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Alstom

Interim / Quarterly Report Nov 10, 2021

1099_ir_2021-11-10_8e41f4c9-dfa1-4e14-82fe-da6238f4a7a1.pdf

Interim / Quarterly Report

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Financial report Half-year

As of 30 September 2021

Table of contents

This document is a free translation of the French language original version

Management report on condensed interim consolidated financial statements, Page 3
half-year ended 30 September 2021
Condensed interim consolidated financial statements, Page 21
half-year ended 30 September 2021
Report of independent auditors on the half-year financial information Page 66
Responsibility statement of the person responsible for the half-year financial report Page 69

Société anonyme with a share capital of €2,613,742,222 48, rue Albert Dhalenne 93400 Saint-Ouen-sur-Seine (France) Tel. : +33 (0)1 57 06 90 00 Fax : +33 (0)1 57 06 96 66 RCS : 389 058 447 Bobigny www.alstom.com

Management report on condensed interim consolidated financial statements, Half-year ended 30 September 2021

1. Main events of half-year ended 30 September 2021

1.1 The acquisition of Bombardier Transportation

On 29 January 2021, Alstom announced the completion of the acquisition of Bombardier Transportation. Leveraging on its clear Alstom in Motion strategy and its strong operational fundamentals and financial trajectory, Alstom, integrating Bombardier Transportation, strengthens its leadership in the growing sustainable mobility market by reaching a critical size in all geographies and integrating further solutions and assets to better serve its customers worldwide.

Next steps

Alstom will finalize sales of certain assets of the combined Group in line with the commitments described in the European Commission's press release on 31 July 2020 and classified as Assets Held for Sale (see Note 9):

  • A transfer of Bombardier Transportation's contribution to the V300 ZEFIRO very high-speed train and an offer of IP license to Hitachi for the train co-developed by Hitachi and Bombardier Transportation for use in future very high-speed tenders in the UK;
  • The divestment of the Alstom Coradia Polyvalent and the Reichshoffen production site in France.

Concerning the divestment of the Bombardier Talent 3 Platform, the scope of remedies has been adjusted on the first semester 2021/2022 to exclude current Talent 3 commercial contracts as well as the related production facility located within the Hennigsdorf site in Germany. The remaining Assets Held for Sale on the Talent 3 platform are related mainly to Intellectual property rights and workforce (subject to conditions).

The commitments concerning Bombardier Transportation's Signalling On-Board Units and Train Control Management Systems (TCMS) has been put in place.

The divestitures will comply with all applicable social processes and consultations with employee representatives' bodies.

1.2 Shareholding and governance

On 2 June 2021, Bouygues S.A. sold 11,000,000 Alstom S.A. shares, representing 2.96% of Alstom's share capital. At the end of this transaction, Bouygues retained 0.16% of the share capital of Alstom.

1.3 Key figures for Alstom in the first half of fiscal year 2021/22

Group's key performance indicators for the first half of fiscal year 2021/22:

% Variation
Sep. 21/ Sep. 20
Half-Year ended Half-Year ended
30 September 30 September Actual
(in € million) 2021 2020
Orders Received (1) 9.726 2,652 267%
Orders Backlog 76,362 40,001 ਰੀ ਅੰ
Sales 7,443 3,518 112%
Adjusted Gross Margin before PPA (4) 949 634 50%
a EBIT (1) 335 263 27%
aEBIT % (1) 4.5% 7.5%
EBIT before PPA (1) 179 197
EBIT (38) 190
Adjusted Net Profit (1)(2) 172 168
Net Profit - Group share (3) (26) 170
Free Cash Flow (1) (1,451) (253)
Capital Employed (1) 12,873 2,881
Net Cash/(Debt) (1) (2,526) 843
Equity 9,194 3,341

(1) Non - GAAP. See definition page 14

(2) Based on Net profit from continuing operations, excluding amortization expenses of the purchase price allocation, net of corresponding tax (3) Incl. Net profit from discontinued operations and excl. non-controlling interests

1.4 Pro-forma growth

The below table shows the "pro forma like-for-like New Alstom" variations, orders and sales corresponding to the likefor-like variation of Alstom after the acquisition of Bombardier Transportation integrating Bombardier Transportation during the fiscal years prior to their acquisition.

Half-Year ended
30 Sep temb er 2021
Half-Year ended
30 Sep temb er 2020
Sep. 21/ Sep. 20
(in € million) Actual
figures
Actual
figures
Pro-forma % Var
Actuals
% Var
p ro-forma (1)
Orders Received 9,726 2,652 5,364 267% 81%
Sales 7,443 3,518 6,536 112% 14%

Note: (1) Any reference in this document to variations « Pro forma like-for-like New Alstom », orders and sales, correspond to non-audited financial performance indicators used by the Group that are not defined by accounting standards setters and defined on page 14 below.

1.5 Acquisitions and partnerships

SpeedInnov

Through its affiliate SpeedInnov, a joint-venture created in 2015 with ADEME, Alstom focused on its 'Very high-speed train of the future' project, aiming to promote a new generation of very high-speed trainset which will reduce acquisition and operating costs by at least 20%, optimize the environmental footprint and develop the commercial offer to improve passenger experience. In this context, Alstom subscribed to a capital increase in this joint venture in an amount of €15 million in September 2021 increasing its stake from 74.0% to 75.4% with no change in the consolidation method (Joint control).

Other

On 1 April 2021, Alstom acquired the totality of Helion Hydrogen Power shares, a company based in France and renamed "Alstom Hydrogène". This promising, innovation-driven company, previously a 100% subsidiary of AREVA Energies Renouvelables, is specialised in high power fuel cells, thus complementing Alstom's expertise in hydrogen technology.

On 2 Avril 2021, Alstom fully acquired Flertex a group based in France, specialised in the design and manufacture of brake linings (pads and shoes) for braking systems, particularly for the rail industry but also for other industrial applications.

Preliminary Goodwill amounts to €13 million for other acquisitions. The purchase price allocations are not fully completed and will be finalized within twelve months after the acquisition date. Their contribution to the sales of the group are not material.

2. Commercial performance

During the first half of fiscal year 2021/22, the Group witnessed significant commercial success across multiple geographies and product lines. The combined order intake stood at €9.7 billion, representing a growth of 81% on a "Pro forma like-for-like New Alstom" comparable basis. For the same period last year, under an adverse market environment impacted by Covid-19, Alstom reported an order intake of €2.7 billion on a stand-alone basis.

Geographic breakdown % Variation
Sep. 21/ Sep. 20
Actual figures
(in € million)
Half-Year ended
September 2021
% of
contrib
Half-Year ended
September 2020
% of
contrib
Actual
Europe 6,256 64% 1,088 41% 475%
Americas 2,270 23% 249 10% 812%
Asia/Pacific 1,042 11% 432 16% 141%
Africa/Middle East/Central Asia 158 2% 883 33% (82%)
ORDERS BY DESTINATION 9,726 100% 2,652 100% 267%
Product breakdown % Variation
Sep. 21/ Sep. 20
Actual figures Half-Year ended % of Half-Year ended % of Actual
(in € million) September 2021 contrib September 2020 contrib
Rolling stock 5,023
51%
890 34% 464%
Services 1,522
16%
820 31% 86%
Systems 2,195
23%
374 14% 487%
Signalling 986
10%
568 21% 74%
ORDERS BY DESTINATION 9,726
100%
2,652 100% 267%

In Europe, Alstom recorded €6.3 billion order intake during the first half of fiscal year 2021/22, as compared to €1.1 billion over the same period last year on a stand-alone basis.

The Group continued from its success in the French market, by receiving the contract for approximately €1.1 billion to provide suburban trains for the Paris area, and the contract for the 100% automatic metro system for Line 18 of the of the "Grand Paris Express" network. The acquisition of Bombardier Transportation further strengthened our performance in Germany, where the Group secured several major Rolling Stock contracts, including the delivery of an additional 64 Class 490 S-Bahn trains to S-Bahn Hamburg GmbH, the delivery of 32 CoradiaTM Continental regional trains to Hessische Landesbahn, and the delivery of new Flexity trams and their accompanying spare part supply to Magdeburg, Germany's local transport authority Magdeburger Verkehrsbetriebe (MVB). Alstom also signed a contract with Germany's Baden-Wuerttemberg State Institute for Rail Vehicles (SFBW) to retrofit 118 regional trains with the European Train Control System (ETCS) Automatic Train Operation (ATO) digital signalling technology.

In addition, Alstom won the largest railway contract in Denmark's history As part of a landmark framework agreement with Danish State Railways (DSB) valued at a total of €2.6 billion, including the first firm order of 100 Coradia StreamTM regional trains as well as a 15-year full-service maintenance agreement amounts to a value of €1.4 billion. In Italy, Alstom was awarded a contract to supply 20 Coradia StreamTM regional trains for the Region of Lombardy, and a framework contract to supply Trenitalia with 150 CoradiaTM Stream regional trains for a total value of around €910 million, of which €115 million has been recorded during the first half of fiscal year 2021/22.

Last year's stand-alone commercial performance was driven by an order to supply 49 tramways for Nantes, an additional order for 11 CitadisTM DualisTM trains under the conditions of the SNCF framework contract TTNG, and a Signalling contract of the ARGOS partnership with SNCF to develop the new generation interlocking solution in France.

In Americas, Alstom reported €2.3 billion order intake, notably led by the exceptional performance in Latin America where the Group secured the Tren Maya railway project in Mexico, worth €1.0 billion. For this project, Alstom-Bombardier led consortium will supply 42 X'trapolisTM trains, the full signalling system as well as maintenance. In Brazil, the Group will deliver 36 eight-car trains for the 8-Diamante and 9-Esmerala lines in São Paulo. In North America, Alstom signed a contract to supply 60 new FlexityTM streetcars for the City of Toronto and a contract to supply its state-of-the-art CityfloTM 650 Communications-Based Train Control (CBTC) solution for the Miami-Dade Metromover system.

In Asia/Pacific, the order intake stood at €1.0 billion, as compared to €0.4 billion over the same period last year for Alstom on a stand-alone basis. The Alstom-led consortium with Taiwanese engineering and contracting services company CTCI won a contract to provide its state-of-the-art integrated metro system for Taipei Circular Line Phase Two. In addition, Alstom signed a €300 million contract with Victoria's Department of Transport (DoT) to locally supply 25 six-car X'trapolisTM trains for Melbourne's suburban rail network.

In Africa/Middle East/Central Asia, the Group reported €0.2 billion order intake, as compared to €0.9 billion over the same period last year on a stand-alone basis, mainly driven by the contract to provide Casa Transports with 66 CitadisTM trams X05 and an option for 22 additional trams for lines 3 & 4 expected to open by end of 2023. The performance last year was mainly driven by the securing of rolling stock and maintenance follow-on orders of currently active projects.

Country Product Description
Australia Rolling stock Supply of 25 six-car X'trapolisTM trains for Melbourne's suburban rail network
Brazil Rolling stock Supply of 36 MetropolisTM trains for São Paulo Metropolitan Train System lines 8 and 9
Canada Rolling stock Supply of 60 new FlexityTM streetcars for the City of Toronto
Denmark Rolling stock /
Services
Supply of first firm order of 100 Coradia StreamTM regional trains as well as 15-year full
service maintenance for DSB
France Rolling stock Supply of 146 suburban trains for the Paris area
France Rolling stock Supply of 19 additional metros for the line 11 of the Ile-de-France metro, operated by
RATP
France Systems Supply of 37 trains and automation systems for the new Grand Paris Express Line 18
France Systems Supply of the track and the 3rd power rail for Line 18 of the future Ile-de-France metro
Germany Rolling stock Supply of an additional 64 Class 490 S-Bahn trains for S-Bahn Hamburg GmbH
Germany Rolling stock Supply of 32 CoradiaTM Continental regional trains to Hessische Landesbahn
Germany Rolling stock Supply of 35 FlexityTM trams and their accompanying spare part for Magdeburg
Germany Signalling Retrofit 118 regional trains with the European Train Control System (ETCS) Automatic
Train Operation (ATO) digital signalling technology for the Stuttgart network
Greece Systems Supply of rolling stock, signalling and infrastructure solutions for Athens Metro Line 4
Italy Rolling stock Supply of 20 Coradia StreamTM regional trains for the Region of Lombardy
Italy Rolling stock Supply of Coradia StreamTM regional trains
(1st batch)
under a framework contract with
Trenitalia
Mexico Rolling stock /
Services
Supply of Tren Maya railway project, including 42 X'trapolisTM trains, the full signalling
system as well as maintenance
Morocco Rolling stock Supply of 66 CitadisTM trams X05 and an option for 22 additional trams for lines 3 and
4 of Casablanca
USA Signalling Supply of CityfloTM 650 Communications-Based Train Control (CBTC) solution for the
Miami-Dade Metromover system
Taiwan Systems Supply of the integrated metro system for Taipei Circular Line phase two

Alstom received the following major orders during the first half of the 2021/22 fiscal year:

3. Orders backlog

As of 30 September 2021, the orders backlog stood at €76.4 billion, driven by strong commercial performance while providing the Group with strong visibility over future sales. This represents a 91% increase on an actual basis as compared to 30 September 2020 stand-alone basis, mainly driven by the acquisition of Bombardier Transportation.

Geographic breakdown

Actual figures Half-Year ended % of Half-Year ended % of
(in € million) September 2021 contrib September 2020 contrib
Europe 41,681 55% 20,398 51%
Americas 11,653 15% 5,106 13%
Asia/Pacific 11,398 15% 6,262 16%
Africa/Middle East/Central Asia 11,630 15% 8,235 20%
BACKLOG BY DESTINATION 76,362 100% 40,001 100%

Product breakdown

Actual figures Half-Year ended % of Half-Year ended % of
(in € million) September 2021 contrib September 2020 contrib
Rolling stock 38,983 51% 19,838 50%
Services 24,420 32% 13,899 35%
Systems 6,348 8% 2,218 5%
Signalling 6,611 9% 4,046 10%
BACKLOG BY DESTINATION 76,362 100% 40,001 100%

4. Income statement

4.1 Sales

Alstom's combined sales amounted to €7.4 billion for the first half of fiscal year 2021/22, representing a growth of 14% on a "Pro forma like-for-like New Alstom" comparable basis. Sales related to non-performing backlog, representing sales on projects under cost-to-cost method with a negative margin at completion, amounted to €1,29 billion in the first semester. Periodic sales are increasing by 112% on an actual basis as compared to Alstom stand-alone sales last year.

% Variation
Geographic breakdown Sep. 21 / Sep. 20
Actual figures Half-Year ended % of Half-Year ended % of
30 Septemb er contrib 30 Septemb er contrib Actual
(in € million) 2021 2020
Europe 4,620 62% 2,017 57% 129%
Americas 1,226 16% 557 16% 120%
Asia/Pacific 1,045 14% 424 12% 147%
Africa/Middle East/Central Asia 552 7 % 520 15% 6 %
SALES BY DESTINATION 7,443 100% 3,518 100% 112%
% Variation
Product breakdown Sep. 21 / Sep. 20
Actual figures Half-Year ended % of Half-Year ended % of
30 Septemb er contrib 30 Septemb er contrib Actual
(in € million) 2021 2020
Rolling stock 4,285 58% 1,713 49% 150%
Services 1,559 21% 662 19% 136%
Systems 522 7 % 452 13% 15%
Signalling 1,077 14% 691 19% 56%
SALES BY DESTINATION 7,443 100% 3,518 100% 112%

In Europe, combined sales reached €4.6 billion, accounting for 62% of the Group's total sales and representing an increase of 129% compared to Alstom stand-alone sales over the same period last year .It was mainly driven by the continued execution of large rolling stock contracts, including the Coradia StreamTM trains in Italy and the Netherlands, the Regio 2N regional trains and the Francilien suburban trains for SNCF in France, the ICE 4 trains for Deutsche Bahn in Germany and the double-deck M7-type multifunctional coaches for SNCB in Belgium.

In Americas, combined sales stood at €1.2 billion for the first half of fiscal year 2021/22, accounting for 16% of the Group's sales and representing an increase of 120% compared to Alstom stand-alone sales over the same period last year. The projects of Amtrak high-speed trains in the United States and the light metro system for REM in Canada remain top sales contributors within the region, as well as the FlexityTM light rail vehicles for Metrolinx and for Toronto Transit Commission (TTC) in Toronto.

In Asia/Pacific, sales amounted to €1.0 billion, accounting for 14% of the Group's sales. These sales were driven by the ramp-up of the production of electric locomotives in India and MetropolisTM trains for Sydney metro extension in Australia and the continued execution of the systems contract for the Bangkok monorail trains in Thailand and the IGBT 3-phase propulsion sets for Indian Railways.

In Africa/Middle East/Central Asia, sales stood at €0.6 billion, contributing 7% to the Group's total sales. The systems contracts for the Cairo monorail trains in Egypt and the rolling stock contract for the X'TrapolisTM Mega commuter trains in South Africa are the main sales contributors within the region.

4.2 Research & development

During the first half of fiscal year 2021/22, research and development gross costs amounted to €259 million, i.e. 3.5% of sales, reflecting the Group's continuous investments in innovation to develop smarter and greener mobility solutions, supporting Alstom In Motion strategy and is based on three pillars: Autonomous mobility, Data factory and Mobility orchestration. Net R&D amounts to €220 million before PPA amortisation.

Half-Year ended Half-Year ended
30 September 30 September
(in € million) 2021 2020
R&D Gross costs (259) (178)
R&D Gross costs (in % of Sales) 3.5% 5.1%
Funding received 4 0 4 5
Net R&D spending (219) (133)
Development costs capitalised during the period 34 39
Amortisation expense of capitalised development costs (*) (73) (31)
R&D expenses (in P&L) (258) (125)
R&D expenses (in % of Sales) 3.5% 3.6%

(*) For the first half year ended 30 September 2021, including €(38) million of amortisation expenses of the purchase price allocation of Bombardier Transportation.

Alstom continued its research and development effort on the very high-speed trains Avelia HorizonTM range. The first 2 pre-serial trains are in production with first power car and passenger vehicle under functional tests. The first full trainset assembly is scheduled by end 2021. The development of international configuration is ongoing, with a focus on On-board Signalling and Power Supply evolutions required for European corridors

As part of Alstom in Motion Strategy, the group further invested in Regional and Green Traction solutions. Alstom is offering a complete range of products for Catenary Free operation: fuel cell trains, battery trains and power car. The offer at train level is supported by the development of standard bricks for fuel cell, battery and power electronics enabling to adapt the offer to the customer use case.

Also, part of the spends were focused on HealthHubTM, a predictive maintenance solution, which is now the backbone for Rolling Stock and Infrastructures maintenance solutions also merged with Orbita Solution.

The group has continued its development on notable Signalling solutions like the ERTMS level 2 on-board solution, in particular to equip the entire Norwegian railway fleet with ATLASTM on-board train control solution and its CBTC solutions Urbalis FluenceTM and Urbalis 400TM for metros and tramways, with the launch of Fluence Baseline 2 addressing worldwide market.

In addition, Alstom also continued its development on the ICONIS™ suite for Operational Control Centers, maximizing traffic fluidity and orchestrating operations from distance and new generation interlocking solution, with the ARGOS partnership with SNCF signed in September 2020.

4.3 Operational performance

In the first half of fiscal year 2021/22, Alstom's combined adjusted EBIT reached €335 million, equivalent to a 4.5% operational margin, as compared to €263 million or 7.5% during same period of last year for Alstom on a stand-alone basis.

The operational margin percentage was impacted by the integration of Bombardier Transportation's legacy projects. Cost of sales at Alstom are primarily, but not only, made up of raw material procurement, applicative and system engineering, manufacturing and supply chain labour costs, as well as subcontracted services.

