June 30, 2023, they mainly concerned:

  • recognition of deferred taxes;
  • impairment tests performed on cash-generating units (CGUs) or groups of CGUs showing signs of impairment (according to the same methods as those described in the financial statements at December 31, 2022);
  • provisions:
    • o retirement commitments and other employee benefits; and
    • o other provisions (workforce adjustment, litigation, customer guarantees, legal and tax risks, etc.);
  • lease contracts (IFRS 16):
    • o the use of the discount rate in determining the right of use and the lease debt for the leased property.

2. SIGNIFICANT EVENTS OF THE PERIOD

2.1. International context and impacts on the Group's activity

Plastic Omnium's activities in the first half of 2023 have been affected by the following events:

  • a persistently high level of inflation worldwide, particularly in energy and labor costs;
  • the disruption of the supply chain for materials and components, leading to stoppages in the production lines of some car manufacturer customers to whom the Group is adapting its activity; and
  • a continuous rise in interest rates.

2.1.1. Continuation of the measures taken by the Group to mitigate the impacts of inflation, additional costs triggered by the international context on the Operating Margin

Continuing on from 2022, the Plastic Omnium Group is maintaining its actions to contain the above impacts using several levers:

  • pursuing flexibility and cost-control;
  • applying contractual provisions for indexing the purchase price of materials such as resin;
  • discussions with suppliers to moderate the increase in materials, goods and services purchased; and
  • partial pass-through of price increases to car manufacturer customers.

2.2. Other significant events of the period

2.2.1. Follow-up of 2022 fiscal year acquisitions

2.2.1.1. Table of changes from December, 31, 2022 published balance sheet to the restated balance sheet

The Plastic Omnium Group acquired several entities in the second half of 2022:

  • "AMLS Osram" on July 1, 2022;
  • "Actia Power" on August 1, 2022;
  • "VLS" on October 6, 2022.

As of June 30, 2023, the opening balance sheets of "Actia Power" and "VLS" were still being finalized and the period for allocating the acquisition prices in accordance with IFRS 3, ending twelve months after the purchase dates.

The Group has recognized adjustments that retrospectively impact the consolidated financial statements as of December 31, 2022.

The table below summarizes the transition between the Consolidated Balance Sheet as of December 31, 2022 as published and the Restated Balance Sheet presented for comparison in the Half-Year Financial Statements as of June 30, 2023:

In thousands of euros December 31,
2022 Published
Adjustments due to acquisitions(1)
ASSETS AMLS
Osram
ACTIA
Power
VLS December 31,
2022 restated
Goodwill 1,100,355 -1,997 8,412 50,943 1,157,713
Other intangible assets 642,357 5,095 -1,761 58,255 703,946
Property, plant and equipment 1,966,113 -26,696 1,939,417
Investment property 30 30
Investments in associates and joint ventures 320,247 320,247
Non-consolidated investments and convertible bonds 20,334 20,334
Non-current financial assets 88,730 88,730
Deferred tax assets 152,658 4,246 -6,409 150,495
Total non-current assets 4,290,824 7,344 6,651 76,093 4,380,912
Inventories 856,592 -2,829 -3,543 -359 849,861
Financial receivables 754 754
Trade receivables 1,023,261 2,630 -16,147 1,009,744
Other receivables 499,052 -4,049 -3,079 491,924
Other financial assets and financial receivables 201 201
Hedging instruments 11,152 11,152
Cash and cash equivalents 575,625 575,625
Total current assets 2,966,637 -4,248 -3,543 -19,585 2,939,261
Assets held for sale 44,706 44,706
TOTAL ASSETS 7,302,167 3,096 3,108 56,508 7,364,879
SHAREHOLDERS' EQUITY AND LIABILITIES
Equity attributable to owners of the parent 1,883,170 1,985 389 735 1,886,279
Attributable to non-controlling interests 29,285 29,285
Total Shareholder's Equity 1,912,455 1,985 389 735 1,915,564
Non-current borrowings 1,474,069 1,474,069
Provisions for pensions and other post-employment benefits 71,341 71,341
Provisions 48,272 31,983 80,255
Non-current government grants 20,944 20,944
Deferred tax liabilities 37,217 -241 11,106 48,082
Total non-current liabilities 1,651,843 -241 - 43,089 1,694,691
Bank overdrafts 15,022 15,022
Current borrowings and financial debt 855,185 105 855,290
Hedging instruments 709 709
Provisions for liabilities and expenses 59,601 2,719 2,228 64,548
Current government grants 665 665
Trade payables 1,651,877 1,351 9,253 1,662,481
Other operating liabilities 1,154,809 1,100 1,155,909
Total current liabilities 3,737,869 1,351 2,719 12,686 3,754,624
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 7,302,167 3,096 3,108 56,508 7,364,879

(1) Details of the adjustments recognized for each activity concerned are provided in Notes 2.2.1.2 for "AMLS" and "VLS" (Lighting Division) and 2.2.1.3 for "ACTIA Power".

2.2.1.2. Follow-up of the two specialized lighting activities of the "Lighting" Division

2.2.1.2.1. "AMLS Osram"

The Plastic Omnium group finalized the acquisition of 100% of AMLS Osram (Automotive Lighting Systems GmbH) with the Osram group on July 1, 2022. The "AMLS Osram" entities are fully consolidated from July 1, 2022.

AMLS Osram, specializes in high-tech products for a global customer base, covering the key areas of front, interior lighting, advanced projection solutions and bodywork lighting, responding to new trends in style, safety and electrification. AMLS Osram is attached to the "Lighting" Division.

Change in the acquisition price:

The acquisition price changed as follows as of June 30, 2023:

In thousands of euros AMLS Osram
Enterprise value 65,000
Acquisition price paid upon acquisition 23,961
Price reduction agreement taken into account in the financial statements published as of December 31,
2022
-12,915
Acquisition price retained in the financial statements as of December 31, 2022 (published) 11,046
Price adjustment occurred in the first half-year 2023 impacting 2022 4,049
Acquisition price retained in the financial statements as of December 31, 2022 (restated) 15,095

During the period, the Plastic Omnium Group received a net reduction in the price of €8,866 thousand.

AMLS Osram opening balance sheet as of June 30, 2023:

The acquisition of the AMLS business is accounted for in accordance with IFRS 3 "Business combinations", under exclusive control.

The recognition of assets and liabilities acquired on the basis of fair values at the acquisition date as presented in the financial statements published as of December 31, 2022, has been adjusted based on additional information obtained for the closing of the financial statements as of June 30, 2023.

Details of the adjustments to the opening balance sheet are presented in Note 2.2.1.4 "Summary of the allocation of the acquisition prices of AMLS Osram, Actia Power and VLS in the Group's financial statements as of June 30, 2023".

At June 30, 2023, the Goodwill of AMLS Osram is presented in the table below:

Allocation of "AMLS Osram" business acquisition price booked in the Consolidated Financial Statements as of
a
In thousands of euros
December, 31,
2022
published
Additional
adjustments
December, 31,
2022 restated
Equity acquired 27,000 27,000
Equity acquired (after adjustments) 1,254 6,046 7,300
Goodwill 9,792 -1,997 7,795
Allocation of the acquisition price presented at June 30, 2023 11,046 4,049 15,095

2.2.1.2.2. "Varroc Lighting Systems" (VLS)

On October 6, 2022, the Plastic Omnium Group finalized the acquisition of its automotive lighting business, Varroc Lighting Systems (VLS), with Varroc Engineering Limited (Maharashtra, India).

Varroc Lighting Systems specializes in advanced lighting solutions for headlights and taillights, innovative technologies in the development of optical systems and electronic control and lighting software, style and electrification. VLS Osram is attached to the "Lighting" Division.

Change in the acquisition price:

In the first quarter of 2023, the Group made a request for a price reduction. An agreement was signed on July 14, 2023.

The acquisition price changed as follows as of June 30, 2023:

In thousands of euros VLS
Enterprise value 520,000
Price of acquisitions paid by cash in the financial statements published at December 31, 2022 69,544
Agreement reached on a price reduction at July 14, 2023, with cash collection, on July 17, 2023 -15,000
Net acquisition price at June 30, 2023 54,544

VLS opening balance sheet as of June 30, 2023:

The acquisition of the VLS business is accounted for in accordance with IFRS 3 "Business Combinations", under exclusive control.

