Interim / Quarterly Report • Aug 4, 2021
Interim / Quarterly Report
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2 RISK FACTORS 27
| INTERIM 2021 | |
|---|---|
| ACTIVITY REPORT | 4 |
1
| First-half 2021: revenue recovery in the second quarter and continued discipline on costs and cash. Full-year 2021 |
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|---|---|---|
| outlook confirmed | 4 | |
| Key business highlights | 5 | |
| Foreword | 6 | |
| Reconciliation of the consolidated income statement with the adjusted income |
||
| statement | 7 | |
| 1.1 | First-half 2021 results | 9 |
| 1.2 | Business commentary | 11 |
| 1.3 | Interim 2021 consolidated income statement |
14 |
| 1.4 | Balance sheet and cash flow | 15 |
| 1.5 | Currency hedges | 17 |
| 1.6 | Full-year 2021 outlook confirmed for revenue and profitability, raised for free cash flow |
17 |
| 1.7 | Related-party transactions | 17 |
| 1.8 | Bonds convertible into new Safran shares and/or exchangeable for existing Safran shares |
18 |
| INTERIM FINANCIAL | ||
|---|---|---|
| 3 | STATEMENTS | 28 |
| Consolidated income statement | 28 | |
| Consolidated statement of comprehensive income |
29 | |
| Consolidated balance sheet | 30 | |
| Consolidated statement of changes in shareholders' equity |
31 | |
| Consolidated statement of cash flows | 32 | |
| Notes to the Group condensed interim consolidated financial statements |
33 |
| 5 | CORPORATE GOVERNANCE |
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|---|---|---|---|---|---|
| Safran's Ordinary and Extraordinary Shareholders' Meeting of May 26, 2021 |
68 | ||||
| Membership structure of the Board of Directors and its standing committees |
69 | ||||
| Share buyback program authorized by the Ordinary and Extraordinary Shareholders' Meeting of May 26, 2021 |
70 |
"The forecasts and forward-looking statements described in this document are based on the data, assumptions and estimates considered as reasonable by the Group as at the date of this document. These data, assumptions and estimates may evolve or change as a result of uncertainties related in particular to the economic, financial, competitive, tax or regulatory environment. The occurrence of one or more of the risks described in the Universal Registration Document may also have an impact on the business, financial position, results and prospects of the Group and thus affect its ability to achieve such forecasts and forward-looking statements. The Group therefore neither makes any commitment, nor provides any assurance as to the achievement of the forecasts and forward-looking statements described in this document."

safran-group.com
"I certify that, to the best of my knowledge, the condensed interim consolidated financial statements have been prepared in accordance with the applicable accounting standards, and give a true and fair view of the assets and liabilities, and of the financial position and results of the Company and all its consolidated subsidiaries, and that the accompanying interim activity report provides a true and fair view of the main events of the first six months of the year, their impact on the condensed interim consolidated financial statements and the significant transactions with related parties, and also describes the main risks and uncertainties for the next six months."
Paris, July 28, 2021 Chief Executive Officer,
Olivier Andriès
1
The recovery in traffic was mixed during the first half of 2021 and remained soft with a global upsurge in new Covid-19 variants during the first months of the year. The vaccine rollout across the world led to a traffic rebound through the second part of the half year, but at different paces across regions.
After starting the year at around 50% of their 2019 levels, narrowbody ASK reached a trough in February. From March onwards, narrowbody ASK have been improving. In June, narrowbody ASK were at 59.4% versus 2019.
To cope with the uncertainty in the pace of air traffic recovery, Safran is pursuing the efforts started in 2020:
Since June, trends in traffic compared to 2019 have shown strong improvement in Europe and stability in North America after a steady increase since the end of February. In Asia excluding China, the deteriorating health situation resulted in decreasing traffic, with CFM engine cycles down by 71% compared to 2019. In China, weekly cycles of CFM engines were lower than 2019 in June, but regained their 2019 levels in mid-July.
As of July 18, 2021, weekly cycles compared to the same week in 2019:
(1) Available Seat Kilometers.
1
At the end of June 2021, combined shipments of CFM56 and LEAP engines reached 448 units, compared with 534 in first-half 2020.
In first-half 2021, CFM International delivered:
CFM International LEAP-1A engines have been selected to power IndiGo's fleet of 310 new Airbus A320neo, A321neo and A321XLR aircraft. This agreement includes 620 new installed engines and associated spare engines, as well as a multi-year service agreement.
United Airlines announced that it will expand its Boeing 737 orders by purchasing an additional 200 737 MAX jets powered by CFM International LEAP-1B engines.
On June 14, 2021, GE Aviation and Safran announced a bold technology development program targeting more than 20% lower fuel consumption and CO2 emissions compared to current LEAP engines, as well as ensuring 100% compatibility with alternative energy sources such as sustainable aviation fuels. The CFM RISE (Revolutionary Innovation for Sustainable Engines) program will demonstrate and mature a range of new, disruptive technologies for future engines that could enter service by the mid-2030s.
Safran and GE Aviation also signed an agreement extending their 50/50 partnership in CFM International to 2050, declaring their intent to lead the way for more sustainable aviation in line with the industry's commitment to halve CO2 emissions by 2050.
First-half 2021 civil aftermarket revenue was down 25.5% in USD terms due to:
In the second quarter, civil aftermarket revenue rebounded by 55% compared with second-quarter 2020 and by 15% compared with first-quarter 2021.
Safran received FAA type certification for its Arrano 1A engine, installed in the Airbus H160 helicopter. The engine is now certified in both Europe and the United States.
Safran has been chosen by Singapore Airlines (SIA) to provide wheels and carbon brakes for its entire fleet of Boeing 777-9 through a tailored brake landing service contract (31 aircraft are currently on order). Safran currently supports wheels and carbon brakes for 126 Airbus and Boeing aircraft at SIA and Scoot, the low-cost airline of the SIA Group, including A320, A350, 737-800 NG, 737-8 MAX and 787.
Safran signed a 12-year NacelleLife™ service contract with Corsair for the nacelles of its five Airbus A330neo. With this contract, the Group commits to providing repair services for the
Despite a low point which in all likelihood was reached for Aircraft Interiors revenue in first-half 2021, Safran is regaining customer interest in its products and achieved several commercial successes, in particular with:
◼ a German airline, to provide the crew rest areas (LDMCR – Lower Deck Mobile Crew Rest) and Skylounge Core business class seats for its future fleet of 16 A330neo aircraft;
nacelles and general servicing of the thrust reversers at the time of their programmed removals, with the support of its network of experts for on-site nacelle inspections and its Maintenance, Repair and Overhaul (MRO) centers.
Safran has launched Geonyx M, a new inertial unit for fast boats and amphibious vehicles. It complements the Geonyx land range as well as the Argonyx and Black-Onyx ranges intended respectively for first-rank surface vessels and submarines.
(1) Civil aftermarket (expressed in USD): this non-accounting indicator (non-audited) comprises spare parts and MRO (Maintenance, Repair and Overhaul) revenue for all civil aircraft engines for Safran Aircraft Engines and its subsidiaries and reflects the Group's performance in the civil aircraft engines aftermarket.
To reflect the Group's actual economic performance and enable it to be monitored and benchmarked against competitors, Safran prepares an adjusted income statement in addition to its consolidated financial statements.
Readers are reminded that Safran:
Accordingly, Safran's consolidated income statement has been adjusted for the impact of:
charged against intangible assets and property, plant and equipment recognized or remeasured at the time of the transaction and amortized or depreciated over extended periods due to the length of the Group's business cycles, and the impact of remeasuring inventories, as well as
The resulting changes in deferred tax have also been adjusted.
The impact of these adjustments on the first-half 2021 income statement items is as follows:
| Currencyhedges Business combinations |
||||||
|---|---|---|---|---|---|---|
| Amortization of intangible |
||||||
| First-half2021 | Deferred | assets from | PPA impacts – | |||
| consolidated | Remeasurement | hedging | Sagem-Snecma | otherbusiness | First-half2021 | |
| (in € millions) | data | of revenue(1) | gain/loss(2) | merger(3) | combinations(4) | adjusteddata |
| Revenue | 6,769 | 107 | - | - | - | 6,876 |
| Other operating income and expenses | (6,454) | 6 | (2) | 20 | 162 | (6,268) |
| Share in profit from joint ventures | 36 | - | - | - | 15 | 51 |
| Recurring operating income | 351 | 113 | (2) | 20 | 177 | 659 |
| Other non-recurring operating income and expenses | (195) | - | - | - | - | (195) |
| Profit from operations | 156 | 113 | (2) | 20 | 177 | 464 |
| Cost of net debt | (51) | - | - | - | - | (51) |
| Foreign exchange gain/loss | 860 | (113) | (775) | - | - | (28) |
| Other financial income and expense | (5) | - | - | - | - | (5) |
| Financial income (loss) | 804 | (113) | (775) | - | - | (84) |
| Income tax benefit (expense) | (273) | - | 221 | (6) | (42) | (100) |
| Profit (loss) for the period | 687 | - | (556) | 14 | 135 | 280 |
| Profit for the period attributable to non-controlling interests |
(13) | - | 2 | - | - | (11) |
| PROFIT (LOSS) FOR THE PERIOD ATTRIBUTABLE TO OWNERS OF THE PARENT |
674 | - | (554) | 14 | 135 | 269 |
(1) Remeasurement of foreign-currency denominated revenue net of purchases (by currency) at the hedged rate (including premiums on unwound options) through the reclassification of changes in the fair value of instruments hedging cash flows recognized in profit or loss for the period.
(2) Changes in the fair value of instruments hedging future cash flows that will be recognized in profit or loss in future periods (a negative €775 million excluding tax), and the impact of taking into account hedges when measuring provisions for losses on completion (a negative €2 million at June 30, 2021).
(3) Cancellation of amortization/impairment of intangible assets relating to the remeasurement of aircraft programs resulting from the application of IFRS 3 to the Sagem-Snecma merger.
(4) Cancellation of the impact of remeasuring assets at the time of the Zodiac Aerospace acquisition for €145 million excluding deferred tax and cancellation of amortization/impairment of assets identified during other business combinations.
Readers are reminded that the condensed interim consolidated financial statements are subject to review by the Group's Statutory Auditors. The condensed interim consolidated financial statements include the revenue and operating profit indicators set out in the adjusted data in Note 5, "Segment information".
Adjusted financial data other than the data provided in Note 5, "Segment information" are subject to the verification procedures applicable to all of the information provided in the interim report.
INTERIM 2021 ACTIVITY REPORT 1 Reconciliation of the consolidated income statement with the adjusted income statement
The impact of these adjustments in first-half 2020 was as follows:
| Currencyhedges Business combinations |
||||||
|---|---|---|---|---|---|---|
| Amortization of intangible |
||||||
| First-half2020 | Deferred | assets from | PPA impacts – | |||
| consolidated | Remeasurement | hedginggain/ | Sagem-Snecma | otherbusiness | First-half2020 | |
| (in € millions) | data | of revenue(1) | loss(2) | merger(3) | combinations(4) | adjusteddata |
| Revenue | 8,902 | (135) | - | - | - | 8,767 |
| Other operating income and expenses | (8,072) | 6 | 2 | 24 | 172 | (7,868) |
| Share in profit from joint ventures | 29 | - | - | - | 19 | 48 |
| Recurring operating income | 859 | (129) | 2 | 24 | 191 | 947 |
| Other non-recurring operating income and expenses | (144) | - | - | - | - | (144) |
| Profit from operations | 715 | (129) | 2 | 24 | 191 | 803 |
| Cost of net debt | (20) | - | - | - | - | (20) |
| Foreign exchange gain/loss | (1,181) | 129 | 1,001 | - | - | (51) |
| Other financial income and expense | (46) | - | - | - | - | (46) |
| Financial income (loss) | (1,247) | 129 | 1,001 | - | - | (117) |
| Income tax benefit (expense) | 207 | - | (321) | (8) | (47) | (169) |
| Profit (loss) for the period | (325) | - | 682 | 16 | 144 | 517 |
| Profit for the period attributable to non-controlling interests |
(15) | - | - | (1) | - | (16) |
| PROFIT (LOSS) FOR THE PERIOD ATTRIBUTABLE TO OWNERS OF THE PARENT |
(340) | - | 682 | 15 | 144 | 501 |
(1) Remeasurement of foreign-currency denominated revenue net of purchases (by currency) at the hedged rate (including premiums on unwound options) through the reclassification of changes in the fair value of instruments hedging cash flows recognized in profit or loss for the period.
(2) Changes in the fair value of instruments hedging future cash flows that will be recognized in profit or loss in future periods (a positive €1,001 million excluding tax), and the impact of taking into account hedges when measuring provisions for losses on completion (a positive €2 million at June 30, 2020).
(3) Cancellation of amortization/impairment of intangible assets relating to the remeasurement of aircraft programs resulting from the application of IFRS 3 to the Sagem-Snecma merger.
(4) Cancellation of the impact of remeasuring assets at the time of the Zodiac Aerospace acquisition for €155 million excluding deferred tax and cancellation of amortization/impairment of assets identified during other business combinations.
Readers are reminded that the condensed interim consolidated financial statements are subject to review by the Group's Statutory Auditors. The condensed interim consolidated financial statements include the revenue and operating profit indicators set out in the adjusted data in Note 5, "Segment information".
Adjusted financial data other than the data provided in Note 5, "Segment information" are subject to the verification procedures applicable to all of the information provided in the interim report.
All figures concerning the first-half income statement and commented in sections 1.1 and 1.2 represent adjusted data, except when noted otherwise. Comments on the interim consolidated income statement are provided in section 1.3 of this document.
| First-half2020 | First-half2021 | |
|---|---|---|
| (in € millions) | Adjusteddata | Adjusteddata |
| Revenue | 8,767 | 6,876 |
| Other income | 109 | 166 |
| Income from operations | 8,876 | 7,042 |
| Change in inventories of finished goods and work-in-progress | (39) | 34 |
| Capitalized production | 152 | 155 |
| Raw materials and consumables used | (4,670) | (3,645) |
| Personnel costs | (2,760) | (2,494) |
| Taxes | (203) | (151) |
| Depreciation, amortization and increase in provisions, net of use | (442) | (477) |
| Asset impairment | (85) | 30 |
| Other operating income and expenses | 70 | 114 |
| Share in profit from joint ventures | 48 | 51 |
| Recurring operating income | 947 | 659 |
| Other non-recurring operating income and expenses | (144) | (195) |
| Profit from operations | 803 | 464 |
| Cost of net debt | (20) | (51) |
| Foreign exchange gain (loss) | (51) | (28) |
| Other financial income and expense | (46) | (5) |
| Financial income (loss) | (117) | (84) |
| Profit before tax | 686 | 380 |
| Income tax expense | (169) | (100) |
| PROFIT FOR THE PERIOD | 517 | 280 |
| Attributable to: | ||
| ◼ owners of the parent | 501 | 269 |
| ◼ non-controlling interests | 16 | 11 |
| Earnings per share attributable to owners of the parent (in €) | ||
| Basic earnings per share | 1.18 | 0.63 |
| Diluted earnings per share | 1.14 | 0.61 |
First-half 2021 revenue amounted to €6,876 million, a decrease of 21.6%, or €1,891 million, compared to the year-ago period. Changes in scope had a negative net impact of €4 million. The net impact of currency variations was a negative €366 million, reflecting a negative translation effect on non-euro revenues, notably USD.
The average EUR/USD spot rate was 1.21 to the euro in first–half 2021, compared to 1.10 in the year-ago period. The Group's hedge rate was USD 1.16 to the euro in first-half 2021, flat compared to first-half 2020.
On an organic basis, revenue decreased by 17.3%, reflecting a 34.6% drop in first-quarter 2021 and 10.0% growth in second–quarter 2021.
Second-quarter 2021 revenue improved by 6.0% on an organic basis compared to first-quarter 2021, driven by all divisions.
| Segmentbreakdownofadjustedrevenue (in € millions) |
First-half2020 | First-half2021 | % change | % change inscope |
% change currency |
% change organic |
|---|---|---|---|---|---|---|
| Aerospace Propulsion | 4,047 | 3,249 | -19.7% | - | -4.0% | -15.7% |
| Aircraft Equipment, Defense and Aerosystems | 3,638 | 2,972 | -18.3% | - | -4.4% | -13.9% |
| Aircraft Interiors | 1,072 | 646 | -39.7% | -0.3% | -4.2% | -35.2% |
| Holding company and other | 10 | 9 | - | - | - | - |
| TOTAL GROUP | 8,767 | 6,876 | -21.6% | N/A | -4.3% | -17.3% |
First-half 2021 recurring operating income(1) reached €659 million, down 30.4% compared to first-half 2020. It includes negative scope changes of €4 million as well as a negative currency impact of €7 million.
On organic basis, recurring operating income decreased by 29.3% due to lower volumes and despite savings from the adaptation plan.
One-off items, which amounted to a negative €195 million, are related to impairment for several programs (€180 million) and to restructuring costs (€31 million).
Group recurring operating income margin stood at 9.6% of revenue, above the second-half 2020 underlying margin of 8.2%.
| One-off items | ||
|---|---|---|
| (in € millions) | First-half2020 | First-half2021 |
| Adjusted recurring operating income | 947 | 659 |
| % of revenue | 10.8% | 9.6% |
| Total one-off items | (144)* | (195) |
| Capital gain (loss) on asset disposals | - | 19 |
| Impairment reversal (charge) | (66) | (180) |
| Other infrequent and material non-operating items | (78) | (34) |
| ADJUSTED PROFIT FROM OPERATIONS | 803 | 464 |
| % of revenue | 9.2% | 6.7% |
* One-off items, which amounted to a negative €144 million, are related to restructuring costs (€77 million) and impairment for two programs.
First-half 2021 adjusted net income – Group share was €269 million (basic EPS of €0.63 and diluted EPS of €0.61) compared with €501 million in first-half 2020 (basic EPS of €1.18 and diluted EPS of €1.14).
It includes:
The reconciliation between the first-half 2021 consolidated income statement and the adjusted income statement is provided and commented on page 7 of this report.
(1) Operating income before capital gains or losses on disposals/impact of changes of control, impairment charges, transaction and integration costs and other items.
| Segmentbreakdownofadjustedrevenue | % changein | % change | % change | |||
|---|---|---|---|---|---|---|
| (in € millions) | First-half2020 First-half2021 | % change | scope | currency | organic | |
| Aerospace Propulsion | 4,047 | 3,249 | -19.7% | - | -4.0% | -15.7% |
| Aircraft Equipment, Defense and Aerosystems | 3,638 | 2,972 | -18.3% | - | -4.4% | -13.9% |
| Aircraft Interiors | 1,072 | 646 | -39.7% | -0.3% | -4.2% | -35.2% |
| Holding company and other | 10 | 9 | - | - | - | - |
| TOTAL GROUP | 8,767 | 6,876 | -21.6% | N/A | -4.3% | -17.3% |
| Segmentbreakdownof recurringoperatingincome (in € millions) |
First-half2020 | First-half2021 | % change |
|---|---|---|---|
| Aerospace Propulsion | 699 | 504 | -27.9% |
| % of revenue | 17.3% | 15.5% | |
| Aircraft Equipment, Defense and Aerosystems | 343 | 270 | -21.3% |
| % of revenue | 9.4.% | 9.1% | |
| Aircraft Interiors | (101) | (110) | -8.9% |
| % of revenue | -9.4% | -17.0% | |
| Holding company and other | 6 | (5) | - |
| TOTAL GROUP | 947 | 659 | -30.4% |
| % of revenue | 10.8% | 9.6% |
| 2021revenuebyquarter | |||
|---|---|---|---|
| (in € millions) | First-quarter2021 | Second-quarter2021 | First-half2021 |
| Aerospace Propulsion | 1,561 | 1,688 | 3,249 |
| Aircraft Equipment, Defense and Aerosystems | 1,464 | 1,508 | 2,972 |
| Aircraft Interiors | 313 | 333 | 646 |
| Holding company and other | 4 | 5 | 9 |
| TOTAL GROUP | 3,342 | 3,534 | 6,876 |
First-half 2021 revenue was €3,249 million, down 19.7% compared to €4,047 million in 2020. On an organic basis, revenue decreased by 15.7% compared to first-half 2020. Second-quarter 2021 revenue showed an 8.5% organic improvement compared to first-quarter 2021.