Selling and Administrative costs as a percentage of sales represented 6.3% for the combined group.

Over the period, the contribution resulting from the inclusion of the share in net income of the equity-accounted investments whose activity are considered as part of the operating activities of the Group amounted to €77 million, increasing from the €24 million reported last year. The contribution from CASCO Signal Limited joint-ventures amounted to €24m, whereas former Bombardier Transportation joint-ventures contributed €53m.

4.4 From adjusted EBIT to adjusted net profit

During the first half of fiscal year 2021/22, Alstom recorded restructuring and rationalization charges of €(47) million consisting mainly of expenses related to the closure of Aptis for €(33) million (including €(21)million exceptional impact from Aptis activities in the first semester following Alstom's announced and planned discontinuance of Aptis activities) and €(14) million linked mainly to various initiatives in Italy, the UK, Canada and in the United States.

Integration, acquisition and other costs amounted to €(32) million, consisting of costs related to the integration of Bombardier Transportation for an amount of €(32) million.

Over the period, no Covid-19 incremental costs or related inefficiencies costs have been reported. During the same period last fiscal year, Covid-19 incremental costs and related inefficiencies costs amounted to €(68) million for Alstom on a stand-alone basis.

Taking into consideration restructuring, integration, acquisition costs and other non-operating items, Alstom's combined EBIT before amortisation of assets exclusively valued when determining the purchase price allocation ("PPA") stood at €179 million. This compares to adjusted €197 million in the same period last fiscal year for Alstom on a stand-alone basis.

Net financial expenses of the period amounted to €(20) million, as compared to €(23) million in the same period last fiscal year for Alstom on a stand-alone basis. An overall stability that is due to a more favorable FX impact which compensates the additional financial interest expenses resulting from the acquisition of Bombardier Transportation.

The Group recorded an income tax charge of €(43) million in the first half of fiscal year 2021/22 on its reported profit before PPA, representing an effective tax rate of 27% and, comparing to €(38) million for the same period last fiscal year .

The share in net income from equity investments amounted to €65 million, mainly attributable to strong performance of CASCO Signal Limited joint-venture as well as Bombardier Sifang (Qingdao) Transportation Ltd. and Bombardier NUG Propulsion System Co. Ltd.

Net profit attributable to non-controlling interest totalled €9 million, compared to €5 million in the same period last fiscal year for Alstom on a stand-alone basis.

Adjusted net profit, representing the group's combined share of net profit from continued operations excluding PPA net of tax amounts to €172 million for the first half of fiscal year 2021/22. This compares to a adjusted net profit of €168 million in the same period last fiscal year for Alstom on a stand-alone basis.

4.5 From adjusted net profit to net profit

Amortisation of assets exclusively valued when determining the purchase price allocation ("PPA") in the context of business combination amounted to €(217) million before tax, including €(210) million related to Bombardier Transportation and €(7) million related to other former business combinations such as GE Signalling, EKZ and Nomad. Positive tax effect associated with the PPA amount to €21 million in this first semester compared to €0.5 million last year.

Group's share of net profit from continued operations attributable to equity holders of the parent, including net effect from PPA after tax for €(196) million, stood at €(24) million, compared to €161 million in the same period last fiscal year for Alstom stand-alone scope.

The net profit from discontinued operations stood at €(2) million. As a result, the Group's combined Net profit (Group share) stood at €(26) million for the first half of fiscal year 2021/22, compared to €170 million in the same period last fiscal year for Alstom on a stand-alone basis.

5. Free cash-flow

Half-Vear ended Half-Year ended
30 September 30 September
(in € million) 2021 2020
EBIT before PPA 179 197
Depreciation and amortisation (before PPA) 226 94
Restructuring variation 10 (15)
Capital expenditure (135) (54)
R&D capitalisation (34) (39)
Change in working capital * (1,697) (433)
Financial cash-out (10) (21)
Tax cash-out (86) (30)
Other 85 48
FREE CASH FLOW (1,461) (253)

* Change in working capital for €1,697 million corresponds to the €1,763 million changes in working capital resulting from operating activities disclosed in the condensed interim consolidated financial statements from which the €66 million variations of restructuring provisions and of corporate tax and other tax have been excluded.

The Group's Free Cash Flow stands at €(1,461) million for the first half of fiscal year 2021/22 as compared to €(253) million during the comparable period last year on a Alstom stand-alone basis.

As expected, the cash generation was, notably impacted by an unfavourable €(1,697) million change in working capital compared to €(433) million during the same period last year on a stand-alone basis; owing to continued projects stabilisation effortsrelated to Bombardier Transportation legacy projects, project working capital phasing and industrial ramp-up.

Depreciation and amortisation excluding PPA amounted to €226million (€443 million including PPA), compared to adjusted €94 million last year excluding PPA (€101 million including PPA). Right-of-use assets amortisation this semester, amounted to €69 million compared to €33 million for the first semester of fiscal year 2020/21, representing a € 36 million increase mainly attributable to the Bombardier Transportation contribution in the combined group.

Financial cash-out has decreased by €10 million mainly due to last year's repayment of senior bonds.

From April to September 2021, Alstom spent €135 million in capital expenditures. Apart from investments required to maintain assets in operational state across our industrial footprint, major investments include the remaining developments to support readiness of manufacturing activities in France (La Rochelle) or in India (Sri City) as well as the necessary investment to achieve our production rates in Ameca (South Africa), Americas (Hornell), France (Crespin, Le Creusot, Valenciennes) and UK (Derby).

"Other" Free Cash Flow items as listed above reached €85 million this semester and included mainly dividends from Casco Signal Limited, Transmashholding (TMH) and Bombardier Transportation Chinese joint-ventures.

6. Net Cash/(debt)

At 30 September 2021, the Group recorded a net debt position of €(2,526) million, compared to the € (899) million net cash balance that the group reported on 31 March 2021. This €(1,627) million decrease is mainly driven by Free Cash Flow consumption.

In addition to its available cash and cash equivalents, amounting to €1,139 million at 30 September 2021, the Group benefits from strong liquidity with:

  • €1,750 million short term Revolving Credit Facility having a 10-month maturity, and two 6-month extension options at the borrower's discretion. This facility is undrawn at September closing;
  • €1,500 million Revolving Credit Facility having a five-year tenor and a remaining one-year extension option. A first one-year extension option has been successfully exercised in September 2021 with all lenders' consent. This facility is also undrawn at September closing.

With these RCF's lines, the group benefits from €4,389 million of liquidity available, backing up the Negotiable European Commercial Paper program increased at €2,500 million in July.

7. Equity

The Group Equity on 30 September 2021 amounted to €9,194 million (including non-controlling interests), from €9,117 million on 31 March 2020, mostly impacted by:

  • net profit from the first half of fiscal year 2020/21 of €(26) million (Group share);
  • actuarial hypothesis variation on pensions (recorded in equity) of €119 million net of tax;
  • currency translation adjustment of €25 million.

8. Subsequent events

The Group has not identified any subsequent event requiring recognition or disclosure in these financial statements.

9. Non-GAAP financial indicators definitions

This section presents financial indicators used by the Group that are not defined by accounting standard setters.

9.1 Orders received

A new order is recognised as an order received only when the contract creates enforceable obligations between the Group and its customer.

When this condition is met, the order is recognised at the contract value.

If the contract is denominated in a currency other than the functional currency of the reporting unit, the Group requires the immediate elimination of currency exposure using forward currency sales. Orders are then measured using the spot rate at inception of hedging instruments.

9.2 Book-to-bill

The book-to-bill ratio is the ratio of orders received to the amount of sales traded for a specific period.

9.3 Adjusted Gross Margin before PPA

Adjusted Gross Margin before PPA is a Key Performance Indicator to present the level of recurring operational performance. It represents the sales minus the cost of sales, adjusted to exclude the impact of amortisation of assets exclusively valued when determining the purchase price allocations ("PPA") in the context of business combination as well as non-recurring "one off" items that are not supposed to occur again in following years and are significant.

9.4 Adjusted EBIT and EBIT before PPA

9.4.1 Adjusted EBIT

Adjusted EBIT ("aEBIT") is the Key Performance Indicator to present the level of recurring operational performance. This indicator is also aligned with market practice and comparable to direct competitors.

Starting September 2019, Alstom has opted for the inclusion of the share in net income of the equity-accounted investments into the aEBIT when these are considered to be part of the operating activities of the Group (because there are significant operational flows and/or common project execution with these entities). This mainly includes Chinese joint-ventures, namely CASCO joint-venture for Alstom as well as, following the integration of Bombardier Transportation, Bombardier Sifang (Qingdao) Transportation Ltd and Bombardier NUG Propulsion System Co. Ltd.

aEBIT corresponds to Earning Before Interests and Tax adjusted for the following elements:

  • net restructuring expenses (including rationalization costs);
  • tangibles and intangibles impairment;
  • capital gains or loss/revaluation on investments disposals or controls changes of an entity;
  • any other non-recurring items, such as some costs incurred to realize business combinations and amortization of an asset exclusively valued in the context of business combination, as well as litigation costs that have arisen outside the ordinary course of business;
  • and including the share in net income of the operational equity-accounted investments.

A non-recurring item is a "one-off" exceptional item that is not supposed to occur again in following years and that is significant.

Adjusted EBIT margin corresponds to Adjusted EBIT expressed as a percentage of sales.

9.4.2 EBIT before PPA

Following the Bombardier Transportation acquisition and with effect from these Fiscal year 2021/22 condensed interim consolidated financial statements, Alstom decided to introduce the "EBIT before PPA" indicator aimed at restating its Earnings Before Interest and Taxes ("EBIT") to exclude the impact of amortisation of assets exclusively valued when determining the purchase price allocations ("PPA") in the context of business combination. This indicator is also aligned with market practice.

The non-GAAP measure adjusted EBIT (aEBIT hereafter) and EBIT before PPA indicators reconcile with the GAAP measure EBIT as follows:

Half-Year ended Half-Year ended
30 Septemb er 30 Septemb er
(in € million) 2021 2020
Adjusted Earnings Before Interest and Taxes (aEBIT) 335 263
aEBIT (in % of Sales) 4.5% 7.5%
Restructuring and rationalisation costs (47) (7)
Impairment loss and other (32) 33
Covid-19 inefficiencies & incremental costs 0 (68)
Reversal of Net Interest in Equity Investees pick-up (77) (24)
EARNING BEFORE INTEREST AND TAXES (EBIT) BEFORE PPA 179 197
PPA amortisation* (217) (7)
EARNING BEFORE INTEREST AND TAXES (EBIT) (38) 190

(*) Gross amount before tax.

9.5 Adjusted net profit

Following the Bombardier Transportation acquisition, Alstom decided to introduce the "adjusted net profit" indicator aimed at restating its net profit from continued operations (Group share) to exclude the impact of amortisation of assets exclusively valued when determining the purchase price allocations ("PPA") in the context of business combination, net of the corresponding tax effect. This indicator is also aligned with market practice.

This non-GAAP measure adjusted net profit indicator reconciles with the GAAP measure Net profit from continued operations attributable to equity holders (net profit – Group share) as follows:

(in € million) Half-Year ended
30 Sep temb er
2021
Half-Year ended
30 Sep temb er 2020
Adjusted Net Profit 172 168
Amortization of assets valued when determining the purchase price allocation (196) (7)
NET PROFIT FROM CONTINUED OPERATIONS ATTRIBUTABLE TO EQUITY HOLDERS (24) 161

9.6 Free cash flow

Free Cash Flow is defined as net cash provided by operating activities less capital expenditures including capitalised development costs, net of proceeds from disposals of tangible and intangible assets. Free Cash Flow does not include any proceeds from disposals of activity.

The most directly comparable financial measure to Free Cash Flow calculated and presented in accordance with IFRS is net cash provided by operating activities.

A reconciliation of Free Cash Flow and net cash provided by operating activities is presented below:

Half-Year ended Half-Year ended
30 September 30 September
(in € million) 2021 2020
Net cash provided by / (used in) operating activities (1,293) (162)
Of which operating flows provided / (used) by discontinued operations
Capital expenditure (including capitalised R&D costs) (169) (92)
Proceeds from disposals of tangible and intangible assets 1
FREE CASH FLOW (1,461) (253)

Alstom uses the Free Cash Flow both for internal analysis purposes as well as for external communication as the Group believes it provides accurate insight into the actual amount of cash generated or used by operations.

During the first half of fiscal year 2021/22, the Group Free Cash Flow was at €(1,461) million compared to €(253) million during the same period of the previous year on a stand-alone basis.

9.7 Capital employed

Capital employed corresponds to hereafter-defined assets minus liabilities.

  • Assets: sum of goodwill, intangible assets, property, plant and equipment, equity-accounted investments and other investments, other non-current assets (other than those related to financial debt and to employee defined benefit plans), inventories, costs to fulfil a contract, contract assets, trade receivables and other operating assets;
  • Liabilities: sum of non-current and current provisions, contract liabilities, trade payables and other operating liabilities.

At the end of September 2021, capital employed stood at €12,873 million, compared to €2,881 million at the end of September 2020. This movement is mainly attributable to the goodwill resulting from the Bombardier Transportation acquisition for €7.8 billion (see Note 1.1), and to the integration of Bombardier Transportation assets and liabilities measured at their fair value at the date of acquisition (see Note 1.1).

Half-Year ended Year ended
30 September 30 September
(in € million) 2021 2020
Non current assets 17,242 4,470
less deferred tax assets (403) (226)
less non-current assets directly associated to financial debt (153) (163)
Capital employed - non current assets (A) 16,686 4,081
Current assets 12,913 8,234
less cash & cash equivalents (1,139) (1,953)
less other current financial assets (37) (25)
Capital employed - current assets (B) 11,736 6,256
Current liabilities 15,845 7,407
less current financial debt (1,075) (384)
plus non current lease obligations 615 458
less other obligations associated to financial debt (153) (163)
plus non current provisions 316 137
Capital employed - liabilities (C) 15,549 7,456
CAPITAL EMPLOYED (A)+(B)-(C) 12,873 2,881

9.8 Net cash/(debt)

The net cash/(debt) is defined as cash and cash equivalents, marketable securities and other current financial asset, less borrowings. On 30 September 2021, the Group recorded a net cash level of €(2,526) million, as compared to the net cash position of €843 million on 30 September 2020 on a stand-alone basis.

Half-Year ended Half-Year ended
30 September 30 September
(in € million) 2021 2020
Cash and cash equivalents 1,139 1,953
Other current financial assets 37 25
Jess:
Current financial debt 1,074 384
Non current financial debt 2,628 751
NET CASH/(DEBT) AT THE END OF THE PERIOD (2,526) 843

9.9 Pro forma like-for-like New Alstom

The "Pro forma like-for-like New Alstom" variations, orders and sales, correspond to the like-for-like variation of Alstom after the acquisition of Bombardier Transportation integrating Bombardier Transportation over the comparable periods preceding the acquisition.

The pre-acquisition financial data used to calculate the "Pro forma like-for-like New Alstom" variations, sales, are extracted from the historical accounts of Alstom and Bombardier Transportation respectively. In order to ensure the comparability of the results, the pro forma restatements as presented in chapter 3 of the URD "Unaudited Pro Forma Condensed Financial Information as of March 31, 2021" have been applied. Data related to the commercial performance correspond to orders intake recorded by Alstom and Bombardier Transportation integrating Bombardier Transportation over the comparable periods preceding the acquisition.

These indicators are not presented on an organic basis and, therefore, are not restated in order to eliminate the impact of changes in scope of consolidation and changes resulting from the translation of the accounts into euro following the variation of foreign currencies against the euro.

Sales Q1 2020/21 and Q2 2020/21 of Bombardier Transportation were converted at the average quarterly foreign exchange rate EUR/USD of 1/1.1004 for Q1 and 1/1.1648 for Q2, communicated in Bombardier Inc Q2 and Q3 2020 financial report. Orders received Q1 2020/21 and Q2 2020/21 of Bombardier Transportation were converted at the quarterly closing foreign exchange rate EUR/USD of 1/1.1284 for Q1 and 1/1.1702 for Q2, as communicated in Bombardier Inc Q2 and Q3 2020 financial report.

9.10 Adjusted income statement, EBIT and Adjusted Net profit

This section presents reconciliation between consolidated income statement and the MD&A management view.

(in € millions) Total Etats Adjustments
Financiers In come
Consollidés State ment
(GAAP) (1) (2) (3) (Man age ment
View)
September 30, 2021
Sales 7,443 7,443
Cost of sales (6,694) 179 21 (6,494)
Adjusted Gross Margin before PPA (1)(2) 749 179 21 949
R&D expenses (258) 38 (220)
Selling expenses (162) (162)
Administrative expenses (309) (309)
Equity pick-up 77 77
Adjusted EBIT (1)(2) 20 217 21 77 335
Other income / (expenses) (28) (21) (79)
Equity pick-up (reversal) (77) (77)
EBIT / EBIT before PPA (2) (38) 217 179
Financial income б 6
Financial expenses (26) (26)
Pre-tax income (58) 217 159
Income tax Charge (22) (21) (43)
Share in net income of equity-accounted investments દિદ દિદ
Net profit (loss) from continued operations (15) 196 181
Net (profit) loss attributable to non controlling interests (a) (a)
Net profit (loss) / Adjusted Net Profit (loss) (2) (24) 196 172
Purchase Price Allocation (PPA) (196) (196)
Net profit (loss) from discontinued operations (2) (2)
Net profit (Group share) (26) (26)

Adjustments 30 September 2021:

  • (1) Impact of business combinations: amortization of assets exclusively valued when determining the purchase price allocation (PPA), including corresponding tax effect;
  • (2) Impact of Aptis closure: reclassification of operational results as non-recurring items following Alstom's announced and planned discontinuance of Aptis activities;
  • (3) Reclassification of share in net income of the equity-accounted investments when these are considered to be part of operating activities of the Group.
(in € millions) Total Etats Ajustements Total Adjusted
Financiers Income
Consolidés Statement
(GAAP) (1) (2) (3) (Management
View)
30 septembre 2020
Sales 3,518 3,518
Cost of sales (2,952) 68 (2,884)
Adjusted Gross Margin before PPA (1)(2) 566 - 6 8 - 634
R&D expenses (125) (125)
Selling expenses (101) (101)
Administrative expenses (169) (169)
Equity pick-up - 24 24
Adjusted EBIT (1)(2) 171 - 6 8 24 263
Other income / (expenses) 19 7 (68) (42)
Equity pick-up (reversal) - (24) (24)
EBIT / EBIT before PPA (2) 190 7 - - 197
Financial income 1 1
Financial expenses (24) (24)
Pre-tax income 167 7 - - 174
Income tax Charge (38) (1) (39)
Share in net income of equity-accounted investments 3 7 3 7
Net profit (loss) from continued operations 166 7 - - 173
Net (profit) loss attributable to non controlling interests (5) (5)
Net profit (loss) / Adjusted Net Profit (loss) (2) 161 7 - - 168
Purchase Price Allocation (PPA) - (7) (7)
Net profit (loss) from discontinued operations 9 9
Net profit (Group share) 170 - - - 170

Note: (1) figures not reported as such in the income statement

Note: (2) Alternative performance indicator for management reporting only

Adjustments 30 September 2020:

  • (1) Impact of business combinations: amortisation of assets exclusively valued when determining the purchase price allocation (PPA), including corresponding tax effect;
  • (2) Impact from Covid-19 reclassified as non- recurring items;
  • (3) Reclassification of share in net income of the equity-accounted investments when these are considered to be part of operating activities of the Group.