The recognition of the assets and liabilities acquired on the basis of the fair values at the acquisition date as presented in the Financial Statements published as of December 31, 2022, has been adjusted based on the additional information obtained to date for the closing of the Financial Statements as of June 30, 2023.

These adjustments will be finalized on October 6, 2023, corresponding to the anniversary date, i.e. twelve months following the acquisition date ("window period").

Due to the acquisition transaction close to the closing date of December 31, 2022, the adjustments to the opening balance sheet of VLS recognized over the period are significant. They mainly concern:

  • "customer contract" and "technology" intangible assets amortizable over eight and twelve years respectively;
  • provisions for onerous contracts;
  • the fair value adjustment of tangible assets.

Details of the adjustments to the opening balance sheet are presented in note 2.2.1.4 "Summary of the allocation of the acquisition prices of AMLS Osram, Actia Power and VLS in the Financial Statements of the Group as of June 30, 2023".

At June 30, 2023, the provisional goodwill of VLS is presented in the table below:

Allocation of "VLS" business acquisition price booked in the Consolidated Financial Statements as of
a
In thousands of euros
December, 31,
2022
published
Additional
adjustments
December,
31, 2022
restated
Price
Adjustment
June 30,
2023
Equity acquired 56,420 56,420 56,420
Equity acquired (after adjustments) 46,783 -50,943 -4,160 -4,160
Goodwill 22,761 50,943 73,704 -15,000 58,704
Allocation of the acquisition price presented at June 30, 2023 69,544 - 69,544 -15,000 54,544

2.2.1.3. "Actia Power"

On August 1, 2022, the Plastic Omnium Group finalized the acquisition of the Actia Power Division with the Actia Group.

Actia Power is a specialist in the design and manufacture of on-board batteries, power electronics and electrification systems intended primarily for the electric mobility of trucks, buses and coaches, trains and construction machinery. Actia Power is attached to the "Clean Energy Systems" (CES) Division.

Change in the acquisition price:

The acquisition price of Actia Power changed as follows as of June 30, 2023:

In thousands of euros Actia Power
Enterprise value 52,500
Price of acquisition paid in cash in the financial statements published as of December
31, 2022
17,164
Agreement on price reduction with payment during the first half of 2023 -4,913
Net acquisition price at June 30, 2023 12,251

Actia Power opening balance sheet as of June 30, 2023:

The acquisition of the Actia Power activity is accounted for in accordance with IFRS 3 "Business Combinations", under exclusive control.

The recognition of the assets and liabilities acquired on the basis of the fair values at the acquisition date as presented in the Financial Statements published as of December 31, 2022, has been adjusted based on the additional information obtained to date for the closing of the Financial Statements as of June 30, 2023.

These adjustments will be finalized on August 1, 2023, corresponding to the anniversary date, i.e. twelve months following the acquisition date ("window period").

At June 30, 2023, Actia Power's provisional goodwill is presented in the purchase price allocation table below:

Allocation of "Actia" business acquisition price booked in the Consolidated Financial Statements as of
a
In thousands of euros
December,
31, 2022
published
Additional
adjustments
December,
31, 2022
restated
Price
adjustment
June, 30,
2023
Equity acquired -20,576 -20,576 -20,576
Equity acquired (after adjustments) -20,688 -8,412 -29,100 - -29,100
Goodwill 37,851 8,412 46,263 -4,913 41,350
Allocation of the acquisition price presented at June 30,
2023
17,164 17,164 -4,913 12,251

Details of the adjustments to the opening balance sheet are presented in note 2.2.1.4 "Summary of the allocation of the acquisition prices of AMLS Osram, Actia Power and VLS in the Group's Financial Statements as of June 30, 2023".

2.2.1.4. Summary of the allocation of the acquisition prices of AMLS Osram, Actia Power and VLS in the Group's Financial Statements as of June 30, 2023

Summary of the allocation of the acquisition prices of "AMLS Osram" as of July 1, 2022, "Actia Power" as of August 1, 2022 and "VLS" as of October 6, 2022 in the Plastic Omnium Group Financial Statements as of June 30, 2023 is presented in the table below:

In thousands of euros AMLS
Osram
Actia
Power
VLS Total
Plastic
Omnium
Group
Equity acquired 27,000 -20,576 56,420 62,844
Fair value of assets -14,916 -2,116 -29,339 -46,371
Provisions for risks, expenses and contingent liabilities -88 -3,008 -3,205 -6,301
Working capital elements -20,927 -4,467 -33,814 -59,208
Provisions for loss-making contracts - -3,371 -35,836 -39,207
Technology 16,000 4,500 44,000 64,500
Contractual customer relationships - - 16,000 16,000
Deferred taxes 231 -62 -18,386 -18,217
Equity acquired (after adjustments) 7,300 -29,100 -4,160 -25,960
Goodwill 7,795 41,350 58,704 107,849
Allocation of the acquisition price as of June 30, 2023 15,095 12,251 54,544 81,890

2.2.2. Disposal in June 2023 of "Deltatech" Innovation and Research Center in Belgium

Following the transfer to France in 2021 of the activities of its innovation and research center located in Brussels, Belgium, the Group had continued to use the site for a very limited number of employees during the 2022 financial year and considered several scenarios for the site, including its sale.

As of December 31, 2022, the net carrying amount of the real estate complex, in the amount of €44.7 million, including land, a building, fittings as well as office furniture, was reclassified to "Assets held for sale" in the balance sheet, the Group having signed a preliminary sales agreement on December 22, 2022.

The actual sale of the real estate complex took place in June 2023 with collection of the sale price. The income from the sale was not significant (see Note 4.5 "Other operating income and expenses").

2.2.3. Deferred tax assets

At June 30, 2023, the Group's tax position was analyzed for consistency with the assumptions used in the valuation of other assets.

In accordance with the Group's accounting principles, tax credits and deferred tax assets on tax loss carryforwards and temporary differences are only recognized when the probability of their utilization within a relatively short period of time is proven.

The impacts on the recognition of deferred tax assets impaired over the last fiscal periods are as follows:

  • a net impairment of -€18.0 million, for the first half of 2023;
  • a net impairment of -€38.5 million, for the 2022 fiscal year; and
  • a net impairment of -€12.8 million, for the first half of 2022.

2.2.4. Financing transactions

2.2.4.1. Repayment of the "Schuldschein" private placement carried out in June 2016 - Amount: €159 million

On June 19, 2023, Compagnie Plastic Omnium SE repaid in accordance with the schedule, the balance of €159 million of the "Schuldschein" private placement completed on June 16, 2016.

The initial amount of the Schuldschein carried out on June 16, 2016 amounted to €300 million. Compagnie Plastic Omnium SE repaid in advance an amount of €141 million in 2022.

See Notes 5.2.5.1 "Borrowings: private placement notes and bonds" and 5.2.5.4 "Reconciliation of gross and net financial debt".

2.2.4.2. Renewal and extension of credit lines in the first half of 2023

Compagnie Plastic Omnium SE renewed in the first half of 2023, two credit lines, respectively €300 million and €50 million by a credit line of €350 million with a banking partner with a maturity in 2028 before exercise of extension options.

During the first half of 2023, Compagnie Plastic Omnium SE exercised existing extension options on some credit lines to extend for one additional year, their maturity.

2.2.4.3. Change in Negotiable European Commercial Paper (Neu-CP) issuance over the period

The Group increased its "Neu-CP" outstandings during the first half of 2023. At June 30, 2023, these amounted to €640.0 million compared to €508.5 million at December 31, 2022.

3. SEGMENT INFORMATION

3.1. Information by operating segment

The Group uses the concept "Economic revenue" for its operational management, which corresponds to the consolidated revenue of the Group and its joint ventures and associates at their percentage stake: Yanfeng Plastic Omnium, the Chinese leader in exterior body parts, SHB Automotive Modules, the leading Korean company in frontend modules, B.P.O. AS, a major player in the Turkish exterior equipment market, and EKPO Fuel Cell Technologies, a specialist in the development and series production of fuel cells for hydrogen mobility.

The Group organizes its business into two operating segments (see Note "Presentation of the Group"): "Industries" and "Modules".

Consecutively to the Group's new strategy following the acquisitions of AMLS Osram, VLS and Actia Power, a reflection on segment information is underway.