OE revenue dropped by 15.6% (or 11.1% organically) compared with first-half 2020, due to lower narrowbody engine deliveries (LEAP and CFM56). Installed engine deliveries decreased compared to first-half 2020 and spare engines remained flat compared to the year-ago period. High-thrust engine volumes were down by 30% during first-half 2021 compared to first-half 2020. As planned, M88 engine deliveries were up and amounted to 31 units in first-half 2021 compared with 19 in first-half 2020, notably thanks to export contracts. Helicopter turbine OE sales faced a slight headwind during the first-half of the year.
Services revenue decreased by 22.2% (in euros, or 18.5% organically) and represented 60.1% of sales. Civil aftermarket revenue decreased during the first half of 2021 by 25.5% (in USD). This drop was mainly due to lower spare parts sales for the latest generation of CFM56 engines and for widebody platforms.
Military services also faced a headwind compared to the year–ago period due to a high comparison basis created by an export contract in first-half 2020. Helicopter turbine support activities (Per Hour contracts as well as Time & Material) contributed positively during the period.
Recurring operating income was €504 million, a decrease of 27.9% compared with €699 million in first-half 2020. Recurring operating margin dropped from 17.3% to 15.5%, close to the end-2020 margin. The decrease in profitability was driven by a lower level of sales, despite the effect of the measures implemented under the adaptation plan and an exceptional positive impact from repayable advances.
First-half 2021 revenue was €2,972 million, down 18.3% compared with €3,638 million in the year-ago period. On an organic basis, revenue was down 13.9% compared to first–half 2020. Second-quarter 2021 revenue slightly improved (up 3.0% organically) compared to first-quarter 2021.
OE revenue decreased by 20.1% (or 15.6% organically) in first–half 2021, mainly driven by wiring and power distribution activities, landing gears for Boeing 787 and A350 and nacelles for A330neo. Deliveries of nacelles for LEAP-1A powered A320neo increased to 264 units in first-half 2021 (248 units in first-half 2020). Aerosystems (fluid, evacuation, oxygen) and avionics activities negatively impacted the division's revenue, partially offset by an increase in Fadec activities and in fuel control systems. Defense activities (notably sighting, guidance systems and optronics) decreased slightly during first-half 2021.
The decline in services of 14.5% (or 10.3% organically) in first–half 2021 was driven by carbon brakes, landing gear MRO activities, nacelles support activities and, to a lesser extent, Aerosystems. Defense services activities increased during the first half of the year.
Recurring operating income was €270 million, a decrease of 21.3% compared to €343 million in first-half 2020. Recurring operating margin was 9.1% versus 9.4% in first-half 2020. The decrease in profitability during first-half 2021 was driven by lower sales, despite the positive impact of the measures implemented under the adaptation plan and a lower R&D impact on P&L.
First-half 2021 revenue was €646 million, down 39.7% compared to €1,072 million in first-half 2020. On an organic basis, revenue decreased by 35.2%. Second-quarter 2021 revenue was up 8.0% on an organic basis compared to first–quarter 2021.
OE revenue dropped by 37.6% (or 32.1% organically) in first–half 2021. Seats was impacted by a strong decrease on business seats programs and Cabin activities by lower volumes for galleys and lavatories (A320 and A350 programs), floor–to-floor activity (Boeing 787), catering and inserts.
Services revenue decreased by 44.8% (or 42.3% organically) in first-half 2021, mainly due to the Seats aftermarket as well as Cabin spare sales and MRO activities.
The recurring operating loss was €110 million, a decrease of €9 million compared to the €101 million loss reported in first–half 2020. Cabin profitability strongly decreased due to the drop in volumes both for OE and services. Despite a negative contribution, Seats improved its performance compared to first-half 2020 thanks to the positive impacts of the restructuring plan started in 2020 and extended in 2021.
The "Holding company and other" reporting segment includes costs of general management as well as transverse services provided for the Group and its subsidiaries, including central finance, tax and foreign currency management, Group legal, communication and human resources. In addition, the holding company invoices subsidiaries for shared services, including administrative service centers (payroll, recruitment, IT, transaction accounting), a centralized training organization and Safran's R&T center.
Total R&D expenses, including R&D sold to customers, reached €640 million, compared with €597 million in first–half 2020. This increase of €43 million, notably due to an increase in works carried out with public funding, will ensure that Safran continues to foster the environmental priorities of its Research & Technology (R&T) and Innovation roadmap in order to contribute to the decarbonization of aviation.
R&D expenses before research tax credit were €426 million, compared with €447 million for first-half 2020, a decrease of €21 million. Given the back-end weighting of the Group's activity and profitability, self-funded R&D expenses were carefully managed and decreased by 5% compared with first–half 2020.
Gross capitalized R&D was €133 million compared with €124 million for first-half 2020.
Amortization and depreciation of R&D was €110 million compared with €124 million for first-half 2020.
The impact on recurring operating income of expensed R&D was €321 million compared with €373 million in the year-ago period.
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Revenue | 8,902 | 6,769 |
| Other recurring operating income and expenses | (8,072) | (6,454) |
| Share in profit from joint ventures | 29 | 36 |
| Recurring operating income | 859 | 351 |
| Other non-recurring operating income and expenses | (144) | (195) |
| Profit from operations | 715 | 156 |
| Financial income (loss) | (1,247) | 804 |
| Profit (loss) before tax | (532) | 960 |
| Income tax benefit (expense) | 207 | (273) |
| Profit (loss) from continuing operations | (325) | 687 |
| Profit from discontinued operations and disposal gain | - | - |
| Profit for the period attributable to non-controlling interests | (15) | (13) |
| PROFIT (LOSS) FOR THE PERIOD ATTRIBUTABLE TO OWNERS OF THE PARENT | (340) | 674 |
For first-half 2021, revenue was €6,769 million, compared to €8,902 million in the same period a year ago.
The difference between adjusted revenue and consolidated revenue is due to the exclusion of foreign currency derivatives from the adjusted figures. Neutralizing the impact of foreign currency hedging decreased first-half consolidated revenue by €107 million in 2021 and increased consolidated revenue by €135 million in 2020. The year-on-year change in the impact of foreign currency hedging on revenue results from movements in average exchange rates with regard to
Recurring operating income came in at €351 million for first–half 2021, compared to €859 million for first-half 2020. The difference between recurring operating income and adjusted recurring operating income, which came in at €659 million, results in particular from:
Profit from operations came in at €156 million for first-half 2021, compared to €715 million for first-half 2020.
Profit from operations includes recurring operating income of €351 million (versus €859 million for first-half 2020) and a non-recurring expense of €195 million (versus an expense of €144 million for first-half 2020).
the effective hedged rates for the period on the portion of foreign-currency denominated flows hedged by the Group. For example, the hedged EUR/USD rate for first-half 2021 was 1.16 against an average rate of 1.21, which explains why netting out the effect of foreign currency hedging results in a consolidated revenue figure that is lower than adjusted revenue.
Year-on-year changes in revenue by operating segment are analyzed above (see sections 1.1 and 1.2).
(versus €191 million for first-half 2020), and including the impact of remeasuring assets at fair value as part of the provisional allocation of the Zodiac Aerospace purchase price for €145 million;
◼ a negative €113 million impact resulting from foreign currency transactions (compared to a positive impact of €129 million for first-half 2020), including the remeasurement of foreign–currency denominated revenue (a negative €107 million impact) and of "Other recurring operating income and expenses" (a negative €6 million impact).
Changes in recurring operating income, excluding the impact of adjusting items, are analyzed above (see sections 1.1 and 1.2).
Changes in profit from operations in adjusted data as well as the non-recurring items are analyzed above (see section 1.1).
| (in € millions) | Note | Dec.31,2020 | June30,2021 |
|---|---|---|---|
| Goodwill | 11 | 5,060 | 5,086 |
| Intangible assets | 12 | 8,676 | 8,580 |
| Property, plant and equipment | 13 | 4,055 | 3,972 |
| Right-of-use assets | 14 | 623 | 609 |
| Non-current financial assets | 15 | 431 | 659 |
| Investments in equity-accounted companies | 16 | 2,126 | 2,049 |
| Non-current derivatives (positive fair value) | 23 | 52 | 39 |
| Deferred tax assets | 316 | 177 | |
| Other non-current financial assets | 4 | 10 | |
| Non-current assets | 21,343 | 21,181 | |
| Current financial assets | 15 | 126 | 130 |
| Current derivatives (positive fair value) | 23 | 694 | 1,335 |
| Inventories and work-in-progress | 5,190 | 5,270 | |
| Contracts costs | 486 | 524 | |
| Trade and other receivables | 5,769 | 5,281 | |
| Contracts assets | 1,695 | 1,768 | |
| Tax assets | 481 | 567 | |
| Cash and cash equivalents | 17 | 3,747 | 3,927 |
| Current assets | 18,188 | 18,802 | |
| TOTAL ASSETS | 39,531 | 39,983 |
| (in € millions) | Note | Dec.31,2020 | June30,2021 |
|---|---|---|---|
| Share capital | 18 | 85 | 85 |
| Consolidated reserves and retained earnings | 18 | 11,912 | 12,279 |
| Profit for the period | 352 | 674 | |
| Equity attributable to owners of the parent | 12,349 | 13,038 | |
| Non-controlling interests | 401 | 413 | |
| Equity | 12,750 | 13,451 | |
| Provisions | 19 | 1,942 | 1,922 |
| Borrowings subject to specific conditions | 20 | 426 | 328 |
| Non-current interest-bearing financial liabilities | 21 | 4,082 | 5,035 |
| Non-current derivatives (negative fair value) | 23 | 18 | 20 |
| Deferred tax liabilities | 1,285 | 1,360 | |
| Other non-current financial liabilities | 22 | 2 | 109 |
| Non-current liabilities | 7,755 | 8,774 | |
| Provisions | 19 | 905 | 869 |
| Current interest-bearing financial liabilities | 21 | 2,509 | 1,497 |
| Trade and other payables | 4,353 | 4,501 | |
| Contracts liabilities | 9,838 | 9,594 | |
| Tax liabilities | 118 | 88 | |
| Current derivatives (negative fair value) | 23 | 1,244 | 1,153 |
| Other current financial liabilities | 22 | 59 | 56 |
| Current liabilities | 19,026 | 17,758 | |
| TOTAL EQUITY AND LIABILITIES | 39,531 | 39,983 |
| (in € millions) | First-half2020 | Full-year2020 | First-half2021 |
|---|---|---|---|
| Recurring operating income | 947 | 1,686 | 659 |
| One-off items | (144) | (466) | (195) |
| Depreciation, amortization, provisions (excluding financial) | 613 | 1,256 | 610 |
| EBITDA | 1,416 | 2,476 | 1,074 |
| Income tax and non-cash items | (262) | (602) | (341) |
| Cash flow from operations | 1,154 | 1,874 | 733 |
| Changes in working capital | 168 | (8) | 297 |
| Capex (property, plant and equipment) | (273) | (449) | (183) |
| Capex (intangible assets) | (21) | (57) | (10) |
| Capitalization of R&D | (127) | (287) | (136) |
| Free cash flow | 901 | 1,073 | 701 |
| Dividends paid | (3) | (4) | (188) |
| Divestments/acquisitions and other | 134 | 253 | (287) |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | 1,032 | 1,322 | 226 |
| Net cash/(Net debt) at beginning of period | (4,114) | (4,114) | (2,792) |
| Net cash/(Net debt) at end of period | (3,082) | (2,792) | (2,566) |
Operations generated €701 million of free cash flow(1) . Free cash flow generation was driven by cash from operations of €733 million, an improvement of €297 million in working capital and lower investments (at €329 million, down 22% versus first-half 2020). The change in working capital was essentially driven by a strong decrease in receivables and a final payment received in first-half 2021 for some LEAP-1B engines delivered in 2019. This positive impact was partially offset by lower prepayments. Inventories were stable in first–half 2021.
Net debt was €2,566 million at June 30, 2021, compared to net debt of €2,792 million at December 31, 2020. This decrease was primarily due to positive free cash flow generation.
At end-June, Safran's cash and cash equivalents stood at €3,927 million, versus €3,747 million at end-December 2020.
During the first half of the year, Safran continued to diversify and optimize its debt maturity profile with several new transactions:
◼ A new €500 million bank loan signed with the European Investment Bank on March 4, 2021 dedicated to Safran's research into innovative propulsion systems for the next generation of single-aisle commercial aircraft, a core part of Safran's roadmap towards carbon-free air transport.
It remains undrawn as at July 28, 2021 and is available for drawdown until September 2022, at Safran's discretion. It has a maturity up to ten years, at Safran's discretion, starting when funds are made available.
in April 2020, which had remained undrawn since inception.
The hit ratio of the repurchase was 96.2% and the remaining 3.8% were redeemed early on July 19, 2021. The new issue has a conversion price of €180.89, with a negative YTM of 0.50%. This restructuring provides an additional 5-year maturity (from 2023 to 2028) with excellent financial conditions and replaces the original transaction with much more favorable terms for existing shareholders, including lower dilution.
(1) This non-accounting indicator (non-audited) is equal to cash flow from operating activities less change in working capital and acquisitions of property, plant and equipment and intangible assets.
The EUR/USD rate has stabilized since February, with a stronger USD lately. Safran continued to add hedges for 2024 and lower the risk of knock-out. The book is composed of options with knock-out barriers spanning from USD 1.2350 to USD 1.31, representing a risk on the size of the book and on targeted rates in case of a sudden increase in the euro.
2021 is hedged at a targeted hedge rate of USD 1.16 through knock-out options, for an estimated net exposure of USD 8.5 billion.
2022 is hedged at a targeted hedge rate from USD 1.14 to USD 1.16 through knock-out options, for an estimated net exposure of USD 9.0 billion.
2023 is hedged at a targeted hedge rate from USD 1.14 to USD 1.16 through knock-out options, for an estimated net exposure of USD 10.0 billion.
2024 is partially hedged through knock-out options; USD 5.9 billion hedged out of an estimated net exposure of USD 11.0 billion.
Safran confirms its full-year 2021 outlook and the underlying assumptions in a context in which uncertainty over the timing of recovery continues to prevail. A delay in the pace of civil aftermarket recovery during the second half of the year constitutes an element of risk to the outlook.
As a reminder, Safran expects for full-year 2021 (compared with the full-year 2020 figures):
Safran now expects:
◼ free cash flow generation to increase above the 2020 level (previously "at least at the same level as in 2020"), including the Rafale export contract advance payments recently announced.
Readers are invited to refer to section 3, Note 24 of this report and section 7.1.4 of the 2020 Universal Registration Document filed with the French financial markets authority (Autorité des marchés financiers – AMF) on March 31, 2021 under number D.21-0238.
As a reminder, on May 15, 2020 Safran issued 7,391,665 bonds (the "Initial Bonds") convertible into new shares and/or exchangeable for existing shares, due May 15, 2027. On October 12, 2020, Safran carried out a tap issue of 1,847,916 bonds (the "New Bonds") convertible into new shares and/or exchangeable for existing shares. The New Bonds carry the same terms and conditions as the Initial Bonds, with the exception of the issue price. They are fungible with the Initial Bonds, with which they form a single series (the "2027 OCÉANEs"). The background, terms and conditions and purpose of the 2027 OCÉANE bond issues are presented in section 7.2.3.2, section 3.1, Note 27 and section 3.3, Note 3.9 of the 2020 Universal Registration Document and section 3, Note 18.d, "Consolidated shareholders' equity" and Note 21, "Interest-bearing financial liabilities" of this interim report. The reports on the 2027 OCÉANEs are presented in section 8.4.2 of the 2020 Universal Registration Document.
At the Annual General Meeting of May 26, 2021, the shareholders approved a dividend payment of €0.43 per share. The ex-dividend date was May 31, 2021 and the record date was June 1, 2021. Consequently and in accordance with the terms and conditions of the 2027 OCÉANEs, the bond conversion ratio – previously 1 Safran share for 1 OCÉANE bond – was adjusted to 1.004 Safran shares for 1 OCÉANE bond, effective June 1, 2021. Readers are also invited to refer to section 3, Note 18.d, "Consolidated shareholders' equity" of this report.
At June 30, 2021, all of the 9,239,581 OCÉANEs issued were still outstanding.
Pursuant to the 21st and 22nd resolutions approved by the Extraordinary Shareholders' Meeting of May 26, 2021, on June 14, 2021 Safran issued bonds convertible into new shares and/or exchangeable for existing shares, due April 1, 2028 (the "2028 OCÉANEs"), in a nominal amount of €729,999,864.89, represented by 4,035,601 bonds with a par value of €180.89 each.
The bonds were issued through an offering exclusively for qualified investors within the meaning of Article 2(e) of the Prospectus Regulation in France, the European Economic Area (EEA) and outside the EEA (excluding, in particular, the United States, Canada, South Africa, Australia, Japan and any other jurisdiction where registration or approval would be required by the applicable laws and regulations).
The background and terms and conditions of the issue are presented in the reports in sections 1.8.4 and 1.8.5 below. Readers are also invited to refer to section 3, Note 18.d, "Consolidated shareholders' equity" and Note 21, "Interest–bearing financial liabilities" of this report.
At the issue date of the 2028 OCÉANEs, the number of new shares that would be issued by the Company in the event of the conversion of all the 2028 OCÉANEs, divided by the number of shares making up Safran's share capital, represented unrealized dilution of 0.94% based on a "conversion price" of €180.89. At the same date, the 2023 OCÉANEs repurchased or redeemed thanks to the 2028 OCÉANE bond issue (see section 1.8.3 below) represented unrealized dilution of 1.17% based on a "conversion price" of €139.96.
As announced on June 8, 2021, the proceeds from the 2028 OCÉANE bond issue were used to (i) repurchase (on June 15, 2021) the outstanding bonds convertible into new shares and/or exchangeable for existing shares issued in 2018 and maturing on June 21, 2023 (the "2023 OCÉANEs", see section 3.1, Note 27 of the 2020 Universal Registration Document) and (ii) redeem of the remainder of the series.
Concurrent with the issue of the 2028 OCÉANEs, Safran launched a reverse bookbuilding process to collect irrevocable orders from 2023 OCÉANE bondholders wishing to sell their 2023 OCÉANEs. The repurchase price for the 2023 OCÉANEs was set at €154.95 per bond. Following the settlement of the repurchase, the repurchased 2023 OCÉANEs were canceled and the total number of outstanding 2023 OCÉANEs represented less than 15% of the initial 2023 OCÉANE bond issue. On June 17, 2021, Safran announced that said outstanding 2023 OCÉANEs would be redeemed early at par (i.e., €140.10 per bond) on July 19, 2021 in accordance with their terms and conditions, for the purpose of their cancellation.
At June 30, 2021, 189,614 of the 2023 OCÉANEs were still outstanding, with a conversion rate of 1.001 shares for 1 bond.
They were all redeemed early on July 19, 2021, since no 2023 OCÉANE bondholders had chosen to exercise their conversion rights.
Readers are also invited to refer to section 3, Note 18.d, "Consolidated shareholders' equity" and Note 21, "Interest–bearing financial liabilities" of this report.
(drawn up in accordance with Article R.225-116 of the French Commercial Code)
In accordance with Articles L.225-129-5 and R.225-116 of the French Commercial Code (Code de commerce), we hereby report to you on the use of the authorizations granted to the Board of Directors of Safran (the "Company") in the twenty-first and twenty–second resolutions of the May 26, 2021 Ordinary and Extraordinary Shareholders' Meeting (the "Annual General Meeting") in order to carry out an offering governed by Article L.411-2, 1° of the French Monetary and Financial Code (Code monétaire et financier) (exclusively for qualified investors or a restricted group of investors), without pre-emptive subscription rights for existing shareholders, of bonds convertible into new ordinary shares and/or exchangeable for existing ordinary shares (OCÉANEs), due April 1, 2028 (the "Bonds"), with an overallotment option where applicable.
On this basis, and in accordance with the above-mentioned legal and regulatory provisions, the report below (i) describes the final terms and conditions of the Bond issue and (ii) explains the impact of those terms and conditions on the Company's shareholders and holders of securities carrying rights to Company shares.
In the twenty-first resolution of the Annual General Meeting, in accordance with the applicable laws and regulations, in particular Articles L.225-129-2, L.225-135, L.225-136, L.22-10-49, L.22-10-51 and L.22-10-52 of the French Commercial Code as well as Articles L.228-91 et seq. of said Code and Article L.411-2, 1° of the French Monetary and Financial Code, the shareholders granted the Board of Directors a twenty-six month authorization to increase the Company's share capital by issuing ordinary shares and/or securities carrying immediate or deferred rights to new or existing ordinary shares of the Company, through an offering governed by Article L.411-2, 1° of the French Monetary and Financial Code, without pre-emptive subscription rights for existing shareholders.