Condensed interim consolidated financial statements

30 September 2021

INTERIM CONSOLIDATED INCOME STATEMENT

Half-year ended
(in € million) Note At 30 September 2021 At 30 September 2020
Sales (4) 7,443 3,518
Cost of sales (6,694) (2,952)
Research and development expenses (5) (258) (125)
Selling expenses (162) (101)
Administrative expenses (309) (169)
Other income/(expenses) (6) (58) 19
Earnings Before Interests and Taxes (38) 190
Financial income (7) 6 1
Financial expense (7) (26) (24)
Pre-tax income (58) 167
Income Tax Charge (8) (22) (38)
Share in net income of equity-accounted investments (13) 65 37
Net profit (loss) from continuing operations (15) 166
Net profit (loss) from discontinued operations (9) (2) 9
NET PROFIT (LOSS) (17) 175
Net profit (loss) attributable to equity holders of the parent (26) 170
Net profit (loss) attributable to non controlling interests 9 5
Net profit (loss) from continuing operations attributable to:
• Equity holders of the parent (24) 161
• Non controlling interests 9 5
Net profit (loss) from discontinued operations attributable to:
• Equity holders of the parent (2) 9
• Non controlling interests - -
Earnings (losses) per share (in €)
• Basic earnings (losses) per share (10) (0.07) 0.75
• Diluted earnings (losses) per share (10) (0.07) 0.75

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Half-year ended
(in € million) Note At 30 September 2021 At 30 September 2020
Net profit (loss) recognised in income statement (17) 175
Remeasurement of post-employment benefits obligations (22) 145 (50)
Equity investments at FVOCI - 4
Income tax relating to items that will not be reclassified to profit or loss (26) -
Items that will not be reclassified to profit or loss 119 (46)
Fair value adjustments on cash flow hedge derivatives (1) 24
Costs of hedging reserve (4) (25)
Currency translation adjustments (*) (16) 26 (119)
Income tax relating to items that may be reclassified to profit or loss - -
Items that may be reclassified to profit or loss 21 (120)
of which from equity-accounted investments (13) 41 (35)
TOTAL COMPREHENSIVE INCOME 123 9
Attributable to:
• Equity holders of the parent 113 5
• Non controlling interests 10 4
Total comprehensive income attributable to equity shareholders arises from :
• Continuing operations 115 (4)
• Discontinued operations (2) 9
Total comprehensive income attributable to non controlling interests arises from :
• Continuing operations 10 4
• Discontinued operations - -

(*)Includes currency translation adjustments on actuarial gains and losses for €1 million as of 30 September 2021 (€3 million as of 30 September 2020).

INTERIM CONSOLIDATED BALANCE SHEET

Assets

(in € million) Note At 30 S ep tem b er 20 21 At 31 Ma rch 20 21
Goodwill (11) 9,331 9,200
Intangible assets (11) 2,840 2,800
Property, plant and equipment (12) 2,577 2,550
Investments in joint-venture and associates (13) 1,500 1,466
Non consolidated investments 8 1 7 7
Other non-current assets (14) 510 435
Deferred Tax 403 541
Tota l n on -cu rren t a s s ets 17,242 17,0 6 9
Inventories (15) 3,207 2,962
Contract assets (15) 3,978 2,715
Trade receivables 2,602 2,299
Other current operating assets (15) 1,950 1,913
Other current financial assets (18) 3 7 2 8
Cash and cash equivalents (19) 1,139 1,250
Tota l cu rren t a s s ets 12,913 11,16 7
Assets held for sale (9) 173 330
TOTAL AS S ETS 30 ,328 28 ,56 6

Equity and Liabilities

(in € million) Note At 30 S ep tem b er 20 21 At 31 Ma rch 20 21
Equity attributable to the equity holders of the parent (16) 9,111 9,039
Non controlling interests 8 3 7 8
Tota l equ i ty 9,194 9,117
Non current provisions (15) 316 295
Accrued pensions and other employee benefits (22) 1,322 1,359
Non-current borrowings (20) 2,628 1,651
Non-current lease obligations (20) 615 590
Deferred Tax 152 108
Tota l n on -cu rren t l i a b i l i ti es 5,0 33 4,0 0 3
Current provisions (15) 2,015 2,014
Current borrowings (20) 1,075 526
Current lease obligations (20) 151 161
Contract liabilities (15) 6,196 5,457
Trade payables 2,956 3,207
Other current liabilities (15) 3,452 3,464
Tota l cu rren t l i a b i l i ti es 15,8 45 14,8 29
Liabilities related to assets held for sale (9) 256 617
TOTAL EQUITY AND LIABILITIES 30 ,328 28 ,56 6

INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS

Half-year ended
(in € million) Note At 30 Septemb er 2021 At 30 Septemb er 2020
Net profit (loss) (17) 175
Depreciation, amortisation and impairment (11)/(12) 443 101
Expense arising from share-based payments 1 4 7
Cost of net financial debt and costs of foreign exchange hedging, net of interest paid and received (a)
and other change in provisions
(2) (4)
Post-employment and other long-term defined employee benefits 1 2 7
Net (gains)/losses on disposal of assets (1) 1
Share of net income (loss) of equity-accounted investments (net of dividends received) (13) 9 (2)
Deferred taxes charged to income statement 1 2 1 4
Net cash provided b y operating activities - b efore changes in working capital 470 299
Changes in working capital resulting from operating activities (b ) (15) (1,763) (461)
Net cash provided b y/(used in) operating activities (1,293) (162)
Proceeds from disposals of tangible and intangible assets 1 1
Capital expenditure (including capitalised R&D costs) (169) (92)
Increase/(decrease) in other non-current assets (14) 1 8 1 2
Acquisitions of businesses, net of cash acquired (2) (40) (39)
Disposals of businesses, net of cash sold (1) (6)
Net cash provided b y/(used in) investing activities (191) (124)
Of which investing flows provided / (used) by discontinued operations (9) - (6)
Capital increase/(decrease) including non controlling interests 2 1
Dividends paid including payments to non controlling interests (45) -
Issuances of bonds & notes (20) 1,200 -
Changes in current and non-current borrowings (20) 327 154
Changes in lease obligations (20) (74) (52)
Changes in other current financial assets and liabilities - (46)
Net cash provided b y/(used in) financing activities 1,410 5 7
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (74) (229)
Cash and cash equivalents at the beginning of the period 1,250 2,175
Net effect of exchange rate variations (37) 7
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD (19) 1,139 1,953
(a) Net of interests paid & received (10) (13)
(b) Income tax paid (86) (30)
Half-year ended
(in € million) At 30 September 2021 At 30 September 2020
Net cash/(debt) variation analysis
Changes in cash and cash equivalents (74) (229)
Changes in other current financial assets and liabilities - 46
Changes in bonds and notes (1,200) -
Changes in current and non-current borrowings (327) (154)
Net debt of acquired/disposed entities at acquisition/disposal date and other variations (26) 2
Decrease/(increase) in net debt (1,627) (335)
Net cash(debt) at the begining of the period (899) 1,178
NET CASH/(DEBT) AT THE END OF THE PERIOD (2,526) 843

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Equity
attributable
to the
Number of
outstanding
Additional
paid-in
Retained Actuarial
gains and
Cash-flow Currency
translation
equity
holders of
Non
controlling
(in € million, except for number of shares) shares Capital capital earnings losses hedge adjustment the parent interests Total equity
At 31 March 2020 225,973,782 1,581 980 1,610 (275) (3) (622) 3,271 5 7 3,328
Movements in other comprehensive income - - - (22) (46) 2 3 (120) (165) (1) (166)
Net income for the period - - - 170 - - - 170 5 175
Total comprehensive income - - - 148 (46) 23 (120) 5 4 9
Change in controlling interests and others - - - (3) - - - (3) (1) (4)
Dividends - - - - - - - - - -
Issue of ordinary shares under long term incentive
plans
862,298 7 - (7) - - - - - -
Recognition of equity settled share-based payments 33,682 - 1 7 - - - 8 - 8
At 30 September 2020 226,869,762 1,588 981 1,755 (321) 20 (742) 3,281 6 0 3,341
Movements in other comprehensive income - - - 1 7 148 (17) 131 278 2 280
Net income for the period - - - 7 7 - - - 7 7 7 8 4
Total comprehensive income - - - 9 4 148 (17) 131 356 9 365
Change in controlling interests and others - - - 2 - - - 2 1 4 1 6
Dividends - - - - - - - - (5) (5)
Capital increase by issuance of new shares 144,262,351 1,011 4,046 5 2 - - - 5,109 - 5,109
Fair value adjustment of consideration transferred(*) - 287 - - - - 287 - 287
Issue of ordinary shares under long term incentive
plans
- (2) - 2 - - - - - -
Recognition of equity settled share-based payments 69,680 1 1 3 - - - 5 - 5
At 31 March 2021 371,201,793 2,598 5,315 1,908 (173) 3 (611) 9,039 7 8 9,117
Movements in other comprehensive income - - - (2) 119 (3) 2 5 139 1 140
Net income for the period - - - (26) - - - (26) 9 (17)
Total comprehensive income - - - (28) 119 (3) 25 113 1 0 123
Change in controlling interests and others - - - (16) - - 3 (12) (5) (18)
Dividends convertible into share - - - (48) - - - (48) - (48)
Dividends paid in cash - - - (45) - - - (45) - (45)
Capital increase by issuance of new shares 1,401,876 1 0 38 - - - - 48 - 48
Fair value adjustment of consideration transferred - - - - - - - - - -
Issue of ordinary shares under long term incentive
plans
699,487 5 - (5) - - - - - -
Recognition of equity settled share-based payments 88,590 1 1 1 4 - - - 1 6 - 1 6
At 30 September 2021 373,391,746 2,614 5,354 1,780 (54) - (583) 9,111 8 3 9,194

* As required under IFRS3, the consideration subscribed in Alstom shares by way of set off has been measured at fair value based on the market price of Alstom's shares issued at Completion Day the 29 January 2021 (see Note 1.1)

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

A. MAJOR EVENTS AND CHANGES IN SCOPE OF CONSOLIDATION 28
Note 1. Major events 28
Note 2. Changes in consolidation scope 31
B. ACCOUNTING POLICIES AND USE OF ESTIMATE 32
Note 3. Accounting policies 32
C. SEGMENT INFORMATION 34
Note 4. Segment information 34
D. OTHER INCOME STATEMENT 35
Note 5. Research and development expenditure 35
Note 6. Other income and expenses 36
Note 7. Financial income and expenses 36
Note 8. Taxation 37
Note 9. Financial statements of discontinued operations and assets held for sale 37
Note 10. Earnings (losses) per share 38
E. NON-CURRENT ASSETS 39
Note 11. Goodwill and intangible assets 39
Note 12. Property, plant and equipment 40
Note 13. Investments in Joint Ventures and Associates 41
Note 14. Other non-current assets 43
F. WORKING CAPITAL 44
Note 15. Working Capital 44
G. EQUITY AND DIVIDENDS 47
Note 16. Equity 47
Note 17. Distribution of dividends 47
H. FINANCING AND FINANCIAL RISK MANAGEMENT 47
Note 18. Other current financial assets 47
Note 19. Cash and cash equivalents 48
Note 20. Financial debt 48
Note 21. Financial instruments and financial risk management 49
I. POST-EMPLOYMENT AND OTHER LONG-TERM DEFINED EMPLOYEE BENEFITS 50
Note 22. Post-employment and other long-term defined employee benefits 50
J. CONTINGENT LIABILITIES AND DISPUTES 51
Note 23. Disputes 51
K. OTHER NOTES 57
Note 24. Related parties 57
Note 25. Subsequent events 57
Note 26. Scope of consolidation 58

Alstom is a leading player in the world rail transport industry. As such, the Company offers a complete range of solutions, including rolling stock, systems, services as well as signalling for passenger and freight railway transportation. It benefits from a growing market with solid fundamentals. The key market drivers are urbanisation, environmental concerns, economic growth, governmental spending, and digital transformation.

In this context, Alstom has been able to develop both a local and global presence that sets it apart from many of its competitors, while offering proximity to customers and great industrial flexibility. Its range of solutions, one of the most complete and integrated on the market, and its position as a technological leader, place Alstom in a unique situation to benefit from the worldwide growth in the rail transport market. Lastly, in order to generate profitable growth, Alstom focuses on operational excellence and its product mix evolution.

The condensed interim consolidated financial statements are presented in euro and have been authorized for issue by the Board of Directors held on 9 November 2021.

A. MAJOR EVENTS AND CHANGES IN SCOPE OF CONSOLIDATION

NOTE 1. MAJOR EVENTS

1.1 The acquisition of Bombardier Transportation

On 29 January 2021, Alstom announced the completion of the acquisition of Bombardier Transportation. Leveraging on its clear Alstom in Motion strategy and its strong operational fundamentals and financial trajectory, Alstom, integrating Bombardier Transportation, strengthens its leadership in the growing sustainable mobility market by reaching a critical size in all geographies and integrating further solutions and assets to better serve its customers worldwide.

Purchase price accounting

From an accounting perspective, the consideration transferred amounted to €5.4 billion. It corresponds to the sum of the fair values, at closing date, of the shares and the cash transferred by Alstom. The number of Alstom's shares has been determined based on the contractual purchase price. Accordingly, as required under IFRS 3, the subscription by way of set off has been measured based on the fair value of Alstom's shares issued at the Completion Date, which is represented by the market price of Alstom's shares at 29 January 2021.

Fair value of the consideration transferred (in € million) 5,382
Consideration paid in cash (in € million) 1,964
Fair value of the consideration subscribed in Alstom shares by way of set off (in € million) 3,418
Alstom's closing share price as of 29 January 2021 (in €) 44.86
Acquisition Agreement) 76,184,296
Number of shares allocated to CDPQ and Bombardier Inc. (based on the share prices agreed in the

Moreover, Bombardier Transportation's identifiable assets and liabilities were measured at their fair value on the date on which Alstom acquired control of the company. The adjusted preliminary allocation of Bombardier Transportation purchase price to the assets acquired and liabilities assumed is as follows:

Fair Value at 29 January 2021
(in € million) Note Preliminary
allocation
31 March 2021
Variation Preliminary
allocation
30 Sep temb er 2021
Intangible assets (11) 2,365 232 2,597
Property, plant and equipment 1,197 8 1,205
Investments in joint-venture and associates 713 - 713
Inventories (15) 1,157 (23) 1,134
Net contract assets / (liabilities) (15) (2,676) (3) (2,679)
Other net assets / (liabilities) (*) (15) (3,094) (185) (3,279)
Accrued pensions and other employee benefits (934) (4) (938)
Net financial debt (1,133) 1 (1,132)
Net deferred taxes assets / (liabilities) 152 (140) 1 2
Non controlling interests (13) 4 (9)
FAIR VALUE OF ASSETS/ (LIABILITIES) ATTRIBUTABLE TO THE SHAREHOLDERS OF THE GROUP (2,266) (110) (2,376)
Consideration transferred 5,382 - 5,382
Preliminary goodwill 7,648 110 7,758

(*) including €1,511 million of provisions to compare with €1,509 million disclosed in the preliminary allocation of March 2021 (thereof €1,077 million on risk on contracts to compare with €1,083 million disclosed in the preliminary allocation of March 2021)

As part of the on-going review of the purchase price allocation, the table above includes mainly the following adjustments to the preliminary allocation disclosed at 31 March 2021:

  • The detailed review of the intangible assets of Bombardier Transportation led to the recognition of additional fair value for Customer-Related intangible assets (particularly backlog) as well as technology acquired for respectively €217 and €15 million;
  • The Group adjusted working capital aggregates on few contracts almost completed based on additional information received about facts and circumstances existing as of acquisition date as well as refined Business Plans;
  • The Net deferred taxes assets /(liabilities) linked to the price purchase allocation adjustments have been reallocated to Legal Entities and countries based on additional information impacting tax rate as well as Deferred tax recognition. Changes to the preliminary fair values of intangible assets have also been taken in consideration.

The following methods were used to measure the fair value of the intangible assets, Property, plant and equipment and Investments in joint-venture and associates acquired:

Assets acquired Description of the valuation approach
Customer-related intangib le assets: Multi-Period Excess Earning Method (MPEEM)
Backlog / Customer relationships /
Options / Bids
The multi-period excess earnings method considers the present value of net cash flows expected to be generated by the
customer contracts or relationships, after remuneration of the contributory assets necessary to the execution of contracts.
Relief from Royalty method / Cost approach
The relief-from-royalty method considers the discounted royalty payments that are expected to be avoided as a result of
Technology-related Intangib le assets the technology being owned.
The cost approach reflects the fair value of an asset based of costs (to be) incurred to develop similar asset, after
consideration of its obsolescence.
Property, plant and equipment Market comparison technique and cost technique.
The valuation model considers market prices for similar items when they are available, and depreciated replacement cost
when appropriate.
Investments in Joint Ventures and
associates
Discounted Dividend Method, Discounted Cash Flows Method and/or Net Book Value

At the acquisition date, the adjusted preliminary fair value of the Customer-Related intangible assets amounts to €2,109 million and €481 million for the technology acquired.

According to IFRS 3, Alstom recognized and measured the deferred tax assets and liabilities arising from the assets acquired and liabilities assumed in this business combination in accordance with IAS 12 Income Taxes, considering the applicable tax rate of the entities to which the assets and liabilities belong.

The Group still may adjust the provisional amounts recognized within one year from the acquisition date. In that event, any differences compared to the provisional amounts will be recognized as a retrospective adjustment against goodwill. The adjusted provisional goodwill recognized on the transaction amounts to €7.8 billion. The purchase price allocation exercise will be fully finalized in the second semester 2021/22.

The goodwill is mainly attributable to the Bombardier Transportation's workforce, its portfolio of products and solutions, the synergies expected to be achieved from the integration of Bombardier Transportation within Alstom (including improvement of profitability) and the potential of new businesses based on current market dynamics.

Other acquisition related topics

The Group incurred over the first semester €(32) million for acquisition as well as integration costs attributable to the Bombardier Transportation's acquisition. Those costs are recognized as expenses in the periods in which they were incurred, and the services were received (see Note 6).

In addition, the amortisation of the Purchase Price Allocation related to tangibles and intangibles assets is accounted by nature for €(210) million in the Profit and Loss statement of the Group out of €(217) million for the whole Group thereof €(178) million in Cost of sales and €(39) million in R&D costs.

The update of the preliminary Purchase Price Allocation has no significant impact on the 2 months period starting at the acquisition date to March 2021 closing date.

Next steps

Alstom will finalize sales of certain assets of the combined Group in line with the commitments described in the European Commission's press release on 31 July 2020 and classified as Assets Held for Sale (see Note 9):

  • A transfer of Bombardier Transportation's contribution to the V300 ZEFIRO very high-speed train and an offer of IP license to Hitachi for the train co-developed by Hitachi and Bombardier Transportation for use in future very high-speed tenders in the UK;
  • The divestment of the Alstom Coradia Polyvalent and the Reichshoffen production site in France.

Concerning the divestment of the Bombardier Talent 3 Platform, the scope of remedies has been adjusted on the first semester 2021/2022 to exclude current Talent 3 commercial contracts as well as the related production facility located within the Hennigsdorf site in Germany. The remaining Assets Held for Sale on the Talent 3 platform are related mainly to Intellectual property rights and workforce (subject to conditions).

The commitments concerning Bombardier Transportation's Signalling On-Board Units and Train Control Management Systems (TCMS) has been put in place.

The divestitures will comply with all applicable social processes and consultations with employee representatives' bodies.

1.2 Shareholding and governance

On 2 June 2021, Bouygues S.A. sold 11,000,000 Alstom S.A. shares, representing 2.96% of Alstom's share capital. At the end of this transaction, Bouygues retained 0.16% of the share capital of Alstom.