The columns in the tables below show the amounts by segment. The "Unallocated items" column groups together intersegment eliminations and amounts that are not allocated to a specific segment (in particular, holding company activity) allowing for the reconciliation of segment data with the Group's financial statements. Financial results, taxes and the share of profit (loss) of associates are monitored at Group level and are not allocated to segments. Transactions between segments are carried out on an arm's length basis.

3.1.1. Income statement by operating segment

First-half 2023
In thousands of euros Industries Modules Unallocated
items (2)
Total
Economic revenue (1) 4,208,119 1,606,471 - 5,814,590
Of which revenue from joint ventures and associates consolidated at the Group's
percentage stake
335,117 186,051 - 521,168
Consolidated revenue before inter Segments' eliminations 3,919,195 1,422,809 (48,582) 5,293,422
Inter-segment revenue (46,193) (2,389) 48,582 -
Consolidated revenue 3,873,002 1,420,420 - 5,293,422
% of segment revenue - Total 73.2% 26.8% - 100.0%
Operating margin before amortization of intangible assets acquired and before
share of profit (loss) of associates and joint ventures
165,558 30,890 - 196,448
% of segment revenue 4.3% 2.2% - 3.7%
Amortization of intangible assets acquired (4,167) (6,515) - (10,682)
Share of profit (loss) of associates and joint ventures 20,357 3,567 - 23,924
Operating margin 181,748 27,942 - 209,690
% of segment revenue 4.7% 2.0% - 4.0%
Other operating income 18,701 96 - 18,797
Other operating expenses (35,977) (1,599) - (37,576)
% of segment revenue -0.4% -0.1% - -0.4%
Financing costs
Other financial income and expenses
(49,826)
1,000
Profit (loss) from continuing operations before income tax and after share in
associates and joint ventures
142,086
Income tax (39,584)
102,501
Net profit (loss)
First-half 2022
In thousands of euros Industries Modules Unallocated
items (2)
Total
Economic revenue (1)
Of which revenue from joint ventures and associates consolidated at the Group's
percentage stake
3,119,370
289,118
1,198,462
107,778
-
-
4,317,832
396,896
Consolidated revenue before inter Segments' eliminations 2,850,881 1,093,059 (23,004) 3,920,936
Inter-segment revenue (20,629) (2,375) 23,004 -
Consolidated revenue 2,830,252 1,090,684 - 3,920,936
% of segment revenue - Total 72.2% 27.8% - 100.0%
Operating margin before amortization of intangible assets acquired and before
share of profit (loss) of associates and joint ventures
140,464 25,286 - 165,750
% of segment revenue
Amortization of intangible assets acquired
5.0% 2.3% - 4.2%
Share of profit (loss) of associates and joint ventures (3,336)
21,982
(6,514)
1,557
-
-
(9,850)
23,539
Operating margin 159,110 20,329 - 179,439
% of segment revenue 5.6% 1.9% - 4.6%
Other operating income 14,792 - - 14,792
Other operating expenses (30,948) (629) - (31,577)
% of segment revenue -0.6% -0.1% - -0.4%
Financing costs (24,570)
Other financial income and expenses 569
Profit (loss) from continuing operations before income tax and after share in
associates and joint ventures
138,652
Income tax
Net profit (loss)
(29,906)
108,745

(1) Economic revenue corresponds to revenue of the Group and its joint ventures and associates consolidated at their percentage of ownership.

(2) "Unallocated items" corresponds to intra-group eliminations and amounts that are not allocated to a specific segment (for example, holding company activities). This column is included to enable segment information to be reconciled with the consolidated financial statements.

3.1.2. Balance sheet aggregate data by operating segment

June 30, 2023
In thousands of euros
Net amounts
Industries Modules Unallocated items Total
Non-current assets 1,498,993 -98,263 2,944,316 4,345,046
Current assets 1,654,796 499,451 1,187,646 3,341,893
Total segment assets 3,153,790 401,188 4,131,962 7,686,940
Non-current liabilities 367,034 -165,193 3,395,734 3,597,575
Current liabilities 2,786,756 566,381 736,228 4,089,365
Total segment liabilities 3,153,790 401,188 4,131,962 7,686,940
a
December 31, 2022 restated
In thousands of euros
Net amounts
Industries Modules Unallocated items Total
Non-current assets 1,618,472 -113,450 2,920,599 4,425,621
Current assets 1,421,191 365,768 1,152,299 2,939,258
Total segment assets restated 3,039,663 252,318 4,072,898 7,364,879
Non-current liabilities 456,013 -190,391 3,344,633 3,610,255
Current liabilities 2,583,650 442,709 728,265 3,754,624
Total segment liabilities restated 3,039,663 252,318 4,072,898 7,364,879

3.1.3. Other information by operating segment

First-half 2023
In thousands of euros
Industries Modules Unallocated
items
Total
Acquisitions of intangible assets 112,781 9,979 1,075 123,836
Capital expenditure including acquisitions of investment property 118,341 17,555 1,056 136,952
First-half 2022
In thousands of euros
Industries Modules Unallocated
items
Total
Acquisitions of intangible assets 63,903 8,307 821 73,031
Capital expenditure including acquisitions of investment property 80,831 6,815 1,465 89,111

3.1.4. Revenue - Information by geographic region and country of sales

The breakdown of revenue by region is based on the location of the Plastic Omnium subsidiaries generating the sales.

3.1.4.1. Information by sales region

First-half 2023 First-half 2022
In thousands of euros Totals % In thousands of euros Totals %
Europe 3,005,702 51.7% Europe 2,138,180 49.5%
North America 1,596,853 27.5% North America 1,263,148 29.3%
Asia 971,207 16.7% Asia 775,960 18.0%
Africa 143,946 2.5% South America 76,922 1.8%
South America 96,882 1.7% Africa 63,622 1.5%
Economic revenue 5,814,590 100% Economic revenue 4,317,832 100%
Of which revenue from joint ventures and
associates at the Group's percentage stake
521,168 Of which revenue from joint ventures and
associates at the Group's percentage stake
396,896
Consolidated revenue 5,293,422 Consolidated revenue 3,920,936
associates at the Group's percentage stake 396,896

3.1.4.2. Information for the top ten contributing countries

First-half 2023 First-half 2022
In thousands of euros Totals % In thousands of euros Totals %
Germany 901,598 15.5% Germany 634,039 14.7%
United States 813,548 14.0% Mexico 608,351 14.1%
Mexico 705,222 12.1% United States 605,540 14.0%
China 515,851 8.9% China 444,734 10.3%
Slovakia 389,941 6.7% Spain 296,431 6.9%
Spain 334,285 5.7% Slovakia 282,226 6.5%
Czech Republic 313,979 5.4% France 260,308 6.0%
France 313,220 5.4% United Kingdom 185,503 4.3%
Korea 256,855 4.4% Poland 154,453 3.6%
Poland 215,853 3.7% Korea 153,335 3.6%
Other 1,054,238 18.1% Other 692,912 16.0%
Economic revenue 5,814,590 100% Economic revenue 4,317,832 100%
Of which revenue from joint ventures and
associates at the Group's percentage stake
521,168 Of which revenue from joint ventures and
associates at the Group's percentage stake
396,896
Consolidated revenue 5,293,422 Consolidated revenue 3,920,936
associates at the Group's percentage stake 396,896

3.1.4.3. Information by car manufacturer

First-half 2023 First-half 2022
% of total
In thousands of euros
In thousands of euros
Totals
automotive revenue
Totals % of total
automotive
revenue
Volkswagen Group 1,684,699 29.0% Volkswagen Group 1,088,146 25.2%
Stellantis 851,348 14.6% Stellantis 719,823 16.7%
Mercedes-Benz 465,642 8.0% Mercedes-Benz 448,650 10.4%
BMW 464,584 8.0% General Motors 399,129 9.2%
General Motors 459,837 7.9% BMW 365,332 8.5%
Total – main manufacturers 3,926,110 67.5% Total – main manufacturers 3,021,079 70.0%
Other car manufacturers 1,888,480 32.5% Other car manufacturers 1,296,753 30.0%
Total economic revenue 5,814,590 100.0% Total economic revenue 4,317,832 100%
Of which revenue from joint ventures
and associates at the Group's
percentage stake
521,168 Of which revenue from joint ventures
and associates at the Group's
percentage stake
396,896
Total consolidated revenue 5,293,422 Total consolidated revenue 3,920,936
automotive revenue In thousands of euros Totals % of total
automotive
revenue
Of which revenue from joint ventures
and associates at the Group's
percentage stake
396,896

4. NOTES TO THE INCOME STATEMENT

4.1. Breakdown of Research and Development costs

The percentage of Research and Development costs is expressed in relation to the amount of revenue.