The shareholders set the following ceilings in the resolution: (i) the maximum nominal amount of any capital increases carried out pursuant to the authorization – either immediately and/or on the exercise of rights to shares of the Company – was set at €8 million (not including the nominal amount of any ordinary shares that may be issued to protect the rights of holders of securities carrying rights to Company shares), and (ii) the maximum principal amount of debt securities that may be issued pursuant to the authorization was set at €2 billion.
In the twenty-second resolution of the Annual General Meeting of May 26, 2021, the shareholders also granted the Board of Directors an authorization to increase the initial nominal amount of the issue, as decided pursuant to the twenty-first resolution, through the exercise of an overallotment option (the "Overallotment Option"), within the limits set out in the twenty-first resolution (i.e., the additional securities must be issued at the same price as for the original issue, within 30 days of the close of the original subscription period and may not represent more than 15% of the original issue amount, in accordance with the applicable legal and regulatory provisions).
At its meeting of May 26, 2021, on the basis of the authorizations granted in the twenty-first and twenty-second resolutions of the Annual General Meeting of May 26, 2021 (no portion of which had been used), the Board of Directors unanimously decided:
On June 8, 2021, using the delegation granted by the Board of Directors on May 26, 2021, the Chief Executive Officer decided to issue the Bonds in accordance with the terms and conditions described in section 2 below.
| Nominal amount of and gross proceeds from the Issue |
€729,999,864.89 |
|---|---|
| Net proceeds from the Issue | €750,256,402.68 |
| Number of Bonds issued | 4,035,601 |
| Par value per Bond | €180.89, representing an issue premium of 45% over the reference price of ordinary shares of the Company, corresponding to the volume-weighted average price of the ordinary Company shares listed on Euronext Paris during the day of June 8, 2021. |
| Public offering | Carried out on June 8, 2021 in France, the European Economic Area (EEA) and outside the EEA (excluding, in particular, the United States, Canada, South Africa, Australia, Japan and any other jurisdiction where registration or approval would be required by the applicable laws and regulations), for qualified investors within the meaning of Article 2(e) of the Prospectus Regulation only (falling within the scope of Article L.411-2, 1° of the French Monetary and Financial Code). |
| Issue price of the Bonds | 103.5% of par. |
| On the Bond Issue Date (as defined below), the price of new ordinary shares of the Company issued at the Company's discretion on the exercise of the Conversion Right (as defined below) shall, based on the Conversion Ratio (as defined below) applicable at the Bond Issue Date, be equal to the par value per Bond defined above, in accordance with the provisions of Articles L.225-136 and R.22-10-32 of the French Commercial Code. |
|
| Issue and settlement-delivery date of the Bonds |
June 14, 2021 (the "Bond Issue Date") |
| Listing of the Bonds | During the month following the Bond Issue Date, on Euronext Access™, under ISIN code FR0014003Z32. |
| Clearing | Euroclear France, Euroclear Bank S.A./N.V., Clearstream Banking S.A. |
| Global Coordinators – | Deutsche Bank AG and HSBC – joint global coordinators and joint bookrunners. |
| Bookrunners | Natixis and BofA Securities – joint bookrunners. |
| Securities services and centralizing and calculation agents |
HSBC – settlement-delivery of the Bonds. |
| CACEIS Corporate Trust – securities services and centralizing agent. | |
| Aether Financial Services – calculation agent. | |
| Blackout period | Undertaking not to issue shares of the Company or securities carrying rights to Company shares for a period of 90 calendar days as from the Bond Issue Date, apart from certain standard exceptions or prior consent from the Global Coordinators. |
1
| Ranking of the Bonds | The Bonds constitute unsecured, direct, general, unconditional and unsubordinated debt obligations, ranking equally among themselves and, subject to mandatory legal exceptions, pari passu with all other present or future unsecured debts and guarantees of the Company. |
|---|---|
| Negative pledge | Only applies in the event that the Company or one of its principal subsidiaries grants a guarantee, indemnity or collateral to the holders of other bonds or other marketable instruments representing new or existing debt securities issued by the Company or one of its principal subsidiaries. |
| Nominal rate – Coupon | The Bonds do not carry any coupon. |
| Term of the Bonds | 6 years, 9 months and 18 days |
| Maturity date of the Bonds | April 1, 2028 (the "Maturity Date of the Bonds") |
| Redemption at maturity | Redemption in full at par on the Maturity Date of the Bonds (or the following business day if this date is not a business day). |
| Early redemption, at the Company's discretion |
(i) The Company may redeem all or some of the Bonds at any time before the Maturity Date of the Bonds, without any limitation on price or number, either by repurchasing them through on-market or off-market transactions, or through repurchase or exchange offers. |
| (ii) The Company may redeem all of the outstanding Bonds at par, at any time from April 1, 2025 until the Maturity Date of the Bonds, subject to a minimum prior notice period of 30 calendar days (and a maximum notice period of 45 calendar days), if the arithmetic mean, calculated over a period of 20 consecutive trading days chosen by the Company out of the 40 consecutive trading days preceding the publication of the early redemption notice, of (a) the daily proceeds of the volume-weighted average daily price of Company shares traded on Euronext Paris, and (b) the Conversion Ratio (as defined below) applicable at each corresponding date, exceeds 130% of the par value of the Bonds. |
|
| (iii) The Company may redeem all of the outstanding Bonds at par, at any time, subject to a minimum prior notice period of 30 calendar days, if the total number of Bonds still outstanding represents less than 20% of the number of Bonds originally issued. |
|
| In the event of (ii) or (iii) above, the Bondholders retain the possibility to request the exercise of their Conversion Right (defined below) until the seventh business day (exclusive) preceding the early redemption date. |
|
| Obligatory early redemption of the Bonds |
Possible at par, notably in the event of default by the Company. |
| Early redemption at the Bondholders' discretion |
Possible at par, in the event of a change in control of the Company. |
| Rights attached to the | |
|---|---|
| Bonds/Conversion Right |
The Bonds carry a conversion right (the "Conversion Right"), whereby the Bondholders will be entitled to receive a number of new or existing ordinary shares (at the Company's discretion) equal to the Conversion Ratio (as defined below) applicable at the Exercise Date (as defined below), multiplied by the number of Bonds for which the Conversion Right has been exercised.
On the Bond Issue Date, the "Conversion Ratio" was 1 ordinary share to 1 Bond (subject to any subsequent adjustments carried out to protect the rights of Bondholders).
The Bondholders may request to exercise their Conversion Right at any time from the Bond Issue Date (inclusive) until the seventh trading day (exclusive) preceding (i) the Maturity Date of the Bonds or, where applicable, (ii) the relevant early redemption date of the Bonds, it being specified that any Bonds for which the Bondholders have requested the exercise of their Conversion Right will not entitle their holders to any redemption at either the Maturity Date of the Bonds or, where applicable, at their early redemption date.
Any Bondholder who has not requested the exercise of their Conversion Right during the time period indicated above will be reimbursed in cash at the Maturity Date of the Bonds or, where applicable, at their early redemption date.
On exercise of their Conversion Right, each Bondholder will receive new and/or existing ordinary shares of the Company.
The total number of new and/or existing ordinary Company shares (the allocation of which will be decided by the Company) will be determined by the calculation agent and will be equal, for each Bondholder, to the Conversion Ratio applicable at the Exercise Date (as defined below) multiplied by the number of Bonds transferred to the centralizing agent and for which the Conversion Right has been exercised.
In the event of a capital increase or the issue of new Company shares or securities carrying rights to Company shares, or any other financial transactions conferring pre‑emptive subscription rights or reserving a priority subscription period for the benefit of the Company's shareholders, the Company will be entitled to suspend the exercise of the Conversion Right for a period which may not exceed three months or any other period provided for in the applicable regulations.
However, in no circumstances may such suspension cause the Bondholders to lose their Conversion Right. Any decision by the Company to suspend the Bondholders' Conversion Right will be published in a notice in the French legal gazette (Bulletin des Annonces Légales Obligatoires – BALO). This notice must be published at least seven calendar days before the suspension of the Conversion Right becomes effective and must specify the dates on which the suspension period begins and ends. This information will also be published by the Company on its website (www.safran-group.com).
To exercise their Conversion Right, Bondholders must make a request to the financial intermediary that holds their Bonds in a securities account. Any such request is irrevocable once received by the relevant financial intermediary. The centralizing agent will ensure the centralization of the request.
The date of the request will correspond to either (i) the business day on which both of the conditions described below are satisfied, if they are satisfied by 5:00 p.m. (Paris time), or (ii) the following business day, if said conditions are satisfied after 5:00 p.m. (Paris time) (the "Date of the Request"):
Any request for the exercise of a Conversion Right sent to the centralizing agent will be effective as of the first trading day following the Date of the Request (the "Exercise Date"). All requests for the exercise of the Conversion Right must be received by the centralizing agent (and the Bonds transferred to the centralizing agent) before the seventh trading day (exclusive) preceding the Maturity Date of the Bonds or their early redemption date.
All Bondholders with Bonds having the same Exercise Date will be treated equally and will each receive the same proportion of new and/or existing ordinary shares for their Bonds, subject to rounding.
The Bondholders will receive delivery of their new and/or existing ordinary shares no later than the seventh trading day following the Exercise Date.
| Dividend rights and listing of the underlying shares |
The new or existing ordinary shares issued or delivered on the exercise of the Conversion Right will carry dividend rights and entitle their holders to all the rights attached to the ordinary shares as from their delivery date, it being specified that in the event that a record date for a dividend (or interim dividend) occurs between the Exercise Date and the delivery date of the shares, the Bondholders will not be entitled to such dividend (or interim dividend) nor to any compensation therefor, subject to the right to an adjustment of the Conversion Ratio – a right to which the Bondholders are entitled until the delivery date of the ordinary shares (exclusive). |
|---|---|
| Applications will be made for the admission to trading on Euronext Paris of the new ordinary shares issued upon the exercise of the Conversion Right. Accordingly, the new shares will immediately become fungible with the existing ordinary shares listed on Euronext Paris and will be tradable, as from the date on which they are admitted to trading, on the same listing line as said existing ordinary shares under the same ISIN code (FR0000073272). |
|
| Any existing ordinary shares allocated upon the exercise of the Conversion Right will be immediately tradable on Euronext Paris. |
|
| Currency of the Issue | Euro |
| Currency of the Issue | Euro |
|---|---|
| Governing law | French law |
The net proceeds from the issue of the Bonds were used to refinance the OCÉANEs issued by the Company in 2018 and maturing on June 21, 2023.
The table below, provided for information purposes only, shows the impact that the issue of new ordinary shares would have on attributable equity per share if the Conversion Right were exercised for all Bonds, assuming that the Company opted to grant only new ordinary shares.
This impact was calculated based on the following:
| Beforeissue | After issue | |
|---|---|---|
| Parent company equity | €11,710,652,000 | €12,466,197,000(1) |
| Number of shares – undiluted | 426,309,373 | 430,344,974 |
| Number of shares – diluted(3)(4) | 435,585,912 | 439,621,513 |
| Parent company equity per share – undiluted | €27.47 | €28.97 |
| Parent company equity per share – diluted(3)(4) | €29.22 | €30.67 |
| Consolidated equity (attributable to owners of the parent) | €13,009,546,000 €13,759,802,000(2) | |
| Number of shares – undiluted | 426,261,996 | 430,297,597 |
| Number of shares – diluted(3)(4) | 435,538,535 | 439,574,136 |
| Attributable consolidated equity per share – undiluted | €30.52 | €31.98 |
| Attributable consolidated equity per share – diluted(3)(4) | €32.08 | €33.49 |
(1) Assuming the Conversion Right is exercised at the time of the Issue (gross proceeds from the Issue: €755,545,000).
(2) Assuming the Conversion Right is exercised at the time of the Issue (net proceeds from the Issue: €750,256,000).
(3) Assuming that all 9,239,581 OCÉANEs issued by the Company in 2020 and maturing in 2027 are converted and that 9,276,539 new ordinary Company shares are issued based on a Conversion Ratio of 1.004 shares for 1 OCÉANE bond (gross proceeds from the OCÉANEs: €1,018,054,000; liability component at June 30, 2021: €963,582,000).
(4) Not including any of the 4,996,431 OCÉANEs issued by the Company in 2018 and maturing in 2023, of which 4,806,817 were repurchased by the Company on June 15, 2021 and 189,614 were redeemed early on July 19, 2021. Accordingly, none of these OCÉANE bonds are outstanding at the date of this report.
The table below, provided for information purposes only, shows the impact of the issue of new ordinary shares on the ownership interest of a shareholder holding 1% of the Company's share capital prior to May 31, 2021.
This impact was calculated based on the following:
(i) 427,238,616 shares making up the Company's share capital at May 31, 2021; and
(ii) an assumption that the Conversion Ratio equals 1.
| Shareholder's % ownershipinterest | Beforeissue | After issue |
|---|---|---|
| Undiluted basis | 1.000% | 0.991% |
| Diluted basis(1)(2) | 0.979% | 0.970% |
(1) Assuming that all 9,239,581 OCÉANEs issued by the Company in 2020 and maturing in 2027 are converted and that 9,276,539 new ordinary Company shares are issued based on a Conversion Ratio of 1.004 shares for 1 OCÉANE bond.
(2) Not including any of the 4,996,431 OCÉANEs issued by the Company in 2018 and maturing in 2023, of which 4,806,817 were repurchased by the Company on June 15, 2021 and 189,614 were redeemed early on July 19, 2021. Accordingly, none of these OCÉANE bonds are outstanding at the date of this report.
The theoretical impact of the issue and conversion of the Bonds on Safran's share price and market capitalization is a positive 0.49% on an undiluted basis and a positive 0.25% on a diluted basis.
This impact was calculated based on the following:
Based on the above, the following table shows the theoretical impact of the issue and conversion of the Bonds on Safran's share price and market capitalization:
| Theoretical impactof theissueandconversionof the Bondson Safran's sharepriceand market capitalization | |
|---|---|
| ISSUE OF THE BONDS | |
| Number of Bonds issued | 4,035,601 |
| Conversion Ratio | 1 |
| Net proceeds from the issue of the Bonds | €750,256,402.68 |
| Total number of ordinary Safran shares that could potentially be issued on conversion of the Bonds | 4,035,601 |
| SITUATION BEFORE THE ISSUE OF THE BONDS (UNDILUTED BASIS) | |
| Number of Safran shares outstanding before the issue of the Bonds | 427,238,616 |
| Safran share price before the issue of the Bonds | €122.13 |
| Safran's market capitalization before the issue of the Bonds | €52,178,652,172 |
| SITUATION AFTER THE ISSUE AND CONVERSION OF THE BONDS (UNDILUTED BASIS) | |
| Total number of Safran shares after the issue and conversion of the Bonds | 431,274,217 |
| Safran's theoretical market capitalization after the issue and conversion of the Bonds | €52,928,908,575 |
| Theoretical value of one Safran share after the issue and conversion of the Bonds | €122.73 |
| Theoretical impact of the issue and conversion of the Bonds | +0.49% |
| SITUATION AFTER THE ISSUE AND CONVERSION OF THE BONDS (DILUTED BASIS)(1)(2) | |
| Total number of Safran shares after the issue and conversion of the Bonds | 440,550,756 |
| Safran's theoretical market capitalization after the issue and conversion of the Bonds | €53,939,508,404 |
| Theoretical value of one Safran share after the issue and conversion of the Bonds | €122.44 |
| Theoretical impact of the issue and conversion of the Bonds | +0.25% |
(1) Assuming that all 9,239,581 OCÉANEs issued by the Company in 2020 and maturing in 2027 are converted and that 9,276,539 new ordinary Company shares are issued based on a Conversion Ratio of 1.004 shares for 1 OCÉANE bond (net proceeds from the OCÉANEs: €1,010,599,829.51).
(2) Not including any of the 4,996,431 OCÉANEs issued by the Company in 2018 and maturing in 2023, of which 4,806,817 were repurchased by the Company on June 15, 2021 and 189,614 were redeemed early on July 19, 2021. Accordingly, none of these OCÉANE bonds are outstanding at the date of this report.
French original signed in Paris, on July 28, 2021 For the Board of Directors Ross McInnes (Chairman)
1
This is a free translation into English of the Statutory Auditors' report issued in French and is provided solely for the convenience of English speaking users. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.
In our capacity as Statutory Auditors of your Company and in accordance with Article R.225-116 of the French Commercial Code (Code de commerce), and further to our report of March 26, 2021, we hereby report to you on the issue, with or without pre‑emptive subscription rights for existing shareholders, of ordinary shares or securities carrying rights to shares, as authorized by the Extraordinary Shareholders' Meeting of May 26, 2021.
The Extraordinary Shareholders' Meeting of May 26, 2021 authorized the Board of Directors – or any duly empowered representative – to issue ordinary shares of the Company or securities carrying rights to new and/or existing ordinary shares of the Company, within the scope of an offering governed by Article L.411-2, 1° of the French Monetary and Financial Code (Code monétaire et financier), without pre-emptive subscription rights for existing shareholders, for a period of twenty-six months from the date of the Meeting (twenty-first resolution). The Meeting set (i) the maximum principal amount of debt securities that may be issued at €2 billion, and (ii) the maximum nominal amount of the capital increases that could be carried out at €8 million. The maximum nominal amount of any capital increases carried out pursuant to the twenty-first resolution could not represent more than 20% of the Company's share capital per year. In the twenty-second resolution, the shareholders also granted the Board of Directors an authorization to increase the initial nominal amount of any issue as decided pursuant to the twenty-first resolution, through the exercise of an overallotment option that may not represent more than 15% of the original issue amount.
At its meeting of May 26, 2021, using the authorization granted by the Extraordinary Shareholders' Meeting, the Board of Directors (i) decided on the principle of the issue, on one or more occasions, without pre-emptive subscription rights, of bonds convertible into new shares and/or exchangeable for existing shares ("OCÉANEs") (the "Bonds") in a maximum nominal amount of €800 million, through an offering of financial securities to a restricted group of investors acting on their own account or to qualified investors, and (ii) set the maximum nominal amount of the capital increases that could be carried out as a result of the issue at €999,736. Also at its meeting of May 26, 2021, the Board of Directors decided to grant the Chief Executive Officer the necessary powers to issue the Bonds, determine the terms and conditions thereof and decide on the final characteristics.
Using said delegation, on June 8, 2021 the Chief Executive Officer decided to carry out a Bond issue under the following terms and conditions:
At its meeting of July 28, 2021, the Board of Directors placed on record the issue of 4,035,601 Bonds with a par value of €180.89, representing a total issue amount of €750,256,402.68. The maximum amount of the share capital increase that may be carried out as a result of the issue may not exceed €999,736.
It is the responsibility of the Board of Directors to prepare an additional report in accordance with Articles R.225-115 et seq. and R.22-10-31 of the French Commercial Code. Our role is to report on the fairness of the financial information taken from the financial statements, on the proposed cancellation of pre-emptive subscription rights and on certain other disclosures relating to the share issue contained in this report.
We performed the procedures that we deemed necessary in accordance with the professional guidance issued by the French national auditing body (Compagnie nationale des commissaires aux comptes) for this type of engagement. These procedures mainly consisted in verifying:
We have no matters to report as to:
Courbevoie and Paris-La Défense, July 28, 2021
The Statutory Auditors
Mazars Ernst & Young et Autres
Gaël Lamant Jérôme de Pastors Jean-Roch Varon Philippe Berteaux

There has been no significant change in the risk factors identified and presented in the 2020 Universal Registration Document. Readers are invited to refer to chapter 4 of the 2020 Universal Registration Document filed with the French financial markets authority (Autorité des marchés financiers – AMF) on March 31, 2021 under number D.21-0238.