NOTE 2. CHANGES IN CONSOLIDATION SCOPE

2.1 New acquisitions

2.1.1 SpeedInnov

Through its affiliate SpeedInnov, a joint venture created in 2015 with ADEME, Alstom focused on its 'Very high-speed train of the future' project, aiming to promote a new generation of very high-speed trainset which will reduce acquisition and operating costs by at least 20%, optimize the environmental footprint and develop the commercial offer to improve passenger experience. In this context, Alstom subscribed to a capital increase in this joint venture in an amount of €15 million in September 2021 increasing its stake from 74.0% to 75.4% with no change in the consolidation method (Joint control).

2.1.2 Others

On 1 April 2021, Alstom acquired the totality of Helion Hydrogen Power shares, a company based in France and renamed "Alstom Hydrogène". This promising, innovation-driven company, previously a 100% subsidiary of AREVA Energies Renouvelables, is specialized in high power fuel cells, thus complementing Alstom's expertise in hydrogen technology.

On 2 April 2021, Alstom fully acquired Flertex a group based in France, specialized in the design and manufacture of brake linings (pads and shoes) for braking systems, particularly for the rail industry but also for other industrial applications.

The table below presents the aggregated impact of the other acquisitions as per IFRS 3 recommendation:

(in € million) Other acquisition
Total non-current assets 10
Total current assets 8
Total assets 18
Total non-current liabilities 6
Total current liabilities 7
Total liabilities 13
FAIR VALUE OF ASSETS/ (LIABILITIES) ATTRIBUTABLE TO THE SHAREHOLDERS OF THE GROUP 5
Consideration price 18
Preliminary goodwill 13

Preliminary Goodwill amounts to €13 million for other acquisitions. The purchase price allocations are not fully completed and will be finalized within twelve months after the acquisition date. Their contributions to the sales of the group are not material.

2.2 Updated acquisitions

2.2.1 Bombardier Transportation Acquisition

According to the application of IFRS3-R, the preliminary PPA determined at March 2021 has been reassessed at 30 September 2021 (see Note 1.1).

2.2.2 Others

On 30 June 2020, Alstom acquired the totality of IBRE (International Braking & Railway Equipment) shares, a company based in France and renamed "Alstom IBRE". This company is specialized in the development, the manufacturing, and the supply of railway brake discs. Their reliable high-quality products are recognized by the most important European railway administrations. The entity is fully consolidated in the Group's accounts. The price allocation is now fully completed and generates a goodwill amounting to €4 million. Its contribution to the sales of the group is not material.

On 1 March 2021, Alstom fully acquired B&C Transit's shares and on 31 March 2021, Alstom fully acquired RSB BV's shares. The purchase price allocations of both entities are not fully completed and will be finalized within twelve months after the acquisition date. The contribution to the sales of the Group of both companies is not material.

B. ACCOUNTING POLICIES AND USE OF ESTIMATE

NOTE 3. Accounting policies

3.1 Basis of preparation of the condensed interim consolidated financial statements

Alstom ("the Group") condensed interim consolidated financial statements for the half-year ended 30 September 2021 are presented and have been prepared in accordance with the International Financial Reporting Standards (IFRS) and interpretations published by the International Accounting Standards Board (IASB), endorsed by the European Union and which application was mandatory at 1 April 2021, and in accordance with IAS 34, Interim Financial Reporting. This standard provides that condensed interim financial statements do not include all the information required under IFRS for the preparation of annual consolidated financial statements. These condensed interim consolidated financial statements must therefore be read in conjunction with the Group's consolidated financial statements at 31 March 2021.

The accounting policies and measurement methods used to prepare these condensed interim consolidated financial statements are identical to those applied by the Group at 31 March 2021 and described in Note 2 to the consolidated financial statements for the year ended 31 March 2021, except:

  • New standards and interpretations mandatorily applicable presented in paragraph 3.2 below;
  • The specific measurement methods of IAS 34 applied for the preparation of condensed interim consolidated financial statements regarding estimate of tax expense (as described in Note 8) and Post-employment and other long term employee defined benefits valuations (as described in Note 22).

3.2 New standards and interpretations mandatorily applicable for financial periods beginning on 1 April 2021

Two amendments are applicable at 1 April 2021 and endorsed by European Union:

  • Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 Interest Rate Benchmark Reform Phase 2. Alstom is currently ensuring the transition process to the new indices benchmarks. No significant impact is expected so far associated with this reform;
  • Amendments to IFRS 16 Leases Covid 19-Related Rent Concessions beyond 30 June 2021 with no impact on the condensed interim consolidated financial statements;

Moreover, following IFRIC committee's decision of May 2021 regarding IAS19, specifically concerning the attribution of post-employment benefits to periods of service, analyses were launched to assess the impacts at Group level. Only 7 plans (of which 6 in France) have been identified as impacted by this change in accounting method. However, considering the consensus achieved lately end of September on the application rules in France, impacts will be accounted for in financial statements as of 31 March 2022.

3.3 New standards and interpretations not yet mandatorily applicable

New standards and interpretations endorsed by the European Union not yet mandatorily applicable

• Several amendments to IFRS 3 Business Combinations, IAS 16 Property, Plant and Equipment, IAS 37 Provisions, Contingent Liabilities and Contingent Assets and Annual Improvements 2018-2020. All these amendments will be applicable for annual periods beginning after 1 January 2022.

New standards and interpretations not yet approved by the European Union:

  • Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Noncurrent. The amendments will be applicable for annual periods beginning after 1 January 2023;
  • Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies. The amendments will be applicable for annual periods beginning after 1 January 2023;
  • Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates. The amendments will be applicable for annual periods beginning after 1 January 2023;
  • Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction. The amendments will be applicable for annual periods beginning after 1 January 2023.

The potential impacts of all those new pronouncements are currently being analyzed.

C. SEGMENT INFORMATION

NOTE 4. SEGMENT INFORMATION

The financial information of Alstom Group is regularly reviewed by the Executive Committee, identified as Chief Operating Decision Maker, for assessing performance and allocating resources. This reporting presents Key Performance Indicators at Group level. The reassessment of segment information performed after Bombardier Transportation's acquisition did not change the analysis that strategic decisions and resource allocation are still driven based on this reporting.

Sales by product

Half-ye ar e nde d
(in € million) At 30 S ep tem b er 20 21 At 30 S ep tem b er 20 20
Rolling stock 4,285 1,713
Services 1,559 662
Systems 522 452
Signalling 1,077 691
TOTAL GROUP 7,443 3,518

Sales by country of destination

(in € million) Half-year ended
At 30 S ep tem b er 20 21 At 30 S ep tem b er 20 20
Europe 4,620 2,017
of which France 1,256 617
Americas 1,226 557
Asia & Pacific 1,045 424
Africa/Middle-East /Central Asia 552 520
TOTAL GROUP 7,443 3,518

Backlog by product

(in € million) At 30 Sep tem b er 20 21 At 31 Ma rch 20 21
Rolling stock 38,983 39,052
Services 24,420 24,737
Systems 6,348 4,692
Signalling 6,611 6,056
TOTAL GROUP 76,362 74,537

Backlog by country of destination

(in € million) At 30 S ep tem b er 20 21 At 31 Ma rch 20 21
Europe 41,681 40,804
of which France 13,004 12,226
Americas 11,653 10,491
Asia & Pacific 11,398 11,209
Africa/Middle-East /Central Asia 11,630 12,033
TOTAL GROUP 76,362 74,537

Information about major customers

No external customer represents individually 10% or more of the Group's consolidated sales.

D. OTHER INCOME STATEMENT

NOTE 5. RESEARCH AND DEVELOPMENT EXPENDITURE

Half-year ended
(in € million) At 30 Sep temb er 2021 At 30 Sep temb er 2020
Research and development gross cost (259) (178)
Funding received 4 0 4 5
Research and develop ment sp ending, net (219) (133)
Development costs capitalised during the period 34 39
Amortisation expenses(*) (73) (31)
RESEARCH AND DEVELOPMENT EXPENSES (258) (125)

(*) For the first half-year ended 30 September 2021, including €(38) million of amortization expenses of the purchase price allocation of Bombardier Transportation (see Note 1.1).

As of end of September 2021, Alstom Group invested €259 million in Research and Development, notably to develop:

  • The very high-speed trains Avelia HorizonTM range. The first 2 pre-serial trains are in production with first power car and passenger vehicle under functional tests. The first full trainset assembly is scheduled by end 2021. The development of international configuration is ongoing, with a focus on On-board Signalling and Power Supply evolutions required for European corridors;
  • As part of Alstom in Motion Strategy, the group further invested in Regional and Green Traction solutions. Alstom is offering a complete range of products for Catenary Free operation: fuel cell trains, battery trains and power car. The offer at train level is supported by the development of standard bricks for fuel cell, battery and power electronics enabling to adapt the offer to the customer use case;
  • Also, part of the spends were focused on HealthHubTM, a predictive maintenance solution, which is now the backbone for Rolling Stock and Infrastructures maintenance solutions also merged with Orbita Solution;
  • The group has continued its development on notable Signalling solutions like the ERTMS level 2 on-board solution, in particular to equip the entire Norwegian railway fleet with ATLASTM on-board train control

solution and its CBTC solutions Urbalis FluenceTM and Urbalis 400TM for metros and tramways, with the launch of Fluence Baseline 2 addressing worldwide market;

• In addition, Alstom also continued its development on the ICONIS™ suite for Operational Control Centers, maximizing traffic fluidity and orchestrating operations from distance and new generation interlocking solution, with the ARGOS partnership with SNCF signed in September 2020.

NOTE 6. OTHER INCOME AND EXPENSES

Half-year ended
(in € million) At 30 Sep temb er 2021 At 30 Sep temb er 2020
Restructuring and rationalisation costs (26) (7)
Impairment loss and other (32) 26
OTHER INCOME / (EXPENSES) (58) 1 9

In the 6 months period ended 30 September 2021, restructuring and rationalization costs are mainly related to the adaptation of the means of production including the APTIS activity.

Over the period ended at 30 September 2021, Impairment loss and other represent €(32) million of incremental costs related to Bombardier Transportation's acquisition as well as integration.

Amortisation expense of assets exclusively acquired in the context of business combinations previous to Bombardier Transportation (booked until March 2021 in other expense) is prospectively recognized in costs of sales for backlog, product and project as well as customer relationships, and in R&D costs for acquired technology. The amortisation of the previous PPA amounting to €7 million at September 2021 as well as September 2020 is not material at group level.

NOTE 7. FINANCIAL INCOME AND EXPENSES

Half-year ended
(in € million) At 30 Septemb er 2021 At 30 Septemb er 2020
Interest income 5 1
Interest expense on borrowings and on lease obligations (18) (15)
NET FINANCIAL INCOME/(EXPENSES) ON DEBT (13) (14)
Net cost of foreign exchange hedging 1 9 3
Net financial expense from employee defined benefit plans (13) (5)
Financial component on contracts 5 6
Other financial income/(expenses) (18) (13)
NET FINANCIAL INCOME/(EXPENSES) (20) (23)

Net financial income/(expenses) on debtis the cost of borrowings net of income from cash and cash equivalents. As of 30 September 2021, interest income amounts to €5 million, representing the remuneration of the Group's cash position over the period, while interest expenses amount to €(18) million, with €(5) million of interest expenses on lease obligations.

The net effect of foreign exchange hedging of €19 million includes primarily the amortised cost of carry (forward points) of foreign exchange hedging implemented to hedge the exposures in foreign currency arising from commercial contracts and from hedging of intercompany financial positions.

The net financial expense from employee defined benefit plans of €(13) million represents the interest costs on obligations net of interest income from fund assets calculated using the same discount rate.

The financial component of €5 million is the recognition of financial revenue under IFRS15 for a specific project.

Other net financial income/expenses of €(18) million include mainly bank and other fees of which a large part relates to commitment fees paid on guarantees facilities, revolving facilities and fees paid on bonds.

NOTE 8. TAXATION

Income tax charge of €(22) million as of 30 September 2021 is recognized based on management's estimate of the projected effective tax rate for the whole financial year applied to the pre-tax income of the interim period and takes into consideration discrete items for €26 million, including notably uncertain tax positions updates. Due to negative pre-tax income, effective tax rate of the period is not meaningful: excluding the €217 million amortisation of Purchase Price Allocation related to tangibles and intangibles assets (see Note 1.1), effective tax rate is 27% as compared to 23% as at 30 September 2020.

NOTE 9. FINANCIAL STATEMENTS OF DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

9.1 Discontinued Operations

Accounting methods and principles applicable to discontinued operations are identical to those used at 30 September 2020 and 31 March 2021.

The line "Net profit from discontinued operations", recognized in the Interim Consolidated Income Statement, includes the reassessment of liabilities related to the disposal of activities. Over the period ending 30 September 2021, Alstom recognized a €(2) million loss.

In the context of the General Electric transaction, the release of some conditional and unconditional parent company guarantees formerly issued, mainly by Alstom Holdings SA, to cover obligations of the former Energy affiliates amount of €5.7 billion. The Group benefits from a general indemnification from General Electric in these matters.

9.2 Assets held for sale

As mentioned in Note 1.1, Alstom considers that the conditions for the application of IFRS5 are met with respect to the remedies in connection with Bombardier Transportation's acquisition, even if this disposal is not yet finalized at 30 September 2021.

Therefore, the following assets and liabilities presented in Assets and Liabilities held for sale correspond to the divestment of:

  • Alstom's mainline Coradia Polyvalent platform and related production facility located in Reichshoffen in France;
  • Former Bombardier Transportation's mainline Talent 3 platform;

• Former Bombardier Transportation's assets currently contributing to its joint very high-speed platform with Hitachi, the "Zefiro V300".

Compared to March 2021, the scope has been adjusted on the first semester 2021/2022 to exclude current Talent 3 commercial contracts as well as the related production facility located within the Hennigsdorf site in Germany. The remaining Assets Held for Sale on the Talent 3 platform are related mainly to Intellectual property rights and workforce (subject to conditions). Would have the data at end of March 2021 been adjusted, Assets held for sale and Liabilities held for sale would have amounted to respectively €204 million and €279 million (versus €330 million and €617 million disclosed).

Additionally, the group of assets held for sale considered for each transaction is measured at the lower of its carrying amount and fair value less costs to sell. A non-current asset, while part of disposal classified as held for sale, is neither depreciated nor amortised.

The overall impact of the assets/liabilities held for sale is presented in the table below:

(in € million) At 30 September 2021
Goodwill & Intangible assets 4 9
Property, plant and equipment 4 0
Total non-current assets 8 9
Inventories & Contract assets 6 0
Trade receivables & other current assets 24
Total current assets 8 4
TOTAL ASSETS HELD FOR SALE 173
(in € million) At 30 September 2021
Total non-current liabilities 1 5
Current provisions & contract liabilities 196
Trade payables & Other current liabilities 4 4
Total current liabilities 240
TOTAL LIABILITIES HELD FOR SALE 256

As this disposal group does not meet the definition of discontinued operations, Profit and Loss is presented within the current activities of the Group. The costs to sell this disposal group amount to €3 million at 30 September 2021.

NOTE 10. EARNINGS (LOSSES) PER SHARE

Half-year ended
(in € million) At 30 September 2021 At 30 September 2020
Net Profit (Loss) attributable to equity holders of the parent :
• From continuing operations (24) 161
• From discontinued operations (2) 9
EARNINGS (LOSSES) ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT (26) 170
Half-year ended
number of shares At 30 Sep temb er 2021 At 30 Sep temb er 2020
Weighted average numb er of ordinary shares used to calculate b asic earnings p er share 372,057,621 226,576,921
Effect of dilutive instruments other than bonds reimbursable with shares:
• Stock options and performance shares (LTI plan) 1,187,249 1,500,745
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES USED TO CALCULATE DILUTED EARNINGS PER SHARES 373,244,870 228,077,666
Half-year ended
(in €) At 30 Sep temb er 2021 At 30 Sep temb er 2020
Basic earnings (losses) per share (0.07) 0.75
Diluted earnings (losses) per share (0.07) 0.75
Basic earnings (losses) per share from continuing operations (0.06) 0.71
Diluted earnings (losses) per share from continuing operations (0.06) 0.71
Basic earnings (losses) per share from discontinued operations (0.01) 0.04
Diluted earnings (losses) per share from discontinued operations (0.01) 0.04

E. NON-CURRENT ASSETS

NOTE 11. GOODWILL AND INTANGIBLE ASSETS

11.1 Goodwill

At 31 March 2021 Acquisition and
adjustments on other
Translation
adjustments and other
(in € million) At 31 March 2021 Adjusted (*) preliminary goodwill Disposals changes At 30 Septemb er 2021
GOODWILL 9,200 9,310 1 1 - 1 0 9,331
Of which:
Gross value 9,200 9,310 1 1 - 1 0 9,331
Impairment - - - - - -

(*) Adjusted figures includes the update of the preliminary Purchase Price Allocation of Bombardier Transportation (see Note 1.1)

Movements between 31 March 2021 adjusted and 30 September 2021 include mainly the acquisition of Alstom Hydrogène and Flertex (see Note 2).

Goodwill is reviewed for impairment at least annually and whenever events or circumstances indicate that it might be impaired.

Based on additional information received about facts and circumstances existing as of acquisition date as well as refined Business Plans, Bombardier Transportation's goodwill was slightly adjusted and fully rationalized at acquisition date (see Note 1.1).

The Group did not identify any triggering events and therefore no impairment test was deemed necessary at 30 September 2021.

11.2 Intangible assets

(in € million) At 31 March 2021 At 31 March 2021
Adjusted (*)
Additions / disposals /
amortisation /
imp airment
Other changes including
translation adjustments
and other scope
variation
At 30 Septemb er 2021
Development costs 1,411 1,411 34 (1) 1,444
Other intangible assets 3,040 3,272 1 9 31 3,322
Gross value 4,451 4,683 5 3 3 0 4,766
Development costs (1,089) (1,089) (35) - (1,124)
Other intangible assets (562) (562) (219) (21) (802)
Amortisation and imp airment (1,651) (1,651) (254) (21) (1,926)
Development costs 322 322 (1) (1) 320
Other intangible assets 2,478 2,710 (200) 1 0 2,520
NET VALUE 2,800 3,032 (201) 9 2,840

(*) Adjusted figures includes the update of the preliminary Purchase Price Allocation of Bombardier Transportation (see Note 1.1)

NOTE 12. PROPERTY, PLANT AND EQUIPMENT

Other changes
Additions / including
translation
amortisation / adjustments and At 30 Septemb er
(in € million) At 31 March 2021 imp airment Disposals scope variation 2021
Land 276 - - 1 277
Buildings 2,594 7 5 (5) 4 5 2,709
Machinery and equipment 1,914 21 (5) 33 1,963
Constructions in progress 153 7 5 (2) (29) 197
Tools, furniture, fixtures and other 330 1 2 (1) 8 349
Gross value 5,267 183 (13) 5 8 5,495
Land (14) - - - (14)
Buildings (1,143) (105) 4 (1) (1,245)
Machinery and equipment (1,316) (68) 6 (14) (1,392)
Constructions in progress (3) - - - (3)
Tools, furniture, fixtures and other (241) (17) 1 (7) (264)
Amortisation and imp airment (2,717) (190) 1 1 (22) (2,918)
Land 262 - - 1 263
Buildings 1,451 (30) (1) 4 4 1,464
Machinery and equipment 598 (47) 1 1 9 571
Constructions in progress 150 7 5 (2) (29) 194
Tools, furniture, fixtures and other 8 9 (5) - 1 8 5
NET VALUE 2,550 (7) (2) 3 6 2,577

The commitments of fixed assets which are mainly composed of property, plant and equipment and intangible assets amount to €56 million at 30 September 2021 (€43 million at 31 March 2021).