In thousands of euros First-half 2023 % First-half 2022 %
Research and Development costs after developments sold -193,003 -3.4% -129,340 -3.3%
Capitalized development costs 110,560 1.8% 68,279 1.7%
Depreciation of capitalized development costs -82,672 -1.6% -73,164 -1.9%
Research tax credit 4,367 0.1% 8,222 0.2%
Other (including grants and contributions received) 2,410 0.0% 1,304 0.0%
Research and Development costs -158,338 -3.0% -124,699 -3.2%

4.2. Cost of goods and services sold, development, selling and administrative costs

In thousands of euros First-half 2023 First-half 2022
Cost of goods and services sold includes:
Material consumption (purchases and changes in inventory) (1) -3,767,139 -2,756,251
Direct production outsourcing -7,663 -6,621
Utilities and fluids -88,594 -47,712
Salary and benefits -503,523 -385,982
Other production costs -216,906 -146,957
Depreciation and amortization -151,333 -133,469
Provisions 12,840 908
Total -4,722,318 -3,476,084
Research and Development costs include:
Salary and benefits -137,687 -102,506
Depreciation, amortization and provisions -92,644 -82,473
Other 71,993 60,280
Total -158,338 -124,699
Selling costs include:
Salary and benefits -20,653 -15,347
Depreciation, amortization and provisions 79 -413
Other -9,822 -6,553
Total -30,396 -22,313
Administrative costs include:
Salary and benefits -118,757 -86,053
Other administrative expenses -56,450 -37,419
Depreciation and amortization -10,290 -8,903
Provisions -424 284
Total -185,921 -132,091

(1) Including charges and reversals of provisions for inventories amounting to:

· +€ 957 thousand at June 30, 2023

· +€1,605 thousand at June 30, 2022

4.3. Amortization of intangible assets acquired

This item corresponds mainly to:

  • the amortization over seven years of contractual customer relationships and over 15 years for the brand recognized on the takeover of HBPO in July 2018;
  • the amortization over eight years of VLS customer contracts;
  • the amortization over twelve years of the "Technology" intangible asset of VLS;
  • the amortization over seven years of the "Technology" intangible asset of Actia Power;

• the amortization over ten years of the "Technology" intangible asset of AMLS Osram.

In thousands of euros First-half 2023 First-half 2022
Amortization of contractual customer relationships -8,313 -9,577
Amortization of brands -273 -273
Amortization of intangible assets: AMLS Osram technology -800 -
Amortization of intangible assets: Actia Power technology -321 -
Amortization of intangible assets: VLS technology -975 -
Total amortization of intangible assets acquired -10,682 -9,850

4.4. Share of profit (loss) of associates and joint ventures

Share of profit (loss) of associates and joint ventures breaks down as follows (please refer to Note 5.1.4 for "Equity investments in associates and joint ventures" in the balance sheet):

In thousands of euros First-half
2023
% interest
First-half
2022
% interest
First-half
2023
First-half
2022
HBPO - SHB Automotive Modules(1) 50.00% 33.34% 3,567 1,557
JV Yanfeng Plastic Omnium and its subsidiaries - joint venture 49.95% 49.95% 23,697 20,335
B.P.O. AS - joint venture 49.98% 49.98% 1,755 2,442
EKPO Fuel Cell Technologies 40.00% 40.00% -5,095 -796
Total share of profit (loss) of associates and joint ventures 23,924 23,539

(1) The entity HBPO - SHB Automotive was 33.34% owned by the Group until December 12, 2022, the date of acquisition by Plastic Omnium from Hella of the final third of its stake, bringing the Group's stake to 50 % as of this date.

4.5. Other operating income and expenses

In thousands of euros First-half 2023 First-half 2022
Reorganization costs(1) -15,221 -4,152
Impairment and provisions on non-current assets(2) -3,250 9,856
Provisions for litigations and expenses -1,485 -7,563
Foreign exchange gains and losses on operating activities(3) -12,287 -3,447
Fees and expenses related to changes in the scope of consolidation (4) -2,071 -14,368
Changes in the fair value of long-term investments - Financial assets of Plastic Omnium(5) 9,308 -
Impact of French pension law reform(6) 1,054 -
Gains/Losses on disposals of non-current assets(7) 7,961 2,063
Other -2,788 826
Total operating income and expenses -18,779 -16,785
- of which total income 18,797 14,792
- of which total expense -37,576 -31,577

At First-half 2023

(1) Reorganization costs:

Reorganization costs mainly correspond to restructuring in the "Industries" segment in Germany, in France, in the United States and in Eastern Europe.

(2) Impairment and provisions on non-current assets:

This item notably includes a provision on development assets, the related project having been cancelled by the car manufacturer.

(3) Foreign exchange gains and losses on operating activities:

Over the period, foreign exchange gains and losses on operating activities mainly concern the Argentine peso, Chinese renminbi, South African rand, US dollar and Japanese yen (negative impacts).

(4) Fees and expenses related to changes in the scope of consolidation:

Fees related to acquisitions over the period.

(5) Changes in the fair value of long-term investments:

In accordance with IFRS 9, the Group recognizes changes in the fair value of long-term investments in the Income Statement. The impact over the period concerns the "AP Ventures" and "Aster" funds, whose audited financial statements record an increase in value. Please refer to Note 5.1.5.1 of the Balance Sheet.

(6) Impact of French pension law reform:

This impact is related to French pension law reform on retirement (end-of-career) benefits. Please refer to Note 1.2 "Employee benefits" under "Special features in the preparation of interim financial statements".

(7) Gains/Losses on disposals of non-current assets:

This item includes in particular the result of +€5.1 million on the sale of an industrial site in Brazil closed since 2017, as well as the result on the sale of +€0.9 million of the Deltatech center. See Note 2.2.2 in "Other significant events of the period".

At First-half 2022

Please refer to the Consolidated Financial Statements of the First-half 2022 for details of transactions in the previous fiscal year.

4.6. Net financial income (expense)

In thousands of euros First-half 2023 First-half 2022
Finance costs -40,528 -17,793
Interest on lease liabilities(1) -4,870 -3,374
Financing fees and commissions -4,428 -3,403
Borrowing costs -49,826 -24,570
Exchange gains or losses on financing activities 11,535 9,800
Gains or losses currency hedges -8,251 -8,873
Interest on post-employment benefit obligations -1,507 -602
Other (2) -777 244
Other financial income and expenses 1,000 569
Total -48,826 -24,001

(1) See Notes 5.1.3 "Property, plant and equipment" and 5.2.5.4 "Reconciliation of gross and net financial debt".

(2) This item corresponds to the financial impact of hyperinflation in Argentina.

4.7. Income tax

4.7.1. Tax expense recognized in the income statement

The tax expense breaks down as follows:

In thousands of euros First-half 2023 First-half 2022
Current taxes on continuing activities -58,458 -37,502
Current tax expense / (income) -53,780 -34,724
Tax expense / (income) on non-recurring items -4,678 -2,778
Deferred taxes on continuing activities 18,874 7,596
Deferred tax income/(expense) on timing differences arising or reversed during the period 16,368 7,249
Income/(expense) resulting from changes in tax rates or the introduction of new taxes 2,506 347
Tax income (expense) on continuing activities recorded in the consolidated income statement -39,584 -29,906

4.7.2. "Global minimum taxation" on international tax reform - Pillar 2: progress of the work carried out by the Group

The Group has analyzed the potential consequences of pillar 2 on its effective tax rate. The conclusion from the calculations carried out is that the additional tax would be insignificant.

Given the texts not yet adopted, the Group has not recognized any deferred tax.