3
The Board of Directors' meeting of July 28, 2021 adopted and authorized the publication of Safran's consolidated financial statements and adjusted income statement for the six-month period ended June 30, 2021.
| (in € millions) | Note | First-half2020 | First-half2021 |
|---|---|---|---|
| Revenue | 6 | 8,902 | 6,769 |
| Other income | 7 | 109 | 166 |
| Income from operations | 9,011 | 6,935 | |
| Change in inventories of finished goods and work-in-progress | (39) | 34 | |
| Capitalized production | 152 | 155 | |
| Raw materials and consumables used | 7 | (4,677) | (3,649) |
| Personnel costs | 7 | (2,759) | (2,496) |
| Taxes | (203) | (151) | |
| Depreciation, amortization and increase in provisions, net of use | 7 | (639) | (659) |
| Asset impairment | 7 | (86) | 31 |
| Other recurring operating income and expenses | 7 | 70 | 115 |
| Share in profit from joint ventures | 16 | 29 | 36 |
| Recurring operating income | 859 | 351 | |
| Other non-recurring operating income and expenses | 7 | (144) | (195) |
| Profit from operations | 715 | 156 | |
| Cost of net debt | (20) | (51) | |
| Foreign exchange gain (loss) | (1,181) | 860 | |
| Other financial income and expense | (46) | (5) | |
| Financial income (loss) | 8 | (1,247) | 804 |
| Profit (loss) before tax | (532) | 960 | |
| Income tax benefit (expense) | 9 | 207 | (273) |
| PROFIT (LOSS) FOR THE PERIOD | (325) | 687 | |
| Attributable to: | |||
| ◼ owners of the parent | (340) | 674 | |
| ◼ non-controlling interests | 15 | 13 | |
| Earnings per share attributable to owners of the parent (in €) | 10 | ||
| Basic earnings (loss) per share | (0.80) | 1.58 | |
| Diluted earnings (loss) per share | (0.80) | 1.53 |
| (in € millions) | Note | First-half2020 | First-half2021 |
|---|---|---|---|
| Profit (loss) for the period | (325) | 687 | |
| Other comprehensive income | |||
| Items to be reclassified to profit | (55) | 200 | |
| Translation adjustments | (51) | 187 | |
| Remeasurement of hedging instruments | (6) | (1) | |
| Income tax related to components of other comprehensive income to be reclassified to profit |
2 | (1) | |
| Share in other comprehensive income of equity-accounted companies to be reclassified to profit (net of tax) |
16 | - | 15 |
| Items not to be reclassified to profit | 4 | 69 | |
| Actuarial gains and losses on post-employment benefits | 11 | 91 | |
| Income tax related to components of other comprehensive income not to be reclassified to profit |
(6) | (22) | |
| Share in other comprehensive income (expense) of equity-accounted companies not to be reclassified to profit (net of tax) |
(1) | - | |
| Other comprehensive income (expense) for the period | (51) | 269 | |
| TOTAL COMPREHENSIVE INCOME (EXPENSE) FOR THE PERIOD | (376) | 956 | |
| Attributable to: | |||
| ◼ owners of the parent | (392) | 939 | |
| ◼ non-controlling interests | 16 | 17 |
In first-half 2021, other comprehensive income relating to translation adjustments includes:
In first-half 2021, other comprehensive income resulting from the remeasurement of hedging instruments includes negative fair value adjustments totaling €1 million (€6 million in first–half 2020) relating to cash flow hedges of interest payments on senior unsecured notes (i) as of the end of first–quarter 2019 and (ii) as of July 2020. The outstanding balance of the ongoing cash flow hedging reserve is a negative €1 million (see the consolidated statement of changes in shareholders' equity).
Other comprehensive income relating to equity-accounted companies (net of tax) includes (see Note 16, "Investments in equity-accounted companies"):
In accordance with the amended IAS 19, changes in actuarial gains and losses are shown in "Other comprehensive income" and are not subsequently reclassified to profit.
The discount rates used to calculate post-employment benefit obligations are determined by reference to the yield on private investment-grade bonds (AA), using the Iboxx index. The main discount rate assumptions used to calculate post-employment benefit obligations at the dates shown were revised as follows:
| Dec.31,2019 | June30,2020 | Dec.31,2020 | June30,2021 | |
|---|---|---|---|---|
| Eurozone | 0.60% | 0.90% | 0.50% | 0.90% |
| UK | 1.95% | 1.70% | 1.45% | 2.00% |
The inflation rate assumption used to calculate obligations in the United Kingdom was as follows:
| Dec.31,2019 | June30,2020 | Dec.31,2020 | June30,2021 | |
|---|---|---|---|---|
| UK inflation rate | 2.90% | 2.75% | 2.80% | 3.15% |
| (in € millions) | Note | Dec.31,2020 | June30,2021 |
|---|---|---|---|
| Goodwill | 11 | 5,060 | 5,086 |
| Intangible assets | 12 | 8,676 | 8,580 |
| Property, plant and equipment | 13 | 4,055 | 3,972 |
| Right-of-use assets | 14 | 623 | 609 |
| Non-current financial assets | 15 | 431 | 659 |
| Investments in equity-accounted companies | 16 | 2,126 | 2,049 |
| Non-current derivatives (positive fair value) | 23 | 52 | 39 |
| Deferred tax assets | 316 | 177 | |
| Other non-current financial assets | 4 | 10 | |
| Non-current assets | 21,343 | 21,181 | |
| Current financial assets | 15 | 126 | 130 |
| Current derivatives (positive fair value) | 23 | 694 | 1,335 |
| Inventories and work-in-progress | 5,190 | 5,270 | |
| Contract costs | 486 | 524 | |
| Trade and other receivables | 5,769 | 5,281 | |
| Contract assets | 1,695 | 1,768 | |
| Tax assets | 481 | 567 | |
| Cash and cash equivalents | 17 | 3,747 | 3,927 |
| Current assets | 18,188 | 18,802 | |
| TOTAL ASSETS | 39,531 | 39,983 |
| (in € millions) | Note | Dec.31,2020 | June30,2021 |
|---|---|---|---|
| Share capital | 18 | 85 | 85 |
| Consolidated reserves and retained earnings | 18 | 11,912 | 12,279 |
| Profit for the period | 352 | 674 | |
| Equity attributable to owners of the parent | 12,349 | 13,038 | |
| Non-controlling interests | 401 | 413 | |
| Total equity | 12,750 | 13,451 | |
| Provisions | 19 | 1,942 | 1,922 |
| Borrowings subject to specific conditions | 20 | 426 | 328 |
| Non-current interest-bearing financial liabilities | 21 | 4,082 | 5,035 |
| Non-current derivatives (negative fair value) | 23 | 18 | 20 |
| Deferred tax liabilities | 1,285 | 1,360 | |
| Other non-current financial liabilities | 22 | 2 | 109 |
| Non-current liabilities | 7,755 | 8,774 | |
| Provisions | 19 | 905 | 869 |
| Current interest-bearing financial liabilities | 21 | 2,509 | 1,497 |
| Trade and other payables | 4,353 | 4,501 | |
| Contract liabilities | 9,838 | 9,594 | |
| Tax liabilities | 118 | 88 | |
| Current derivatives (negative fair value) | 23 | 1,244 | 1,153 |
| Other current financial liabilities | 22 | 59 | 56 |
| Current liabilities | 19,026 | 17,758 | |
| TOTAL EQUITY AND LIABILITIES | 39,531 | 39,983 |
| Share | Additional paid-in |
Treasury | Remeasurement ofhedging |
Translation | Consolidated reservesand retained |
Actuarialgains andlosses onpost employment |
Profit (loss) forthe |
Equity attributableto ownersofthe |
Non controlling |
|||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in € millions) | capital | capital | shares | instruments | adjustments | earnings | benefits | period | Other | parent | interests | Total |
| At January 1, 2020 | 85 | 4,688 (303) | - | 405 | 5,371 | (552) | 2,447 | 230 | 12,371 | 377 | 12,748 | |
| Comprehensive income (expense) for the period |
- | - | - | (6) | (51) | (2) | 11 | (340) | (4)(a) | (392) | 16 | (376) |
| Acquisitions/disposals of treasury shares(b) |
- | - | 267 | - | - | (176) | - | - | 53 | 144 | - | 144 |
| Dividends | - | - | - | - | - | - | - | - | - | - | (3) | (3) |
| OCÉANE 2020-2027 bonds |
- | - | - | - | - | 24 | - | - | - | 24 | - | 24 |
| Other movements, including appropriation of profit |
- | - | - | - | - | 2,447 | - (2,447) | 10 | 10 | - | 10 | |
| At June 30, 2020 | 85 | 4,688 | (36) | (6) | 354 | 7,664 | (541) | (340) | 289 | 12,157 | 390 | 12,547 |
| Comprehensive income (expense) for the period |
- | - | - | (7) | (512) | 6 | (30) | 692 | 16(a) | 165 | 13 | 178 |
| Dividends | - | - | - | - | - | - | - | - | - | - | (1) | (1) |
| OCÉANE 2020-2027 bonds |
- | - | - | - | - | 15 | - | - | - | 15 | - | 15 |
| Delivery of shares under employee shareholding plans: Safran Sharing 2020 and other |
- | - | - | - | - | 10 | - | - | - | 10 | - | 10 |
| Other movements, including appropriation |
||||||||||||
| of profit | - | - | - | - | - | - | - | - | 2 | 2 | (1) | 1 |
| At December 31, 2020 | 85 | 4,688 | (36) | (13) | (158) | 7,695 | (571) | 352 | 307 | 12,349 | 401 | 12,750 |
| Comprehensive income (expense) for the period |
- | - | - | (1) | 202 | (3) | 89 | 674 (22)(a) | 939 | 17 | 956 | |
| Acquisitions/disposals of treasury shares |
- | - | (77) | - | - | - | - | - | - | (77) | - | (77) |
| Dividends | - | - | - | - | - | (183) | - | - | - | (183) | (5) | (188) |
| OCÉANE 2021-2028 | ||||||||||||
| bonds | - | - | - | - | - | 29 | - | - | - | 29 | - | 29 |
| Buyback of OCÉANE 2023 bonds(b) |
- | - | - | - | - | (50) | - | - | - | (50) | - | (50) |
| Other movements, including appropriation of profit |
- | - | - | - | - | 352 | - | (352) | 31 | 31 | - | 31 |
| AT JUNE 30, 2021 | 85 | 4,688 | (113) | (14) | 44 | 7,840 | (482) | 674 | 316 | 13,038 | 413 | 13,451 |
(a) See table below:
| Tax impactonactuarial | Tax impactonforeign | ||
|---|---|---|---|
| (in € millions) | gainsandlosses | exchangedifferences | Total |
| Comprehensive income (expense) for first-half 2020 (attributable to owners of the parent) |
(6) | 2 | (4) |
| Comprehensive income (expense) for second-half 2020 (attributable to owners of the parent) |
11 | 5 | 16 |
| Comprehensive income (expense) for first-half 2021 (attributable to owners of the parent) |
(21) | (1) | (22) |
(b) Buyback of OCÉANE 2023 bonds representing an outflow of €71 million (comprising €42 million relating to the reversal of 96.21% of the equity component and a €29 million loss on the equity component) and a €21 million tax effect.
| (in € millions) | Note | First-half2020 | First-half2021 | |
|---|---|---|---|---|
| I. CASH FLOW FROM OPERATING ACTIVITIES | ||||
| Profit attributable to owners of the parent | (340) | 674 | ||
| Depreciation, amortization, impairment and provisions(1) | 833 | 698 | ||
| Share in profit/loss from equity-accounted companies (net of dividends received) |
16 | 5 | 114 | |
| Change in fair value of currency and interest rate derivatives(2) | 23 | 957 | (734) | |
| Capital gains and losses on asset disposals | 1 | (22) | ||
| Profit attributable to non-controlling interests | 15 | 13 | ||
| Other(3) | (317) | (10) | ||
| Cash flow from operations, before change in working capital | 1,154 | 733 | ||
| Change in inventories and work-in-progress | (103) | (15) | ||
| Change in operating receivables and payables | 3 | 577 | ||
| Change in contract costs | (33) | (28) | ||
| Change in contract assets and liabilities | 422 | (324) | ||
| Change in other receivables and payables | (121) | 87 | ||
| Change in working capital | 168 | 297 | ||
| TOTAL I | 1,322 | 1,030 | ||
| II. CASH FLOW USED IN INVESTING ACTIVITIES | ||||
| Capitalization of R&D expenditure(4) | 12 | (127) | (136) | |
| Payments for the purchase of intangible assets, net(5) | (21) | (10) | ||
| Payments for the purchase of property, plant and equipment, net(6) | (273) | (183) | ||
| Payments for the acquisition of investments or businesses, net | (13) | (10) | ||
| Proceeds arising from the sale of investments or businesses, net | 1 | 74 | ||
| Proceeds (payments) arising from the sale (acquisition) of investments | 18 | (210) | ||
| and loans, net(7) | ||||
| Other movements | - | - | ||
| TOTAL II | (415) | (475) | ||
| III. CASH FLOW FROM (USED IN) FINANCING ACTIVITIES | ||||
| Change in share capital – owners of the parent | - | - | ||
| Change in share capital – non-controlling interests | - | - | ||
| Acquisitions and disposals of treasury shares | 18.b | 91 | (77) | |
| Repayment of borrowings and long-term debt(8) | 21 | (73) | (1,293) | |
| Increase in borrowings(9) | 21 | 1,373 | 2,151 | |
| Change in repayable advances | 20 | 3 | (8) | |
| Change in short-term borrowings | 21 | (547) | (1,005) | |
| Dividends and interim dividends paid to owners of the parent |
18.e | - | (183) | |
| Dividends paid to non-controlling interests | (3) | (5) | ||
| TOTAL III | 844 | (420) | ||
| EFFECT OF CHANGES IN FOREIGN EXCHANGE RATES | TOTAL IV | (10) | 45 | |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | I+II+III+IV | 1,741 | 180 | |
| Cash and cash equivalents at beginning of period | 2,632 | 3,747 | ||
| Cash and cash equivalents at end of period | 17 | 4,373 | 3,927 | |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1,741 | 180 |
(1) Including in first-half 2021: depreciation and amortization for €677 million (€723 million in first-half 2020), impairment charges for €29 million (€136 million in first-half 2020) and provision reversals for €8 million (€26 million in first-half 2020).
(2) Including in first-half 2021: a negative €732 million arising on currency derivatives (a positive €940 million in first-half 2020) (see Note 23, "Management of market risks and derivatives").
(3) Including in first-half 2021: cancellation of deferred tax expense arising on changes in the fair value of currency derivatives for a positive €221 million (a negative €321 million in first-half 2020), cancellation of tax expense for €52 million (€114 million in first-half 2020), €110 million in taxes paid (€39 million in first-half 2020), €50 million in interest paid (€34 million in first-half 2020), and €7 million in interest received (€16 million in first-half 2020).
(4) Including in first-half 2021: capitalized interest of €3 million (€3 million in first-half 2020).
(5) Including in first-half 2021: €121 million in disbursements for acquisitions of intangible assets (€19 million in first-half 2020), €9 million in proceeds from disposals (zero in first-half 2020), changes in amounts payable on acquisitions of non-current assets representing a positive €108 million (a negative €2 million in first-half 2020), and changes in amounts receivable on disposals of non-current assets representing a negative €6 million (zero in first-half 2020).
(6) Including in first-half 2021: €193 million in disbursements for acquisitions of property, plant and equipment (€226 million in first–half 2020), changes in amounts payable on acquisitions of non-current assets representing a negative €7 million (a negative €52 million in first-half 2020), €17 million in proceeds from disposals (€5 million in first-half 2020), and zero changes in amounts receivable on disposals of non-current assets (zero in first-half 2020).
(7) Including €200 million in investments that do not qualify as cash and cash equivalents.
(8) Including in first-half 2021: an outflow of €745 million relating to the repurchase of 2023 OCÉANEs and of €500 million relating to the redemption of the June 28, 2017 bond issue.
(9) Including in first-half 2021: €756 million resulting from the issue of the 2028 OCÉANEs and €1,400 million relating to the March 16, 2021 bond issue.
| NOTE 1 | Comments regarding the health crisis |
34 |
|---|---|---|
| NOTE 2 | Accounting policies | 35 |
| NOTE 3 | Main sources of estimates | 36 |
| NOTE 4 | Scope of consolidation | 38 |
| NOTE 5 | Segment information | 38 |
| NOTE 6 | Revenue | 40 |
| NOTE 7 | Breakdown of the other main components of profit from operations |
41 |
| NOTE 8 | Financial income (loss) | 43 |
| NOTE 9 | Income tax | 43 |
| NOTE 10 | Earnings per share | 44 |
| NOTE 11 | Goodwill | 44 |
| NOTE 12 | Intangible assets | 46 |
| NOTE 13 | Property, plant and equipment | 47 |
| NOTE 14 | Leases | 48 |
| NOTE 15 | Current and non-current financial assets |
49 |
| NOTE 16 | Investments in equity-accounted companies |
50 |
|---|---|---|
| NOTE 17 | Cash and cash equivalents | 51 |
| NOTE 18 | Consolidated shareholders' equity | 52 |
| NOTE 19 | Provisions | 55 |
| NOTE 20 | Borrowings subject to specific conditions |
55 |
| NOTE 21 | Interest-bearing financial liabilities | 56 |
| NOTE 22 | Other current and non-current financial liabilities |
59 |
| NOTE 23 | Management of market risks and derivatives |
60 |
| NOTE 24 | Related parties | 63 |
| NOTE 25 | Off-balance sheet commitments and contingent liabilities |
64 |
| NOTE 26 | Disputes and litigation | 66 |
| NOTE 27 | Subsequent events | 66 |
Safran (2, boulevard du Général-Martial-Valin – 75724 Paris Cedex 15, France) is a société anonyme (joint-stock corporation) incorporated in France and permanently listed on Compartment A of the Euronext Paris Eurolist market.
The condensed interim consolidated financial statements reflect the accounting position of Safran SA and the subsidiaries it controls, directly or indirectly and jointly or exclusively, as well as entities over which it exercises significant influence (the "Group").
The condensed interim consolidated financial statements and accompanying notes are drawn up in euros and all amounts are rounded to the nearest million unless otherwise stated.
The Board of Directors' meeting of July 28, 2021 adopted and authorized for issue the 2021 condensed interim consolidated financial statements.
First-half 2021 confirmed the sluggish level of activity, which remains affected by the health crisis and was down on first–half 2020 and second-half 2020.
Countries are facing very different health situations and the vaccine rollout is progressing at different speeds around the world, with impacts on the air traffic conditions that underlie Safran's business.
In light of the uncertainty as to the recovery in the Group's business, cost-cutting plans have been put in place to continue the previous year's cost-reduction efforts. These plans include:
On February 25, 2021, Safran was rated for the first time by Standard & Poor's, which assigned the Company a rating of BBB+ with a stable outlook. This rating gives Safran enhanced access to debt capital markets when needed, notably through a broader investor base and tighter spreads.
At June 30, 2021, consolidated cash and cash equivalents amounted to €3,927 million.
Further efforts were undertaken during first-half 2021 to preserve the Group's liquidity, through three new operations:
For more information on the above operations, see Note 21, "Interest-bearing financial liabilities".
Following these refinancing operations, the bridge facility set up in April 2020 and undrawn at December 31, 2020 – representing a residual amount of €1.4 billion – was canceled in full on March 16, 2021.
Based on the above, the Group has sufficient liquidity to fund its operations going forward.
The consolidated financial statements of Safran and its subsidiaries have been prepared in accordance with the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB) and adopted by the European Union at the date the condensed interim consolidated financial statements were approved by the Board of Directors. They include standards approved by the IASB, namely IFRS, International Accounting Standards (IAS), and interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) or its predecessor, the Standing Interpretations Committee (SIC).
The condensed interim consolidated financial statements at June 30, 2021 have been prepared in accordance with IAS 34, "Interim Financial Reporting" and with all the standards and interpretations adopted by the European Union and applicable to accounting periods beginning on or after January 1, 2021.
In preparing these condensed interim consolidated financial statements at June 30, 2021, Safran applied the same accounting rules and methods as those applied in the preparation of its consolidated financial statements for the year ended December 31, 2020 (see section 3.1, Note 2 of the 2020 Universal Registration Document), except as regards the specific requirements of IAS 34 (use of projected annual rates in calculating the Group's income tax, adjusted for the main permanent differences) and the changes described below.
During the period, the Group continued its analyses in view of the transition to the new benchmark rates. The adoption of the Phase 2 amendments had no impact on the consolidated financial statements, since there was no change in the benchmark rates used in the Group's contracts at June 30, 2021.
Interest rate derivatives designated as hedges of borrowings indexed to a benchmark rate are described in Note 23, "Management of market risks and derivatives".
The Group has noted the IFRIC decision of April 2021 regarding IAS 19, specifically concerning the attribution of benefits to periods of service. At June 30, 2021, analyses were underway to assess the possible consequences of the IFRIC decision at Group level.
The other standards, amendments and interpretations effective for reporting periods beginning on or after January 1, 2021 do not have a material impact on the Group's consolidated financial statements.
New published IFRS standards, amendments and interpretations early adopted by the Group as of January 1, 2021
None.
These new standards, amendments and interpretations have not yet been adopted by the European Union and cannot therefore be applied ahead of their effective date even where early adoption is permitted by the texts concerned.
