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Antin Infrastructure Partners S.A.

Interim / Quarterly Report Sep 11, 2024

1110_ir_2024-09-11_d81fc886-137b-4945-9e65-85a7819f70d0.pdf

Interim / Quarterly Report

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FINANCIAL REPORT

HALF-YEAR 2024

TABLE OF CONTENTS

KEY FIGURES 2

ACTIVITY REPORT 3
Activity update 4
Analysis of the Consolidated Financial Statements 6
Significant events since 30 June 2024 10
Contractual obligations, commercial commitments and off‑balance sheet
arrangements
11
Risk factors 11
Related party transactions 11
Profit forecast and outlook 11
CONSOLIDATED FINANCIAL STATEMENTS 13
Consolidated Financial Statements 14
Notes to the Consolidated Financial Statements 19
Statutory Auditors' report 44
3 PERSON RESPONSIBLE FOR THE INFORMATION 47
3.1 Person responsible for the half-year financial report 48
3.2 Statement of the person responsible for the half‑year financial report 48

4 GLOSSARY 50

ANTIN AT A GLANCE

Antin Infrastructure Partners is a leading private equity firm focused on infrastructure. With over €31 billion in Assets under Management across its Flagship, Mid Cap and NextGen investment strategies, Antin targets investments in the energy and environment, digital, transport and social infrastructure sectors. With offices in Paris, London, New York, Singapore, Seoul and Luxembourg, Antin employs over 240 professionals dedicated to growing, improving and transforming infrastructure businesses while delivering long-term value to portfolio companies and investors. Majority owned by its partners, Antin is listed on compartment A of the regulated market of Euronext Paris. (Ticker: ANTIN – ISIN: FR0014005AL0)

ANTIN OPERATES THREE DIFFERENTIATED INFRASTRUCTURE INVESTMENT STRATEGIES

Mid Cap

KEY FIGURES

KEY PERFORMANCE INDICATORS

(€m, unless otherwise indicated) 1H 2024 1H 2023
Assets under management as of period end (€bn) 31.7 30.7
Fee-paying assets under management as of period end (€bn) 20.6 19.7
Fundraising over the period (€bn) 0.3 1.2
Investments over the period (€bn)(1) 1.6 0.8
Gross exits over the period (€bn) 0.0 0.0
Total revenue 146.9 138.1
Management fees revenue 143.9 136.7
Effective management fee rate (%)(2) 1.33% 1.32%
Underlying EBITDA 84.0 82.8
Underlying EBITDA margin (%) 57% 60%
Underlying net income 61.7 60.7
IFRS net income 60.2 19.1
Total assets 590.9 624.5
Cash/(net financial debt) 392.1 425.0
Total equity 487.8 483.1
No. of employees 242 216
No. of investment professionals 112 99

(1) Numbers for the first half of 2023 adjusted for the syndication of a portion of the investment in OPDEnergy to co-investors.

(2) Excluding catch-up fees and management fees for Fund III-B.

SHARE INFORMATION

(€m, unless otherwise indicated) 30-Jun-2024 30-Jun-2023
Share price (€ per share) 11.3 14.9
No. of shares outstanding 178,792,116 174,492,178
Market capitalisation (€bn) 2.0 2.6
Weighted average no. of shares 178,800,551 174,520,740
Diluted weighted average no. of shares 179,546,171 178,797,813
Earnings per share (€ per share, underlying) 0.34 0.35
Diluted earnings per share (€ per share, underlying) 0.34 0.34
Earnings per share (€ per share, IFRS) 0.34 0.11
Diluted earnings per share (€ per share, IFRS) 0.34 0.11
Distribution per share (€ per outstanding share) 0.34 0.32
Payout ratio 99% 94%
Distribution yield (%) 6.5% 4.0%

ACTIVITY REPORT

1.1 ACTIVITY UPDATE 4
1.1.1 Fundraising, investment
and exit activities
4
1.1.2 Evolution of Fee-Paying AUM 4
1.1.3 Investment performance 5
1.2 ANALYSIS OF THE
CONSOLIDATED FINANCIAL
STATEMENTS
6
1.2.1 Analysis of the Consolidated Income
Statement on an underlying basis
6
1.2.2 Reconciliation of IFRS results
and underlying results
8
1.2.3 Analysis of the Consolidated
Balance Sheet
9
1.2.4 Analysis of the Consolidated
Cash Flow Statement
10
1.3 SIGNIFICANT EVENTS
SINCE 30 JUNE 2024 10
1.4 CONTRACTUAL OBLIGATIONS,
COMMERCIAL COMMITMENTS
AND OFF‑BALANCE SHEET
ARRANGEMENTS 11
1.5 RISK FACTORS 11
1.6 RELATED PARTY TRANSACTIONS 11
1.7 PROFIT FORECAST AND OUTLOOK 11

1

1.1 ACTIVITY UPDATE

1.1.1 Fundraising, investment and exit activities

(in €bn) 1H 2024 1H 2023
AUM at period end 31.7 30.7
Fee-Paying AUM at period end 20.6 19.7
Fundraising over the period 0.3 1.2
Investments over the period(1) 1.6 0.8
Gross exits over the period - -

(1) Numbers for the first half of 2023 adjusted for the syndication of a portion of the investment in OPDEnergy to co-investors in the second half of 2023, reducing the stake held by Flagship Fund V.

AUM reached €31.7 billion as of 30 June 2024, up +1.9% from €31.1 billion as of 31 December 2023. Fee‑Paying AUM amounted to €20.6 billion as of 30 June 2024, up +2.0% from €20.2 billion as of 31 December 2023. The first half of 2024 was marked by increased capital deployment, supported by an improvement in capital market conditions and the return of a more dynamic deal environment. Flagship Fund V continued to raise commitments and is on track to pass its €10 billion target by year-end.

Fundraising amounted to €0.3 billion in the first half of 2024 and related exclusively to Flagship Fund V. Flagship Fund V reached €9.4 billion in commitments as of 30 June 2024, representing 94% of the fund's target size of €10 billion. With deal and exit activity accelerating in the industry in general, the fundraising environment is expected to gradually improve, and Fund V is expected to pass its target size by the end of 2024. The upsizing of the fund stood at 45% at the end of the first half and is expected to reach 54% at target size, positioning Fund V among the fastest growing large cap infrastructure funds globally(1) .