Right-of-Use

Property, Plant and Equipment balances include Right-of-Use related to Leased Assets for the following amounts:

Other changes of
Additions / which translation
amortisation / adjustments and At 30 Sep temb er
(in € million) At 31 March 2021 imp airment Disp osals scop e variation 2021
Land 9 - - - 9
Buildings 680 6 1 (15) 20 746
Machinery and equipment 25 1 (1) - 25
Tools, furniture, fixtures and other 4 4 1 0 (5) - 4 9
Gross value 758 7 2 (21) 2 0 829
Buildings (164) (58) 1 5 - (207)
Machinery and equipment (10) (3) 1 - (12)
Tools, furniture, fixtures and other (19) (8) 5 - (22)
Amortisation and imp airment (193) (69) 2 1 - (241)
Land 9 - - - 9
Buildings 516 3 - 20 539
Machinery and equipment 1 5 (2) - - 1 3
Tools, furniture, fixtures and other 25 2 - - 27
NET VALUE 565 3 - 2 0 588

NOTE 13. INVESTMENTS IN JOINT VENTURES AND ASSOCIATES

Financial information

Share in equity Share of net income
Half-year ended Half-year ended
(in € million) At 30 Sep temb er 2021 At 31 March 2021 At 30 Sep temb er 2021 At 30 Sep temb er 2020
TMH Limited 482 480 (2) 1 8
Bombardier Sifang (Qingdao) Transportation Ltd 427 400 1 6 -
Other Associates 240 248 36 24
Associates 1,149 1,128 5 0 4 2
Bombardier NUG Propulsion System Co. Ltd. 153 148 20 -
SpeedInnov JV 103 101 (11) (5)
Other Joint ventures 9 5 8 9 6 -
Joint ventures 351 338 1 5 (5)
TOTAL 1,500 1,466 6 5 3 7

Movements during the period

(in € million) At 30 Sep temb er 2021 At 31 March 2021
Op ening b alance 1,466 693
Share in net income of equity-accounted investments after impairment 6 5 8 3
Dividends (73) (55)
Acquisitions (*) 1 4 27
Scope Variations - 713
Translation adjustments and other 28 5
CLOSING BALANCE 1,500 1,466

(*) Mainly related to capital increase in Speed Innov joint venture in September 2021 (see Note 2).

13.1 TMH Limited

For practical reason, to be able to get timely and accurate information, data as of 30 June 2021 and 31 December 2020 are retained and booked within Alstom's 30 September 2021 and 31 March 2021 accounts. The length of the reporting periods and any difference between the ends of the reporting periods remain the same from period to period to allow

comparability and consistency. The summarized financial information (at 100%) presented below are the figures disclosed in the financial statements of TMH Limited at 30 June 2021 and 31 December 2020 and are established in accordance with IFRS. These financial statements, established in Rubles, were converted to euros based on the rates used by the Group at 30 September 2021 and 31 March 2021.

Balance sheet

TMH Limited TMH Limited
(in € million) At 30 June 2021 At 31 Decemb er 2020 (*)
Non-current assets 3,546 3,433
Current assets 3,096 2,452
TOTAL ASSETS 6,642 5,885
Equity-attributable to the owners of the parent company 2,601 2,591
Equity-attributable to non-controlling interests 283 258
Non current liabilities 1,263 1,189
Current liabilities 2,495 1,847
TOTAL EQUITY AND LIABILITIES 6,642 5,885
Equity interest held by the Group 20% 20%
NET ASSET 520 518
Goodwill 39 37
Impairment of share in net asset of equity investments (31) (30)
Other (46) (52)
CARRYING VALUE OF THE GROUP'S INTERESTS 482 473

(*) Following the changes in the accounting policy regarding revenue recognition on long-term service agreements, the figures reported in December 2020 have been restated, changing from a total Group Carrying value of €480 million to €473 million.

Income statement

TMH Limited TMH Limited
Half Year Half Year
(in € million) 30 June 2021 30 June 2020
Sales 2,046 2,020
Net income from continuing operations (47) 9 8
Share of non-controlling interests (6) -
Net income attrib utab le to the owners of the p arent comp any (53) 9 8
Equity interest held by the Group 20% 20%
Share in the net income (11) 1 9
Total share in the net income (11) 1 9
Other items 9 (1)
GROUP'S SHARE IN THE NET INCOME (2) 1 8

13.2 Bombardier Sifang (Qingdao) Transportation LTD

The table below presents the management summarized financial information (at 100%) of Bombardier Sifang (Qingdao) Transportation Ltd at 30 September 2021:

Balance sheet

BST Ltd BST Ltd
(in € million) At 30 Sep temb er 2021 At 31 March 2021
Non-current assets 296 296
Current assets 1,162 1,173
TOTAL ASSETS 1,458 1,469
Equity-attributable to the owners of the parent company 726 675
Current liabilities 732 794
TOTAL EQUITY AND LIABILITIES 1,458 1,469
Equity interest held by the Group 50% 50%
NET ASSET 363 338
Preliminary goodwill 6 4 6 2
CARRYING VALUE OF THE GROUP'S INTERESTS 427 400

Income statement

BST Ltd
Half Year
(in € million) 30 Sep temb er 2021
Sales 371
Net income from continuing operations 32
Net income attrib utab le to the owners of the p arent comp any 3 2
Equity interest held by the Group 50%
GROUP'S SHARE IN THE NET INCOME 1 6

13.3 Other associates

The Group's investment in other associates comprises investment in CASCO, held by the Group at 49%, for €135 million (of which €24 million of net profit) as well as other associates which are not significant on an individual basis. On aggregate, the net carrying value of Alstom's Investment represents €240 million as of 30 September 2021 (€248 million as of 31 March 2021).

NOTE 14. OTHER NON-CURRENT ASSETS

(in € million) At 30 Sep temb er 2021 At 31 March 2021
Financial non-current assets associated to financial debt (*) 153 165
Long-term loans, deposits and other (**) 357 270
Other non-current assets 510 435

(*) These non-current assets relate to a long-term rental of trains and associated equipment to a London metro operator (see Note 20).

(**) Including prepaid pension and other employee benefit costs assets amounting to €227 million as of 30 September 2021 (€ 135 million as of 31 March 2021).

F. WORKING CAPITAL

NOTE 15. WORKING CAPITAL

Variation
At 31 March 2021 (vs March 2021
(in € million) At 30 Sep temb er 2021 At 31 March 2021 Adjusted (*) Adjusted)
Inventories 3,207 2,962 2,962 245
Contract assets (*) 3,978 2,715 3,337 641
Trade receivables 2,602 2,299 2,299 303
Other current operating assets / (liabilities) (1,502) (1,551) (1,551) 4 9
Contract liabilities (*) (6,196) (5,457) (6,079) (117)
Provisions (2,331) (2,309) (2,309) (22)
Trade payables (2,956) (3,207) (3,207) 251
WORKING CAPITAL (3,198) (4,548) (4,548) 1,350

(*) Following detailed analysis performed during the first semester 2021/2022, for the sake of accurate presentation, contracts assets and liabilities have been both adjusted by €622 million to reflect the appropriate allocation per contract compared to preliminary one disclosed at end of March 2021.

Half-year ended
At 30 September
(in € million) 2021
Working capital at the beginning of the period (4,548)
Changes in working capital resulting from operating activities 1,763
Changes in working capital resulting from investing activities 9
Translation adjustments and other changes (*) (422)
Total changes in working capital 1,350
Working capital at the end of the period (3,198)

(*) Translation adjustments and other changes are mainly due to the IFRS5 reclassification (see Note 9.2).

15.1 Inventories

(in € million) At 30 Septemb er 2021 At 31 March 2021
Raw materials and supplies 2,194 1,887
Work in progress 1,313 1,153
Finished products 151 142
Inventories, gross 3,658 3,182
Raw materials and supplies (303) (211)
Work in progress (145) (4)
Finished products (3) (5)
Write-down (451) (220)
Inventories, net 3,207 2,962

15.2 Net contract Assets/(Liabilities)

At 31 March 2021 Variation
(in € million) At 30 Sep temb er 2021 At 31 March 2021 Adjusted (*) (vs March 2021 Adjusted)
Cost to fulfil a contract 36 26 26 1 0
Contract assets (*) 3,942 2,689 3,311 631
Total contract assets 3,978 2,715 3,337 641
Contract liabilities (*) (6,196) (5,457) (6,079) (117)
Net contract Assets/(Liab ilities) (2,218) (2,742) (2,742) 524

(*) Following detailed analysis performed during the first semester 2021/2022, for the sake of accurate presentation, contracts assets and liabilities have been both adjusted by €622 million to reflect the appropriate allocation per contract compared to preliminary one disclosed at end of March 2021.

Net contract Assets/(Liabilities) include down payments as well as, in some specific cases, progress payments received in exchange of irrevocable and unconditional payment undertakings issued by the customer. This transaction is analyzed as an advance payment received on behalf of the customer under the supply contract.

Net contract Assets/(Liabilities) include down-payments for €2,265 million* at 30 September 2021 and €2,242 million* at 31 March 2021 of which respectively €340 million and €245 million on specific advance payments (as described above).

*former Bombardier Transportation figures not available

15.3 Other current operating assets & liabilities

(in € million) At 30 Septemb er 2021 At 31 March 2021
Down payments made to suppliers 214 237
Corporate income tax 147 6 4
Other taxes 470 488
Prepaid expenses 9 8 113
Other receivables 408 335
Derivatives relating to operating activities 248 280
Remeasurement of hedged firm commitments in foreign currency 365 396
Other current operating assets 1,950 1,913
(in € million) At 30 Septemb er 2021 At 31 March 2021
Staff and associated liabilities 771 794
Corporate income tax 277 310
Other taxes 272 245
Deferred income 8 1 9
Trade payables with extended payment terms 390 408
Other payables 1,162 1,092
Derivatives relating to operating activities 249 400
Remeasurement of hedged firm commitments in foreign currency 250 206

Over the period ended 30 September 2021, the Group entered into agreements of assignment of receivables that lead to the derecognition of tax receivables for an amount of €16 million. The total disposed amount outstanding at 30 September 2021 is €123 million.

Bombardier Transportation negotiated extended payment terms of 210 to 240 days after delivery with certain of its suppliers, that have the possibility to early finance their receivables through a supply chain financing program supported by third parties. Those third parties are not committed, and suppliers have the right to return to original payment terms for future payables upon providing a minimum notice period. The Group considers that the balance of trade payables supported by the supply chain financing program does not have the nature of a financial debt as the extension of the payment terms are not contractually linked to the existence of the supply chain financing program. However, following IFRIC Update issued in December 2020, the Group decided to present the amounts of trade payables supported by the supply chain financing arrangement and exceeding regular payment terms on a dedicated line item of its balance sheet in the other current liabilities.

(in € million) At 31 March
2021
Additions Releases Applications Translation
adjustments
and other
At 30 Septemb er
2021
Warranties 591 129 (35) (116) 2 571
Risks on contracts 1,423 199 (25) (131) (22) 1,444
Current provisions 2,014 328 (60) (247) (20) 2,015
Tax risks & litigations 116 1 1 (3) (10) 1 1 125
Restructuring 5 2 24 - (13) - 6 3
Other non-current provisions 127 1 (7) (2) 9 128
Non-current provisions 295 3 6 (10) (25) 2 0 316
Total Provisions 2,309 364 (70) (272) - 2,331

15.4 Provisions

Provisions for warranties relate to estimated costs to be incurred over the residual contractual warranty period on completed contracts.

Provisions for risks on contracts relate to provisions on contract losses and to commercial disputes and operating risks. At 30 September 2021, risks on contracts additions flows includes mainly accounting effects due to positive variation orders booked during the period related to existing loss-making contract.

In relation to uncertain tax treatments and tax risks, the Group tax filings are subject to audit by tax authorities in most jurisdictions in which the Group operates. These audits may result in assessment of additional taxes that are subsequently resolved with the authorities or potentially through the courts. The Group believes that it has strong arguments against the questions being raised, that it will pursue all legal remedies to avoid an unfavorable outcome and that it has adequately provided for any risk that could result from those proceedings where it is probable that it will pay some amounts.

Restructuring provisions mainly derive from the adaptation of the means of production in certain countries, as Germany and France.

Other non-current provisions mainly relate to guarantees delivered or risks in connection with disposals, employee litigations, commercial disputes, and environmental obligations.

The management identifies and analyses on a regular basis current litigations and other risks, using its best estimate to assess, when necessary, provisions. These estimates take into account information available and different possible outcomes. Main disputes are described in Note 23.

G. EQUITY AND DIVIDENDS

NOTE 16. EQUITY

16.1 Capital

At 30 September 2021, the share capital of Alstom amounts to €2,613,742,222 consisting of 373,391,746 ordinary shares with a par value of €7 each. Over the period, the weighted average number of outstanding ordinary shares amounts to 372,057,621 after the dilutive effect of bonds reimbursable in shares "Obligations Remboursables en Actions" and to 373,244,870 after the effect of all dilutive instruments

During the period ended 30 September 2021:

  • 1,401,876 ordinary shares were issued under dividends;
  • 88,590 ordinary shares were issued under equity settled share-based payments;
  • 699,487 ordinary shares were issued under long term incentive plans.

16.2 Currency translation adjustment

As at 30 September 2021, the currency translation group reserve amounts to €(583) million.

The currency translation adjustment, presented within the consolidated statement of comprehensive income for €26 million, primarily reflects the effect of variations of the Chinese Yuan (€26 million), Russian Federation Rouble (€20 million), US Dollar (€11 million), Brazilian Real (€6 million), partially offset by Australian Dollar (€(15) million), British pound (€(9) million), Swiss Franc (€(4)million) against the Euro for the half-year ended 30 September 2021.

NOTE 17. DISTRIBUTION OF DIVIDENDS

The Combined Shareholders' Meeting, which took place on 28 July 2021, approved the dividend related to the 2020/21 fiscal year for an amount of €0.25 gross per share, and has decided to offer to each shareholder an option, for payment of such dividend to be made in cash or in new shares. The period to exercise the option ran from 4 August to 25 August 2021 included. At the end of the option period, 1,401,876 new shares were issued at a share price of 34.21 euros and amounted to €48 million. The cash dividend to be paid to the shareholders who did not elect to receive 2020/21 dividend in shares amounted to €45 million and the date for the payment was 31 August 2021.

H. FINANCING AND FINANCIAL RISK MANAGEMENT

NOTE 18. OTHER CURRENT FINANCIAL ASSETS

As at 30 September 2021, other current financial assets comprise the positive market value of derivatives instruments hedging financing activities.

(in € million) At 30 Sep temb er 2021 At 31 March 2021
Derivatives related to financing activities and others 37 28
OTHER CURRENT FINANCIAL ASSETS 3 7 2 8

NOTE 19. CASH AND CASH EQUIVALENTS

(in € million) At 30 Sep temb er 2021 At 31 March 2021
Cash 980 1,095
Cash equivalents 159 155
CASH AND CASH EQUIVALENT 1,139 1,250

In addition to bank open deposits classified as cash for €980 million, the Group invests in cash equivalents:

  • Bank term deposits that can be terminated at any time with less than three months notification period for an amount of €157 million (€154 million at 31 March 2021);
  • Euro money market funds for an amount of €2 million (€1 million at 31 March 2021) qualified as "monetary" or "monetary short-term" under the French AMF classification.

NOTE 20. FINANCIAL DEBT

Cash movements Non-cash
movements
(in € million) At 31 March 2021 Net cash
variation
Translation
adjustments and
other
At 30 Septemb er
2021
Bonds 1,434 1,189 1 2,625
Other borrowings 680 327 1 1 1,017
Derivatives relating to financing activities 6 2 - (6) 5 6
Accrued interests (*) 1 (10) 1 3 3
Borrowings 2,177 1,506 1 9 3,702
Obligations under finance leases - - - -
Lease obligations(**) 751 (74) 8 9 766
Total financial debt 2,928 1,432 108 4,468

(*) Paid interests are disclosed in the net cash provided by operating activities part in the cash flow statement. Net interests paid and received amount to €(5) million and those related to lease obligations amount to €(5) million.

(**) Lease obligations include obligations under long-term rental representing liabilities related to lease obligations on trains and associated equipment for €153 million at 30 September 2021 and €165 million at 31 March 2021 (see Note 14).

The change in borrowing over the period is mainly due to:

  • The execution of a €1,200 million two-tranche bond issuance in July 2021 (a €700 million 0.50% fixed coupon bond maturing in July 2030 and a €500 million 0.125% fixed coupon bond maturing in July 2027) to ensure a sound liquidity during the integration period of Bombardier Transportation;
  • The issuance of €750 million Negotiable European Commercial Papers under the group NEU CP program (from €250 million in March 21), all with maturities before 31 March 2022;
  • The decrease in liabilities due to third party providers in exchange for the right to customer payments in the amount of €86 million. This arrangement contracted by Bombardier Transportation prior to the acquisition by Alstom is at

its end and will fully disappear in Fiscal year 2022/2023. The total amount outstanding at 30 September 2021 is €132 million (from €218 million at March 2021).

The following table summarizes terms of the Group's bond:

Initial Nominal Maturity date Nominal interest Effective interest Accounting value at 30 Market value at 30
value (in € million) (dd/mm/yy) rate rate September 2021 September 2021
Alstom October 2026 700 14/10/2026 0,25% 0,38% 696 702
Alstom July 2027 500 27/07/2027 0,13% 0,21% 498 496
Alstom January 2029 750 11/01/2029 0,00% 0,18% 740 727
Alstom July 2030 700 27/07/2030 0,50% 0,62% 693 693
Total and weighted average rate 0,22% 0,35% 2 625 2 618

NOTE 21. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT

The main categories of financial assets and financial liabilities of the Group and Financial Risk Management are identical to those described in the consolidated financial statements at 31 March 2021.

Revolving Credit Facility

In addition to its available cash and cash equivalents, amounting to €1,139 million at 30 September 2021, the Group benefits from strong liquidity with:

  • €1,750 million short term Revolving Credit Facility having a remaining 10-month maturity, and two 6-month extension options at the borrower's discretion. This facility is undrawn at September closing;
  • €1,500 million Revolving Credit Facility having a five-year tenor and a remaining one-year extension option. A first one-year extension option has been successfully exercised in September 2021 with all lenders' consent. This facility is also undrawn at September closing.

With these RCF's lines, the group benefits from €4,389 million of liquidity available, backing up the NEUCP program increased at €2,500 million in July.

Commercial obligations

Contractual obligations of the Group towards its customers may be guaranteed by bank bonds or insurance bonds. Bank and insurance bonds may guarantee liabilities already recorded on the balance sheet as well as contingent liabilities.

To issue bonds & guarantees the Group relies on both uncommitted bilateral lines in numerous countries and the CGFA. This bilateral line contains a change of control clause, which may result in the program being suspended, in the obligation to procure new bonds & guarantees to replace outstanding bonds or to provide cash collateral, as well as early reimbursement of the other debts of the Group, as a result of their cross-default or cross-acceleration provisions.

In order to integrate Bombardier Transportation outstanding guarantees, Alstom Holdings has signed, on 26 November 2020, with 12 top tier banks, an Amendment and restatement of its Committed Guarantee Facility Agreement

("CGFA"), increasing the commitment from €3 billion to €9 billion, allowing issuance until 26 February 2024 of bonds & guarantees with tenors up to 7 years.

As at 30 September 2021, the total outstanding bonding guarantees related to contracts from continuing operations, issued by banks or insurance companies, amounted to €23.9 billion (€21.7 billion at 31 March 2021). The available amount under the Committed Guarantee Facility Agreement at 30 September 2021 amounts to €2.9 billion (€3.2 billion at 31 March 2021).