4.8. Net profit (loss) attributable to non-controlling interests

The net profit (loss) attributable to non-controlling interests corresponds to the share of non-controlling interests in the profit (loss) of fully consolidated entities and companies controlled by the Group. It breaks down as follows:

In thousands of euros First-half 2023 First-half 2022
HBPO GmbH and its subsidiaries 867 4,288
of which HBPO GmbH and its subsidiaries no longer presenting minority interests as of the
transaction of December 12, 2022(1)
- 3,026
of which HBPO subsidiary "Hicom HBPO Sdn Bhd - shah alam" whose shareholding still
includes a minority partner after the operation of December 12, 2022
867 1,262
Beijing Plastic Omnium Inergy Auto Inergy Co. Ltd 599 -66
Plastic Omnium Auto Inergy Manufacturing India Pvt Ltd 172 190
DSK Plastic Omnium Inergy 884 122
DSK Plastic Omnium BV -27 -33
Total attributable to non-controlling interests 2,495 4,502

(1) This is the share of non-controlling interests in the results of HBPO entities until December 12, 2022, the date of acquisition by Plastic Omnium from Hella of the final third of the stake.

4.9. Earnings per share and diluted earnings per share

Net profit (loss) attributable to owners of the parent First-half 2023 First-half 2022
Basic earnings per share (in euros) 0.70 0.72
Diluted earnings per share (in euros) 0.69 0.72
Weighted average number of ordinary shares outstanding at end of period 145,522,153 147,122,153
- Treasury stock -1,645,182 -2,192,147
Weighted average number of ordinary shares, undiluted 143,876,971 144,930,006
- Impact of dilutive instruments (stock options) 223,065 303,608
Weighted average number of ordinary shares, diluted 144,100,035 145,233,614
Weighted average price of the Plastic Omnium share during the period
- Weighted average share price 16.06 17.92

5. NOTES TO THE BALANCE SHEET

5.1. Assets

5.1.1. Goodwill

GOODWILL
In thousands of euros
Gross Value Impairment Net value
Goodwill at January 1, 2022 1,026,872 - 1,026,872
Goodwill on AMLS Osram acquisition(1) 7,795 - 7,795
Goodwill on Actia Power acquisition(2) 46,263 - 46,263
Goodwill on VLS acquisition(3) 73,704 - 73,704
Goodwill impairment of DSK Plastic Omnium BV - -2,063 -2,063
Translation differences 5,142 - 5,142
Goodwill at December 31, 2022 restated 1,159,776 -2,063 1,157,713
Goodwill on Actia Power acquisition(2) -4,913 - -4,913
Goodwill on VLS acquisition(3) -15,000 - -15,000
Translation differences -1,430 - -1,430
Goodwill at June 30, 2023 1,138,433 -2,063 1,136,370

(1) The Group acquired AMLS Osram on July 1, 2022. See Note 2.2.1.2.1 in "Other significant events of the period".

(2) The Group acquired Actia Power on August 1, 2022. See Note 2.2.1.3 in "Other significant events of the period".

(3) The Group acquired VLS on October 6, 2022. See Note 2.2.1.2.2 in "Other significant events of the period".

5.1.2. Other intangible assets

In thousands of euros Patents and
licenses
Software Development
assets
Customer
contracts
Other Total
Carrying amount at December 31, 2022 restated 89,344 16,587 547,405 50,608 2 703,946
Capitalized development - - 110,560 - - 110,560
Acquisitions - 5,345 7,931 - - 13,276
Disposals - net -53 - -988 - - -1,041
Other reclassifications -671 4,322 -2,852 - - 799
Depreciation for the period -4,845 -5,934 -82,672 -7,450 - -100,901
Impairment and reversals - -3 -2,617 - - -2,620
Translation adjustment -28 -56 -6,747 -277 - -7,108
Carrying amount at June 30, 2023 83,747 20,261 570,020 42,881 2 716,911

5.1.3. Property, plant and equipment

Property, plant and equipment corresponds to property, plant and equipment owned and also rights-of-use related to leases of property, plant and equipment following the application of IFRS 16 "Leases".

In thousands of euros Land Buildings Tech. eq. &
tool.
Property,
plant and
equipment
under
construction
Other
property,
plant and
equipment
Total
Carrying amount at December 31, 2022 restated : Wholly
owned property, plant and equipment
89,431 548,142 643,745 197,816 179,310 1,658,445
Acquisitions 147 8,218 9,663 109,612 9,312 136,952
Disposals - net -9,792 -41,917 -10,064 - -3,957 -65,730
Other reclassifications 10,137 32,879 35,417 -64,680 31,982 45,735
Depreciation for the period -718 -16,379 -71,491 - -45,749 -134,337
Impairments and reversals - 6,395 1,507 1,250 -1,574 7,578
Translation adjustment -1,652 -7,893 -8,823 -4,301 -2,436 -25,105
Wholly-owned property, plant and equipment: Carrying
amount at June 30, 2023 (A)
87,553 529,445 599,954 239,697 166,889 1,623,539
Carrying amount at December 31, 2022 restated : Lease
right-of-use assets
2,252 247,890 19,613 - 11,218 280,973
Acquisitions - 29,389 3,132 - 3,716 36,237
Disposals - net - -4,317 29 - -347 -4,635
Lease-right-of-use assets: Carrying amount at June 30, 2023
(B)
2,133 248,641 18,922 - 10,809 280,504
Translation adjustment -42 -1,508 -219 - 47 -1,722
Other reclassifications - 1 2 - 9 12
Impairments and reversals - -5 - - - -5
Depreciation for the period -77 -22,809 -3,635 - -3,833 -30,354

5.1.4. Equity investments in associates and joint ventures

These are equity investments in associates and joint ventures. Details are provided in the following table:

In thousands of euros % interest
June 30, 2023
% interest
December 31, 2022
June 30, 2023 December 31,
2022 restated
HBPO - SHB Automotive Modules 50.00% 50.00% 20,085 22,412
JV Yanfeng Plastic Omnium and its subsidiaries - joint venture 49.95% 49.95% 164,569 193,926
B.P.O. AS - joint venture 49.98% 49.98% 11,886 11,887
EKPO Fuel Cell Technologies 40.00% 40.00% 92,891 92,022
Total investments in associates and joint ventures 289,431 320,247

The Group has subscribed to a capital increase in EKPO in the amount of €6 million, corresponding to its 40% stake.

No indication of impairment has been identified for associates and joint ventures.

5.1.5. Non-current financial assets

The financial assets recognized under this item correspond to long-term investments in equities and funds as well as other assets such as deposits and surety bonds grouped as follows:

5.1.5.1. Long-term investments in equities and funds

  • investments in listed companies, funds or equivalents and investments in securities of listed companies, including funds invested in the "Aster", "AP Ventures" and "FAIM" venture capital companies;
  • the Group's investments in the "FMEA 2" fund as part of the support of the Automotive Division sub-contractors and in shell companies.

In the context of the application of IFRS 9 "Financial Instruments", the Group opted to recognize changes in the value of listed shares in non-recyclable profit and loss and changes in investment funds in the income statement.

In thousands of euros June 30, 2023 December 31, 2022 restated
Subscrib
ed
amounts
Non
called
up
amounts
Fair
Value
Adjustm
ents
Net Subscrib
ed
amounts
Non
called
up
amounts
Fair
Value
Adjustm
ents
Net
Financial investments in the FMEA 2 fund (1) 4,000 -3,820 180 4,000 -3,820 180
Financial investments in listed securities(2) 46,566 - 11,400 57,966 57,686 - -11,120 46,566
Financial investments in the venture capital AP Ventures(3) 28,127 -11,577 8,286 24,836 28,127 -13,139 14,988
Financial investment in the venture capital company Aster 20,000 -7,050 1,022 13,972 20,000 -7,050 12,950
Financial investment in the venture capital company FAIM(4) 5,000 -4,335 665 5,000 -4,585 415
Other - - 150 - - 1,199
Long-term investments in equities and funds 97,769 76,298

(1) The net value of FMEA 2 at the end of each period corresponds to the fair value of the Group's investments in the fund. Uncalled amounts include distributions of income as well as fair value adjustments.

(2) The adjustment to the fair value of listed securities is recorded in non-recyclable items (Statement of Comprehensive Income and reserves in changes in Equity).

(3) The Group has committed to \$30 million over the life of the fund. At June 30 2023, total Group investments in AP Ventures, a venture capital fund dedicated to hydrogen, amounts to \$18.1 million (versus \$16.0 million at December 31, 2022). The fair value adjustment is recognized in "Other income and expenses" in Note 4.5.

(4) The Group has committed to €5 million.