Investments totalled €1.6 billion in the first half of 2024 and doubled compared with the €0.8 billion invested in the first half of 2023. Three investments were announced in the Flagship and NextGen investment strategies. Flagship Fund V announced two investments in the first half of 2024. The first was the acquisition of Portakabin, a market leader in the design and

1.1.2 Evolution of Fee-Paying AUM

provision of modular building infrastructure in the United Kingdom and expanding into Continental Europe. The second was the launch of Proxima, the first private operator of highspeed passenger trains in France. NextGen Fund I announced the acquisition of GTL Leasing in June 2024, a leading lessor of hydrogen transportation and storage equipment in North America. GTL represents the sixth investment for NextGen Fund I, its second in North America and the first in the rapidlyexpanding hydrogen industry.

Flagship Fund V was ~38% committed with five investments as of 30 June 2024, based on the fund's target size of €10 billion. Mid Cap Fund I was ~50% committed as of 30 June 2024 with a total of five investments(2) . NextGen Fund I was ~59% committed as of 30 June 2024 with a total of six investments.

As a result of Antin's disciplined approach to capital deployment, the investment periods for the current fund vintages are expected to be longer than prior vintages. Mid Cap Fund I and NextGen Fund I are trending at investment periods of more than 4 years. Flagship Fund V – which is early in its deployment cycle – is trending at an investment period of approximately 4 years.

Exit activity resumed with the sale of Grandi Stazioni Retail (GSR) announced after the end of the reporting period on 6 August 2024 (more information in Section 1.3 "Significant events since 30 June 2024").

(in €bn) Fee-Paying AUM
Beginning of period, 31-Dec-2023 20.2
Gross inflows 0.4
Step-downs -
Realisations(1) -
END OF PERIOD, 30-JUN-2024 20.6
Change in % +2.0%

(1) Exits at cost.

Gross inflows increased Fee-Paying AUM by €0.4 billion in the first half of 2024. This consists of €0.3 billion in commitments secured for Flagship Fund V, as well as €0.1 billion of add-on capital called for Flagship Fund IV to support the expansion and value creation plans of the portfolio companies.

(1) Second of the 10 largest infrastructure equity managers in the world as per Infrastructure Investor at the end of 2023, excluding open-ended funds and greenfield-only funds.

(2) Excluding the announced acquisition of Excellence Imagerie that was terminated on 24 July 2024 due to unfulfilled regulatory conditions precedent.

1.1.3 Investment performance

All funds continued to perform either on plan or above plan, with increases in Gross Multiples registered across several funds in the first half of the year. Gross Multiples for Flagship Fund III, Fund III-B and Mid Cap Fund I were marked up by +0.1x in the first half of 2024, to 1.9x, 1.7x and 1.3x respectively, reflecting continued progress in the implementation of the value creation plans across the portfolio companies of these funds.

Gross Multiple for Flagship Fund II stood at 2.6x as of 30 June 2024. With the exit of Grandi Stazioni Retail signed on 6 August 2024, Flagship Fund II is expected to generate a final realised Gross Multiple of 2.6x, significantly exceeding the fund's target return and leading to a "top quartile" ranking for Flagship Fund II(1) .

KEY STATS BY FUND

Fund
(in €bn)
Vintage AUM FPAUM Committed
capital
% committed % realised Gross
Multiple
Expectation
FLAGSHIP
Fund II 2013 0.5 0.3 1.8 87% 92% 2.6x Above plan
Fund III(1) 2016 5.8 2.0 3.6 89% 37% 1.9x Above plan
Fund IV 2019 10.4 4.6 6.5 86% - 1.3x On plan
Fund III-B 2020 1.5 0.8 1.2 88% 26% 1.7x On plan
(2)
Fund V
2022 9.7 9.4 9.4 38% - 1.0x On plan
MID CAP
Fund I 2021 2.3 2.2 2.2 50% - 1.3x On plan
NEXTGEN
Fund I 2021 1.4 1.2 1.2 59% - 1.0x On plan

(1) % realised includes the partial sale of portfolio companies from Flagship Fund III to Fund III-B.

(2) Fundraising ongoing. % committed calculated based on the fund's target commitments.

Fund Committed Cost of investments Value of investments
(in €bn) Vintage FPAUM capital Total Realised Remaining Total Realised Remaining
FLAGSHIP
Fund II 2013 0.3 1.8 1.6 1.3 0.3 4.1 3.8 0.3
Fund III(1) 2016 2.0 3.6 2.9 0.7 2.3 6.1 2.0 4.1
Fund IV 2019 4.6 6.5 4.7 - 4.7 6.2 - 6.2
Fund III-B 2020 0.8 1.2 1.1 0.3 0.8 1.9 0.5 1.4
(2)
Fund V
2022 9.4 9.4 2.6 - 2.6 2.7 - 2.7
MID CAP
Fund I 2021 2.2 2.2 0.9 - 0.9 1.1 - 1.1
NEXTGEN
Fund I 2021 1.2 1.2 0.3 - 0.3 0.3 - 0.3

(1) Value of investments includes the partial sale of portfolio companies from Flagship Fund III to Fund III-B.

(2) Fundraising ongoing.

(1) Based on Preqin rankings as of 10 September 2024.

1.2 ANALYSIS OF THE CONSOLIDATED FINANCIAL STATEMENTS

1.2.1 Analysis of the Consolidated Income Statement on an underlying basis

The IFRS accounting presentation of the Consolidated Income Statement, presented in Section 2.1 "Consolidated Financial Statements" of this Half-Year Report, does not allow for an analysis of the earnings of Antin on a comparable basis. For this reason, Antin presents its Consolidated Income Statement on an underlying basis, excluding non-recurring items. The differences between the IFRS accounting presentation and underlying presentation are explained in Section 1.2.2 "Reconciliation of IFRS results and underlying results" of this document.

(in €m) 1H 2024 1H 2023
Management fees 143.9 136.7
Carried interest and investment income 0.1 (0.9)
Administrative fees and other revenue net 2.9 2.3
Total revenue 146.9 138.1
Personnel expenses (44.3) (39.9)
Other operating expenses & tax (18.5) (15.4)
Total operating expenses (62.9) (55.3)
UNDERLYING EBITDA 84.0 82.8
% margin 57% 60%
Depreciation and amortisation (7.9) (7.0)
Underlying EBIT 76.1 75.8
Net financial income and expenses 7.0 4.3
Underlying profit before income tax 83.1 80.1
Income tax (21.5) (19.4)
% income tax 26% 24%
UNDERLYING NET INCOME 61.7 60.7
% margin 42% 44%
Underlying earnings per share (€)
before dilution 0.34 0.35
after dilution 0.34 0.34
Weighted average number of shares
before dilution 178,800,551 174,520,740
after dilution 179,546,171 178,797,813

Revenue

1

Revenue reached €146.9 million in the first half of 2024, up +6.4% compared with the first half of 2023. This increase was mainly driven by higher management fees, which accounted for 98% of total revenue. They are generated by funds raised with a contractual duration of 10 years and provide significant predictability to Antin's revenue.