The preparation of consolidated financial statements in accordance with the International Financial Reporting Standards (IFRS) described above requires management to make certain estimates and assumptions that affect the reported amounts of consolidated assets, liabilities, income and expenses.
The assumptions used vary from one business to the next, but are considered reasonable and realistic in all cases. The resulting estimates are based on the Group's past experience and factor in the economic conditions prevailing at the end of the reporting period and any information available as of the date of preparation of the financial statements, in particular of a contractual or commercial nature.
Estimates and underlying assumptions are reviewed on an ongoing basis, and take into account the impacts of the health crisis identified to date.
When unforeseen developments in events and circumstances occur, particularly as regards global economic trends and the Group's own business environment, actual results may differ from these estimates. In such cases, the assumptions and, where appropriate, the reported amounts of assets and liabilities concerned are adjusted accordingly.
The Group also tests its sensitivity to changes in the assumptions underlying its main estimates in order to analyze the impact of volatility and lack of visibility in the global economic environment and particularly in certain Group segments. These analyses are regularly reviewed by management.
The main accounting policies which require the use of estimates are described below.
The main material estimates used by the Group to prepare its financial statements relate to forecasts of future cash flows under programs and contracts (business plans). Forecast future total cash flows under programs and contracts represent management's best estimate of the rights and obligations expected to derive from the program or contract.
The assumptions applied and resulting estimates used for programs and contracts cover periods that are sometimes very long (up to several decades), and take into account the technological, commercial and contractual constraints as well as the impacts of the climate strategy of each such program and contract.
These estimates primarily draw on assumptions about the volumes, output and selling prices of products sold, associated production costs, exchange rates for foreign-currency denominated sales and purchases as well as normal risks and uncertainties in respect of forecast cost overruns and, for discounted future cash flows, the discount rate adopted for each program and contract.
The Group's volume assumptions are prepared internally for each market in which Group companies are present (e.g., commercial, business and military aviation; helicopters, etc.). For short-term estimates, these assumptions are based on available inputs (programs, orders, etc.), while external inputs (publications, airframer press releases, IATA announcements, market surveys, etc.) are used for estimates covering the medium to long term. The assumptions are regularly revised, particularly those used for short-term estimates, in order to reflect the latest developments in the Group's programs, and all assumptions used for medium- to long-term forecasts are validated by management at least once a year.
Cash flow forecasts, which may or may not be discounted, are used to determine the following:
When the total costs that are necessary to cover the Group's risks and obligations under the contract are likely to exceed total contract revenue, the expected loss (i) is recognized within provisions for losses on completion or (ii) leads to the write-down of contract fulfillment costs (if any) and to the subsequent recognition of a provision for losses on completion for the remaining amount of the loss;
Any changes in estimates and assumptions underlying cash flow forecasts for programs and contracts could have a material impact on the Group's future earnings and/or the amounts reported in its balance sheet. Consequently, the sensitivity of key estimates and assumptions to such changes is systematically tested and the results of these tests reviewed by management on a regular basis.
Provisions reflect management's best estimates using available information, past experience and, in some cases, estimates by independent experts.
When estimating provisions relating to the Group's contractual commitments on timeframes and technical specifications in connection with the development phase, the general stage of development of each of the Group's programs is taken into account, particularly as regards changes made to specifications during the development phase. Contractually defined liability limits are also taken into account.
Provisions for restructuring costs represent the best estimate of the costs at the end of the reporting period.
Contractual provisions relating to performance warranties given by the Group take into account factors such as the frequency and estimated cost of repairs. The value of these commitments may be based on a statistical assessment.
Provisions relating to financial guarantees given by the Group are based on the estimated value of the underlying assets, the probability that the customers concerned will default, and, where appropriate, the discount rate applied to cash flows.
The costs and penalties actually incurred or paid may differ significantly from these initial estimates when the obligations unwind, and this may have a material impact on the Group's future earnings.
At the date of this report, the Group has no information suggesting that these inputs are not appropriate taken as a whole.
The Group uses statistical data and other forward-looking inputs to determine assets and liabilities relating to post-employment benefits. These inputs include actuarial assumptions such as the discount rate, salary increase rate, retirement age, and employee turnover and mortality. Actuarial calculations are performed by independent actuaries. At the date of preparation of the consolidated financial statements, the Group considers that the assumptions used to measure its commitments are appropriate and justified.
However, if circumstances or actuarial assumptions – especially the discount rate – prove significantly different from actual experience, the amount of post-employment liabilities shown in the balance sheet could change significantly, along with equity.
The Group estimates any collection risks based on commercial information, prevailing economic trends, and information concerning the solvency of each customer, in order to determine any necessary write-downs on a case-by-case basis. These write-downs are in addition to any allowances recognized for expected losses, which are calculated on a collective basis for all customers except major customers deemed low risk and the government.
The specific nature of any receivables from government-backed entities is taken into account when determining bad debt risk for each receivable and therefore when estimating the amount of any impairment loss.
Business combinations are recorded using the acquisition (purchase) method. Identifiable assets acquired and liabilities and contingent liabilities assumed are measured at fair value at the date control is acquired.
One of the most important areas in which estimates are used in accounting for a business combination concerns the calculation of fair value and the underlying assumptions applied. The fair value of certain items acquired in a business combination can be measured reliably, for example property, plant and equipment using market prices. However, the fair value of other items such as intangible assets or contingent liabilities may prove more difficult to establish. These complex measurements are usually performed by independent experts based on a series of assumptions. These experts are generally required to estimate the impact of future events that are uncertain at the date of the combination.
Certain Group subsidiaries may be party to regulatory, legal or arbitration proceedings which, because of their inherent uncertainty, could have a material impact on the Group's financial position (see Note 26, "Disputes and litigation").
The Group's management takes stock of any outstanding proceedings and monitors their progress on a regular basis. It also decides whether to book a provision or adjust the amount of any existing provision if events arise during the proceedings that require a reassessment of the risk involved. The Group consults legal experts both within and outside the Group in determining the costs that may be incurred.
The decision to book a provision in respect of a given risk and the amount of any such provisions are based on an assessment of the risk associated with each individual case, management's estimate of the likelihood that an unfavorable decision will be issued in the proceedings in question, and the Group's ability to estimate the amount of the provision reliably.
On June 1, 2021, Safran sold the operating businesses of EVAC GmbH, its German subsidiary, and of Monogram Train LLC, its subsidiary based in the United States.
These disposals had no material impact on the consolidated financial statements.
There were no significant changes in the scope of consolidation in 2020.
In accordance with IFRS 8, "Operating Segments", segment information reflects Safran's different businesses.
The Group's operating segments reflect the organization of subsidiaries around tier-one entities ("consolidation sub-groups").
For monitoring purposes, Safran has three operating segments which are organized based on the type of products and services they sell and the markets they serve.
The Group designs, develops, produces and markets propulsion and mechanical power transmission systems for commercial aircraft, military transport, training and combat aircraft, civil and military helicopters, and drones. This segment also includes maintenance, repair and overhaul (MRO) activities and the sale of spare parts.
Safran covers the full life cycle of systems and equipment for civil and military aircraft and helicopters.
The Group is involved in landing gear and brakes, nacelles and reversers, avionics (flight controls and onboard information systems), security systems (evacuation slides, emergency arresting systems and oxygen masks), onboard computers and fuel systems.
It also operates at the different phases of the electrical cycle and provides electrical power management systems and associated engineering services.
This segment includes all activities serving the naval and land defense markets, including optronic equipment and sights, navigation equipment and sensors, modernized infantry and drones.
This segment also includes maintenance, repair and overhaul (MRO) activities and the sale of spare parts.
The Aircraft Interiors business includes all operations related to the buyer-furnished equipment (BFE) market, whose direct customers are mostly airline companies. The Group designs, develops, manufactures and markets, for example, aircraft seats for passengers (First, Business and Economy Class) and crew, as well as cabin equipment, overhead bins, class dividers, passenger service units, cabin interior solutions, chilling systems, galleys, electrical inserts and trolleys and cargo equipment.
This segment also includes complex cabin equipment and passenger comfort-focused solutions such as water distribution, lavatories, air systems and in-flight entertainment and connectivity (IFEC).
In "Holding company and other", the Group includes Safran SA's activities and holding companies in various countries.
Segment information presented in the tables on page 12 is included within the information presented to the Chief Executive Officer who – in accordance with the Group's governance structure – has been designated as the "Chief Operating Decision Maker" for the assessment of the performance of business segments and the allocation of resources between the different businesses.
The assessment of each business segment's performance by the Chief Executive Officer is based on adjusted contribution figures as explained in the Foreword (see page 6).
Data for each business segment are prepared in accordance with the same accounting principles as those used for the consolidated financial statements (see section 3.1, Note 2 of the 2020 Universal Registration Document), except for the restatements made in respect of adjusted data (see Foreword).
Inter-segment sales are performed on an arm's length basis.
Free cash flow represents cash flow from operating activities less any disbursements relating to acquisitions of property, plant and equipment and intangible assets.
Quantified segment information for 2020 and 2021 is presented on pages 9 to 11.
| Aerospace | AircraftEquipment, Defenseand |
Holdingcompany | |||
|---|---|---|---|---|---|
| (in € millions) | Propulsion | Aerosystems | Aircraft Interiors | andother | Total |
| DESCRIPTION OF PRODUCTS/SERVICES | |||||
| Sales of original equipment and other equipment | 1,220 | 1,790 | 453 | - | 3,463 |
| Services | 1,923 | 976 | 174 | - | 3,073 |
| Sales of studies | 44 | 137 | 12 | 6 | 199 |
| Other | 11 | 20 | - | 3 | 34 |
| TOTAL REVENUE | 3,198 | 2,923 | 639 | 9 | 6,769 |
| TIMING OF REVENUE RECOGNITION | |||||
| At a point in time | 2,404 | 2,556 | 635 | 6 | 5,601 |
| Over time | 794 | 367 | 4 | 3 | 1,168 |
| TOTAL REVENUE | 3,198 | 2,923 | 639 | 9 | 6,769 |
| AircraftEquipment, | |||||
|---|---|---|---|---|---|
| Aerospace | Defenseand | Holdingcompany | |||
| (in € millions) | Propulsion | Aerosystems | Aircraft Interiors | andother | Total |
| DESCRIPTION OF PRODUCTS/SERVICES | |||||
| Sales of original equipment and other equipment | 1,499 | 2,334 | 735 | - | 4,568 |
| Services | 2,553 | 1,171 | 321 | - | 4,045 |
| Sales of studies | 42 | 108 | 13 | 6 | 169 |
| Other | 38 | 70 | 8 | 4 | 120 |
| TOTAL REVENUE | 4,132 | 3,683 | 1,077 | 10 | 8,902 |
| TIMING OF REVENUE RECOGNITION | |||||
| At a point in time | 3,372 | 3,275 | 1,067 | 8 | 7,722 |
| Over time | 760 | 408 | 10 | 2 | 1,180 |
| TOTAL REVENUE | 4,132 | 3,683 | 1,077 | 10 | 8,902 |
Revenue is broken down into four categories which best reflect the Group's main businesses:
These sales reflect quantities delivered under contracts or aircraft, helicopter and defense programs as well as contractual financing received from customers to develop these products.
◼ Services, which include deliveries of spare parts and maintenance contracts
These sales are contingent on repairs and maintenance requested by airline or helicopter companies and correspond to services and volumes that are less predictable since they depend on the condition of fleets.
Contracts are drawn up for all such development work, which represents separate performance obligations. This category relates to specific work carried out for a given project or program.
In terms of revenue recognition, it should be noted for each of the business segments that:
Revenue from contract-related activities accounted for as an overall performance obligation is also recognized on a percentage-of-completion basis.
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Research tax credit | 74 | 82 |
| Other operating subsidies | 25 | 73 |
| Other operating income | 10 | 11 |
| TOTAL | 109 | 166 |
This caption breaks down as follows for the period:
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Raw materials, supplies and other | (2,135) | (1,582) |
| Bought-in goods | (12) | (12) |
| Changes in inventories | 142 | (19) |
| Contract costs | 33 | 28 |
| Sub-contracting | (1,511) | (1,128) |
| Purchases not held in inventory | (229) | (177) |
| External service expenses | (965) | (759) |
| TOTAL | (4,677) | (3,649) |
The decrease in raw materials and consumables used reflects the downturn in business.
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Wages and salaries | (1,798) | (1,716) |
| Social security contributions | (699) | (628) |
| Statutory employee profit-sharing | (58) | (41) |
| Optional employee profit-sharing | (65) | (10) |
| Additional contributions | (38) | (5) |
| Corporate social contribution | (33) | (16) |
| Other employee costs | (68) | (80) |
| TOTAL | (2,759) | (2,496) |
The decrease in employee profit-sharing items (optional profit-sharing, additional contributions and the corporate social contribution) is attributable to the Activity Transformation Agreement signed on July 8, 2020. The expense recognized in first-half 2020 was canceled in the second half of that year to take into account the consequences of the agreement.
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Net depreciation and amortization expense | ||
| ◼ intangible assets | (365) | (337) |
| ◼ property, plant and equipment | (302) | (291) |
| ◼ right-of-use assets | (56) | (49) |
| Total net depreciation and amortization expense(1) | (723) | (677) |
| Net increase in provisions | 84 | 18 |
| DEPRECIATION, AMORTIZATION AND INCREASE IN PROVISIONS, NET OF USE | (639) | (659) |
(1) Of which depreciation and amortization of assets measured at fair value at the time of the Sagem-Snecma merger: €20 million in first-half 2021 and €24 million in first-half 2020; during the acquisition of the former Zodiac Aerospace: €145 million in first-half 2021 and €155 million in first-half 2020; and during other acquisitions: €18 million in first-half 2021 and €17 million in first-half 2020.
| Impairmentexpense | Reversals | ||||
|---|---|---|---|---|---|
| (in € millions) | First-half2020 | First-half2021 | First-half2020 | First-half2021 | |
| Intangible assets, property, plant and equipment, and right-of-use assets |
(4) | (11) | 2 | 7 | |
| Financial assets | (4) | - | - | - | |
| Contract costs | (3) | - | 1 | 4 | |
| Inventories and work-in-progress | (119) | (113) | 81 | 143 | |
| Receivables | (64) | (39) | 24 | 41 | |
| Contract assets | - | (1) | - | - | |
| TOTAL | (194) | (164) | 108 | 195 |
Allowances recognized against receivables essentially relate to expected and identified credit losses on amounts owed by airline companies.
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Capital gains and losses on asset disposals | (1) | 3 |
| Royalties, patents and licenses | (16) | (12) |
| Losses on irrecoverable receivables | (4) | (6) |
| Other operating income and expenses(1) | 91 | 130 |
| TOTAL | 70 | 115 |
(1) Of which income of €49 million in 2020 and €99 million in 2021 relating to the revised repayment probability for borrowings subject to specific conditions (see Note 20, "Borrowings subject to specific conditions").
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Capital gains on asset disposals | - | 19 |
| Asset impairment net of reversals | (66) | (180) |
| Other non-recurring items | (78) | (34) |
| TOTAL | (144) | (195) |
In first-half 2021, €180 million in write-downs taken in respect of intangible assets can be analyzed as follows:
Other non-recurring items mainly correspond to:
In first-half 2020, other non-recurring items chiefly comprised restructuring costs for €77 million related essentially to the Covid-19 pandemic. Impairment primarily consisted of the write-down of intangible assets relating to an aircraft program in the amount of €48 million.
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Financial expense on interest-bearing financial liabilities | (30) | (61) |
| Financial income on cash and cash equivalents | 10 | 10 |
| Cost of net debt | (20) | (51) |
| Gain (loss) on foreign currency hedging instruments | (1,001) | 775 |
| Foreign exchange gain (loss) | (178) | 112 |
| Net foreign exchange gain (loss) on provisions | (2) | (27) |
| Foreign exchange gain (loss) | (1,181) | 860 |
| Gain (loss) on interest rate hedging instruments | (6) | - |
| Change in the fair value of assets at fair value through profit or loss | (8) | 3 |
| Dividends received | 1 | 1 |
| Other financial provisions | - | 1 |
| Interest component of IAS 19 expense | (3) | (3) |
| Impact of unwinding the discount | (20) | (3) |
| Other | (10) | (4) |
| Other financial income and expense | (46) | (5) |
| FINANCIAL INCOME (LOSS) | (1,247) | 804 |
| ◼ Of which financial expense | (1,258) | (98) |
| ◼ Of which financial income | 11 | 902 |
In first-half 2021, the €775 million gain on foreign currency hedging instruments reflects changes in the fair value of these instruments attributable to cash flows that will be recognized in profit or loss in future periods.
The €112 million foreign exchange gain includes:
Net foreign exchange losses amounting to €27 million on provisions carried in USD were recorded in the Propulsion segment and result from the impact of fluctuations in the EUR/USD exchange rate between the start of the period (USD 1.23 to €1 at December 31, 2020) and the end of the period (USD 1.19 to €1 at June 30, 2021) on the opening amount of the provision.
Group tax is calculated by using the projected annual rates in each of the Group's tax jurisdictions, adjusted for the main permanent differences identified.
Further to the gradual decrease in the income tax rate introduced in France, the income tax rate for France (including the additional contribution) is 28.41% for 2021 and will be 25.83% for 2022.
A projected income tax rate of 26.15% was used to calculate the effective tax rate applicable to French entities in first-half 2021.
The tax expense in first-half 2021 amounts to €273 million.
In first-half 2021, changes in the fair value of outstanding currency derivatives generated a deferred tax expense of €213 million.
In first-half 2020, such fair value changes generated deferred tax income of €317 million.
| Index | First-half2020 | First-half2021 | |
|---|---|---|---|
| Numerator (in € millions) | |||
| Profit (loss) for the period attributable to owners of the parent | (a) | (340) | 674 |
| Denominator (in shares) | |||
| Total number of shares | (b) | 427,235,939 | 427,238,616 |
| Number of treasury shares held | (c) | 363,521 | 976,620 |
| Number of shares excluding treasury shares | (d)=(b-c) | 426,872,418 | 426,261,996 |
| Weighted average number of shares (excluding treasury shares) | (d') | 425,155,180 | 426,622,547 |
| Potentially dilutive ordinary shares | (e) | 12,590,064 | 14,168,106 |
| Weighted average number of shares after dilution | (f)=(d'+e) | 437,745,244 | 440,790,653 |
| Ratio: earnings per share (in €) | |||
| Basic earnings (loss) per share | (g)=(a*1 million)/(d') | (0.80) | 1.58 |
| Diluted earnings (loss) per share | (h)=(a*1 million)/(f) | (0.80) | 1.53 |
At June 30, 2021, potentially dilutive ordinary shares essentially comprise shares that may be issued if all of the bonds convertible into new shares and/or exchangeable for existing shares issued by the Group (2018-2023 OCÉANEs, 2020-2027 OCÉANEs and 2021-2028 OCÉANEs: see Note 18.d, "Convertible bond issues") are converted.
Goodwill breaks down as follows:
| (in € millions) | Dec.31,2020 Net |
Changes inscope of consolidation |
Reallocation | Impairment | Effectof changes inforeign exchangerates andother |
June30,2021 Net |
|---|---|---|---|---|---|---|
| Safran Aircraft Engines | 392 | 392 | ||||
| Safran Helicopter Engines | 308 | - | - | - | - | 308 |
| Safran Aero Boosters | 47 | - | - | - | - | 47 |
| Other Propulsion | 1 | - | - | - | - | 1 |
| Safran Electronics & Defense | 344 | - | - | - | 1 | 345 |
| Safran Nacelles | 213 | - | - | - | - | 213 |
| Safran Engineering Services | 76 | - | - | - | - | 76 |
| Safran Electrical & Power | 681 | (2) | - | - | 10 | 689 |
| Safran Landing Systems | 190 | - | - | - | - | 190 |
| Safran Aerosystems | 798 | - | - | - | - | 798 |
| Safran Seats | 764 | - | - | - | - | 764 |
| Safran Cabin | 736 | (22) | 510 | - | 39 | 1,263 |
| Safran Passenger Solutions | 510 | - | (510) | - | - | - |
| TOTAL | 5,060 | (24) | - | - | 50 | 5,086 |
As from January 1, 2021, the Safran Passenger Solutions and Safran Cabin CGUs were combined following changes to the Group's operational management structure. This change within the Aircraft Interiors operating segment has no impact on the operating segments as defined in Note 5.
As every year, the Group tested all its cash-generating units (CGUs) for impairment in second-half 2020 as part of its annual impairment testing exercise.