I. POST-EMPLOYMENT AND OTHER LONG-TERM DEFINED EMPLOYEE BENEFITS

NOTE 22. POST-EMPLOYMENT AND OTHER LONG-TERM DEFINED EMPLOYEE BENEFITS

The net liability on post-employment and on other long-term employee defined benefits is calculated using the latest valuation at the previous financial year closing date. Adjustments of actuarial assumptions are performed on main contributing areas (United Kingdom, Germany, France, Switzerland, Italy, Sweden, Canada, and the US) if significant fluctuations or one-time events have occurred during the 6 months period. The fair value of main plan assets was reviewed at 30 September 2021.

Discount rates for main geographic areas (weighted average rates)

(in %) At 30 Sep temb er 2021 At 31 March 2021
United Kingdom 2.05 2.15
Euro Zone 1.06 0.98
North America 3.17 3.22
Other 0.95 0.93

Movements of the period

At 30 September 2021, the net provision for post-employment benefits amounts to €1,095 million compared with €1,224 million at 31 March 2021. The variation of actuarial gains and losses arising from post-employment defined benefit plans recognized in the Other comprehensive income amounts to €145 million for the half-year ended 30 September 2021 because of both increase in plan assets value and evolution of the discount rate by geographic areas.

Other variations in the period ended 30 September 2021 mainly arose from service costs related to defined benefits that are consistent with costs incurred in the previous period, and with projections estimated in actuarial valuations performed at 31 March 2021.

J. CONTINGENT LIABILITIES AND DISPUTES

NOTE 23. DISPUTES

23.1 Disputes in the Group's ordinary course of business

The Group is engaged in several legal proceedings, mostly contract-related disputes that have arisen in the ordinary course of business. These disputes, often involving claims for contract delays or additional work, are common in the areas in which the Group operates, particularly for large long-term projects. In some cases, the amounts, which may be significant, are claimed against the Group, sometimes jointly with its consortium partners.

In some proceedings the amount claimed is not specified at the beginning of the proceedings. Amounts retained in respect of these litigations are taken into account in the estimate of margin at completion in case of contracts in progress or included in provisions and other current liabilities in case of completed contracts when considered as reliable estimates of probable liabilities. Actual costs incurred may exceed the amount of initial estimates because of a number of factors including the inherent uncertainties of the outcome of litigation.

23.2 Disputes outside the Group's ordinary course of business:

Asbestos

Some of the Group's subsidiaries are subject to civil proceedings in relation to the use of asbestos in France essentially as well as in Spain, in the United Kingdom and in the United States. In France, these proceedings are initiated by certain employees or former employees suffering from an occupational disease in relation to asbestos with the aim of obtaining a court decision allowing them to obtain a supplementary compensation from the French Social Security funds. In addition, employees and former employees of the Group not suffering from an asbestos related occupational disease have started lawsuits before the French courts with the aim of obtaining compensation for damages in relation to their alleged exposure to asbestos, including the specific anxiety damage.

The Group believes that the cases where it may be required to bear the financial consequences of such proceedings do not represent a material exposure. While the outcome of the existing asbestos-related cases cannot be predicted with reasonable certainty, the Group believes that these cases would not have any material adverse effect on its financial condition.

Alleged anti-competitive activities

Brazil

In July 2013, the Brazilian Competition Authority ("CADE") raided a number of companies involved in transportation activities in Brazil, including the subsidiaries of Alstom and Bombardier Transportation, following allegations of anticompetitive practices. After a preliminary investigation stage, CADE notified in March 2014 the opening of an administrative procedure against several companies, of which the Alstom's and Bombardier Transportation's subsidiaries in Brazil, and certain current and former employees of the Group.

CADE ruled in July 2019 a financial fine of BRL 133 million (approximately €20 million) on Alstom's subsidiary in Brazil as well as a ban to participate in public procurement bids in Brazil conducted by the Federal, State, and Municipal Public Administration over a period of 5 years. In parallel, CADE applied a financial penalty of BRL 23 million

(approximately €3.5 million) on Bombardier Transportation's subsidiary in Brazil (there is no ban to participate in public procurement bids in Brazil).

In September and December 2020, both Alstom and Bombardier Transportation's subsidiaries in Brazil filed a civil lawsuit before the Brasilia civil court aiming at suspending and ultimately cancelling the July 2019 ruling. Both subsidiaries obtained an injunction to suspend the effects of the administrative ruling until a final judgment is issued on the merits.

The public prosecutor of the State of Sao Paulo launched in May 2014 a civil action against the Group's subsidiaries in Brazil, along with a number of other companies, for a total amount asserted against all companies of BRL 2.5 billion (approximately €384 million) excluding interests and possible damages in connection with a transportation project. The Group's subsidiaries are actively defending themselves against this action.

In December 2014, the public prosecutor of the State of Sao Paulo also initiated a lawsuit against Alstom's subsidiaries in Brazil, along with a number of other companies related to alleged anti-competitive practices regarding the first phase of a train maintenance project, and in the last quarter of 2016, regarding a second phase of the said maintenance project. The Group's subsidiaries are actively defending themselves against this action.

In case of proven illicit practices, possible sanctions can include the cancellation of the relevant contracts, the payment of damage compensation, the payment of punitive damages and/or the dissolution of the Brazilian subsidiaries involved.

Italy

On 23rd of June 2020, a series of searches and arrests have been carried out by the Milan police under instructions of the Milan Prosecution Office as part of a preliminary investigation into alleged bribes and bid-rigging in connection with public tenders for Azienda Transporte Milanesi ("ATM"), the municipal public transport company and operator of the Milan Subway. The investigation concerns at least seven companies and 28 individuals, including three current employees and one former employee of Alstom Ferroviaria S.p.A (the "Alstom Italy employees").

The Prosecution Office alleges that the Alstom Italy employees engaged in bid-rigging under Article 353 of the Italian Criminal Code, including colluding with an employee of ATM, to obtain confidential technical information in order to secure an undue advantage in the tender process for a 2019 contract for the Milan subway. Alstom did not ultimately submit a bid in respect of this contract.

Alstom Ferroviaria S.p.A. is also subject to investigation regarding alleged violation of Legislative Decree No. 231/2001 ("Decree 231/2001") for not having implemented (or not having efficiently applied) a system of control capable to avoid the commission by its employees of corruption. A company may only be held liable under Decree 231 if the criminal misconduct of its employees is established. In such a case, a company may seek to defend itself from corporate liability under Decree 231/2001 by showing that it had adopted and effectively implemented an organizational model (known as a "Modello") to prevent misconduct and established an independent supervisory body (known as an "organismo di vigilenza") to oversee compliance with the Modello. Alstom Ferroviaria S.p.A. has adopted a Modello and has established an "organismo di vigilenza".

Alstom is conducting an internal investigation into the allegations discussed above in coordination with external counsel and has taken certain interim measures in response to the allegations of the Prosecution Office, in particular by suspending one of its employees of Alstom Ferroviaria S.p.A. The preliminary investigation by the Prosecution Office continues in parallel. Following its investigation, the Prosecution Office will decide whether to request a dismissal or to request an indictment.

Spain

The Spanish Competition Authority ("CNMC") opened a formal procedure end of August 2018 in connection with alleged irregularities in public tenders with the Spanish Railway Infrastructures Administrator ("ADIF") against eight competing companies active in the Spanish signaling market including Bombardier European Investments, S.L.U (BEI) and its parent company Bombardier Transportation (Global Holding) UK Limited, and Alstom Transporte SA and its parent Alstom SA. The inclusion of the parent company is typical of European competition authorities at the early stage of the proceedings. No Alstom or Bombardier managers were included in the file. In September 2020, the companies obtained access to the Statement of Objections in which the CNMC discloses the evidence gathered against the various participants in the alleged cartel in the Spanish signaling market. Both Alstom and Bombardier have submitted their defense paper rejecting all of CNMC allegations on the basis of absence of evidence. The Sub-directorate of the CNMC has submitted a Proposed Resolution end of March 2021 which both Alstom and Bombardier are rejecting. Both companies submitted their defence to the Council of the CNMC.

The Council of the CNMC ruled in September 2021 a financial fine of €22 million and €3.7 million on respectively Alstom's subsidiary and Bombardier Transportation's subsidiary in Spain. The council also ruled a ban to participate in public procurement bids in Spain. The scope and duration of the ban to participate in public procurement both for Alstom's and Bombardier Transportation' subsidiaries in Spain remain to be set by the State Public Procurement Advisory Board (Junta Consultiva de Contratación Pública del Estado). The Group believes that there are solid grounds for appeal and therefore for suspension of the payment of the fine and the ban to tender.

Pending investigations which relate to Bombardier Transportation

The matters described in this section relate to historical conduct involving Bombardier Transportation that occurred prior to Alstom's acquisition.

Bombardier Transportation is the subject of an audit of the World Bank Integrity Vice Presidency and participating in several investigations relating to allegations of corruption including by the Swedish Prosecution authority, the Special Investigation Unit (SIU) and National Prosecuting Authority (NPA) in South Africa and the DOJ.

With respect to these above-mentioned matters, Alstom and/or Bombardier Inc. are cooperating with the concerned authorities or institutions. These investigations or procedures may result in criminal sanctions, including fines which may be significant, exclusion of Group subsidiaries from tenders and third-party actions. In this context, Alstom has obtained a number of contractual protections in the acquisition of Bombardier Transportation to mitigate potential risks.

The matter under investigation by the Swedish authorities, the World Bank and the U.S. Department of Justice (DOJ) (cf. details below) is in relation to a 2013 contract for the supply of equipment and services to Azerbaijan Railways in the amount of approximately \$340 million (principally financed by the World Bank) awarded to a bidding consortium composed of Bombardier Transportation's Sweden's subsidiary (BT Sweden), a Russian Bombardier Transportation affiliate (with third party shareholders) and a third party (the "ADY Contract"). Ownership of the affiliate was subsequently transferred to an entity well established in the Russian and CIS market with which BT Sweden had a historical relationship, and an affiliate of which had been added post-bid approval as a project sub-contractor. There remains uncertainty as to the services provided by these entities in return for some of the payments they received.

Sweden

The Swedish authorities commenced an investigation in relation to the ADY Contract in 2016, and in 2017 filed charges against the former head of Sales, North Region, RCS, BT Sweden (the "former BTS employee") for aggravated bribery, and alternatively, influence trafficking. The authorities alleged that the former BTS employee had contacts and correspondence with a representative of the third-party member of the consortium who was also employed by Azerbaijan railways during the bidding period with a view towards illicitly influencing the outcome of the tender.

After a trial the former BTS employee was acquitted on both counts in 2017. The authorities appealed the decision and as of today only the aggravated bribery charge is pending. Although no charges have been filed against BT Sweden to date, the Swedish authorities are investigating other former BT Sweden employees and made mutual legal assistance treaty requests to authorities in numerous jurisdictions. The Swedish authorities recently concluded investigations on another former BT Sweden employee and has filed charges.

World Bank

The World Bank audited the ADY Contract and in 2018 the World Bank's Integrity Vice Presidency ("INT") issued a strictly confidential show cause letter which was leaked. The letter outlines INT's position regarding alleged collusion, corruption and fraud in the ADY Contract and obstruction of the INT's investigation. The audit could result in some form of debarment of Bombardier Transportation and BT Sweden from bidding on contracts financed by the World Bank for a number of years.

U.S. Department of Justice - DOJ

On February 10, 2020, the DOJ notified Bombardier that it had opened an investigation. The DOJ has made information requests since March 2020 to Bombardier Inc. regarding the ADY Contract and may be doing so in the near term in relation to other projects in CIS countries. The DOJ has also made information requests regarding contracts with Transnet (cf. below South-Africa and Project related litigation- South-Africa) and the Passenger Rail Agency of South Africa.

South Africa

Bombardier Transportation South Africa's contract to supply locomotives to Transnet Freight Rail is one of the matters among numerous other matters under investigation by the judicial commission of inquiry into allegations of State Capture (the "Zondo Commission"), by the Special Investigation Unit in South Africa ("SIU"), and by the National Prosecuting Authority ("NPA").

Project execution related litigation

CR-1 Marmaray railway infrastructure – Turkey

In March 2007, the Turkish Ministry of Transport (DLH) awarded the contract to upgrade approximately 75 km of railway infrastructure in the Istanbul region, known as the "Marmaray Commuter Rail Project (CR-1)" to the consortium Alstom Dogus Marubeni (AMD), of which Alstom Transport's main French subsidiary is a member. This project, which included works on the transcontinental railway tunnel under the Bosphorus, has undergone significant delays mainly due to difficulties for the DLH to make the construction site available. Thus, the AMD consortium

terminated the contract in 2010. This termination was challenged by DLH, who thereafter called the bank guarantees issued by the consortium up to an amount of approximately € 80 million. Following injunctions, the payment of such bank guarantees was forbidden, and the AMD consortium immediately initiated an arbitration procedure to resolve the substantive issues. The arbitral tribunal has decided in December 2014 that the contract stands as terminated by virtue of Turkish law and has authorized the parties to submit their claims for compensation of the damages arising from such termination.

The set off of the various amounts awarded by the tribunal to both parties after more than ten years of proceedings resulted, in a net amount, after set-off, of €27.4 million payable by the AMD consortium to DLH. AMD partners paid their respective proportionate share to the Ministry (Alstom share being €8.5 million) during the summer of 2021. Bonds were released and the case is therefore closed subject to the process of release of counter-guarantees respectively issued by AMD's partners which is ongoing.

On the other hand, through arbitration request notified on 29 September 2015, Marubeni Corporation launched proceedings against Alstom Transport SA taken as consortium leader in order to be compensated for the consequences of the termination of the contract with AMD. In a similar fashion, through arbitration request issued on 15 March 2016, the other consortium member Dogus launched proceedings against Alstom Transport SA with similar demands and a request to have the disputes between consortium members consolidated in a single case. Alstom Transport SA is rejecting these compensation requests and is defending itself in these proceedings between consortium members which, while having gone through a consolidation in a single case, have however been suspended by the arbitral tribunal pending the outcome of the main arbitral proceedings between AMD and DLH. In October 2018, Dogus applied for interim measures to clarify certain aspects of the consortium agreement and this request was rejected by the arbitral tribunal on account of the suspension. In January 2021, Dogus filed an application to resume arbitration proceedings while Alstom filed a successful application seeking an order of payment according to partners' net proportionate shares (see above). In accordance with the timetable defined by the case management team, Dogus and Marubeni filed their respective statements of claims early October 2021. Alstom is to submit its defense and counter claim by 31 January 2022. The hearing is scheduled to start in March 2023.

Regional Minuetto trains & high-speed Pendolino trains – Italy

Alstom Transport's subsidiary in Italy is involved in two litigation proceedings with the Italian railway company Trenitalia. One is related to a supply contract of regional Minuetto trains awarded in 2001 (the "Minuetto case"), and the other to a supply contract of high-speed Pendolino trains awarded in 2004 (the "Pendolino case"). Each of these contracts has undergone technical issues and delays leading the Trenitalia company to apply delay and technical penalties and, consequently, to withhold payments. Since the parties dispute certain technical matters as well as the causes and responsibilities of the delays, the matter was brought before Italian courts in 2010 and 2011 respectively. In the Minuetto case, the technical expertise report has been released and Alstom has challenged its contents with amendment requests. The technical expert submitted his final report in April 2017 and certain amendment requests were taken into account. The parties have exchanged final summary memorials, and the next step will be the decision of the tribunal. On 26 June 2019, the Court of Cuneo issued its decision, mainly (i) recognizing that Trenitalia abused of Alstom's economic dependence (which led Alstom to accept unfair contractual terms, some of which were declared null), (ii) acknowledging a substantial amount of penalties but for which the court ruled that Trenitalia could not obtain payment of on the basis of procedural grounds and (iii) dismissing all other claims of the parties. On 24 January 2020 Alstom appealed the decision before the Court of Appeal of Turin. On 12 May 2020 Trenitalia filed its defence and

counter-appeal. At the first hearing of the proceedings on 4 November 2020 the Court of Appeal set the hearing date on 14 April 2021 for the clarifications on the conclusions. As ordered by the Court of Appeal at the hearing held on 14 April 2021 the parties filed their final briefs on 14 June 2021 and the replies to the final briefs on 2 July 2021. The parties involved are now waiting for the Court of Appeal's decision (expected during Q1 2022) to either order a supplementary technical expertise (as requested by Alstom) or to issue its decision.

In the Pendolino case, the technical expertise report was released, and Alstom has obtained certain corrections following its challenge on some of the conclusions of the report. After the closing of the expertise phase the proceedings continued their path on the legal aspects of the dispute. The tribunal rendered in March 2019 a decision acknowledging that a significant part of the delays was not attributable to Alstom and therefore reduced a large portion of the delay damages claimed by Trenitalia. The tribunal also rejected the reliability penalties claimed by Trenitalia while accepting certain of its residual damage compensation requests. Finally, the tribunal accepted Alstom's claims linked to contract price adjustment formula while rejecting some of its other cost compensation claims. Alstom appealed the decision on 7 October 2019. On 15 January 2020 Trenitalia filed its defense and counter-appeal. The Court of Appeal of Rome fixed the first hearing of the proceedings on 13 January 2022.

Saturno – Italy

Following a dispute within a consortium involving Alstom's subsidiary in Italy and three other Italian companies, the arbitral tribunal constituted to resolve the matter has rendered in August 2016 a decision against Alstom by awarding €22 million of damage compensation to the other consortium members. Alstom's subsidiary strongly contests this decision and considers that it should be able to avoid its enforcement and thus prevent any damage compensation payment. On 30 November 2016, Alstom's subsidiary filed a motion in the Court of Appeals of Milan to obtain the cancellation of the arbitral award. On 1 December 2016, Alstom's subsidiary filed an ex parte motion for injunctive relief to obtain the suspension of the arbitral award pending the outcome of the appeal proceedings, which was temporarily accepted by the Court. After a phase of hearings in contradictory proceedings on the request for suspension of the arbitral award, the Court of Appeal of Milan decided on 3 March 2017 in favor of Alstom's subsidiary by confirming definitively the suspension of this arbitration decision pending the outcome of the proceedings relating to the cancellation of such decision. The Court of Appeal of Milan ruled on the merits in March 2019 in favour of the Alstom's subsidiary and cancelled the arbitration award of August 2016 including the €22 million of damage compensation. The members of the consortium (excluding Alstom) appealed the decision of the Court of Appeal of Milan on 19 October 2019. On 27 November 2019 Alstom filed its defense and counter-appeal. The parties are still waiting for a decision on the admissibility of the recourse, to be given by the so-called "Filter Section" of the Court of Cassation.

South-Africa

On 17 March 2014, Bombardier Transportation South Africa (BTSA) entered into a locomotive supply agreement with Transnet for the supply of 240 electric locomotives (LSA). The LSA is part of Transnet's 1064 locomotive project concluded between Transnet and four Original Equipment Manufacturers including BTSA.

On 9 March 2021, Transnet and the Special Investigating Unit (SIU), alleging unlawfulness and irregularities in the procurement process and subsequent award of the 1064 locomotive project, launched review application proceedings in the High Court of South Africa for, amongst other things, the review and setting aside of the respective LSA's concluded with the four Original Equipment Manufacturers including BTSA. The relief sought by Transnet as it relates to BTSA includes: (i) the review and setting aside of the LSA concluded between BTSA and Transnet on 17 March 2014; (ii) that Transnet be entitled to retain the locomotives delivered by BTSA; and (iii) that BTSA be ordered to make restitution to Transnet of the advance payments and profit and/or excess profit earned in the supply of the locomotives.

The procedural steps and timetable for the review application proceedings are yet to be confirmed by the Acting Deputy Judge President of the High Court once he has received representations from the parties cited in the review application by 30 April 2021. These proceedings are at an early stage and the Group is unable, at this stage, to predict their consequences. These matters are also a subject of the investigation by the DOJ, Zondo Commission and the NPA as referenced above.