Management fees for the first half of 2024 totalled €143.9 million, up +5.3% or +€7.2 million compared with the first half of 2023. The effective management fee rate(1) stood at 1.33% in the first half of 2024, in line with 1.32% in the first half of 2023. Flagship Fund V contributed €76.0 million in management fees in the first half of 2024, of which €10.5 million relate to catch-up fees from fund investors admitted after 31 December 2023. Management fees for Flagship Fund IV increased by €1.3 million due to additional capital investments for existing portfolio companies, increasing the Fee-Paying AUM of the fund. Management fees from Flagship Fund III and Fund III-B declined due to the successful realisation of investments in the first half of 2023. Flagship Fund II entered an extension period in July 2023, therefore charging a reduced management fee rate of 0.75% since. Management fees from Mid Cap Fund I were stable. NextGen Fund I management fees decreased by €2.0 million as the fund benefitted from €2.6 million of catch-up fees in the first half of 2023.

(1) Excluding catch-up fees and management fees for Fund III-B.

1

In addition, carried interest and investment income recorded a gain of €0.1 million in the first half of 2024. Carried interest revenue amounted to €0.1 million and investment income amounted to €(0.0) million in the first half of 2024. While these amounts were not material in the first half of 2024, the potential for future revenues is material. Funds raised to date have the potential to generate an estimated €480 million in carried interest revenue over time for the listed company, based on these funds' target returns(1) .

REVENUE BRIDGE

(in €m)

Underlying EBITDA

Underlying EBITDA reached €84.0 million in the first half of 2024, an increase of +1.4% over the first half of 2023, which had benefitted from a significant step-up in EBITDA compared to the first half of 2022. The underlying EBITDA margin stood at 57%, down 3 percentage points compared to the first half of 2023.

Total operating expenses amounted to €62.9 million in the first half of 2024, up +13.7% compared with the first half of 2023, mainly driven by an increase of +12.0% in headcount.

Personnel expenses totalled €44.3 million in the first half of 2024, an increase of +11.1%, driven by higher headcount to support growth, wage increases and promotions. The number of employees, excluding the fund administration team based in Luxembourg, grew by +10.8%, from 186 as of 30 June 2023 to 206 as of 30 June 2024. The number of employees increased primarily in the investment team and in operations. The investment team (+13) was strengthened in London and New York.

Underlying net income

Underlying net income amounted to €61.7 million in the first half of 2024, an increase of +1.5% compared with the first half of 2023. The increase is driven by higher EBITDA as outlined above, as well as increased net financial income.

Depreciation and amortisation expenses amounted to €7.9 million in the first half of 2024, up +12.6% driven by higher depreciation of property and equipment linked to the office expansion in London.

Net financial income and expenses recorded an income of €7.0 million in the first half of 2024, up +62.5% compared to the first half of 2023. This is primarily due to the allocation of Antin's significant cash balances to short-term deposit accounts and money market instruments earning higher interest.

The build-out of operations (+6) was linked to the growth of the firm and enhances the scalability of the operating platform. The team in New York grew from 48 employees as of 30 June 2023 to 55 employees as of 30 June 2024, supporting the Group's growth plans in North America. The remaining increase in personnel expenses is mainly driven by wage increases and internal promotions. Wages increased by approximately 5% on average on 1 January 2024, excluding the effects of promotions.

Other operating expenses and taxes reached €18.5 million in the first half of 2024, up +20.7% compared with the first half of 2023. The increase comes from higher operating expenses related to headcount growth and an increase in fund administration fees, which are recharged to the funds and generate an equal amount of revenue.

Income tax stood at €21.5 million in the first half of 2024. The effective tax rate increased to 25.8% in the first half of 2024, from 24.2% in the first half of 2023, due mostly to the impact of the finalisation of the regulations regarding Foreign-Derived Intangible Income (FDII) specific to the US.

The underlying Earnings Per Share (EPS) after dilution reached €0.34 per share in the first half of 2024. It increased by +1.1% compared to the first half of 2023. The weighted average number of shares used for the calculation of the EPS was 179,546,171.

(1) Based on funds raised as of 30 June 2024 and assuming that these funds generate a target Gross Multiple of 2.0x and that returns exceed the 8% return hurdle.

Distribution to shareholders

1

The Board of Directors of Antin, meeting on 10 September 2024, declared the distribution of an interim dividend amounting to €60.9 million, equivalent to €0.34 per share based on 179,193,288 shares on ex-dividend date. It represents a payout ratio of close to 100% based on the underlying net income of the first half of 2024. The interim dividend will be paid in cash out of distributable income. The ex-dividend date is set for 12 November 2024 and the dividend payment will take place on 14 November 2024.

This proposal is in line with Antin's policy to distribute the majority of its distributable earnings to its shareholders in two instalments per year, in autumn and shortly after the Annual Shareholders' Meeting.

1.2.2 Reconciliation of IFRS results and underlying results

(in €m, half-year ended 30-Jun) Underlying basis Non-recurring items IFRS basis
Management fees 143.9 - 143.9
Carried interest and investment income 0.1 - 0.1
Administrative fees and other revenue net 2.9 - 2.9
Total revenue 146.9 - 146.9
Personnel expenses (44.3) 0.3 (44.1)
Other operating expenses & tax (18.5) (0.3) (18.9)
Total operating expenses (62.9) (0.1) (62.9)
EBITDA 84.0 (0.1) 84.0
Depreciation and amortisation (7.9) - (7.9)
Net financial income and expenses 7.0 (0.1) 6.9
Profit before income tax 83.1 (0.2) 83.0
Income tax (21.5) (1.2) (22.7)
NET INCOME 61.7 (1.4) 60.2

The differences between the IFRS accounting presentation and the underlying presentation of the Consolidated Income Statement related to the following non-recurring items:

The grant value of the non-recurring Free Share Plan (FSP) implemented at IPO was fully recognised in the P&L as of the end of 2023. However, the deferral of the final vesting of 745,620 shares to May 2025 leads to the revaluation of the associated social charges at the end of each reporting period. Based on the evolution of Antin's share price over the first half of 2024, Antin recognised a reversal of €0.3 million of social charges, €0.1 million of financial expenses and €0.5 million of income tax. For further details on the FSP, please refer to Note 6.3 "Share-based payment plans" of this Half‑Year Report.