5.1.6. Inventories and inventories in progress

In thousands of euros
Raw materials and supplies
June 30, 2023 December 31, 2022
restated
At cost (gross) 329,917 349,841
Net realizable value 296,113 311,201
Molds, tooling and engineering
At cost (gross) 401,123 343,814
Net realizable value 393,300 338,205
Maintenance inventories
At cost (gross) 94,337 90,926
Net realizable value 74,346 70,708
Goods
At cost (gross) 6,715 4,650
Net realizable value 2,980 564
Semi-finished products
At cost (gross) 80,777 73,775
Net realizable value 77,119 70,050
Finished products
At cost (gross) 56,734 64,280
Net realizable value 51,499 59,133
Total net 895,357 849,861

As part of the establishment of the VLS opening balance sheet, final analyzes of the fair value of inventories will lead to any adjustments in the second half of 2023.

5.1.7. Trade and other receivables

5.1.7.1. Sale of receivables

Compagnie Plastic Omnium SE and some of its European and United States subsidiaries have set up several commercial sales of receivables programs with French financial institutions. These programs have an average maturity of more than two years.

These non-recourse programs transfer substantially all the risks and rewards of ownership to the buyer of the sold receivables.

Receivables sold under these programs totaled €517 million at June 30, 2023 versus €393 million at December 31, 2022.

5.1.7.2. Trade receivables – Gross values, impairment and carrying amounts

In thousands of euros June 30, 2023 December 31, 2022 restated
Gross
value
Impairment % Carrying
amount
Gross
value
Impairment % Carrying
amount
Trade receivables 1,314,286 -22,422 -1.7% 1,291,864 1,033,572 -23,828 -2.3% 1,009,744

The Group has not identified any significant non-provisioned customer risk over the two periods. As part of the establishment of the VLS opening balance sheet, analyzes are in progress. The final positions on the risks of nonrecovery of trade receivables will be formalized in the second half of 2023.

The late payment of trade receivables is presented in Note 6.2.1 "Customer risk".

5.1.7.3. Other receivables

In thousands of euros June 30, 2023 December 31, 2022
restated
Sundry receivables 164,387 170,799
Prepayments to suppliers of tooling and prepaid development costs 50,574 22,682
Income tax receivables 72,323 83,408
Other tax receivables 231,657 203,056
Employee advances 7,834 4,915
Prepayments to suppliers of non-current assets 7,643 7,064
Other receivables 534,418 491,924

5.1.7.4. Trade and other receivables by currency

In thousands of currency units June 30, 2023 December 31, 2022 restated
Local
currency
Euro % Local
currency
Euro %
EUR
USD
CNY
GBP
Other
Euro
US dollar
Chinese yuan
Pound sterling
Other currencies
920,707
541,774
932,837
55,777
920,707
498,596
118,127
64,987
223,865
50%
27%
6%
4%
11%
720,575
469,290
930,855
45,936
720,569
439,987
126,506
51,792
162,815
48%
29%
8%
3%
12%
Total 1,826,282 100% 1,501,669 100%
Of which: ● Trade receivables
● Other receivables
1,291,864
534,418
71%
29%
1,009,744
491,925
67%
33%

5.1.8. Cash and cash equivalents

5.1.8.1 Gross cash and cash equivalents

In thousands of euros June 30, 2023 December 31, 2022
restated
June 30, 2022
Cash at banks and in hand 581,990 505,142 982,202
Short-term deposits - Cash equivalents 32,616 70,483 36,553
Total cash and cash equivalents on the assets side of the balance sheet 614,606 575,625 1,018,755

Cash and cash equivalents break down as follows:

In thousands of euros June 30, 2023 December 31,
2022 restated
June 30, 2022
Cash and cash equivalents of the Group's captive reinsurance company 13,297 15,883 10,411
Cash and cash equivalents in countries with exchange controls and/or restrictions on currency
transfers(1)
153,050 149,718 72,907
Available cash 448,258 410,024 935,436
Total cash and cash equivalents on the assets side of the balance sheet 614,606 575,625 1,018,755

(1) These available funds are located either (i) in countries, where setting up loans or financial current accounts is difficult; in this case, funds are repatriated, in particular on the occasion of the payment of dividends; or (ii) in countries where the cash cannot be centralized due to the regulations in force. In the first half of 2023, Thailand was added to the list of countries in this category compared with December 31, 2022, which included Brazil, China, India, Argentina, Turkey, Russia, South Korea, Malaysia and Indonesia.

The different categories of the above table are presented on the balance sheet under current assets in the absence of any general restriction on these amounts.

5.1.8.2. Net cash and cash equivalents at end of period

In thousands of euros June 30, 2023 December 31, 2022
restated
June 30, 2022
Cash 581,990 505,142 982,202
Cash equivalents 32,616 70,483 36,553
Short-term bank loans and overdrafts -14,538 -15,022 -10,133
Net cash and cash equivalents in the Statement of Cash-Flows 600,067 560,603 1,008,621

5.1.9. Statement of cash-flows – Acquisitions and disposals of financial assets, noncontrolling interests and related investments and non-consolidated equity interests

5.1.9.1. Acquisitions of equity interests, minority interests and related investments

The Group's financial acquisitions are accounted for under "Financial transactions" in the cash flow statement.

At June 30, 2023:

The amount of -€2.0 million in "Acquisitions of equity investments in subsidiaries and investments leading to a change in control" is mainly explained as follows:

  • +€8.9 million corresponding to the receipt of the reduction in the acquisition price of "AMLS Osram" (the agreement for which had already been concluded at December 31, 2022); See Note 2.2.1.2.1 "AMLS Osram" under "Other significant events of the period".
  • +€4.9 million corresponding to the receipt of the reduction in the acquisition price of "Actia Power" obtained in the first half of 2023; See Note 2.2.1.3 "Actia Power" under " Other significant events of the period ".

  • -€10.0 million disbursed in the first half of 2023 in accordance with the schedule agreed when acquiring a 40% stake in "EKPO Fuel Cell Technologies". As of June 30, 2023, the outstanding balance amounted to €30 million.

  • -€6.0 million related to the subscription over the period to the capital increase of "EKPO Fuel Cell Technologies", consolidated by the equity method, in the amount of the Group's stake, i.e. 40 %.

At December 31, 2022 and June 30, 2022:

Please refer to the Consolidated Financial Statements of the related previous periods for details of transactions.

5.2. Liabilities and Shareholders' Equity

5.2.1. Group shareholders' equity

5.2.1.1 Share capital of Compagnie Plastic Omnium SE

In euros June 30, 2023 December, 31, 2022
restated
Share capital at January 1 of the period 8,731,329 8,827,329
Capital reduction during the period - -96,000
Share capital at end of period, made up of ordinary shares with a par value of €0.06 each
over the two periods
8,731,329 8,731,329
Treasury stock 91,603 92,993
Total share capital net of treasury stock 8,639,726 8,638,337

Capital structure at June 30, 2023

At June 30, 2023, the share capital amounted to €8,731,329.18 comprising 145,522,153 shares with a par value of €0.06 per share.

Treasury stock amounted to 1,526,723 shares, i.e. 1.05% of the share capital, compared to 1,549,878 shares, or 1.07% of the share capital at December 31, 2022.

5.2.2. Dividends approved and paid by Compagnie Plastic Omnium SE

Amounts in thousands of euros
Dividends per share in euros
June 30, 2023 December 31, 2022 restated
Number of shares in units Number of shares
in 2022
Dividend Number of shares
in 2021
Dividend
Dividends per share (in euros) (1)
0.39
(1)
0.28
Total number of shares outstanding on the dividend payment date 145,522,153 (2)
147,122,153
Total number of shares outstanding at the end of the previous year 145,522,153 147,122,153
Total number of shares held in treasury on the dividend payment date 1,530,663 2,172,481
Total number of shares held in treasury at year-end (for information) 1,549,878 2,061,413
Dividends on ordinary shares 56,754 41,194
Dividends on treasury stock (unpaid) (2)
-597
-608
Total net dividends 56,157 40,586
  • (1) In the first half of 2023: Compagnie Plastic Omnium paid a dividend of €0.39 per share on the fiscal year 2022 net profit, versus €0.28 per share at December 31, 2022 on the fiscal year 2021 net profit.
  • (2) At December 31, 2022: 1,549,878 treasury shares were taken into account at December 31, 2022 to determine the provisional total dividend. The number of treasury shares at the time of the dividend's payment on June 30, 2023 amounted to 1,530,663 shares, decreasing the dividends attached to these shares from €604 thousand to €597 thousand.