Given the continuing repercussions of the health crisis on the aerospace industry and the Group's operations, at June 30, 2021 the Group reviewed the CGUs for which there could be an indication of impairment because their activities continue to be particularly affected by the changes in air traffic and by airlines' financial situation.
This included the Safran Seats, Safran Cabin and Safran Aerosystems CGUs, which were tested for impairment.
The measurement method used to determine the value in use of the CGUs was the same as that used in second-half 2020.
The value in use of the CGUs was determined based on the following assumptions:
The projections and assumptions used by the Group are drawn from the medium-term business plan for the next four years, as prepared in second-half 2020, while the projections and assumptions beyond this period are based on the best estimate (prepared by management and validated by the Board of Directors) of the long-term scenario. For the CGUs tested for impairment, the projections and assumptions were adjusted for any new delivery rates known at the reporting date;
Based on these tests, the recoverable amount of each CGU wholly justifies its net asset value, including any goodwill balances recorded in Group assets.
No impairment of goodwill was recognized as a result of the annual impairment tests in 2020.
The Group tested the sensitivity of its main goodwill balances to the following changes in the main assumptions used for its forecasts as from 2024:
The above changes in the main assumptions taken individually do not result in values in use lower than the carrying amounts of goodwill balances. For the Safran Seats CGU, a 0.5% increase in the discount rate would result in a recoverable amount approximating the carrying amount of its assets.
3
In addition to the above sensitivity analyses, two additional assumptions described below were tested on these CGUs:
Intangible assets break down as follows:
| Dec.31,2020 | June30,2021 | |||||
|---|---|---|---|---|---|---|
| Amortization/ | Amortization/ | |||||
| (in € millions) | Gross | impairment | Net | Gross | impairment | Net |
| Aircraft programs | 2,334 | (1,777) | 557 | 2,334 | (1,813) | 521 |
| Development expenditures | 6,510 | (2,631) | 3,879 | 6,660 | (2,792) | 3,868 |
| Commercial agreements | 791 | (179) | 612 | 899 | (195) | 704 |
| Software | 720 | (644) | 76 | 734 | (669) | 65 |
| Trademarks(1) | 703 | - | 703 | 703 | - | 703 |
| Commercial relationships | 1,889 | (479) | 1,410 | 1,907 | (552) | 1,355 |
| Technology | 1,341 | (461) | 880 | 1,358 | (543) | 815 |
| Other | 833 | (274) | 559 | 840 | (291) | 549 |
| TOTAL | 15,121 | (6,445) | 8,676 | 15,435 | (6,855) | 8,580 |
(1) As trademarks are not amortized, they are tested for impairment based on their respective CGUs.
Movements in intangible assets break down as follows:
| Amortization/ | |||
|---|---|---|---|
| (in € millions) | Gross | impairment | Net |
| At December 31, 2020 | 15,121 | (6,445) | 8,676 |
| Capitalization of R&D expenditure(1) | 136 | - | 136 |
| Capitalization of other intangible assets | 5 | - | 5 |
| Acquisitions of other intangible assets | 116 | - | 116 |
| Disposals and retirements | (11) | 3 | (8) |
| Amortization | - | (337) | (337) |
| Impairment losses recognized in profit or loss | - | (56) | (56) |
| Reclassifications | (5) | 8 | 3 |
| Changes in scope of consolidation | (2) | 1 | (1) |
| Foreign exchange differences | 75 | (29) | 46 |
| AT JUNE 30, 2021 | 15,435 | (6,855) | 8,580 |
(1) Including €3 million in capitalized interest on R&D expenditure at June 30, 2021 (€3 million at June 30, 2020).
Research and development expenditure recognized in recurring operating income for the period totaled €403 million including amortization (€447 million in first-half 2020). This amount does not include the research tax credit recognized in the income statement within "Other income" (see Note 7, "Breakdown of the other main components of profit from operations").
Amortization recognized in the period includes €133 million relating to the remeasurement of intangible assets within the scope of the acquisition of the former Zodiac Aerospace, €20 million relating to the remeasurement of aircraft programs in connection with the Sagem-Snecma merger, and €18 million relating to assets identified as part of other business combinations.
The impairment tests carried out at June 30, 2021 on assets allocated to programs, projects or product families were based on the approach described in section 3.1, Note 2.m of the 2020 Universal Registration Document.
Expected future cash flows were updated to reflect the latest information available at the reporting date. A 7.5% discount rate was used, plus a risk premium depending on the programs tested.
As a result of the impairment tests carried out at June 30, 2021, intangible assets relating to various aircraft programs were written down by €56 million, the total amount of which was charged against non-recurring operating income.
Furthermore, analyses of sensitivity to the following changes in the main assumptions were also carried out across all the programs, projects and product families tested:
Neither of these changes in assumptions would give rise to an impairment loss for the CGU programs not written down.
As a result of the impairment tests carried out at June 30, 2020, intangible assets relating to a program were written down by €48 million.
Property, plant and equipment break down as follows:
| Dec.31,2020 | June30,2021 | |||||
|---|---|---|---|---|---|---|
| (in € millions) | Gross | Depreciation/ impairment |
Net | Gross | Depreciation/ impairment |
Net |
| Land | 226 | - | 226 | 227 | - | 227 |
| Buildings | 2,048 | (1,015) | 1,033 | 2,096 | (1,071) | 1,025 |
| Technical facilities, equipment and tooling |
6,347 | (4,268) | 2,079 | 6,504 | (4,475) | 2,029 |
| Assets in progress, advances | 551 | (62) | 489 | 534 | (66) | 468 |
| Site development and preparation costs | 69 | (36) | 33 | 72 | (38) | 34 |
| Buildings on land owned by third parties | 80 | (42) | 38 | 91 | (45) | 46 |
| Computer hardware and other equipment | 685 | (528) | 157 | 699 | (556) | 143 |
| TOTAL | 10,006 | (5,951) | 4,055 | 10,223 | (6,251) | 3,972 |
Movements in property, plant and equipment break down as follows:
| Depreciation/ | |||
|---|---|---|---|
| (in € millions) | Gross | impairment | Net |
| At December 31, 2020 | 10,006 | (5,951) | 4,055 |
| Internally produced assets | 17 | - | 17 |
| Additions | 176 | - | 176 |
| Disposals and retirements | (53) | 35 | (18) |
| Depreciation(1) | - | (291) | (291) |
| Impairment losses recognized in profit or loss | - | (4) | (4) |
| Reclassifications | (5) | 2 | (3) |
| Changes in scope of consolidation | (8) | 8 | - |
| Foreign exchange differences | 90 | (50) | 40 |
| AT JUNE 30, 2021 | 10,223 | (6,251) | 3,972 |
(1) Including €12 million relating to the remeasurement of property, plant and equipment as part of the acquisition of the former Zodiac Aerospace.
Right-of-use assets break down as follows:
| Dec.31,2020 Depreciation/ |
June30,2021 | ||||||
|---|---|---|---|---|---|---|---|
| Depreciation/ | |||||||
| (in € millions) | Gross | impairment | Net | Gross | impairment | Net | |
| Right-of-use assets relating to property | 781 | (175) | 606 | 815 | (223) | 592 | |
| Right-of-use assets relating to transport equipment |
7 | (4) | 3 | 6 | (3) | 3 | |
| Right-of-use assets relating to other assets | 20 | (6) | 14 | 20 | (6) | 14 | |
| TOTAL | 808 | (185) | 623 | 841 | (232) | 609 |
Movements in right-of-use assets break down as follows:
| Depreciation/ | |||
|---|---|---|---|
| (in € millions) | Gross | impairment | Net |
| At December 31, 2020 | 808 | (185) | 623 |
| Increases | 54 | - | 54 |
| Disposals and retirements | (30) | 3 | (27) |
| Depreciation | - | (49) | (49) |
| Changes in scope of consolidation | (3) | 2 | (1) |
| Foreign exchange differences | 12 | (3) | 9 |
| AT JUNE 30, 2021 | 841 | (232) | 609 |
The maturity of lease liabilities can be analyzed as follows at June 30, 2021:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Maturing in: | ||
| ◼ 1 year or less | 114 | 100 |
| ◼ More than 1 year and less than 5 years | 329 | 305 |
| ◼ Beyond 5 years | 165 | 180 |
| TOTAL | 608 | 585 |
In first-half 2021, rental expenses recognized in "Profit from operations" (see Note 7, "Breakdown of the other main components of profit from operations") under "External services" totaled €35 million. These expenses have not been restated due to the application of the practical expedients allowed under IFRS 16 (exemption for short-term leases, leases of low-value assets and licensing agreements, such as for IT equipment), or because they relate to a "service" component identified in the lease.
Interest expense on lease liabilities recognized in "Financial income (loss)" under "Cost of net debt" amounted to €4 million in first-half 2021 (see Note 8, "Financial income (loss)").
In first-half 2021, disbursements under leases recognized in the cash flow statement and relating to the repayment of lease liabilities represented €60 million and are shown within "Cash flow from (used in) financing activities". These are increased by payments of interest on lease liabilities, which are included within "Cash flow from operating activities".
Financial assets include:
| Dec.31,2020 | June30,2021 | |||||
|---|---|---|---|---|---|---|
| (in € millions) | Gross | Impairment | Net | Gross | Impairment | Net |
| Non-consolidated investments | 268 | 273 | ||||
| Other financial assets(1) | 407 | (118) | 289 | 636 | (120) | 516 |
| TOTAL | 557 | 789 |
(1) Including a €200 million increase in investments that do not qualify as cash and cash equivalents.
Equity investments in non-consolidated companies are classified at fair value through profit or loss.
Other financial assets are measured at amortized cost.
The Group reviewed the value of its other financial assets in order to determine whether any items needed to be written down based on available information. No write-downs were recognized in 2021.
Other financial assets break down as follows:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Loans to non-consolidated companies | 141 | 348 |
| Loans to employees | 37 | 37 |
| Deposits and guarantees | 14 | 14 |
| Other | 97 | 117 |
| TOTAL | 289 | 516 |
| ◼ Non-current | 163 | 386 |
| ◼ Current | 126 | 130 |
Loans to non-consolidated companies correspond to revolving credit agreements.
The table below shows movements in other financial assets:
| (in € millions) | |
|---|---|
| At December 31, 2020 | 289 |
| Increase(1) | 216 |
| Decrease | (10) |
| Effect of changes in foreign exchange rates | 2 |
| Reclassifications | 23 |
| Changes in scope of consolidation | (4) |
| AT JUNE 30, 2021 | 516 |
(1) Including €200 million in investments that do not qualify as cash and cash equivalents.
The fair value of other financial assets approximates their carrying amount.
The Group's share in the net equity of equity-accounted companies breaks down as follows:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Associates | - | - |
| ArianeGroup | 1,481 | 1,350 |
| Other joint ventures | 645 | 699 |
| TOTAL | 2,126 | 2,049 |
Movements in this caption during the period break down as follows:
| (in € millions) | |
|---|---|
| At December 31, 2020 | 2,126 |
| Share in profit (loss) from ArianeGroup | (5) |
| Share in profit from other joint ventures | 41 |
| Joint venture impairment losses | (124) |
| Dividends received from joint ventures | (26) |
| Foreign exchange differences | 26 |
| Other movements | 11 |
| AT JUNE 30, 2021 | 2,049 |
The Group's off-balance sheet commitments with joint ventures are described in Note 24, "Related parties".
The Group has interests in the following joint ventures which are accounted for using the equity method:
ArianeGroup is the Group's sole material joint venture.
Financial information for ArianeGroup can be summarized as follows:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Non-current assets | 1,667 | 1,628 |
| Current assets | 6,260 | 6,939 |
| of which: cash and cash equivalents | 642 | 925 |
| Non-current liabilities | (1,152) | (1,164) |
| of which: non-current financial liabilities | (483) | (479) |
| Current liabilities | (7,075) | (7,690) |
| of which: current financial liabilities | (53) | (124) |
| Non-controlling interests | - | 1 |
| Net assets of ArianeGroup (excl. goodwill and PPA) – Attributable to owners of the parent (based on a 100% interest) |
(300) | (286) |
| Equity share in net assets of ArianeGroup (excl. goodwill and PPA) (based on a 50% interest) | (150) | (143) |
| Purchase price allocation, net of deferred taxes | 455 | 317 |
| Safran equity share – Net assets of ArianeGroup | 305 | 174 |
| Goodwill | 1,176 | 1,176 |
| Carrying amount of investment in ArianeGroup | 1,481 | 1,350 |
Notes to the Group condensed interim consolidated financial statements
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Profit for the period attributable to owners of the parent | 6 | 20 |
| Other comprehensive income (expense) | (4) | (5) |
| Total comprehensive income attributable to owners of the parent | 2 | 15 |
| Safran equity share – Profit for the period | 3 | 10 |
| Amortization of purchase price allocation, net of deferred taxes | (19) | (15) |
| Safran equity share – Profit (loss) of ArianeGroup | (16) | (5) |
| Impairment losses | (18) | (124) |
| Safran equity share – Other comprehensive income (expense) | (2) | (3) |
| Safran equity share – Comprehensive income (expense) of ArianeGroup | (36) | (132) |
ArianeGroup did not pay any dividends in 2021.
No impairment was recognized in first-half 2021 against the value of the equity-accounted investments following the impairment test performed by the Group. Projected cash flows were discounted at a rate of 7.5%.
The Group analyzed the sensitivity of the investments to a 0.5% increase in the benchmark discount rate used (i.e., a rate of 8%). Based on this test, the recoverable amount of the equity-accounted investments remains just above the carrying amount shown in the Group's consolidated financial statements.
The carrying amount of ArianeGroup includes assets allocated to programs.
An impairment test was carried out on the assets allocated to the Ariane 6 program. In light of the situation concerning the program, projected cash flows were discounted at a higher rate of 8.5%. A net write-down of €124 million was recognized and charged against non-recurring operating income.
The contribution of other joint ventures to the Group's comprehensive income was as follows:
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Profit for the period | 46 | 41 |
| Impairment losses | - | - |
| Other comprehensive income | 1 | 18 |
| TOTAL COMPREHENSIVE INCOME | 47 | 59 |
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Money-market funds | 41 | 43 |
| Short-term investments | 1,692 | 2,338 |
| Sight deposits | 2,014 | 1,546 |
| TOTAL | 3,747 | 3,927 |
Money-market funds are classified within Level 1 of the IFRS 13 fair value hierarchy.
The table below presents changes in cash and cash equivalents:
| (in € millions) | |
|---|---|
| At December 31, 2020 | 3,747 |
| Movements during the period | 135 |
| Foreign exchange differences | 45 |
| AT JUNE 30, 2021 | 3,927 |
At June 30, 2021, Safran's share capital amounted to €85,447,723.20, comprising 427,238,616 fully paid-up shares with a par value of €0.20 each, all in the same class.
Safran's equity does not include any equity instruments issued other than its shares.
Changes in the breakdown of share capital and voting rights are as follows:
| Shareholders | Numberof shares | % sharecapital | Numberof votingrights(1) |
% votingrights(1) |
|---|---|---|---|---|
| Free float | 347,973,999 | 81.45% | 406,760,265 | 72.47% |
| French State | 47,983,131 | 11.23% | 95,966,262 | 17.10% |
| Employees(2) | 30,959,525 | 7.25% | 58,567,145 | 10.43% |
| Treasury shares | 319,284 | 0.07% | - | - |
| TOTAL | 427,235,939 | 100.00% | 561,293,672 | 100.00% |
(1) Exercisable voting rights.
(2) Employee shareholding within the meaning of Article L.225-102 of the French Commercial Code (Code de commerce).
| Numberof | ||||
|---|---|---|---|---|
| Shareholders | Numberof shares | % sharecapital | votingrights(1) | % votingrights(1) |
| Free float | 347,966,104 | 81.44% | 397,719,443 | 72.11% |
| French State | 47,983,131 | 11.23% | 95,966,262 | 17.40% |
| Employees(2) | 30,312,761 | 7.10% | 57,827,731 | 10.49% |
| Treasury shares | 976,620 | 0.23% | - | - |
| TOTAL | 427,238,616 | 100.00% | 551,513,436 | 100.00% |
(1) Exercisable voting rights.
(2) Employee shareholding within the meaning of Article L.225-102 of the French Commercial Code.
Each share carries entitlement to one vote. Shares held in registered form for over two years have double voting rights.
The 976,620 treasury shares have no voting rights.
At June 30, 2021, the total number of shares includes 2,677 shares issued during the first half of the year further to the exercise of stock subscription options resulting from employee commitments undertaken by Zodiac Aerospace, transferred to Safran following the Zodiac Aerospace merger on December 1, 2018 based on the exchange ratio used for the merger.
The number of treasury shares has increased since December 31, 2020 following:
The Annual General Meeting has authorized the Board of Directors to buy and sell shares in the Company in accordance with the applicable laws and regulations.
An authorization granted by the Annual General Meeting of May 26, 2021 set the maximum purchase price at €165 per share, thereby superseding the authorization granted at the Annual General Meeting of May 28, 2020.
Pursuant to these authorizations and to the liquidity agreement signed in 2012 with Oddo BHF, in first-half 2021 the Company purchased 1,337,283 shares for €158 million, and sold 1,329,906 shares for €158 million.
At June 30, 2021, 273,377 shares were held in connection with the liquidity agreement.
of the 2020 Universal Registration Document).
including the year in which the performance shares are granted. In addition, the shares will only vest if the beneficiaries still form part of the Group at the vesting date (see section 6.6.4.2
The Group set up a performance share plan on March 24, 2021 covering 731,000 shares. Shares under this plan will only vest if certain internal and external performance conditions are met, as assessed over three fiscal years, and provided the beneficiaries still form part of the Group at the vesting date.
The Board of Directors periodically grants performance shares to Group employees and corporate officers.
The vesting of these performance shares is subject to the achievement of internal and external performance conditions, which are assessed over three full consecutive fiscal years,
Key details of outstanding performance share plans at June 30, 2021 are shown below:
2018 performanceshares 2019 performanceshares 2020 performanceshares 2021 performanceshares Shareholder authorization May 25, 2018 May 25, 2018 May 23, 2019 May 23, 2019 Grant date by the Board of Directors July 24, 2018 March 27, 2019 March 26, 2020 March 24, 2021 Vesting date July 26, 2021 March 29, 2022 March 27, 2023 March 26, 2024 Share price at the grant date €107.05 €116.90 €91.92 €116.65 Number of beneficiaries at the grant date 440 589 797 760 Number of performance shares granted 574,712 732,130 759,360 730,940 Number of shares canceled or forfeited (34,274) (87,370) (15,800) - NUMBER OF PERFORMANCE SHARES OUTSTANDING AT JUNE 30, 2021 540,438 644,760 743,560 730,940
The share-based payment expense for these performance share plans, recognized within personnel costs under "Other employee costs" (see Note 7, "Breakdown of the other main components of profit from operations"), totaled €15 million in first-half 2021, versus €8 million in first-half 2020.
On June 21, 2018, Safran issued 4,996,431 bonds convertible into new shares and/or exchangeable for existing shares ("OCÉANEs"), each with a par value of €140.10, i.e., representing a total nominal amount of €700 million.
The bonds do not carry any coupon.
Bondholders have the option of converting their bonds into shares. This option can be exercised at any point after the issue date and up to the seventh trading day preceding the standard or early redemption date. Following the May 27, 2019 dividend payment and in accordance with the terms and conditions of the bond issue, the bond conversion ratio has been 1.001 shares for 1 bond since May 29, 2019. This adjusted conversion ratio was calculated by the bond calculation agent in accordance with the calculation formula stipulated in the terms and conditions of the bonds based on the following inputs:
The bonds come with an early redemption option that the bearer may trigger in the event of a change of control and that the issuer may trigger if (i) as from June 21, 2021, the share price multiplied by the bond conversion ratio exceeds 130% of the par value of the bonds or (ii) at any time, the number of bonds outstanding represents less than 15% of the number of bonds originally issued.
Unless converted, redeemed or repurchased and canceled prior to maturity, the bonds were set to be redeemed at par on June 21, 2023.
OCÉANEs are deemed a hybrid instrument comprising equity and debt.
After deducting issuance fees, a total of €653 million was recognized under interest-bearing financial liabilities, corresponding to the present value of cash flows from a similar bond with no conversion rights (see Note 21, "Interest–bearing financial liabilities").
The effective annual interest rate on the liability component is 1.40% including issuance fees.