During the first half of 2024, Antin also recognised an asset write-off of €0.3 million for AIP UK related to the insolvency of a building contractor and the impact of €0.8 million on income tax regarding the 2023 application of the Foreign-Derived Intangible Income (FDII) for AIP US.

1

1.2.3 Analysis of the Consolidated Balance Sheet

The following table presents the Consolidated Balance Sheet as of 30 June 2024 compared to 31 December 2023. To improve the readability of the Consolidated Balance Sheet, certain line items of a similar nature have been combined.

(in €m) 30-Jun-2024 31-Dec-2023
Property, equipment and intangible assets 21.0 20.6
Right-of-use assets 47.4 49.8
Financial assets 60.3 53.4
Deferred tax assets and other non-current assets 14.4 17.1
Total non-current assets 143.1 140.9
Cash and cash equivalents 392.1 423.9
Accrued income 18.6 14.4
Other current assets 37.1 38.4
Total current assets 447.8 476.7
TOTAL ASSETS 590.9 617.7
Total equity 487.8 497.5
Borrowings and financial liabilities - -
Lease liabilities 47.9 50.1
Other non-current liabilities 3.5 4.1
Total non-current liabilities 51.4 54.1
Borrowings and financial liabilities - -
Lease liabilities 7.0 7.4
Income tax liabilities 1.9 14.6
Other current liabilities 42.8 44.0
Total current liabilities 51.7 66.0
TOTAL EQUITY AND LIABILITIES 590.9 617.7

The Consolidated Balance Sheet remained strong as of 30 June 2024, with €392.1 million in cash and cash equivalents to support growth initiatives, and no borrowings or financial liabilities.

1

1.2.4 Analysis of the Consolidated Cash Flow Statement

The following table presents the Consolidated Cash Flow Statement for the first half of 2024, compared with the first half of 2023.

(in €m) 1H 2024 1H 2023
Inflow/(outflow) related to operating activities 43.1 55.9
Of which (increase)/decrease in working capital requirement (36.9) (21.7)
Inflow/(outflow) related to investing activities (8.5) (0.6)
Of which purchase of property and equipment (2.5) (3.9)
Of which investment in financial assets (5.1) (6.1)
Of which proceeds related to financial assets - 8.4
Of which net change in other financial assets (0.8) 1.0
Inflow/(outflow) related to financing activities (66.6) (52.2)
Of which dividends paid (69.7) (48.9)
Of which payment of lease liabilities (3.7) (2.5)
Of which disposal/(repurchase) of treasury shares (0.3) (0.4)
Of which net financial interest received/paid 7.1 (0.4)
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (32.0) 3.1
Cash and cash equivalents, beginning of period 423.9 422.0
Translation differences on cash and cash equivalents 0.1 (0.1)
Cash and cash equivalents, end of period 392.1 425.0

Cash and cash equivalents remained substantial as of 30 June 2024 amounting to €392.1 million, compared with €425.0 million as of 30 June 2023.

Net cash inflows from operating activities amounted to €43.1 million in the first half of 2024, a decrease of (22.9)% compared to the first half of 2023, driven almost entirely by a €36.9 million increase in working capital due to the payment of outstanding income tax liabilities.

Net cash outflows in investing activities amounted to €8.5 million in the first half of 2024. Outflows related primarily to co‑investments in the Antin funds amounting to €5.1 million, of which €4.5 million related to Flagship Fund V and €0.6 million to NextGen Fund I.

Net cash outflows relating to financing activities amounted to €66.6 million in the first half of 2024. A total of €69.7 million was distributed to shareholders on 19 June 2024 equivalent to €0.39 per share. It corresponds to the second instalment of the full‑year €0.71 per share distribution approved at the 2024 Annual Shareholders' Meeting on behalf of fiscal year 2023.

1.3 SIGNIFICANT EVENTS SINCE 30 JUNE 2024

There has been no significant change in the financial performance of Antin since 30 June 2024. Antin is not aware of any trends, uncertainties, obligations or events that are reasonably likely to impact its prospects, other than those described in Section 3 "Risk factors" of the 2023 Universal Registration Document.

Termination of Excellence Imagerie transaction

Antin announced on 24 July 2024 that the planned acquisition of Excellence Imagerie, a French independent medical imaging group, by Mid Cap Fund I has not come to completion due to unfulfilled regulatory conditions precedent that were part of the transaction.

Sale of Grandi Stazioni Retail

Antin announced on 6 August 2024 the sale of Grandi Stazioni Retail (GSR) by Flagship Fund II to a consortium of infrastructure investors led by OMERS and DWS. GSR is the operator of the long-term leasehold providing exclusive rights to the commercial leasing and advertising spaces of the 14 largest Italian railway stations.

1.4 CONTRACTUAL OBLIGATIONS, COMMERCIAL COMMITMENTS AND OFF‑BALANCE SHEET ARRANGEMENTS

Antin has certain off-balance sheet commitments, mainly corresponding to capital commitments in relation to investments in the Antin Funds and financial commitments in relation to borrowings from credit institutions.

Antin instituted a policy of making direct co-investments of at least 1% into the Antin Funds in addition to the 20% participation made in the Carry Vehicles in relation to carried interest entitlement. Antin may increase its co-investments if deemed appropriate and within its objective to maintain a capital-light business model.

Antin's commitments in relation to its investments in the Antin Funds and in carried interest totalled €188.2 million as of 30 June 2024, of which €127.4 million is uncalled capital that constitutes an off-balance sheet commitment. It included €107.0 million of uncalled commitments related to investments in the Antin Funds and €20.4 million of uncalled commitments related to investments in carried interest.

For further details on Funds' investments, please refer to Note 14 "Financial assets" and Note 26 "Off-balance sheet commitments" of this Half-Year Report.

1.5 RISK FACTORS

There was no change in risk factors during the first half of 2024. Risk factors are described in the 2023 Universal Registration Document filed with the AMF on 15 March 2024 under number D.24-0114, on pages 79 to 95.

1.6 RELATED PARTY TRANSACTIONS

Please refer to Note 27. "Related party transactions" of this half-year report.

1.7 PROFIT FORECAST AND OUTLOOK

The profit forecast and outlook presented below are based on data, assumptions and estimates Antin considers reasonable as of the date of this Half-Year Report. Antin's objectives result from, are driven by, and depend upon the success of Antin's overall strategy. They have been compiled and prepared on a

Growth

Antin's objective is to achieve over-the-cycle Fee-Paying AUM growth in excess of the private infrastructure market. In 2024, Antin's objective is to complete the fundraising of Flagship Fund V above its target size of €10 billion.