5.2.3. Share-based payments

Plan of April 27, 2023:

A performance share grant was awarded by the Board of Directors of February 21, 2023, to executive corporate officers of Compagnie Plastic Omnium (two beneficiaries), with a three-year vesting period ending on April 27, 2026 at the end of the Board of Directors in 2026 called to approve the 2025 financial statements.

The main assumptions used for the valuation of the plans using the principles of IFRS 2 are provided in the following table:

Valuation of April 27, 2023 plan Valuation of the number of shares awarded and valuation
on April 27, 2023
In euros
In units for the number of shares
Initial Renunciations
during the first
half of 2023
Final positions
Number of shares allocated to the performance share plan 92,025 shares 0 share 92,025 shares
Market conditions Not subject to market conditions
Plastic Omnium share price at the performance plan award date €15.82
Average value of one share €14.00
Number of shares to be awarded after application of an employee turnover rate 92,025
Estimated overall cost of the plan on the award date - (Accounting expense with
adjustment to reserves)
€1,288,350

The overall cost of the plan was valued at the time of its implementation for the June 30, 2023 financial statements. The overall expense amounts to €1,288,350, amortized on a straight-line basis over the three-year vesting period, of which €76,477 at June 30, 2023 (for an annual expense of €292,967).

This plan is subject to a 20% social security contribution for the employer, as a French subsidiary and is due the month following the date of vesting by the beneficiary in 2026. It is the subject of a provision for expenses, calculated on the nominal value of the shares according to the market price at the award date, spread over the term of the plan, i.e. three years. As of June 30, 2023, the provision for expenses in this regard, amounted to €17 thousand.

The 2023 Long-term Incentive Plan for permanent members of the Executive Committee and non-corporate officers:

The Group set up a Long-term Incentive Plan for the permanent members of the Executive Committee over the period. The terms are similar to the plan set up in 2022: 30% of the beneficiary's fixed annual base salary on the allocation date.

An Allocation corresponds to the right, granted unilaterally by Compagnie Plastic Omnium SE and the Group to a beneficiary, to receive deferred variable compensation in cash corresponding to the unit value of a "Phantom Share", subject to compliance with the conditions of presence and performance.

The allocation budget for Phantom Shares is set at 30% of the beneficiary's fixed annual base salary on the allocation date. The Plan is applicable each year, but it may not be combined with any other plans (such as stock option plans, free share plans, performance shares, etc.) in the same year.

The dates associated with the 2023 plan are:

  • allocation date: April 27, 2023
  • acquisition date: the day following the 2026 Annual Meeting of Shareholders

The estimated total expense amounts to €1,224 thousand. It is amortized on a straight-line basis over the three-year vesting period, of which €74 thousand at June 30, 2023 (for an annual expense of €278 thousand).

It is subject to a 50% social security contribution for the employer, a French subsidiary, due the month following the date of vesting by the beneficiary in 2026. As of June 30, 2023, the provision for expenses recognized in this regard, amounted to €37 thousand.

5.2.4. Provisions

In thousands of euros December
31, 2022
restated
Allocations Utilizations Releases
of surplus
provisions
Reclassifi
-
cations
Actuarial
gains/(losse
s)
Changes in
scope of
consolidation
(derocognition
)
Translati
on
adjustme
nt
June 30,
2023
Customer warranties 46,956 8,175 -14,725 -1,541 24 - - -322 38,568
Reorganization plans(1) 16,533 946 -10,008 -16 - - - -19 7,437
Provisions for taxes and tax risks 2,581 - -45 - - - - -138 2,399
Contract risks 50,302 3,252 -14,181 -798 -24 - - 9 38,560
Provisions for claims and litigation 9,112 173 -713 -72 - - - 32 8,533
Other 19,318 3,529 -4,798 12 - - - -49 18,012
Provisions 144,804 16,075 -44,470 -2,415 - - - -487 113,508
Provisions for pensions and other
post employment benefits
71,341 9,314 -6,129 (2) - -17 -709 - -1,131 72,668
TOTAL 216,145 25,389 -50,599 -2,415 -17 -709 - -1,618 186,176

(1) Provisions for reorganization (utilizations as well as allocations during the period) mainly concerned significant restructurings in the "Industries" segment in Germany and in Belgium.

(2) The decrease in the provision over the period is explained by the impact of the increase in the technical rate on the valuation of a pension plan in France

(-€0.8 million recognized in actuarial gains/(losses)) and that of the pension reform in France on the valuation of retirement indemnities (-€1.1 million recognized

in the income statement in Note 4.5 "Other operating income and expenses").

Please see also the section "Employee benefits" in Note 1.2).

The insignificant drop over the period in discount rates (less than 10 basis points - 10 bps) in the two main regions of Europe and the United States did not give rise to any change in actuarial gains/(losses) compared to December 31, 2022.

5.2.5. Current and non-current borrowings

5.2.5.1 Borrowings: private placement notes and bonds

At June, 30, 2023, the main terms of the bonds and private placements as are summarized in the following table:

June 30, 2023 Private placement
bond issue of June 26,
2017
"Schuldscheindarlehen"
private placement of
December 21, 2018
"Schuldschein" private placement of May
24, 2022
Issue - Fixed rate (in euros) 500,000,000 300,000,000 15,000,000 36,000,000 108,000,000
Issue - variable rate (in euros) 80,000,000 139,000,000 22,000,000
Interest rate / annual coupon 1.250% 1.632% 3.99% 4.22% 3.15%
Investors European investors International (German,
Chinese, Belgian,
Swiss, Austrian) and
French investors
International (German, Swiss, Slovak, etc.)
and French investors
No covenant or rating obligations
Maturity June 26, 2024 December 21, 2025 May 23, 2025 May 24,
2027
May 23, 2029
Fair value at June 30, 2023 97.02% 94.25% 93.47% 89.79% 87.61%

5.2.5.2 Bank loans

Compagnie Plastic Omnium did not take out any new loan in the first half of 2023.

5.2.5.3 Confirmed medium-term credit lines

At June 30, 2023, the Group benefited from several confirmed bank credit lines, amounting to €1,930 million with an average maturity of 3.4 years, almost all of which were undrawn versus €1,930 million euros with an average maturity of three years at December 31, 2022.

5.2.5.4 Reconciliation of gross and net financial debt

In thousands of euros June 30, 2023 December 31, 2022 restated
Total Current
portion
Non-current
portion
Total Current
portion
Non-current
portion
Finance lease liabilities (1) 289,652 61,617 228,035 291,547 61,418 230,129
Bonds and bank loans 1,925,001 699,254 1,225,747 1,997,812 783,872 1,213,940
of which the 2022 "Schuldschein" private placement 400,336 1,528 398,808 401,988 3,329 398,659
of which the 2018 "Schuldscheindarlehen" private
placement
302,085 2,575 299,510 299,567 148 299,419
of which the bond issue in 2017 499,264 86 499,178 502,005 3,236 498,769
of which the 2016 "Schuldschein" private placement (2) - - - 160,212 160,212 -
of which Neu-CP (3) 640,000 640,000 - 508,500 508,500 -
of which bank lines of credit (4) 83,316 55,065 28,251 125,540 108,447 17,093
Current and non-current borrowings and other debt (+) 2,214,653 760,871 1,453,782 2,289,359 845,290 1,444,069
Other current and non-current debt related to the acquisition of a stake
in EKPO (+)
30,000 20,000 10,000 40,000 10,000 30,000
Hedging instruments - liabilities (+) 1,088 1,088 709 709 -
Total borrowings (B) 2,245,741 781,959 1,463,782 2,330,068 855,999 1,474,069
(5)
Long-term investments in equity instruments and funds (-)
-97,769 - -97,769 -76,298 - -76,298
Other financial assets (-) -14,991 -2,288 -12,703 -13,186 -754 -12,432
of which non-current financial receivables -12,703 -12,703 -12,401 - -12,401
of which financial receivables -2,288 -2,288 - -754 -754 -
Other current financial assets and receivables (-) -257 -257 -201 -201
Hedging instruments - assets (-) -3,104 -3,104 -11,152 -11,152
Total financial receivables (C) -116,121 -5,649 -110,472 -100,837 -12,107 -88,730
a
Gross debt (D) = (B) + (C) 2,129,620 776,310 1,353,310 2,229,231 843,892 1,385,339
(6)
Cash and cash equivalents (-)
614,606 614,606 575,625 575,625
Short-term bank loans and overdrafts (+) -14,538 -14,538 -15,022 -15,022
Net cash and cash equivalents as recorded in the Statement of Cash
Flows (A)(7)
-600,067 -600,067 -560,603 -560,603
NET FINANCIAL DEBT (E) = (D) + (A) 1,529,551 176,242 1,353,310 1,668,629 283,289 1,385,339

(1) During the period, the net debt from lease contracts is stable, versus a change in net debt of +€76.8 million in fiscal year 2022.