Following an offer made by Safran on June 8, 2021, 96.2% of the OCÉANEs were repurchased on June 15, 2021. Following the repurchase, 3.8% of the OCÉANEs remained outstanding at June 30, 2021. At the Group's initiative, the bonds outstanding were redeemed early at par on July 19, 2021, since no bearers had chosen to exercise their conversion rights.
The option component recognized in equity was valued at €44 million on the issue date, or €31 million after the deferred tax impact. Following the June 15, 2021 repurchase, the option component recognized in equity represented €2 million at June 30, 2021.
On May 15, 2020, Safran issued 7,391,665 bonds convertible into new shares and/or exchangeable for existing shares ("OCÉANEs") (the "initial bonds"), each with a par value of €108.23, i.e., representing a total nominal amount of €800 million. The initial bonds were issued at 100% of par.
On October 12, 2020, Safran carried out a tap issue of 1,847,916 bonds convertible into new shares and/or exchangeable for existing shares ("OCÉANEs") (the "additional bonds"), each with a par value of €108.23, i.e., representing a total nominal amount of €200 million. The additional bonds were issued at a price of €118 per bond, representing a total issue amount of €218 million.
The additional bonds carry the same terms and conditions (with the exception of the issue price) as the initial bonds, with which they are fully fungible and with which they form a single series.
The bonds bear interest at an annual rate of 0.875%, payable annually in arrears.
Bondholders have the option of converting their bonds into shares. This option can be exercised at any point after the issue date and up to the seventh trading day preceding the standard or early redemption date.
Following the June 2, 2021 dividend payment and in accordance with the terms and conditions of the bonds, the bond conversion ratio has been 1.004 shares for 1 bond since June 1, 2021. This adjusted conversion ratio was calculated by the bond calculation agent in accordance with the calculation formula stipulated in the terms and conditions of the bonds based on the following inputs:
The bonds come with an early redemption option that the bearer may trigger in the event of a change of control and that the issuer may trigger if (i) as from June 5, 2024, the share price multiplied by the bond conversion ratio exceeds 130% of the par value of the bonds or (ii) at any time, the number of bonds outstanding represents less than 20% of the number of bonds originally issued.
Unless converted, redeemed or repurchased and canceled prior to maturity, the bonds are redeemable at par on May 15, 2027.
OCÉANEs are deemed a hybrid instrument comprising equity and debt.
After deducting issuance fees, a total of €760 million was recognized under interest-bearing financial liabilities for the initial bonds on the issue date, corresponding to the present value of cash flows from a similar bond with no conversion rights (see Note 21, "Interest-bearing financial liabilities").
The effective annual interest rate on the liability component is 1.63% including issuance fees.
After deducting issuance fees, a total of €197 million was recognized under interest-bearing financial liabilities for the additional bonds on the issue date, corresponding to the present value of cash flows from a similar bond with no conversion rights (see Note 21, "Interest-bearing financial liabilities").
The effective annual interest rate on the liability component is 1.154% including issuance fees.
The option component recognized in equity for the initial bonds was valued at €33 million on the issue date, or €24 million after the deferred tax impact (see the consolidated statement of changes in shareholders' equity for first-half 2020). The option component recognized in equity for the additional bonds was valued at €20 million on the issue date, or €15 million after the deferred tax impact (see the consolidated statement of changes in shareholders' equity for second-half 2020).
On June 14, 2021, Safran issued 4,035,601 bonds convertible and/or exchangeable for existing shares ("OCÉANEs"), each with a par value of €180.89, i.e., representing a total nominal amount of €730 million.
The bonds do not carry any coupon.
The bonds were issued at a price of €187.22 per bond, representing a total issue amount of €756 million.
Bondholders have the option of converting their bonds into shares. This option can be exercised at any point after the issue date and up to the seventh trading day preceding the standard or early redemption date.
At June 30, 2021 and since the bond issuance date, the bond conversion ratio represents 1 share for 1 bond.
The bonds come with an early redemption option that the bearer may trigger in the event of a change of control and that the issuer may trigger if (i) as from April 1, 2025, the share price multiplied by the bond conversion ratio exceeds €235.157 (i.e., 130% of the par value of the bonds) or (ii) at any time, the number of bonds outstanding represents less than 20% of the number of bonds originally issued.
Unless converted, redeemed or repurchased and canceled prior to maturity, the bonds are redeemable at par on April 1, 2028.
OCÉANEs are deemed a hybrid instrument comprising equity and debt.
After deducting issuance fees, a total of €712 million was recognized under interest-bearing financial liabilities, corresponding to the present value of cash flows from a similar bond with no conversion rights (see Note 21, "Interest–bearing financial liabilities").
The effective annual interest rate on the liability component is 0.376% including issuance fees.
The option component recognized in equity was valued at €39 million on the issue date, or €29 million after the deferred tax impact (see the consolidated statement of changes in shareholders' equity).
At the Annual General Meeting of May 26, 2021, the shareholders approved a dividend payment of €0.43 per share in respect of 2020, representing a total payout of €183 million. The dividend was paid in full on June 2, 2021.
Provisions break down as follows:
| Reversals | Changes inscopeof |
|||||||
|---|---|---|---|---|---|---|---|---|
| (in € millions) | Dec.31,2020 | Additions | (1) Utilizations |
Reclassifications(1) | Surplus(2) | consolidation | Other June30,2021 | |
| Performance warranties | 1,110 | 94 | (76) | - | (9) | (1) | 1 | 1,119 |
| Financial guarantees | 2 | - | - | - | - | - | - | 2 |
| Post-employment benefits | 994 | 34 | (48) | - | - | - | (63) | 917 |
| Sales agreements | 189 | 12 | (9) | - | (11) | - | 4 | 185 |
| Provisions for losses on completion and losses arising on delivery commitments |
180 | 27 | (17) | - | - | - | 6 | 196 |
| Disputes and litigation | 25 | 5 | (4) | - | (1) | - | - | 25 |
| Other | 347 | 62 | (62) | - | (5) | - | 5 | 347 |
| TOTAL | 2,847 | 234 | (216) | - | (26) | (1) | (47) | 2,791 |
| ◼ Non-current | 1,942 | 1,922 | ||||||
| ◼ Current | 905 | 869 |
(1) These reversals in respect of expenses for the period or reclassifications had no impact on profit for the period. (2) Including the foreign exchange difference resulting from fluctuations in the EUR/USD exchange rate in 2021.
The impacts on the income statement of overall movements in provisions can be analyzed as follows:
| TOTAL | 8 |
|---|---|
| Additions (-)/Reversals (+) recognized in financial income (loss) | (25) |
| Additions (-)/Reversals (+) recognized in non-recurring operating income | 15 |
| Utilization of provisions against operating expenses and therefore with no income statement impact | 186 |
| Additions (-)/Reversals (+) recognized in recurring operating income with income statement impact | (168) |
| (in € millions) | June30,2021 |
Movements in provisions had a €168 million negative impact on recurring operating income.
This caption includes repayable advances granted by public bodies.
Movements in this caption break down as follows:
| (in € millions) | |
|---|---|
| At December 31, 2020 | 426 |
| New advances received | 4 |
| Advances repaid | (12) |
| Sub-total: changes with a cash impact | (8) |
| Cost of borrowings and discounting | 8 |
| Foreign exchange differences | 1 |
| Adjustments to the probability of repayment of advances | (99) |
| Sub-total: changes with no cash impact | (90) |
| AT JUNE 30, 2021 | 328 |
Estimates as to the repayable amounts and the timing of repayments are made regarding borrowings subject to specific conditions.
The Group revised the probability of repayment for its repayable advances, mainly with regard to civil aircraft programs.
Breakdown of interest-bearing financial liabilities:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Bond issue | 212 | 1,598 |
| Convertible bonds (OCÉANEs) | 1,641 | 1,676 |
| Senior unsecured notes in USD | 1,430 | 987 |
| Lease liabilities | 494 | 485 |
| Long-term borrowings | 305 | 289 |
| Total non-current interest-bearing financial liabilities (portion maturing in more than 1 year at inception) |
4,082 | 5,035 |
| Bond issue | 500 | - |
| Convertible bonds (OCÉANEs) | - | 26 |
| Senior unsecured notes in USD | - | 469 |
| Lease liabilities | 114 | 100 |
| Long-term borrowings | 347 | 367 |
| Accrued interest not yet due | 10 | 8 |
| Current interest-bearing financial liabilities, long-term at inception | 971 | 970 |
| Negotiable European Commercial Paper (NEU CP) | 1,322 | 175 |
| Short-term bank facilities and equivalent | 216 | 352 |
| Current interest-bearing financial liabilities, short-term at inception | 1,538 | 527 |
| Total current interest-bearing financial liabilities (less than 1 year) | 2,509 | 1,497 |
| TOTAL INTEREST-BEARING FINANCIAL LIABILITIES(1) | 6,591 | 6,532 |
(1) The fair value of interest-bearing financial liabilities amounts to €6,722 million (€6,762 million at December 31, 2020).
Movements in this caption break down as follows:
| (in € millions) | |
|---|---|
| At December 31, 2020 | 6,591 |
| Increase in long-term borrowings at inception (excluding lease liabilities) | 2,151 |
| Decrease in long-term borrowings at inception | (1,293) |
| Change in short-term borrowings | (1,005) |
| Sub-total: changes with a cash impact | (147) |
| Net increase in lease liabilities | 28 |
| Accrued interest | - |
| Changes in scope of consolidation | (13) |
| Foreign exchange differences | 56 |
| 2023 OCÉANEs repurchase(1) | 71 |
| Option component of the 2028 OCÉANEs(2) | (39) |
| Change in the fair value of borrowings hedged with interest rate instruments(3) | (13) |
| Reclassifications and other | (2) |
| Sub-total: changes with no cash impact | 88 |
| AT JUNE 30, 2021 | 6,532 |
(1) Corresponding to the loss recognized in respect of the equity component of the 2023 OCÉANEs following the repurchase on June 15, 2021.
(2) See Note 18.d, "Convertible bond issues".
(3) See Note 23, "Management of market risks and derivatives".
Analysis by maturity:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Maturing in: | ||
| ◼ 1 year or less | 2,509 | 1,498 |
| ◼ More than 1 year and less than 5 years | 2,410 | 1,934 |
| ◼ Beyond 5 years(1) | 1,672 | 3,100 |
| TOTAL | 6,591 | 6,532 |
(1) Mainly relating to USPP, OCÉANE and other bond issues.
Notes to the Group condensed interim consolidated financial statements
Analysis by currency before hedging:
| Dec.31,2020 | June30,2021 | ||||
|---|---|---|---|---|---|
| (in millions of currency units) | Currency | EUR | Currency | EUR | |
| EUR | 5,072 | 5,072 | 4,957 | 4,957 | |
| USD | 1,704 | 1,389 | 1,715 | 1,443 | |
| CAD | 8 | 5 | 6 | 4 | |
| GBP | 22 | 24 | 20 | 23 | |
| Other | N/A | 101 | N/A | 105 | |
| TOTAL | 6,591 | 6,532 |
Analysis by currency after hedging:
| Dec.31,2020 | June30,2021 | ||||
|---|---|---|---|---|---|
| (in millions of currency units) | Currency | EUR | Currency | EUR | |
| EUR | 6,216 | 6,216 | 6,127 | 6,126 | |
| USD | 298 | 245 | 323 | 274 | |
| CAD | 8 | 5 | 6 | 4 | |
| GBP | 22 | 24 | 20 | 23 | |
| Other | N/A | 101 | N/A | 105 | |
| TOTAL | 6,591 | 6,532 |
Analysis by type of interest rate:
◼ Analysis by type of interest rate (fixed/floating), before hedging:
| Total Non-current |
Current | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Dec.31,2020 June30,2021 | Dec.31,2020 | June30,2021 | Dec.31,2020 | June30,2021 | ||||||
| Average | Average | Average | Average | |||||||
| (in € millions) | Base | Base | Base | interest rate | Base | interest rate | Base | interest rate | Base | interest rate |
| Fixed rate | 5,594 | 6,037 | 3,941 | 2.45% | 4,906 | 1.63% | 1,653 | 0.27% | 1,131 | 1.99% |
| Floating rate | 997 | 495 | 142 | 1.29% | 129 | 1.23% | 855 | 0.40% | 366 | 1.00% |
| TOTAL | 6,591 | 6,532 | 4,083 | 2.41% | 5,035 | 1.62% | 2,508 | 0.31% | 1,497 | 1.75% |
◼ Analysis by type of interest rate (fixed/floating), after hedging:
| Total | Non-current | Current | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Dec.31,2020 June30,2021 | Dec.31,2020 | June30,2021 | Dec.31,2020 | June30,2021 | ||||||||
| (in € millions) | Base | Base | Base | Average interest rate |
Base | Average interest rate |
Base | Average interest rate |
Base | Average interest rate |
||
| Fixed rate | 5,382 | 5,828 | 3,729 | 1.71% | 4,696 | 1.26% | 1,653 | 0.27% | 1,132 | 0.85% | ||
| Floating rate | 1,209 | 704 | 354 | 1.13% | 339 | 1.08% | 855 | 0.40% | 365 | 1.00% | ||
| TOTAL | 6,591 | 6,532 | 4,083 | 1.66% | 5,035 | 1.25% | 2,508 | 0.31% | 1,497 | 0.89% |
The Group's net debt position is as follows:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Cash and cash equivalents (A) | 3,747 | 3,927 |
| Interest-bearing financial liabilities (B) | 6,591 | 6,532 |
| Fair value of interest rate derivatives used as fair value hedges of borrowings (C) | 52 | 39 |
| TOTAL (A) - (B) + (C) | (2,792) | (2,566) |
The Group's gearing ratio is shown below:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Net debt | (2,792) | (2,566) |
| Total equity | 12,750 | 13,451 |
| GEARING RATIO | 21.90% | 19.08% |
An interest rate hedge in the form of a cross currency swap (USD floating-rate borrower at inception, followed by EUR fixed-rate borrower from March 2019) was set up on these two tranches, allowing the USD fixed-rate debt to be fully swapped for EUR fixed-rate debt.
In first-half 2021, the average interest rate of the issue came out at 1.64% after taking into account the impact of interest rate derivatives.
A EUR/USD cross currency swap (EUR fixed-rate borrower and USD fixed-rate lender) was set up on tranches A and B on July 21, 2020, swapping USD fixed-rate debt for EUR fixed-rate debt.
After taking this hedge into account, tranche A bears fixed-rate interest at 2.04% and has a notional amount of €158 million, while tranche B bears fixed-rate interest at 2.22% and has a notional amount of €116 million.
After taking this hedge into account, the 10-year notes (tranches A and C) of the USPP carry an effective coupon of 2.02% and have a notional amount of €280 million, while the 12-year notes (tranches B and D) carry an effective coupon of 2.12% and have a notional amount of €280 million.
The Group's other long- and medium-term borrowings are not material taken individually.
During first-half 2021, the following borrowings were redeemed at maturity or bought back:
Other short-term borrowings consist mainly of bank overdrafts.
Sale of receivables without recourse
Net debt at both June 30, 2021 and December 31, 2020 does not include trade receivables sold without recourse, including the two lines below relating to CFM International Inc. (joint operation):
| (in € millions) | Dec.31,2020 | Movements during theperiod |
Changes inscopeof consolidation |
Foreign exchange |
differences Reclassifications | June30,2021 |
|---|---|---|---|---|---|---|
| Payables on purchases of property, plant and equipment and intangible assets |
61 | 101 | - | - | 3 | 165 |
| TOTAL | 61 | 101 | - | - | 3 | 165 |
| ◼ Non-current | 2 | 109 | ||||
| ◼ Current | 59 | 56 |
These liabilities are not included in the Group's net financial position at June 30, 2021.
The main market risks to which the Group is exposed are foreign currency risk, interest rate risk, counterparty risk and liquidity risk. The carrying amount of derivatives used to manage market risks is shown below:
| Dec.31,2020 | June30,2021 | ||||
|---|---|---|---|---|---|
| (in € millions) | Assets | Liabilities | Assets | Liabilities | |
| Interest rate risk management | 52 | (18) | 39 | (20) | |
| Floating-for-fixed interest rate swaps | - | (18) | - | (20) | |
| Fixed-for-floating interest rate swaps | 52 | - | 39 | - | |
| Foreign currency risk management | 694 | (1,244) | 1,335 | (1,153) | |
| Currency swaps | - | (95) | - | (59) | |
| Purchase and sale of forward currency contracts | 98 | (33) | 110 | (115) | |
| Currency option contracts | 596 | (1,116) | 1,225 | (979) | |
| TOTAL | 746 | (1,262) | 1,374 | (1,173) |
All derivatives are categorized within Level 2 of the fair value hierarchy set out in IFRS 13 (as at December 31, 2020).
Credit valuation adjustment (CVA) and debt valuation adjustment (DVA) are taken into account when measuring the fair value of derivatives.
Most Group revenue is denominated in US dollars, which is virtually the sole currency used in the civil aviation industry. The net excess of revenues over operating expenses for these activities totaled USD 3 billion in first-half 2021 (USD 4.5 billion in first-half 2020).
To protect its earnings, the Group implements a hedging policy (see below) with the aim of reducing uncertainty factors affecting operating profitability and allowing it to adapt its cost structure to an unfavorable monetary environment.
The Group's foreign currency risk management policy is described in section 3.1, Note 31 of the 2020 Universal Registration Document.
The portfolio of foreign currency derivatives breaks down as follows:
| June30,2021 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Notional | Less than | Notional | Less than | |||||
| (in millions of currency units) | Fair value(1) | amount(1) | 1year | 1to5years Fair value(1) | amount(1) | 1year | 1to5years | |
| Forward exchange contracts | 65 | (5) | ||||||
| Short USD position | 34 | 2,413 | 2,413 | - | (25) | 1,789 | 1,789 | - |
| Of which against EUR | 34 | 2,413 | 2,413 | - | (25) | 1,789 | 1,789 | - |
| Long USD position | (19) | (163) | - | (163) | (14) | (163) | - | (163) |
| Of which against EUR | (19) | (163) | - | (163) | (14) | (163) | - | (163) |
| Short EUR position against GBP | 4 | 107 | - | 107 | 26 | 207 | 50 | 157 |
| Short EUR position against CAD | - | - | - | - | - | - | - | - |
| Long MXN position against EUR | 46 | (12,245) | (3,604) | (8,641) | 8 | (18,441) | (3,977) | (14,465) |
| Currency swaps | (95) | (59) | ||||||
| Cross currency swaps | (95) | 1,359 | - | 1,359 | (59) | (1,359) | (540) | (819) |
| Currency option contracts | (520) | 246 | ||||||
| USD put purchased | 481 | 30,975 | 25,675 | 5,300 | 1,022 | 41,035 | 35,725 | 5,310 |
| USD call purchased | 16 | (1,900) | (1,900) | - | 23 | (1,400) | (1,400) | - |
| USD call sold | (210) | 71,210 | 61,110 | 10,100 | (430) | 78,420 | 70,100 | 8,320 |
| USD put sold | (105) | (3,800) | (3,800) | - | (25) | (2,800) | (2,800) | - |
| EUR put purchased | 68 | 1,480 | 1,000 | 480 | 108 | 1,378 | 1,231 | 147 |
| EUR call sold | (27) | 2,760 | 2,000 | 760 | (35) | 2,455 | 2,160 | 295 |
| Accumulators – sell USD for EUR(2) | 6 | 1,963 | 537 | 1,426 | 64 | 1,042 | (195) | 1,237 |
| Accumulators – buy USD for EUR(2) | (661) | (7,808) | (5,002) | (2,805) | (481) | (6,782) | (4,963) | (1,819) |
| Accumulators – sell EUR for GBP(2) | (10) | (105) | (105) | - | - | - | - | - |
| Accumulators – sell EUR for CAD(2) | (34) | (230) | (230) | - | - | - | - | - |
| Accumulators – sell EUR for MXN(2) | (44) | (335) | (335) | - | - | - | - | - |
| TOTAL | (550) | 182 |
(1) Fair values are expressed in millions of euros; notional amounts are expressed in millions of currency units.
(2) Notional amounts for accumulators represent the maximum cumulative amount until the instrument is unwound.
In the balance sheet, changes in the fair value of outstanding currency hedging instruments between December 31, 2020 and June 30, 2021 represent a positive €732 million.
In the income statement, the Group has chosen not to apply hedge accounting to these derivatives. As a result, any changes in the fair value of these instruments are recognized in full in "Financial income (loss)".
The Group's interest rate risk management policy is described in section 3.1, Note 31 of the 2020 Universal Registration Document.
Interest rate swaps were taken out to convert the fixed rate payable on the €200 million bond issue carried out in first-half 2014 and maturing in April 2024 to a floating rate.