EBITDA

Antin's objective is to have an underlying EBITDA in 2024 at or above the amount reached in 2023.

basis which is both (i) comparable with the historical financial information, (ii) consistent with the Company's accounting policies and (iii) assume that the Euro does not significantly weaken versus other currencies, in particular the US dollar and the British pound.

Distribution to shareholders

Antin's objective is to distribute a substantial majority of its distributable profits in cash, with the absolute annual quantum expected to grow over time. Distributions are expected to be paid in two instalments per year with a first instalment paid in autumn and a second instalment paid shortly after the Annual Shareholders' Meeting.

CONSOLIDATED FINANCIAL STATEMENTS

2.1 CONSOLIDATED FINANCIAL 14
STATEMENTS
2.1.1 Consolidated Income Statement 14
2.1.2 Consolidated Statement
of Comprehensive Income
15
2.1.3 Consolidated Balance Sheet 16
2.1.4 Consolidated Statement
of Changes in Equity
17
2.1.5 Consolidated Cash Flow Statement 18
2.2 NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
19
2.3 STATUTORY AUDITORS' REPORT 44

2.1 CONSOLIDATED FINANCIAL STATEMENTS

2.1.1 Consolidated Income Statement

(in €k) Notes 1H 2024 1H 2023
Management fees 5.1 143,873 136,670
Carried interest and investment income 5.2 108 (855)
Administrative fees and other revenue net 5.3 2,923 2,299
Total revenue 146,905 138,114
Personnel expenses 6.2 (44,075) (80,140)
Other operating expenses 7 (14,912) (12,508)
Tax (3,961) (2,867)
Total operating expenses (62,947) (95,514)
Operating profit before depreciation and amortisation (EBITDA) 83,958 42,600
Depreciation and amortisation 8 (7,928) (7,040)
Operating income (EBIT) 76,029 35,560
Finance income 8,306 5,315
Finance expenses (1,368) (2,601)
Net financial income and expenses 9 6,938 2,713
Profit before income tax 82,967 38,272
Income tax 10.1 (22,720) (19,139)
NET INCOME 60,248 19,133
Attributable to
Owners of the parent company 60,248 19,133
Non-controlling interests - -
Earnings per share (€) 28.1
before dilution 0.34 0.11
after dilution 0.34 0.11
Weighted average number of shares 28.2
before dilution 178,800,551 174,520,740
after dilution 179,546,171 178,797,813

2.1.2 Consolidated Statement of Comprehensive Income

(in €k) Notes 1H 2024 1H 2023
Net income 60,248 19,133
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Remeasurement of net defined benefit liability - -
Income tax relating to items that will not be reclassified subsequently
to profit or loss
- -
Items that may be reclassified subsequently to profit or loss
Cash flow hedge (effective gains & losses on hedging instruments) 23.2 (189) (823)
Exchange differences on translating foreign operations 245 (268)
Other comprehensive income for the period 56 (1,091)
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD 60,303 18,042
Attributable to:
Owners of the parent company 60,303 18,042
Non-controlling interests - -

2.1.3 Consolidated Balance Sheet

Notes
(in €k)
30-Jun-2024 31-Dec-2023
ASSETS
Non-current assets
Intangible assets
11
- -
Property and equipment
12
21,018 20,584
Right-of-use assets
13.1
47,374 49,833
Financial assets
14
60,319 53,400
Deferred tax assets
10.3
3,273 3,999
Other non-current assets
15
11,098 13,117
Total non-current assets 143,082 140,933
Current assets
Trade receivables
16
15,260 13,134
Other current assets
17
14,283 17,216
Income tax assets 1,800 3,415
Prepaid expenses
18
5,761 4,589
Accrued income
19
18,583 14,427
Cash and cash equivalents
24
392,088 423,941
Total current assets 447,775 476,722
TOTAL ASSETS 590,857 617,655
EQUITY AND LIABILITIES
Equity attributable to owners of the parent company
Share capital 1,792 1,792
Other paid-in capital 406,771 406,771
Retained earnings including net income 80,820 90,602
Other reserves (1,616) (1,671)
Total equity attributable to owners of the parent company 487,767 497,494
Non-controlling interests - -
Total equity
25
487,767 497,494
LIABILITIES
Non-current liabilities
Borrowings and financial liabilities
22
- -
Derivative financial liabilities
23
- 1,451
Lease liabilities
13.2
47,946 50,094
Employee benefit liabilities 961 873
Deferred tax liabilities
10.3
2,498 1,727
Total non-current liabilities 51,405 54,145
Current liabilities
Provisions
21
50 -
Borrowings and financial liabilities
22
- -
Derivative financial liabilities
23
1,706 -
Lease liabilities
13.2
6,970 7,442
Income tax liabilities 1,871 14,578
Trade payables
20
15,837 14,721
Other current liabilities
20
25,251 29,275
Total current liabilities 51,685 66,016
TOTAL LIABILITIES 103,090 120,161
TOTAL EQUITY AND LIABILITIES 590,857 617,655

2.1.4 Consolidated Statement of Changes in Equity

Attributable to owners of the parent company
(in €k) Share
capital
Other
paid-in
capital
Treasury
shares
Translation
reserve
Other
comprehensive
income
Retained
earnings
Total
equity
Non
controlling
interest
Total
equity
Closing balance
31‑Dec-2022
1,746 406,817 (1,154) 298 (4,420) 70,166 473,453 - 473,453
Change in fair value - - - - (823) - (823) - (823)
Translation differences - - - (268) - - (268) - (268)
Net income - - - - - 19,133 19,133 - 19,133
Total comprehensive
income
- - - (268) (823) 19,133 18,042 - 18,042
Dividends paid - - - - (48,859) (48,859) - (48,859)
Treasury shares - - (390) - - - (390) - (390)
Share-based payments - - - - - 40,821 40,821 - 40,821
Other movements - - - - - - - - -
Closing balance
30‑Jun-2023
1,746 406,817 (1,544) 31 (5,243) 81,262 483,068 - 483,068
Change in fair value - - - - 3,839 - 3,839 - 3,839
Translation differences - - - (298) - - (298) - (298)
Net income - - - - - 55,631 55,631 - 55,631
Total comprehensive
income
- - - (298) 3,839 55,631 59,172 - 59,172
Dividends paid - - - - - (57,219) (57,219) - (57,219)
Treasury shares - - (3,885) - - - (3,885) - (3,885)
Share-based payments - - - - - 16,359 16,359 - 16,359
Other movements 46 (46) - - - (2) (2) - (2)
CLOSING BALANCE
31‑DEC-2023
1,792 406,771 (5,429) (267) (1,404) 96,031 497,494 - 497,494
Change in fair value - - - - (189) - (189) - (189)
Translation differences - - - 245 - - 245 - 245
Net income - - - - - 60,248 60,248 - 60,248
Total comprehensive
income
- - - 245 (189) 60,248 60,303 - 60,303
Dividends paid - - - - (69,726) (69,726) - (69,726)
Treasury shares - - (304) - - - (304) - (304)
Share-based payments - - - - - - - - -
Other movements - - - - - - - - -
CLOSING BALANCE
30‑JUN-2024
1,792 406,771 (5,733) (22) (1,594) 86,553 487,767 - 487,767