(2) See Notes 2.2.4.1 in "Other significant events of the period ".

(3) See Notes 2.2.4.3 in "Other significant events of the period".

(4) See Notes 2.2.4.2 "Other significant events of the period" and 5.2.5.3 "Confirmed medium-term credit lines".

(5) See Note 5.1.5.1 "Long-term investments in equity instruments and funds".

(6) See Note 5.1.8.1 "Gross cash and cash equivalents".

(7) See Note 5.1.8.2 "Net cash and cash equivalents at end of period".

5.2.5.5 Analysis of gross financial debt by currency

The table below shows the gross financial debt after taking into account the swap transactions that allowed the conversion from euros into foreign currency.

As a % of financial debt June 30, 2023 December 31, 2022
restated
Euro 65% 70%
US dollar 26% 21%
Chinese yuan 4% 5%
Pound sterling 1% 1%
Japanese yen 1% 1%
Brazilian real 1% 1%
Czech Krona 1% -
South Korean Won 1% -
Other currencies(1) - 1%
Total 100% 100%

(1) "Other currencies" concerns various currencies, which taken individually account for less than 1% of total financial debt over the two periods.

5.2.5.6 Analysis of gross financial debt by type of interest rate

As a % of financial debt June 30, 2023 December 31, 2022
restated
Hedged variable rates - -
Unhedged variable rates 44% 38%
Fixed rates 56% 62%
Total 100% 100%

5.2.6. Operating and other liabilities

5.2.6.1. Trade payables

In thousands of euros June 30, 2023 December 31, 2022
restated
Trade payables 1,862,389 1,573,937
Due to suppliers of fixed assets 61,056 88,544
Total 1,923,445 1,662,481

5.2.6.2. Other operating liabilities

In thousands of euros June 30, 2023 December 31, 2022
restated
Employee benefits expense 234,029 208,027
Income taxes 40,657 35,032
Other taxes 204,034 167,472
Other payables 440,379 397,998
Customer prepayments - Deferred revenues 396,674 347,380
Total 1,315,773 1,155,909

5.2.6.3. Trade payables and other operating liabilities by currency

In thousands of currency units Liabilities at June 30, 2023 Liabilities at December 31, 2022 restated
Local currency Euro % Local
currency
Euro %
EUR Euro 1,931,389 1,931,389 60% 1,627,257 1,627,257 58%
USD US dollar 817,157 752,031 23% 734,055 688,220 24%
GBP Pound sterling 70,634 82,297 3% 64,731 72,983 3%
CNY Chinese yuan 1,044,825 132,285 4% 1,079,500 146,707 5%
BRL Brazilian real 378,546 71,711 2% 304,652 54,030 2%
Other Other currencies 269,505 8% 229,193 8%
Total 3,239,218 100% 2,818,390 100%
Of which:
● Trade payables 1,923,445 59% 1,662,481 59%
● Other operating liabilities 1,315,773 41% 1,155,909 41%

6. CAPITAL MANAGEMENT AND MARKET RISKS

Compagnie Plastic Omnium has set up a global cash management system centralized within its subsidiary Plastic Omnium Finance, which manages liquidity, currency and interest rate risks on behalf of all subsidiaries. The market risk strategy, which may take the form of on- and off-balance sheet commitments, is validated quarterly by the Group's Senior Executives.

6.1. Capital management

The Group's objective is to have, at all times, sufficient financial resources to enable it to carry out its current business, fund the investments required for its development and also to respond to any exceptional events.

Gearing:

The Group uses the gearing ratio, corresponding to the ratio of consolidated net debt to equity, as an indicator of the Group's leverage. The Group includes in net debt all financial liabilities and commitments, other than operating payables, interest-bearing liabilities, less cash and cash equivalents and other non-operating financial assets, such as marketable securities and loans.

At June 30, 2023 and December 31, 2022, the gearing ratio was as follows:

In thousands of euros June 30, 2023 December 31, 2022
restated
Net financial debt(1) 1,529,551 1,668,629
Equity (including non-current grants) 1,953,512 1,936,508
Gearing ratio 78.30% 86.17%

(1) See Note 5.2.5.4 "Reconciliation of gross and net financial debt".

None of the Group's bank loans or financial liabilities contains covenants providing for early repayment in the event of non-compliance with financial ratios.

6.2. Credit risk

Credit risk covers customer credit risk and bank counterparty risk.

6.2.1. Customer risk

At June 30, 2023, 8.9% of the Group's "Trade receivables" was past due versus 10.4% at December 31, 2022. Trade receivables break down as follows:

Ageing analysis of net receivables:

At June 30, 2023:

In thousands of euros Total
outstanding
Not yet
due
Due and
past due
Less
than 1
month
1-6
months
6-12
months
More
than 12
months
Total 1,291,864 1,176,339 115,524 63,386 34,894 12,004 5,240

At December 31, 2022 restated:

In thousands of euros Total
outstanding
Not yet
due
Due and
past due
Less
than 1
month
1-6
months
6-12
months
More
than 12
months
Total 1,009,744 904,778 104,966 74,137 22,156 4,901 3,772

The risk of non-recovery of trade receivables is low and involves only an immaterial amount of receivables more than twelve months past due.

6.2.2. Bank counterparty risk

The Group invests its cash surplus with leading banks and/or in highly-rated securities.

7. ADDITIONAL INFORMATION

7.1. Consolidating entity

Burelle SA holds 60.64% of Compagnie Plastic Omnium SE after the cancellation of the treasury stock (60.01% before cancellation of treasury stock) and fully consolidates Company Plastic Omnium SE.

Burelle SA - 19 Boulevard Jules Carteret 69342 Lyon Cedex 07 - France

7.2. Subsequent events

On July 14, 2023, Plastic Omnium and Varroc groups signed an agreement on the final acquisition price of VLS shares acquired on October 6, 2022. This agreement formalizes the acquisition price reduction of €15 million. The impacts have been recognized in the accounts as of June 30, 2023.

No other event likely to have a material impact on the Group's business, financial position, earnings or assets and liabilities at June 30, 2023 has occurred since the closing date.

LIST OF CONSOLIDATED COMPANIES AT JUNE 30, 2023

At June 30, 2023, the scope remained unchanged compared to December 31, 2022.

COMPAGNIE PLASTIC OMNIUM SE

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

This is a free translation into English of the statutory auditors' review report on the half-yearly financial information issued in French and is provided solely for the convenience of English-speaking users. This report includes information relating to the specific verification of information given in the Group's half-yearly management report. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.

Period from January 1st to June 30th, 2023

PricewaterhouseCoopers Audit

63, rue de Villiers 92208 Neuilly-sur-Seine cedex S.A.S. au capital de € 2 510 460 672 006 483 R.C.S. Nanterre

Commissaire aux Comptes Membre de la compagnie régionale de Versailles et du Centre

ERNST & YOUNG et Autres Tour First TSA 14444 92037 Paris-La Défense Cedex S.A.S. à capital variable 438 476 913 R.C.S. Nanterre

Commissaire aux Comptes Membre de la compagnie régionale de Versailles et du Centre

Compagnie Plastic Omnium SE Period from January 1st to June 30th, 2023

Statutory auditors' review report on the half-yearly financial information

To the Shareholders,

In compliance with the assignment entrusted to us by your annual 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 review of the accompanying (condensed) half-yearly consolidated financial statements of Compagnie Plastic Omnium SE, for the period from January 1, 2023 to June 30, 2023,
  • the verification of the information presented in the half-yearly management report.

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

1. Conclusion on the financial statements

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

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

2. Specific verification

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

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

Neuilly-sur-Seine and Paris-La Défense, July 26, 2023

The Statutory Auditors French original signed by

PricewaterhouseCoopers Audit ERNST & YOUNG et Autres

Philippe Vincent May Kassis-Morin

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