Sale of Alstom's Energy Businesses in November 2015

Finally, it shall be noted that, by taking over Alstom's Energy Businesses in November 2015, General Electric undertook to assume all risks and liabilities exclusively or predominantly associated with said businesses and in a symmetrical way, Alstom undertook to keep all risks and liabilities associated with the non-transferred business. Crossindemnification for a duration of 30 years and asset reallocation ("wrong pocket") mechanisms have been established to ensure that, on the one hand, assets and liabilities associated with the Energy businesses being sold are indeed transferred to General Electric and on the other hand, assets and liabilities not associated with such businesses are borne by Alstom. As a result, the consequences of litigation matters that were on-going at the time of the sale and associated with these transferred activities are taken over by General Electric. Indemnity provisions protect Alstom in case of third-party claims directed at Alstom and relating to the transferred activities. For this reason and since Alstom no longer manages these litigation matters, Alstom is ceasing to include them in this section.

There are no other governmental, legal or arbitration procedures, including proceedings of which the Group is aware, and which are pending or threatening, which might have, or have had during the last twelve months, a significant impact on the financial situation or profitability of the Group.

K. OTHER NOTES

NOTE 24. RELATED PARTIES

There are no material changes in related-party transactions between 31 March 2021 and 30 September 2021.

NOTE 25. SUBSEQUENT EVENTS

The Group has not identified any subsequent event to be reported other than the items already described above or in the previous notes.

NOTE 26. SCOPE OF CONSOLIDATION

PARENT COMPANY Country Ownership % Consolidation Method
ALSTOM SA France - Parent Company
Companies
ALSTOM Algérie "Société par Actions" Algeria 100 Full consolidation
ALSTOM Grid Algérie SPA Algeria 100 Full consolidation
ALSTOM Argentina S.A. Argentina 100 Full consolidation
Bombardier Transportation Rail Argentina S.A. Argentina 100 Full consolidation
ALSTOM Transport Australia Holdings Pty Limited Australia 100 Full consolidation
ALSTOM Transport Australia Pty Limited Australia 100 Full consolidation
Bombardier Rail Signalling Services Pty Ltd. Australia 100 Full consolidation
Bombardier Transportation (Customer Support) Australia Pty Ltd Australia 100 Full consolidation
Bombardier Transportation (V/Line) Australia Pty Ltd Australia 100 Full consolidation
Bombardier Transportation Australia Pty Ltd Australia 100 Full consolidation
NOMAD DIGITAL PTY LTD Australia 100 Full consolidation
ALSTOM Transport Austria GmbH Austria 100 Full consolidation
ALSTOM Transport Azerbaijan LLC Azerbaijan 100 Full consolidation
ALSTOM Belgium SA Belgium 100 Full consolidation
Bombardier Transportation Belgium NV Belgium 100 Full consolidation
CABLIANCE BELGIUM Belgium 100 Full consolidation
NOMAD DIGITAL BELGIUM Belgium 100 Full consolidation
ALSTOM Brasil Energia e Transporte Ltda Brazil 100 Full consolidation
Bombardier Transportation Brasil Ltda. Brazil 100 Full consolidation
ETE - EQUIPAMENTOS DE TRACAO ELETRICA LTDA Brazil 100 Full consolidation
Bombardier Transportation Bulgaria LLC Bulgaria 100 Full consolidation
10397962 Canada Inc. Canada 100 Full consolidation
10412767 Canada Inc. Canada 100 Full consolidation
10412805 Canada Inc. Canada 100 Full consolidation
ALSTOM Transport Canada Inc. Canada 100 Full consolidation
Bombardier TransEd GP Inc. Canada 100 Full consolidation
Bombardier TransEd GP Manitoba Inc. Canada 100 Full consolidation
Bombardier TransEd Holdings LP Canada 100 Full consolidation
Bombardier Transportation (Capital) Canada Inc. Canada 100 Full consolidation
Bombardier Transportation Canada Inc. Canada 100 Full consolidation
Bombardier Transportation Canada Participation Inc. Canada 100 Full consolidation
Bombardier Transportation Treasury Canada Inc. Canada 100 Full consolidation
Bombardier Western Pacific Enterprises Electrical Installation General Partnership Canada 51 Full consolidation
ALSTOM Chile S.A. Chile 100 Full consolidation
Bombardier Transportation (Chile) S.A. Chile 100 Full consolidation
ALSTOM Hong Kong Ltd China 100 Full consolidation
ALSTOM Investment Company Limited China 100 Full consolidation
ALSTOM Qingdao Railway Equipment Co Ltd China 51 Full consolidation
Bombardier Investment Management and Consulting (Beijing) Co., Limited China 100 Full consolidation
Bombardier Railway Transportation Equipment (Shanghai) Co., Ltd. China 100 Full consolidation
Bombardier Transportation (ENGINEERING SERVICE) BEIJING CO., LTD. China 100 Full consolidation
Bombardier Transportation China Ltd. China 100 Full consolidation
Bombardier Transportation Consulting (Shanghai) Co., Ltd. China 100 Full consolidation
Bombardier Transportation Railway Equipment (Qingdao) Co., Ltd China 100 Full consolidation
Chengdu ALSTOM Transport Electrical Equipment Co., Ltd. China 60 Full consolidation
SHANGHAI ALSTOM Transport Electrical Equipment Company Ltd China 60 Full consolidation
TRANSLOHR INDUSTRIAL (TIANJIN) CO. LTD China 100 Full consolidation
XI'AN ALSTOM YONGJI ELECTRIC EQUIPMENT CO., LTD China 51 Full consolidation
Bombardier Transportation Colombia, SAS Colombia 100 Full consolidation
Bombardier Transportation Czech Republic a.s. Czech Republic 98 Full consolidation
ALSTOM Transport Danmark NT Maintenance ApS Denmark 100 Full consolidation
ALSTOM Transport Danmark A/S Denmark 100 Full consolidation
Bombardier Transportation Denmark A/S Denmark 100 Full consolidation
NOMAD DIGITAL (DENMARK) APS Denmark 100 Full consolidation
NOMAD DIGITAL APS Denmark 100 Full consolidation
ALSTOM Egypt for Transport Projects SAE Egypt 99 Full consolidation
AREVA INTERNATIONAL EGYPT FOR ELECTRICITY TRANSMISSION &
DISTRIBUTION Egypt 100 Full consolidation
Bombardier Transportation Egypt, LLC Egypt 100 Full consolidation
Bombardier Transportation Ethiopia PLC Ethiopia 100 Full consolidation
ALSTOM Transport Finland Oy Finland 100 Full consolidation
Bombardier Transportation Finland Oy Finland 100 Full consolidation
ALSTOM APTIS France 100 Full consolidation
ALSTOM CL Brake SAS France 100 Full consolidation
ALSTOM Executive Management France 100 Full consolidation
ALSTOM Flertex SAS France 100 Full consolidation
ALSTOM Flertex Sinter SAS France 100 Full consolidation
ALSTOM Holdings France 100 Full consolidation
ALSTOM Hydrogène SAS France 100 Full consolidation
ALSTOM IBRE France 100 Full consolidation
ALSTOM Kleber Sixteen France 100 Full consolidation
ALSTOM Leroux Naval France 100 Full consolidation
ALSTOM Network Transport France 100 Full consolidation
ALSTOM Omega 1 France 100 Full consolidation
ALSTOM Percy France 100 Full consolidation
ALSTOM SHIPWORKS France 100 Full consolidation
ALSTOM Transport SA France 100 Full consolidation
ALSTOM Transport Technologies France 100 Full consolidation
ALSTOM Crespin SAS France 100 Full consolidation
CENTRE D'ESSAIS FERROVIAIRES France 96 Full consolidation
ETOILE KLEBER France 100 Full consolidation
INTERINFRA (COMPAGNIE INTERNATIONALE POUR LE DEVELOPPEMENT France 50 Full consolidation
D'INFRASTRUCTURES)
LORELEC France 100 Full consolidation
NEWTL France 100 Full consolidation
NOMAD DIGITAL France France 100 Full consolidation
NTL HOLDING France 100 Full consolidation
StationOne France 100 Full consolidation
ALSTOM Lokomotiven Service GmbH Germany 100 Full consolidation
ALSTOM Transport Deutschland GmbH Germany 100 Full consolidation
Bombardier Transportation (Bahntechnologie) Holding Germany GmbH Germany 100 Full consolidation
Bombardier Transportation (Germany) S.L. & Co. KG Germany 100 Full consolidation
Bombardier Transportation (Locomotives) Germany GmbH Germany 100 Full consolidation
Bombardier Transportation (Propulsion & Controls) Germany GmbH Germany 100 Full consolidation
Bombardier Transportation GmbH Germany 100 Full consolidation
Bombardier Transportation Signal Germany GmbH Germany 100 Full consolidation
InoSig GmbH Germany 100 Full consolidation
NOMAD DIGITAL GMBH Germany 100 Full consolidation
VGT VORBEREITUNGSGESELLSCHAFT TRANSPORTTECHNIK GMBH Germany 100 Full consolidation
J&P AVAX SA - ETETH SA - ALSTOM TRANSPORT SA Greece 34 Full consolidation
ALSTOM Transport Hungary Zrt. Hungary 100 Full consolidation
Bombardier Transportation Hungary Kft. Hungary 100 Full consolidation
ALSTOM Manufacturing India Private Limited India 100 Full consolidation
ALSTOM Systems India Private Limited India 95 Full consolidation
ALSTOM Transport India Limited India 100 Full consolidation
Bombardier Transportation India Private Limited India 100 Full consolidation
MADHEPURA ELECTRIC LOCOMOTIVE PRIVATE LIMITED India 74 Full consolidation
NOMAD DIGITAL (INDIA) PRIVATE LIMITED India 70 Full consolidation
TWENTY ONE NET (INDIA) PRIVATE LTD India 100 Full consolidation

PT ALSTOM Transport Indonesia Indonesia 67 Full consolidation ALSTOM Khadamat S.A. Iran 100 Full consolidation ALSTOM Transport Ireland Ltd Ireland 100 Full consolidation Bombardier (UK) CIF Trustee Limited Ireland 100 Full consolidation Bombardier Transportation Israel Ltd. Israel 100 Full consolidation CITADIS ISRAEL LTD Israel 100 Full consolidation ALSTOM Ferroviaria S.p.A. Italy 100 Full consolidation ALSTOM Services Italia S.p.A. Italy 100 Full consolidation Bombardier Transportation (Holdings) Italy S.p.A. Italy 100 Full consolidation Bombardier Transportation Italy S.p.A. Italy 100 Full consolidation NOMAD DIGITAL ITALIA S.R.L. Italy 100 Full consolidation ALSTOM Kazakhstan LLP Kazakhstan 100 Full consolidation EKZ Service Limited Liability Partnership Kazakhstan 80 Full consolidation ELECTROVOZ KURASTYRU ZAUYTY LLP Kazakhstan 80 Full consolidation Bombardier Transportation Baltics SIA Latvia 100 Full consolidation Bombardier Transportation Financial Services S.à r.l. Luxembourg 100 Full consolidation Bombardier Transportation Luxembourg Capital S.à r.l. Luxembourg 100 Full consolidation Bombardier Transportation Luxembourg Finance S.A. Luxembourg 100 Full consolidation Bombardier Transportation Luxembourg Investments S.A. Luxembourg 100 Full consolidation ALSTOM Transport (Malaysia) Sdn Bhd Malaysia 100 Full consolidation Bombardier (Malaysia) Sdn. Bhd. Malaysia 100 Full consolidation Bombardier (Mauritius) Ltd. Mauritius 100 Full consolidation Bombardier Holding (Mauritius) Ltd. Mauritius 100 Full consolidation ALSTOM Transport Mexico, S.A. de C.V. Mexico 100 Full consolidation Bombardier Transportation Mexico, S.A. de C.V. Mexico 100 Full consolidation BT Ensambles México, S. de R.L. de C.V. Mexico 100 Full consolidation BT México Controladora , S. de R.L. de C.V. Mexico 100 Full consolidation BT Personal México, S. de R.L. de C.V. Mexico 100 Full consolidation ALSTOM CABLIANCE Morocco 100 Full consolidation ALSTOM Transport Maroc SA Morocco 100 Full consolidation Bombardier Transport Maroc S.A.S Morocco 100 Full consolidation ALSTOM Fleet Maintenance B.V. Netherlands 100 Full consolidation ALSTOM Fleet Services B.V. Netherlands 100 Full consolidation ALSTOM Maintenance B.V. Netherlands 100 Full consolidation ALSTOM Rail Assets B.V. Netherlands 100 Full consolidation ALSTOM Traction B.V. Netherlands 100 Full consolidation ALSTOM Transport B.V. Netherlands 100 Full consolidation ALSTOM Transport Holdings B.V. Netherlands 100 Full consolidation ALSTOM Vastgoed B.V. Netherlands 100 Full consolidation ALSTOM Wagon Service B.V. Netherlands 100 Full consolidation Bombardier Holdings Netherlands B.V. Netherlands 100 Full consolidation Bombardier Transportation (Participations) Netherlands B.V. Netherlands 100 Full consolidation Bombardier Transportation Global Holding SE Netherlands 100 Full consolidation Bombardier Transportation Netherlands B.V. Netherlands 100 Full consolidation NOMAD DIGITAL B.V. Netherlands 100 Full consolidation AT NIGERIA LIMITED Nigeria 100 Full consolidation ALSTOM Enio ANS Norway 100 Full consolidation ALSTOM Transport Norway AS Norway 100 Full consolidation Bombardier Transportation Norway AS Norway 100 Full consolidation ALSTOM Panama, S.A. Panama 100 Full consolidation ALSTOM Transport Peru S.A. Peru 100 Full consolidation ALSTOM Transport Construction Philippines, Inc Philippines 100 Full consolidation Bombardier Transportation (Shared Services) Philippines, Inc. Philippines 100 Full consolidation Bombardier Transportation Philippines, Inc. Philippines 100 Full consolidation ALSTOM Konstal Spolka Akcyjna Poland 100 Full consolidation Bombardier Transportation (ZWUS) Polska Sp. z o.o. Poland 100 Full consolidation Bombardier Transportation Polska Sp. z o.o. Poland 100 Full consolidation ALSTOM Transporte Portugal Unipessoal Lda Portugal 100 Full consolidation Bombardier Transportation Portugal, S.A. Portugal 100 Full consolidation

NOMAD TECH, LDA. Portugal 51 Full consolidation
ALSTOM Transport SA (Romania) Romania 93 Full consolidation
Bombardier Transportation Shared Services Romania S.R.L. Romania 100 Full consolidation
ALSTOM Transport Rus LLC Russian Federation 100 Full consolidation
Limited Liability Company Bombardier Transportation (Rus) Russian Federation 100 Full consolidation
Bombardier Saudi Arabia Ltd. Saudi Arabia 100 Full consolidation
ALSTOM Transport (S) Pte Ltd Singapore 100 Full consolidation
Bombardier (Singapore) Pte. Ltd. Singapore 100 Full consolidation
Bombardier Transportation (Holdings) Singapore Pte Ltd Singapore 100 Full consolidation
ALSTOM Southern Africa Holdings (Pty) Ltd South Africa 100 Full consolidation
ALSTOM Transport Holdings SA (Pty) Ltd South Africa 100 Full consolidation
ALSTOM Ubunye (Pty) Ltd South Africa 51 Full consolidation
Bombardier Transportation (Rolling Stock) South Africa Proprietary Limited (RF) South Africa 100 Full consolidation
Bombardier Transportation South Africa (Pty.) Ltd. South Africa 74 Full consolidation
Bombela Electrical and Mechanical Works (Pty) Ltd. South Africa 90 Full consolidation
Bombela Maintenance (Pty) Ltd. South Africa 90 Full consolidation
GIBELA RAIL TRANSPORT CONSORTIUM (PTY) LTD South Africa 70 Full consolidation
ALSTOM Korea Transport Ltd South Korea 100 Full consolidation
Bombardier Transportation Korea Ltd. South Korea 100 Full consolidation
ALSTOM Espana IB, S.L. Spain 100 Full consolidation
ALSTOM Transporte, S.A. Spain 100 Full consolidation
APLICACIONES TECNICAS INDUSTRIALES, S.A. Spain 100 Full consolidation
Bombardier European Holdings, S.L.U. Spain 100 Full consolidation
Bombardier European Investments, S.L.U. Spain 100 Full consolidation
Bombardier Transportation (Investments) Spain, S.L. Spain 100 Full consolidation
Bombardier Transportation (Participations) Spain, S.L. Spain 100 Full consolidation
ALSTOM Transport AB Sweden 100 Full consolidation
ALSTOM Transport Information Systems AB Sweden 100 Full consolidation
Bombardier Aerospace (Holdings) Sweden AB Sweden 100 Full consolidation
Bombardier Transportation (Nordic Holdings) Sweden AB Sweden 100 Full consolidation
Bombardier Transportation (Signal) Sweden AB Sweden 100 Full consolidation
Bombardier Transportation (Signal) Sweden HB Sweden 67 Full consolidation
Bombardier Transportation Sweden AB Sweden 100 Full consolidation
ALSTOM Network Schweiz AG Switzerland 100 Full consolidation
ALSTOM Schienenfahrzeuge AG Switzerland 100 Full consolidation
Bombardier Transportation (Holdings) Switzerland AG Switzerland 100 Full consolidation
Bombardier Transportation (Switzerland) AG Switzerland 100 Full consolidation
Bombardier Transportation Taiwan Ltd. Taiwan 100 Full consolidation
ALSTOM Transport (Thailand) Co., Ltd. Thailand 100 Full consolidation
Bombardier Transportation Holdings (Thailand) Ltd. Thailand 100 Full consolidation
Bombardier Transportation Signal (Thailand) Ltd. Thailand 100 Full consolidation
Trinidad and
ALSTOM T&T Ltd Tobago 100 Full consolidation
ALSTOM Ulasim Anonim Sirketi Turkey 100 Full consolidation
Bombardier Transportation Ulasim Dis Ticaret Ltd. Sti. Turkey 100 Full consolidation
Bombardier Transportation Ukraine, Limited Liability Company Ukraine 100 Full consolidation
Bombardier Transportation Gulf DMCC United Arab
Emirates
100 Full consolidation
21NET LTD United Kingdom 100 Full consolidation
ALSTOM Academy for rail United Kingdom 100 Full consolidation
ALSTOM Network UK Ltd United Kingdom 100 Full consolidation
ALSTOM NL Service Provision Limited United Kingdom 100 Full consolidation
ALSTOM Product and Services Limited United Kingdom 100 Full consolidation
ALSTOM Transport Service Ltd United Kingdom 100 Full consolidation
ALSTOM Transport UK (Holdings) Ltd United Kingdom 100 Full consolidation
ALSTOM Transport UK Limited United Kingdom 100 Full consolidation
Bombardier Transportation (Gautrain) UK Ltd. United Kingdom 100 Full consolidation
Bombardier Transportation (Global Holding) UK Limited United Kingdom 100 Full consolidation
Bombardier Transportation (Holdings) UK Ltd. United Kingdom 100 Full consolidation
Bombardier Transportation (Investment) UK Limited United Kingdom 100 Full consolidation
Bombardier Transportation (Rolling Stock) UK Ltd. United Kingdom 100 Full consolidation
Bombardier Transportation (Signal) UK Ltd. United Kingdom 100 Full consolidation
Bombardier Transportation UK Ltd. United Kingdom 100 Full consolidation
Bombardier Transportation UK Pension Trustee Limited United Kingdom 100 Full consolidation
Bombardier Transportation VP Pension Trustee Limited United Kingdom 100 Full consolidation
Crossfleet Limited United Kingdom 100 Full consolidation
Infrasig Ltd. United Kingdom 100 Full consolidation
NOMAD DIGITAL (INDIA) LIMITED United Kingdom 70 Full consolidation
NOMAD DIGITAL LIMITED United Kingdom 100 Full consolidation
NOMAD HOLDINGS LIMITED United Kingdom 100 Full consolidation
Prorail Limited United Kingdom 100 Full consolidation
SETML Transportation Limited United Kingdom 100 Full consolidation
South Eastern Train Maintenance Ltd. United Kingdom 100 Full consolidation
WEST COAST SERVICE PROVISION LIMITED United Kingdom 100 Full consolidation
WEST COAST TRAINCARE LIMITED United Kingdom 100 Full consolidation
ALSKAW LLC USA 100 Full consolidation
ALSTOM Signaling Inc. USA 100 Full consolidation
ALSTOM Signaling Operation, LLC USA 100 Full consolidation
ALSTOM Transport Holding US Inc. USA 100 Full consolidation
ALSTOM Transportation Inc. USA 100 Full consolidation
Auburn Technology, INC. USA 100 Full consolidation
B&C TRANSIT INC. USA 100 Full consolidation
Bombardier Mass Transit Corporation USA 100 Full consolidation
Bombardier Transit LLC USA 100 Full consolidation
Bombardier Transportation (Global) USA Inc. USA 100 Full consolidation
Bombardier Transportation (Holdings) USA Inc. USA 100 Full consolidation
Bombardier Transportation Services USA Corporation USA 100 Full consolidation
Bombardier USA LLC USA 100 Full consolidation
NOMAD DIGITAL, INC USA 100 Full consolidation
Southern New Jersey Rail Group L.L.C. USA 100 Full consolidation
ALSTOM Venezuela, S.A. Venezuela 100 Full consolidation
ALSTOM Transport Vietnam Ltd Vietnam 100 Full consolidation
METROLAB France 50 Joint Operation
BTREN Mantenimiento Ferroviario S.A. Spain 51 Joint Operation
IRVIA MANTENIMIENTO FERROVIARIO, S.A. Spain 51 Joint Operation
THE ATC JOINT VENTURE United Kingdom 38 Joint Operation
CITAL Algeria 49 Equity Method
TMH ARGENTINA SA(*) Argentina 14 Equity Method
EDI Rail - Bombardier Transportation (Maintenance) Pty Limited Australia 50 Equity Method
EDI Rail - Bombardier Transportation Pty Ltd Australia 50 Equity Method
NGR Hold Trust Australia 10 Equity Method
NGR Holding Company Pty Ltd. Australia 10 Equity Method
NGR Project Company Pty Ltd. Australia 10 Equity Method
NGR Project Trust Australia 10 Equity Method
TransEd O&M Partners General Partnership Canada 60 Equity Method
TransEd Partners General Partnership Canada 10 Equity Method
Bombardier NUG Propulsion System Co. Ltd. China 50 Equity Method
Bombardier NUG Signalling Solutions Company Limited China 50 Equity Method
Bombardier Sifang (Qingdao) Transportation Ltd. China 50 Equity Method
Bombardier Transportation Equipment (Suzhou) Co., Ltd. China 50 Equity Method
CASCO SIGNAL LTD China 49 Equity Method
Changchun Bombardier Railway Vehicles Company Ltd. China 50 Equity Method
CRRC Puzhen Bombardier Transportation Systems Limited China 50 Equity Method
Guangzhou Changke Bombardier Rail Transit Equipment Company Ltd China 50 Equity Method
SHANGHAI ALSTOM Transport Company Limited China 40 Equity Method