2.1.5 Consolidated Cash Flow Statement

(in €k) 1H 2024 1H 2023
Net Income 60,248 19,133
Adjustments for:
Net financial income and expenses (7,131) 394
Depreciation and amortisation 7,928 6,966
Share-based payment expenses - 40,821
Change in accrued income (3,890) (9,650)
Change in employee benefit assets/liabilities 87 48
Income tax 22,720 19,139
Change in fair value 31 857
Other non-cash adjustments 23 (65)
Operating cash flow before changes in working capital 80,015 77,643
(Increase)/decrease in working capital requirement (36,897) (21,737)
NET CASH INFLOW/(OUTFLOW) RELATED TO OPERATING ACTIVITIES 43,118 55,906
Cash flows investing activities
Purchase of property and equipment (2,497) (2,961)
Investment in financial assets (Antin funds) (5,137) (6,144)
Proceeds related to financial assets (Antin funds) - 7,426
Net change of other financial assets (842) 1,048
NET CASH INFLOW/(OUTFLOW) RELATED TO INVESTING ACTIVITIES (8,476) (631)
Cash flows financing activities
Dividends paid (69,726) (48,859)
Disposal/(purchase) of treasury shares (304) (390)
Payment of lease liabilities (3,735) (2,522)
Net of interest received and interest paid 7,132 (394)
NET CASH INFLOW/(OUTFLOW) RELATED TO FINANCING ACTIVITIES (66,633) (52,164)
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (31,991) 3,111
Cash and cash equivalents, beginning of period 423,941 422,021
Translation differences on cash and cash equivalents 138 (132)
Cash and cash equivalents, end of period 392,088 425,001

2.2 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

SUMMARY OF THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Notes to the accounting
20
and consolidation principles
NOTE 1 General information 20
NOTE 2 Accounting principles 20
NOTE 3 Basis of consolidation 22
NOTE 4 Operating segments 24
Notes to the Consolidated
Income Statement 24
NOTE 5 Revenue 24
NOTE 6 Personnel expenses 26
NOTE 7 Other operating expenses 29
NOTE 8 Depreciation and amortisation 29
NOTE 9 Financial income and expenses 30
NOTE 10 Income tax 30
Notes to the Consolidated
Balance Sheet
NOTE 11 Intangible assets 31
NOTE 12 Property and equipment 32
NOTE 13 Leases 33
NOTE 14 Financial assets 35
NOTE 15 Other non-current assets 37
NOTE 16 Trade receivables 37
NOTE 17 Other current assets 37
NOTE 18 Prepaid expenses 38
NOTE 19 Accrued income 38
NOTE 20 Trade payables and other
current liabilities
39
NOTE 21 Provision 39
NOTE 22 Borrowings and financial liabilities 39
NOTE 23 Derivative financial instruments 40
NOTE 24 Cash and cash equivalents 41
NOTE 25 Equity 41
Notes to the additional disclosure
42
NOTE 26 Off-balance sheet commitments 42
NOTE 27 Related party transactions 43
NOTE 28 Earnings per share 43
NOTE 29 Events after the reporting period 43

Notes to the accounting and consolidation principles

NOTE 1 GENERAL INFORMATION

Antin Infrastructure Partners S.A. (the "Company") is a limited company (société anonyme) domiciled in Paris, France with its shares listed on Euronext Paris (Ticker: ANTIN, ISIN: FR0014005AL0). The Company's address is 374, rue Saint‑Honoré, 75001 Paris, France and it is registered with the Paris Trade and Companies Registry under number 900 682 667.

The Consolidated Financial Statements comprise Antin Infrastructure Partners S.A. and its direct and indirect subsidiaries, together referred to as Antin ("Antin" or the "Group"). The principal activity of Antin is the management of investment funds specialised in the energy and environment, digital, transportation and social infrastructure sectors.

NOTE 2 ACCOUNTING PRINCIPLES

2.1 Basis of preparation of financial statements

Antin's Condensed Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB) and their interpretations as adopted by the European Union as of 30 June 2024.

They are presented in accordance with standard IAS 34 "Interim financial reporting". They do not therefore include all the information required for full annual financial statements and are to be read in conjunction with the Group's Consolidated Financial Statements as of 31 December 2023.

The financial statements for 1H 2024 are the Group's Consolidated Financial Statements, authorised for issuance by the Board of Directors on 10 September 2024.

2.2 Basis of measurement of assets and liabilities

Assets and liabilities are measured at historic cost, except for the revaluation of certain financial assets and liabilities that are measured at fair value at the end of the reporting period.

2.3 Transactions in foreign currencies

Transactions in foreign currencies are translated into euros at the exchange rate recorded at the date of the transaction.

2.4 Functional currency and reporting currency

The financial statements are presented in euros, which is the functional currency and the reporting currency of Antin. The functional currency is the currency in which Antin records and measures its transactions. It reflects the primary economic environment in which Antin operates. All amounts are presented in thousands of euros and rounded to the nearest thousand euros, unless otherwise indicated. Rounding applied in tables and calculations may result in a presentation in which the total amounts do not precisely match the exact sum of the rounded amounts.

Monetary assets and liabilities in foreign currencies are translated into euros at the exchange rate recorded at the end of the reporting period. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are translated into euros at the exchange rate on the date the fair value was determined.

Income statement items recorded in foreign currencies are translated into euros at the average exchange rate during the reporting period.

The foreign exchange rates applied in the preparation of the financial statements are based on data published by the Bank of France:

Closing rate Average rate
30-Jun-2024 30-Jun-2023 1H 2024 1H 2023
EUR/GBP 0,8464 0.8583 0,8545 0.8766
EUR/USD 1,0705 1.0866 1,0812 1.0811
EUR/SGD 1,4513 1.4732 1,4560 1.4443

Exchange rate differences resulting from the translation of the financial statements into euros are recorded in other comprehensive income.