These swaps are eligible for fair value hedge accounting.
| Dec.31,2020 | June30,2021 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (in € millions) | Fair value | Notionalamount (€) |
Less than 1year |
1to5years | Morethan 5years |
Fair value | Notionalamount (€) |
Less than 1year |
1to5years | Morethan 5years |
| Interest rate swaps | ||||||||||
| Fixed-for-floating | 13 | 200 | - | 200 | - | 10 | 200 | - | 200 | - |
| TOTAL | 13 | 10 |
The interest rate on the two outstanding tranches of the US private placement (USPP) set up on February 9, 2012 was converted to a floating rate at inception. Floating-rate borrower/fixed-rate lender USD swaps were set up on these 10-year and 12-year tranches for USD 540 million and USD 505 million, respectively. These swaps are eligible for fair value hedge accounting.
In March 2019, these 10-year and 12-year tranches for USD 540 million and USD 505 million, respectively, were reset to euros by means of a cross currency swap (USD floating-rate lender/EUR fixed-rate borrower).
The interest rate portion of the cross currency swap was eligible for hedge accounting.
On July 21, 2020, a cross currency swap (USD fixed-rate lender/EUR fixed-rate borrower) was set up on two USD tranches of the June 29, 2020 senior unsecured notes issue on the US private placement market (USPP), amounting to USD 181 million bearing fixed-rate interest over a period of 10 years (tranche A) and USD 133 million bearing fixed-rate interest over a period of 12 years (tranche B). The interest rate portion of the cross currency swap was eligible for hedge accounting.
Fixed-rate borrower/floating-rate lender swaps were set up in connection with the sale of trade receivables without recourse. The swaps are for a nominal amount of USD 1,150 million and a term of up to 12 months, and were taken out on behalf of a joint arrangement 50%-owned by the Group. This transaction gives rise to a floating-rate borrower/fixed-rate lender swap for a nominal amount of USD 575 million after elimination of intragroup items. These swaps are not eligible for hedge accounting. The aim of these transactions is to fix the borrowing cost applicable to the customer.
| Dec.31,2020 | June30,2021 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (in € millions) | Fair value | Notionalamount (USD) |
Less than 1year |
1to5years | Morethan 5years |
Fair value | Notionalamount (USD) |
Less than 1year |
1to5years | Morethan 5years |
| USD interest rate swaps | ||||||||||
| Fixed-for-floating | 39 | 1,620 | 575 | 1,045 | - | 29 | 1,620 | 1,115 | 505 | - |
| Floating-for-fixed | (18) | 2,509 | 1,150 | 1,045 | 314 | (20) | 2,509 | 1,690 | 505 | 314 |
| TOTAL | 21 | 9 |
The Group is exposed to counterparty risk on the following:
Financial investments are diversified and consist of blue-chip securities that are traded with top-tier banks.
The sole purpose of the Group's derivative transactions is to reduce the overall exposure to foreign currency and interest rate risks resulting from its ordinary business activities. Transactions are either carried out on organized markets or over-the-counter with top-tier intermediaries.
The Group's borrowings and credit facilities are taken out with top-tier banks.
The Group has stepped up the monitoring of its bad debt risks to ensure the collection of its current and future receivables.
In the context of the health crisis, the Group paid particular attention to the situation of its airline customers, especially those placed in insolvency proceedings (procédure collective) or that had announced restructuring plans.
A provision was accrued for any receivables or assets considered at risk (i.e., payment default at maturity, insolvency proceedings, etc.), based on a case-by-case analysis.
The impairment rate for expected credit losses was increased to 0.52% at June 30, 2021 (versus 0.36% at December 31, 2020), based on the approach described in section 3.1, Note 2.n of the 2020 Universal Registration Document.
At June 30, 2021, the net amount of impairment losses recognized in this respect against trade and other receivables was €2 million.
Treasury management is centralized within the Group. Where permitted by local legislation, all surplus cash is invested with, and financing requirements of subsidiaries met by, the parent company on an arm's length basis. The central cash team manages the Group's current and forecast financing requirements, and ensures it has the ability to meet its financial commitments while maintaining a level of available cash funds and confirmed credit facilities commensurate with its scale and debt repayment profile.
The Group has a confirmed €2,520 million liquidity line. This line was set up in December 2015 and had an original maturity of December 2020, with two successive one-year extension options. Both these options have been exercised, meaning that the line is currently set to expire in December 2022. This line is not subject to any financial covenants. It was undrawn at June 30, 2021.
On April 22, 2020, the Group set up an additional confirmed liquidity line for an initial amount of €3,000 million. This line was canceled in full on March 16, 2021 further to the various refinancing operations carried out by the Group between April 22, 2020 and March 16, 2021 (see Note 21, "Interest-bearing financial liabilities"),
On March 4, 2021, Safran signed a new €500 million bank loan agreement with the European Investment Bank (EIB). The loan will be made available to Safran, at the date of its choosing, within 18 months of the date of signature of the agreement, and will have a maturity of up to ten years, as from when the funds are provided. The loan will be used to finance some of the Group's research into innovative propulsion systems for the next generation of single-aisle commercial aircraft, marking a major step forward in Safran's roadmap towards achieving carbon free air transportation. This loan is not subject to any financial covenants. It was undrawn at June 30, 2021.
Issues of senior unsecured notes on the US private placement market (USPP) on February 9, 2012 and June 29, 2020 are subject to a financial covenant which states that the net debt to EBITDA ratio must be 2.5 or less at all times (see Note 21, "Interest-bearing financial liabilities"). The covenant is tested every six months and the Group complied with the applicable ratio at June 30, 2021.
The following annual covenant applies to the euro private placement ("Euro PP") in the form of a syndicated loan, set up by the former Zodiac Aerospace on March 10, 2016 and with an original maturity of seven years (see Note 21, "Interest-bearing financial liabilities"): net debt to EBITDA ratio of 3.5 or less.
In accordance with IAS 24, the Group's related parties are considered to be its owners (including the French State), companies in which these owners hold equity interests, associates, joint ventures and management executives.
The French State also holds a golden share in Safran Ceramics allowing it to veto any change in control of the company or sale of company assets.
The following transactions were carried out with related parties other than joint ventures:
| (in € millions) | First-half2020 | First-half2021 |
|---|---|---|
| Sales to related parties other than joint ventures | 2,168 | 2,023 |
| Purchases from related parties other than joint ventures | (48) | (47) |
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Amounts receivable from related parties other than joint ventures | 1,815 | 2,027 |
| Amounts payable to related parties other than joint ventures | 2,377 | 2,517 |
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Commitments given to related parties other than joint ventures(1) | 2,005 | 2,163 |
(1) See Note 25.a, "Off-balance sheet commitments and contingent liabilities relating to the Group's operating activities".
Transactions with related parties other than joint ventures primarily concern the delivery of aviation products to Airbus and the French Directorate General of Weapons Procurement (DGA).
The following transactions were carried out with joint ventures:
| First-half2020 (in € millions) |
First-half2021 |
|---|---|
| Sales to joint ventures(1) 63 |
55 |
| Purchases from joint ventures (39) |
(33) |
(1) Mainly with Shannon Engine Support Limited.
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Amounts receivable from joint ventures | 106 | 96 |
| Amounts payable to joint ventures | 56 | 54 |
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Commitments given to joint ventures | 252 | 231 |
The terms "net debt" and "EBITDA" used in the aforementioned covenants are defined as follows:
The Group granted the following commitments in connection with its operating activities:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Purchase commitments on intangible assets | 10 | 11 |
| Purchase commitments on property, plant and equipment | 141 | 110 |
| Guarantees given in connection with the performance of operating agreements | 5,493 | 6,016 |
| Lease commitments | 112 | 78 |
| Financial guarantees granted on the sale of Group products | 9 | 9 |
| Other commitments given | 494 | 547 |
| TOTAL | 6,259 | 6,771 |
These guarantees relate mainly to guarantees granted by Safran to customers and principals (essentially aircraft manufacturers) in which Safran or the subsidiary provide a joint and several guarantee that its subsidiaries will perform their duties under their contractual obligations. These guarantees are given in respect of research, design, development, manufacturing, marketing and product support programs in place at Group subsidiaries. They are generally granted for the term of the program concerned, and are capped at a certain amount.
Guarantees granted to Airbus are shown within "Guarantees granted to related parties" in Note 24, "Related parties".
As of January 1, 2019, lease commitments given concern leases qualifying for the IFRS 16 exemption criteria (short-term leases or leases of low-value assets), as well as leases signed but not yet started.
The financial guarantees shown in this table concern aerospace financing arrangements in place at the end of the reporting period, granted to support sales of civil engines. These arrangements take the form of aircraft financing or guarantees covering the value of assets.
The Group's gross exposure in respect of these financing commitments in their transaction currency represents USD 10 million at June 30, 2021 (USD 11 million at December 31, 2020), or €8 million (€9 million at December 31, 2020). However, these amounts do not reflect the actual risk to which Safran is exposed. In view of the value of the underlying assets pledged as security, the net exposure represents USD 2 million at June 30, 2021 (USD 2 million at December 31, 2020), for which a provision, based on an assessment of the risk, is booked in the financial statements (see Note 19, "Provisions").
Financing commitments granted to clients alongside aircraft manufacturers in connection with certain civil engine sales campaigns form part of financing packages proposed by aircraft manufacturers to airline companies and generally correspond to the share represented by Group engines in the financing of the aircraft concerned. These commitments are not included in the gross exposure since (i) the probability that they will be called by the airline companies is too uncertain because the deliveries are too far in the future, and (ii) in the past, few commitments have been called due to their dissuasive conditions and to the fact that they represent a "last recourse" after the active rental, banking, credit insurance and investor markets.
In connection with the French government's aerospace support plan, Safran undertook to subscribe to the Ace Aéro Partenaires investment fund in an amount of €58 million.
Following the various funding rounds completed, the amount of Safran's commitment was reduced to €53 million at June 30, 2021.
As part of their ordinary activities, Safran, some of its subsidiaries, or certain joint arrangements or consortia in which they are shareholders or members, may be subject to various claims from customers. These claims usually consist of compensation claims for failing to meet technical specifications, a delay in the development phase, late completion and/or for additional work in connection with product performance and reliability falling outside the scope of the warranties and commitments provisioned or included within contract costs (see Note 3.b, "Provisions", and Note 19, "Provisions"). While the initial amount of any such claim may be material in certain cases, it does not necessarily have any bearing on the costs that may be ultimately incurred to satisfy the customer. As these claims represent contingent liabilities, no provision has been recognized beyond contractual liability limits, if any.
In the absence of an agreement between the parties, some of these claims may give rise to litigation, the most significant of which are indicated in Note 26, "Disputes and litigation".
The Group was granted the following commitments in connection with its operating activities:
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Commitments received from banks on behalf of suppliers | 8 | 9 |
| Completion warranties | 8 | 6 |
| Endorsements and guarantees received | 2 | 1 |
| Other commitments received | 44 | 44 |
| TOTAL | 62 | 60 |
Vendor warranties are given or received on the acquisition or sale of companies.
| Dec.31,2020 (in € millions) |
June30,2021 |
|---|---|
| Vendor warranties given(1) 277 |
281 |
(1) Vendor warranties, the amount of which may be fixed or determinable.
| (in € millions) | Dec.31,2020 | June30,2021 |
|---|---|---|
| Vendor warranties received | - | - |
In connection with the sale of the identity and security businesses on May 31, 2017, Safran granted Advent International a vendor warranty valued at €180 million at June 30, 2021, as well as a specific indemnity capped at BRL 200 million (€34 million at June 30, 2021) to cover any financial consequences arising from the dispute between Morpho do Brasil and the Brazilian tax authorities concerning the calculation method for value added tax on certain products.
In connection with the sale of the detection businesses on April 7, 2017, Safran granted Smiths Group PLC a vendor warranty valued at USD 73 million (€61 million at June 30, 2021).
In connection with the sale of Structil on October 2, 2017, Safran Ceramics granted the Hexcel group a vendor warranty initially valued at €37 million, reduced to €1 million at June 30, 2021.
Commitments received in respect of financing relate to:
Safran and certain Group subsidiaries are party to regulatory, legal or arbitration proceedings arising in the ordinary course of their operations. Safran and certain Group subsidiaries are also party to claims, investigations, legal action and regulatory proceedings outside the scope of their ordinary operations.
The amount of the provisions booked is based on the level of risk for each case, as assessed by Safran and its subsidiaries and largely depends on their assessment of the merits of the claims and defensive arguments, bearing in mind that the occurrence of events during the proceedings can lead to a reassessment of the risk at any time.
A provision is only booked to cover the expenses that may result from such proceedings when the expenses are probable and their amount can be either quantified or reasonably estimated.
Safran considers that the provisions booked are adequate to cover the risks it incurs.
The most important proceedings are described below.
After having conducted its internal investigation, Safran concluded that suspicion of non-compliance during a period between 2004 and 2015 could not be ruled out. Safran decided to self-disclose these elements to the competent authorities in Germany and the US in accordance with applicable regulations and in France. As of to date, the authorities in each of the countries concerned have opened an investigation, but at this stage it is not possible to determine exactly the decision they may take nor the impacts for the company.
To the best of Safran's knowledge and that of its subsidiaries, there are no other ongoing regulatory, legal or arbitration proceedings that could have a material impact on the financial position of the Company and/or Group.
None.
4
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 interim activity 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,
In compliance with the assignment entrusted to us by your Annual General Meeting and in accordance with the requirements of Article L.451-1-2 III of the French Monetary and Financial Code (Code monétaire et financier), we hereby report to you on:
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 work.
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.
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 have not been prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting", as adopted by the European Union.
We have also verified the information presented in the interim activity 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.
Courbevoie and Paris-La Défense, July 28, 2021
The Statutory Auditors
Mazars Ernst & Young et Autres
| Gaël Lamant | Jérôme de Pastors | Jean-Roch Varon | Philippe Berteaux |
|---|---|---|---|
5
Safran's Ordinary and Extraordinary Shareholders' Meeting was held on May 26, 2021 at the Safran Campus (32, rue de Vilgénis, 91300 Massy, France), exceptionally behind closed doors, without any shareholders being physically present, in order to protect the health and safety of both the Group's shareholders and its employees, in line with the specific regulations introduced in response to Covid-19 as part of the efforts to stem the spread of the epidemic(1) .
The customary procedures were adapted to the circumstances. The Annual General Meeting was broadcast live on a specific page of the Company's website and via telephone conferencing. The full video recording of the Meeting is also available on the same page. In order to enable shareholders to participate in the Meeting, which provides a valuable opportunity for discussion with the Company's management, various arrangements were put in place. In addition to their legal right to submit written questions, shareholders could ask their questions in writing in advance (up until the day of the Meeting) through a dedicated module on the "Annual General Meeting" page of the Company's website or by telephone during the Meeting.
The resolutions submitted to the vote of the Annual General Meeting were approved, notably financial authorizations allowing Safran to seize opportunities arising on the financial markets, except for authorizations that could only be used during a public offer.
In particular, shareholders approved:
(1) French government ordonnance (order) 2020-321 of March 25, 2020 and Decree no. 2020-418 of April 10, 2020, extended by Decree no. 2021-255 of March 9, 2021.
Following the approval by the shareholders at the May 26, 2021 Annual General Meeting of all the resolutions relating to its membership structure, the Board of Directors still comprises 18 members, including:
The proportion of independent Directors remains at 64.3%(1) and the proportion of women on the Board at 42.8%(1) .
Stéphanie Besnier, Deputy Chief Executive Officer of the French State Investments Agency (APE), was named as representative of the French State on Safran's Board of Directors by way of a ministerial decree dated May 12, 2021, replacing Suzanne Kucharekova Milko.
At the filing date of this report, the Board of Directors is thus composed of the following members:
| Directors | Independent |
|---|---|
| Ross McInnes, Chairman of the Board of Directors | |
| Olivier Andriès, Chief Executive Officer | |
| Anne Aubert, Director representing employee shareholders | |
| Marc Aubry, Director representing employee shareholders | |
| Hélène Auriol Potier | X |
| Patricia Bellinger | X |
| Stéphanie Besnier, representative of the French State | |
| Hervé Chaillou, Director representing employees | |
| Jean-Lou Chameau | X |
| Monique Cohen, Lead Independent Director and Chair of the Appointments and Compensation Committee | X |
| Didier Domange | |
| F&P, represented by Robert Peugeot | X |
| Laurent Guillot, Chairman of the Audit and Risk Committee | X |
| Vincent Imbert, Director put forward by the French State | |
| Fabienne Lecorvaisier | X |
| Daniel Mazaltarim, Director representing employees | |
| Patrick Pélata, Director responsible for monitoring climate issues and Chairman of the Innovation, Technology & Climate Committee |
X |
| Sophie Zurquiyah | X |
| 18 members, of which 64.3% independent(1) |
(1) In accordance with the AFEP-MEDEF Corporate Governance Code for Listed Companies, Directors representing employee shareholders and Directors representing employees are not taken into account when calculating the percentage of independent Directors.
(1) In accordance with the AFEP-MEDEF Corporate Governance Code for Listed Companies and French law, Directors representing employee shareholders and Directors representing employees are not included in the calculation.
Further to decisions made by the Board of Directors:
At the filing date of this report, the standing committees of the Board of Directors are composed as follows:
| Auditand Risk Committee | Independent |
|---|---|
| Laurent Guillot, Chairman | X |
| Marc Aubry (Director representing employee shareholders) | |
| Stéphanie Besnier (representative of the French State) | |
| Fabienne Lecorvaisier | X |
| Robert Peugeot (permanent representative of F&P) | X |
| Sophie Zurquiyah | X |
6 members, of which 80% independent (4/5(1))
(1) In accordance with the AFEP-MEDEF Corporate Governance Code for Listed Companies, Directors representing employee shareholders and Directors representing employees are not taken into account when calculating the percentage of independent Directors.
| Appointmentsand Compensation Committee | Independent |
|---|---|
| Monique Cohen, Chair – Lead Independent Director | X |
| Hélène Auriol Potier | X |
| Patricia Bellinger | X |
| Stéphanie Besnier (representative of the French State) | |
| Jean-Lou Chameau | X |
| Didier Domange | |
| Daniel Mazaltarim (Director representing employees) – "appointments" discussions | |
| Patrick Pélata | X |
| 8 members, of which 71.43% independent (5/7(1)) |
(1) In accordance with the AFEP-MEDEF Corporate Governance Code for Listed Companies, Directors representing employee shareholders and Directors representing employees are not taken into account when calculating the percentage of independent Directors.
| Innovation, Technology & Climate Committee | Independent |
|---|---|
| Patrick Pélata, Chairman – Director responsible for monitoring climate issues | X |
| Hélène Auriol Potier | X |
| Hervé Chaillou (Director representing employees) | |
| Jean-Lou Chameau | X |
| Vincent Imbert (Director put forward by the French State) | |
| Laurent Guillot | X |
6 members, of which 80% independent (4/5(1))
(1) In accordance with the AFEP-MEDEF Corporate Governance Code for Listed Companies, Directors representing employee shareholders and Directors representing employees are not taken into account when calculating the percentage of independent Directors.
In its 16th resolution, the Annual General Meeting of May 26, 2021 authorized a new share buyback program.
Shares may not be purchased at a price of more than €165 per share and the maximum amount that may be invested in the program is €7 billion.
The program description, drafted in accordance with the provisions of Article 241-2 of the General Regulations of the French financial markets authority (Autorité des marchés financiers – AMF), is available on the Company's website (www.safran-group.com, in the Finance/Publications/Regulated information section).
| Analysts and institutional investors | Individual shareholders |
|---|---|
| ◼ Tel.: +33 (0)1 40 60 80 80 | ◼ Toll-free number (mainland France only): 0 800 17 17 17 Monday to Friday, 9 a.m. to 5 p.m. |
| ◼ E-mail: [email protected] | ◼ E-mail: [email protected] |
2, boulevard du Général-Martial-Valin 75724 Paris Cedex 15 – France
All financial information pertaining to Safran is available on the Group's website at www.safran-group.com, in the Finance section.
© Photo credits: Front cover: Adrien Daste / Safran.
Pierre Soissons / Safran • Adrien Daste / Safran • Frank Rogozienski / CAPA Pictures / Safran • Pascal Le Doare / Safran.
Design and production: Tel.: +33 (0)1 55 32 29 74

Safran 2, boulevard du Général-Martial-Valin – 75724 Paris Cedex 15 – France Tel.: +33 (0)1 40 60 80 80 www.safran-group.com

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