Shentong Bombardier (Shanghai) Rail Transit Vehicle Maintenance Company Limited China 50 Equity Method TRANSMASHHOLDING LIMITED Cyprus 20 Equity Method TMH EGYPT FOR DEVELOPMENT S.A.E.(*) Egypt 20 Equity Method SPEEDINNOV France 75 Equity Method TMH DEVELOPMENT GMBH(*) Germany 20 Equity Method TMH SERVICES GMBH(*) Germany 20 Equity Method TRANSMASHHOLDING HUNGARY INVEST KFT.(*) Hungary 10 Equity Method TRANSMASHHOLDING HUNGARY KFT(*) Hungary 10 Equity Method TMHI ISRAEL(*) Israel 20 Equity Method LKZ AO(*) Kazakhstan 10 Equity Method LLP JV KAZELEKTROPRIVOD Kazakhstan 50 Equity Method SMART TECHNOLOGY ALMATY COM TOO(*) Kazakhstan 20 Equity Method TOO PROMMASHKOMPLEKT(*) Kazakhstan 10 Equity Method TOO R.W.S. WHEELSET(*) Kazakhstan 20 Equity Method TRANSMASHHOLDING KAZAKHSTAN-KZ TOO(*) Kazakhstan 20 Equity Method TMHS(*) Mongolia 20 Equity Method MALOCO GIE Morocco 70 Equity Method RAILCOMP BV Netherlands 60 Equity Method TMH DIESEL ENGINE BV(*) Netherlands 20 Equity Method TMH-ALSTOM BV Netherlands 60 Equity Method Bombardier Transportation (Rail Engineering) Polska Sp. z o.o. Poland 60 Equity Method AM-TEKH(*) Russian Federation 20 Equity Method CORPORATE UNIVERSITY OF LOCOMOTIVE TECHNOLOGIES(*) Russian Federation 20 Equity Method DEMIKHOVSKY MASHINOSTROITELNY ZAVOD OAO(*) Russian Federation 20 Equity Method DIESEL-INSTRUMENT SPB LLC(*) Russian Federation 10 Equity Method DIMICROS OAO(*) Russian Federation 9 Equity Method DOL BRIGANTINA LLC(*) Russian Federation 15 Equity Method ELTK-URAL LLC(*) Russian Federation 10 Equity Method FIRM LOCOTECH(*) Russian Federation 20 Equity Method IVSK OOO(*) Russian Federation 12 Equity Method IZD TMH LLC(*) Russian Federation 17 Equity Method KOLOMENSKY ZAVOD OAO(*) Russian Federation 19 Equity Method KOLOMNA ENERGO DIESEL LLC(*) Russian Federation 17 Equity Method KOMPANIYA RUSNAN LLC(*) Russian Federation 20 Equity Method LOCOTECH GLOBAL TRADING(*) Russian Federation 20 Equity Method LOCOTECH-FOUNDRY PLANTS(*) Russian Federation 15 Equity Method LOCOTECH-KOMPOSIT LLC(*) Russian Federation 8 Equity Method LOCOTECH-LEASING(*) Russian Federation 15 Equity Method LOCOTECH-PROMSERVICE(*) Russian Federation 20 Equity Method LOCOTECH-SERVICE(*) Russian Federation 20 Equity Method METROVAGONMASH OAO(*) Russian Federation 15 Equity Method METROVAGONMASH SERVICE LLC(*) Russian Federation 15 Equity Method MONTAZHNAYA BAZA OAO(*) Russian Federation 2 Equity Method MSK KOMPLEKT LLC(*) Russian Federation 20 Equity Method NERZ LLC(*) Russian Federation 8 Equity Method NO TIV ZAO(*) Russian Federation 18 Equity Method NOVOCHERKASSKY ELEKTROVOZOSTROITELNY ZAVOD PROIZVODSTVENNAY KOMPANIYA OOO(*) Russian Federation 20 Equity Method NPO SYSTEMA LLC(*) Russian Federation 19 Equity Method OKHOTRESURS LLC(*) Russian Federation 20 Equity Method OKTYABRSKY ELEKTROVAGONOREMONTNY ZAVOD OAO(*) Russian Federation 15 Equity Method OVK TMH ZAO(*) Russian Federation 20 Equity Method PENZADIESELMASH OAO(*) Russian Federation 20 Equity Method PENZENSKIYE DIESELNIYE DVIGATELY LLC(*) Russian Federation 20 Equity Method PO BEZHITSKAYA STAL OAO(*) Russian Federation 12 Equity Method PROFIL LLC(*) Russian Federation 13 Equity Method RAILCOMP LLC Russian Federation 60 Equity Method REKOLD AO(*) Russian Federation 6 Equity Method ROSLOKOMOTIV ZAO(*) Russian Federation 20 Equity Method

50 Equity Method
20 Equity Method
20 Equity Method
75 Equity Method
20 Equity Method
20 Equity Method
10 Equity Method
10 Equity Method
20 Equity Method
10 Equity Method
50 Equity Method
20 Equity Method
10 Equity Method
20 Equity Method
20 Equity Method
20 Equity Method
70 Equity Method
60 Equity Method
20 Equity Method
60 Equity Method
60 Equity Method
ration 20 Equity Method
ration 20 Equity Method
ration 20 Equity Method
ration 10 Equity Method
ration 9 Equity Method
ration ਹ ਤ Equity Method
ration 10 Equity Method
ration 20 Equity Method
ration 12 Equity Method
ration 17 Equity Method
ration ਹ ਰੇ Equity Method
ration 17 Equity Method
ration 20 Equity Method
ration 20 Equity Method
ration ਹ ਤ Equity Method
ration 8 Equity Method
ration ਹ ਦ Equity Method
ration 20 Equity Method
ration 20 Equity Method
ration ਹ ਤ Equity Method
ration ਹ ਤ Equity Method
ration 2 Equity Method
ration 20 Equity Method
ration 8 Equity Method
ration 18 Equity Method
ration 20 Equity Method
ration ਹ ਰੇ Equity Method
ration 20 Equity Method
ration ਹ ਦ Equity Method
ration 20 Equity Method
ration 20 Equity Method
ration 20 Equity Method
ration 12 Equity Method
ration ਹ ਤੇ Equity Method
ration 60 Equity Method
ration 6 Equity Method
ration 20 Equity Method

SAPFIR OOO(*) Russian Federation 20 Equity Method
STAGNUM LLC(*) Russian Federation 19 Equity Method
TMH ENERGY SOLUTIONS LLC(*) Russian Federation 20 Equity Method
TMH ENGINEERING ASIA LLC(*) Russian Federation 10 Equity Method
TMH ENGINEERING LLC(*) Russian Federation 20 Equity Method
TMH FINANCE LLC(*) Russian Federation 20 Equity Method
TMH INTERNATIONAL LLC(*) Russian Federation 20 Equity Method
TMH INVESTMENTS LLC(*) Russian Federation 20 Equity Method
TMH PRO LLC(*) Russian Federation 20 Equity Method
TMH TECHNOLOGIE LLC(*) Russian Federation 20 Equity Method
TMH TRACTION SYSTEMS LLC(*) Russian Federation 10 Equity Method
TMH-ELECTROTEKH LLC(*) Russian Federation 20 Equity Method
TMH PTR LLC(*) Russian Federation 20 Equity Method
TMHS LOKALIZATSIYA LLC(*) Russian Federation 10 Equity Method
TORGOVY DOM TMH ZAO(*) Russian Federation 20 Equity Method
TRAMRUS LLC Russian Federation 60 Equity Method
TRANSCONVERTER LLC(*) Russian Federation 13 Equity Method
TRANSHOLDLEASING AO(*) Russian Federation 4 Equity Method
TRANSMASH OAO(*) Russian Federation 12 Equity Method
TRANSMASHHOLDING ZAO(*) Russian Federation 20 Equity Method
TRTrans LLC Russian Federation 60 Equity Method
TSENTR PERSPEKTIVNYKH TECHNOLOGIY TMH LLC(*) Russian Federation 20 Equity Method
TVER-SAFARI LLC(*) Russian Federation 19 Equity Method
TVERSKOY VAGONOSTROITELNY ZAVOD OAO(*) Russian Federation 19 Equity Method
TZENTR PERSPEKTIVNYKH TEKNNOLOGIY TMH LLC(*) Russian Federation 20 Equity Method
UPRAVLYAUSCHAYA KOMPANIYA BRYANSKY MASHINOSTROITELNY ZAVOD
ZAO(*)
Russian Federation 20 Equity Method
VOSKHOD LLC(*) Russian Federation 9 Equity Method
VSEROSSIYSKY NAUCHNO-ISSLEDOVATELSKY I PROEKTNO
KONSTRUKTORSKY INSTITUT ELEKTROVOZOSTROENIYA OAO(*)
Russian Federation 13 Equity Method
YUZHDIESELMASH OAO(*) Russian Federation 1 Equity Method
ZAVOD AIT(*) Russian Federation 10 Equity Method
ZENTROSVARMASH OAO(*) Russian Federation 20 Equity Method
ZHELDORREMMASH(*) Russian Federation 15 Equity Method
ZTOV LLC(*) Russian Federation 4 Equity Method
Bombela TKC (Proprietary) Limited South Africa 25 Equity Method
Isithimela Rail Services (Pty) Ltd. South Africa 50 Equity Method
TMH AFRICA PLC(*) South Africa 20 Equity Method
EK EISENBAHNKOMPONENTEN AG(*) Switzerland 20 Equity Method
First Locomotive Holding AG Switzerland 15 Equity Method
TMH INTERNATIONAL AG(*) Switzerland 20 Equity Method
TURKMASH VAGON YMALATI SANAYY VE TYCARET ANONYM SYRKETY(*) Turkey 10 Equity Method
LUGANSKTEPLOVOZ OAO(*) Ukraine 15 Equity Method
United Arab
TRANSMASH EAST TRAIN TRADING LLC(*) Emirates 20 Equity Method
ABC ELECTRIFICATION LTD United Kingdom 33 Equity Method
LAX Integrated Express Solutions Holdco, LLC USA 10 Equity Method
LAX Integrated Express Solutions, LLC USA 10 Equity Method
V/Line Maintenance Pty Ltd Australia 100 Non-consolidated investment
RTA RAIL TEC ARSENAL FAHRZEUGVERSUCHSANLAGE GMBH Austria 44 Non-consolidated investment
4iTEC 4.0 France 23 Non-consolidated investment
AIRE URBAINE INVESTISSEMENT France 4 Non-consolidated investment
CADEMCE SAS France 16 Non-consolidated investment
CAMPUS CYBER France 3 Non-consolidated investment
COMPAGNIE INTERNATIONALE DE MAINTENANCE - C.I.M. France 1 Non-consolidated investment
EASYMILE France 13 Non-consolidated investment
ESPACE DOMICILE SA HABITAT LOYER MODERE France 1 Non-consolidated investment
FRAMECA - FRANCE METRO CARACAS France 26 Non-consolidated investment
MOBILITE AGGLOMERATION REMOISE SAS France 17 Non-consolidated investment

OC'VIA CONSTRUCTION France 12 Non-consolidated investment
OC'VIA MAINTENANCE France 12 Non-consolidated investment
RESTAURINTER France 35 Non-consolidated investment
Société Concessionnaire du Transport sur Voie Réservée de l'Agglomération
Caennaise (S.T.V.R) S.A
France 39 Non-consolidated investment
Société d'économie mixte locale Le Phénix Théâtre de Valenciennes France 1 Non-consolidated investment
SOCIETE IMMOBILIERE DE VIERZON France 1 Non-consolidated investment
SUPERGRID INSTITUTE SAS France 2 Non-consolidated investment
Valutec S.A. France 1 Non-consolidated investment
IFB INSTITUT FUR BAHNTECHNIK GMBH Germany 14 Non-consolidated investment
Partner fur Berlin Holding Gesellschaft für Hauptstadt-Marketing mbH Germany 1 Non-consolidated investment
PARS SWITCH Iran 1 Non-consolidated investment
CYLUS CYBER SECURITY LTD. Israel 13 Non-consolidated investment
CONSORZIO ELIS PER LA FORMAZIONE PROFESSIONALE SUPERIORE Italy 0 Non-consolidated investment
CRIT SRL Italy 1 Non-consolidated investment
METRO 5 SPA Italy 9 Non-consolidated investment
T.P.B. TRASPORTI PUBBLICI DELLA BRIANZA S.p.A. (in bankruptcy) Italy 30 Non-consolidated investment
TRAM DI FIRENZE S.p.A. Italy 9 Non-consolidated investment
SUBURBANO EXPRESS, S.A. DE C.V. Mexico 11 Non-consolidated investment
IDEON S.A. Poland 0 Non-consolidated investment
INWESTSTAR S.A. Poland 0 Non-consolidated investment
KOLMEX SA Poland 2 Non-consolidated investment
Krakowskie Zaklady Automatyki S. A. Poland 12 Non-consolidated investment
Normetro ACE Agrupamento do Metropolitano do Porto Portugal 25 Non-consolidated investment
First Locomotive Company LLC Russian Federation 15 Non-consolidated investment
ALBALI SEÑALIZACIÓN, S.A. Spain 12 Non-consolidated investment
TRAMVIA METROPOLITA DEL BESOS SA Spain 21 Non-consolidated investment
TRAMVIA METROPOLITA, S.A. Spain 24 Non-consolidated investment
Consenec AG Switzerland 5 Non-consolidated investment
ARGENTINE CLUB LIMITED United Kingdom 1 Non-consolidated investment
TRAMLINK NOTTINGHAM (HOLDINGS) LTD United Kingdom 13 Non-consolidated investment
Whereismytransport Limited United Kingdom 2 Non-consolidated investment
Massachusetts Bay Commuter Railroad Company, LLC USA 20 Non-consolidated investment

(*) Subsidiaries of TMH Limited., consolidated within Alstom financial statements by equity method.

Report of independent auditors on the half-year financial information

PricewaterhouseCoopers Audit 63, rue de Villiers 92200 Neuilly-sur-Seine

MAZARS 61, rue Henri Regnault 92075 Paris La Défense

STATUTORY AUDITORS' REVIEW REPORT ON THE INTERIM FINANCIAL INFORMATION

(Period from 1 April 2021 to 30 September 2021)

This is a free translation into English of the Statutory Auditors' review report on the interim 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.

To the Shareholders,

ALSTOM SA 48 rue Albert Dhalenne 93400 Saint-Ouen-sur-Seine France

In compliance with the assignment entrusted to us by your Shareholder's 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 interim consolidated financial statements of Alstom SA, for the period from 1 April 2021 to 30 September 2021;
  • the verification of the information presented in the interim management report.

Due to the global crisis related to the Covid-19 pandemic, the condensed interim consolidated financial statements of this period have been prepared and reviewed under specific conditions. Indeed, this crisis and the exceptional measures taken in the context of the state of sanitary emergency have had numerous consequences for companies, particularly on their operations and their financing, and have led to greater

uncertainties on their future prospects. Those measures, such as travel restrictions and remote working, have also had an impact on the companies' internal organization and the performance of our procedures.

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

I. 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 interim 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.

II. Specific verification

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

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

Neuilly-sur-Seine and Paris La Défense, November 10, 2021

The Statutory Auditors French original signed by

PricewaterhouseCoopers Audit

MAZARS

Edouard Cartier

Jean-Luc Barlet Sophie Delerm

Responsibility statement of the person responsible for the half-year financial report

STATEMENT BY THE PERSON RESPONSIBLE FOR THE HALF-YEAR FINANCIAL REPORT*

I hereby certify that, to the best of my knowledge, the condensed consolidated financial statements of ALSTOM (the "Company") for the first half-year of fiscal year 2021/22 have been prepared under generally accepted accounting principles and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company and of all entities included in its scope of consolidation, and that the half-year management report included herein presents a true and fair review of the main events which occurred in the first six months of the fiscal year and their impact on the condensed accounts, as well as the main transactions between related parties and a description of the main risks and uncertainties for the remaining six months of the fiscal year.

Saint-Ouen-sur-Seine, on 10 November 2021,

Original signed by

Henri Poupart-Lafarge

Chairman and Chief Executive Officer

* This is a free translation of the statement signed and issued in French language by the Chairman and Chief Executive Officer of the Company and is provided solely for the convenience of English-speaking readers.

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