2

2

2.5 Use of judgment and estimates

The preparation of financial statements and the application of accounting policies requires the use of judgement and accounting estimates. Estimates and assumptions are based on historical experience and other relevant factors determined by management. Actual results may differ from these estimates. Assumptions are reviewed on a regular basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in future reporting periods if the revision affects both current and future periods. Significant accounting estimates and areas of judgement include:

Carried interest revenue recognition

Carried interest is a share of fund profits that Antin receives through its investment holdings in the carry vehicles (the "Carry Vehicles"). It is a variable consideration fully dependent on the performance of the relevant funds. Carried interest participants are entitled to an agreed share of fund profits of typically 20%, provided that the accumulated profits exceed a pre-agreed return threshold (the "hurdle") of typically 8% over the lifetime of each fund. Antin is typically allocated a share of 20% of the carried interest in each Carry Vehicle. Carried interest income is recognised when it is highly probable that the performance obligations will be met, and when a reversal of any accumulated revenue is highly unlikely.

The reversal risk is mitigated by applying discounts of 20-50% to the unrealised net asset values of portfolio companies when determining the recognition of carried interest income.

The discounts applied depend on the specific circumstances of each fund, taking into consideration the portfolio diversification at fund level, the expected remaining holding period of an asset and other areas of judgement. The discounts are evaluated at each reporting period.

Further details on the recognition of carried interest income and the carrying values are available under Notes 5 "Revenue" and 19 "Accrued income".

Investment income revenue recognition

Investment income relates to changes in the fair value of Antin's fund investments held on balance sheet. Antin typically invests approximately 1-2% alongside its Fund Investors, which is in addition to the investments in the Carry Vehicles. The investment varies by fund and could be materially higher should Antin decide to seed a new investment strategy. The fair value of the portfolio companies held by the Antin Funds is determined by the Portfolio Review Committee on a quarterly basis in accordance with the recommendations set out in the International Private Equity and Venture Capital Valuation Guidelines (IPEV).

The valuation methodologies follow a multi-criteria approach and are applied consistently from one period to another, except when a change in methodology would result in a better estimation of fair value. The assessment of the fair value of an investment involves assumptions and judgment. This may include assumptions with respect to the economic and competitive environment, business plan and financial projections, and assessments of risks and other factors. The fair value is audited annually and reviewed semi-annually. In addition, an independent valuation service provider is appointed to provide independent estimations of ranges of fair value once per year in order to assess Antin's conclusions of fair value for each investment.

Further details on Antin's investments in the Antin Funds are available under Note 14 "Financial assets".

Leases

At the inception of a lease contract, Antin assesses the application of IFRS 16 "Leases" where the Group has the right-of-use of an asset under a lease contract for a period of more than 12 months. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a certain time period in exchange for a consideration. The lease contracts identified by Antin represent leases of office premises where the Group is a tenant.

Antin reviews for each lease contract the renewal and early termination options and determines the enforceable and non‑cancellable lease period. The reasonable end date is determined by taking into consideration all relevant facts and circumstances. For lease contracts related to office premises, Antin defines the reasonable end date of a lease based on the expected period of use, taking into account the renewal and early termination options stated in the contracts.

Antin presents right-of-use assets and lease liabilities separately in the Consolidated Balance Sheet. Further information on Antin's lease assets and liabilities is presented in Note 13 "Leases".

Depreciation and amortisation

Assets are depreciated or amortised on a straight-line basis over the useful life of an asset. The useful life of an asset is an estimate of the period of time in which it is expected to generate an economic benefit. It is estimated based on historical data and judgment. The residual value of an asset and the assumptions that determine the useful life are reviewed at each reporting period and adjusted if required.

Further information on the depreciation and amortisation is presented in Note 8 "Depreciation and amortisation".

2.6 New standards, amendments to existing standards and interpretations effective from 1 January 2024 in the European Union

The following amendments to IFRS are effective from 1 January 2024. They have no material impact on the financial statements:

  • Amendments to IAS 1 "Presentation of Financial Statements":
    • classification of Liabilities as Current or Non-current Date,
    • classification of Liabilities as Current or Non-current deferral of effective date,
    • non-current Liabilities with Covenants;
  • Amendments to IFRS 16 "Leases": Lease Liability in a Sale and Leaseback;
  • Amendments to IAS 7 "Statement of Cash Flows" and IFRS 7 "Financial Instruments: Disclosures": Supplier Finance Arrangements.

2.7 New standards, amendments to existing standards and interpretations that are not yet effective

As of the date of approval of Antin's Consolidated Financial Statements, the following new standards or amendments to existing standards had been published, and were not adopted by Antin as of 1 January 2024:

  • Amendments to IAS 21 "The Effects of Changes in Foreign Exchange Rates": Lack of Exchangeability;
  • • Amendments to the classification and measurement of financial instruments (amendments to IFRS 9 and IFRS 7);

NOTE 3 BASIS OF CONSOLIDATION

3.1 Method of consolidation

Subsidiaries that are directly or indirectly controlled by Antin are fully consolidated.

Following IFRS 10 "Consolidated Financial Statements" principles, Antin controls a subsidiary when it has:

• power over the entity, i.e. rights that give it the ability to direct the relevant activities of the subsidiary;

3.2 Scope of consolidation

  • IFRS 18 "Presentation and Disclosure in Financial Statements";
  • IFRS 19 "Subsidiaries without Public Accountability: Disclosures".

Management does not currently anticipate any material impact on the financial statements to result from these new standards and amendments.

2.8 Going concern

The Consolidated Financial Statements have been prepared on a going concern basis. The management of Antin has, at the date of approval of the financial statements, a reasonable expectation that the Group has adequate resources to continue its operations in the foreseeable future.

  • exposure, or rights, to variable returns from its involvement with the subsidiary; and
  • ability to use its power over the subsidiary to affect its returns.

Consolidation of a subsidiary begins when Antin obtains control over an entity and ceases when Antin loses control over an entity. All intragroup assets and liabilities, income, expense, and cash flows relating to transactions between members of the Group are eliminated.

Parent company

Company Legal Form Address
Antin Infrastructure Partners S.A. S.A. 374 Rue Saint-Honoré, 75001 Paris, France

Fully consolidated subsidiaries

Company Legal Form Address 30-Jun-2024 31-Dec-2023
Antin Infrastructure Partners SAS S.A.S. 374 Rue Saint-Honoré, 75001 Paris,
France
100% 100%
Antin Infrastructure Partners UK Limited Ltd 14 St. George StreetW1S 1FE
London, UK
100% 100%
Antin Infrastructure Partners US
Services LLC
LLC 1114 Avenue of the Americas,
20th Floor, New York NY 10036, USA
100% 100%
Antin Infrastructure Partners Asia
Private Limited
Ltd 12 Marina Boulevard #22‑03
Marina Bat Financial Centre Tower
3 Singapore 018982
100% 100%
Antin Infrastructure Partners II
Luxembourg GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners III
Luxembourg GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners IV
Luxembourg GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners IV
Luxembourg FP GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners Midcap I
Luxembourg GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners Midcap I
Luxembourg FP GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Nextgen Infra Fund I
Luxembourg GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Nextgen Infra Fund I
Luxembourg FP GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners V
Luxembourg GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners V
Luxembourg FP GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners
Co‑Investment Feeder Luxembourg GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners Holdco
Luxembourg FP GP
S.à.r.l. 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%
Antin Infrastructure Partners Holdco
FP SCSp
SCSp 17 Boulevard F.W. Raiffeisen, L‑2411
Luxembourg
100% 100%

The entities in Luxembourg are predominantly General Partners (Associé Gérant Commandité) of the Antin Funds.

3.3 Changes in scope of consolidation

No changes have occurred in the scope of consolidation during 1H 2024.

3.4 Antin Funds

The Antin Funds are managed by a Fund Manager (AIP SAS or AIP UK). The Fund Manager is a direct subsidiary of Antin Infrastructure Partners S.A. The authority and powers of the Fund Manager are defined in the limited partnership agreement of each fund. The determination of whether or not a Fund Manager should consolidate its managed funds is based on judgements of whether the Fund Manager is acting in the capacity of a principal or in the capacity of an agent to the fund. Antin has the power to influence the variable returns (performance) generated by the fund, but the Group's interests represent only a small proportion of the total capital within each fund (i.e. between 1% and 2% of commitments in general). Antin is acting in the capacity of an agent on behalf and for the benefit of the Fund Investors, rather than acting for its own benefit. As such, Antin does not consolidate the Antin Funds in its financial statements.

3.5 Carried Interest Vehicles

Carried interest is a form of revenue that may be received by Antin via its direct or indirect holdings in the Carry Vehicles of the Antin Funds. Carried interest investments are structured through the Carry Vehicles grouping together the investors in the Carry Vehicles (the "Carried Interest Investors"). The carried interest schemes do not rely on an agreement with Antin, but on an investment in the Carry Vehicles related to the Antin Funds. The Carried Interest Investors invest by committing capital to the Antin Funds indirectly through the Carry Vehicles (the "Carried Interest Commitment").

The decision to allocate a "commitment" to a carried interest investor is made by the Adjudication Committee, which is created by the limited partnership agreement relating to Funds. The Adjudication Committee has full discretion to increase or decrease commitments.

The total Carried Interest Commitments made by Carried Interest Participants through the Carry Vehicles in relation to carried interest entitlement generally represent 1% of the total commitments of an Antin Fund. Out of the total Carried Interest Commitment, 80% (0.8% of the total commitment) is funded by the partners and employees of Antin and the remaining 20% (0.2% of total commitment) by Antin.

Antin does not consolidate the Carry Vehicles as per IFRS 10 as it acts in the capacity of an agent, and not in the capacity of a principal in relation to the Carry Vehicles.

3.6 Fund Administration (AISL entities)

Antin Infrastructure Services Luxembourg II Sarl (AISL II) and Antin Infrastructure Services Luxembourg III Sarl (AISL III) are Luxembourg-based entities fully owned by the Antin Funds. AISL entities are commissioned by Antin to provide fund administration and accounting services for the Antin Funds. As such, AISL entities charge to Antin a professional services fee for fund administration and accounting, which Antin recharges at cost to the Antin Funds. Antin does not generate any profits related to those services.

Antin does not consolidate AISL entities as per IFRS 10 as it acts in the capacity of an agent on behalf of the Fund Investors, and not in the capacity of a principal. Antin also has no exposure, or rights, to variable returns from its involvement with the AISL entities.

NOTE 4 OPERATING SEGMENTS

Antin manages and advises funds that invest in infrastructure companies in Europe and North America across its Flagship, Mid Cap and NextGen investment strategies. The performance of Antin is monitored at a Group level and not at the level of each fund, investment strategy or geography.

Antin has not identified any operating segment according to the definition of IFRS 8. Therefore, no segment reporting is presented.

Notes to the Consolidated Income Statement

NOTE 5 REVENUE

► ACCOUNTING PRINCIPLES

REFERENCE: IFRS 15/IFRS 9

Revenue model

Antin operates an integrated fee-based revenue model that comprises management fees, carried interest income and investment income. Management fees are derived from the services provided by Antin to the Antin Funds and are long-term contracted and therefore largely recurring in nature. Variable income is derived from Antin's investments in the carried interest vehicles and from investment income. Carried interest income is a share of the profit from the fund's investments, provided that a specified hurdle return is achieved first. Investment income or losses are recognised based on the changes in the fair value of Antin's investments in the Antin Funds.

Revenue recognition

Revenue from Contracts with Customers

IFRS 15 "Revenue from Contracts with Customers" applies to the management fees and carried interest income and is based on a five-step approach that requires revenue to be recognised when services have been rendered and when the benefits have been transferred to the customer. The five steps for revenue recognition in contracts are as follows:

  • identification of the contract;
  • identification of the performance obligations;
  • determination of the transaction price;
  • allocation of the transaction price to the performance obligations;
  • recognition of revenue in accordance with the performance.

Revenue is measured based on the consideration specified in the contractual agreements and excludes amounts collected on behalf of third parties, discounts and/or rebates and value-added taxes.

Contract assets

Contract assets related to carried interest income and management fees are presented separately within Accrued income (refer to Note 19 "Accrued income").

Management fees

Antin earns management fees for services provided to the Antin Funds. The management fees are based on the terms and conditions of the legal agreements of each fund. The management of funds includes a series of distinct services that are provided on an ongoing basis. The different activities are considered to be interrelated and form part of the same obligation to perform fund management services for the benefit of the Fund Investors.

Management fees are recognised over the life of each fund. Antin Funds typically have a 10-year initial term with two optional extensions of one year each. Portfolio company investments are held typically for a period of five to seven years. As such, management fees are largely recurring and offer a high degree of predictability. Management fees are charged based on the committed capital during the investment period and based on the invested capital at cost thereafter.

Management fees are payable quarterly or semi-annually in advance. The calculation basis is updated on a quarterly basis.

2

Carried interest income

In line with standard investment fund practice, the carried interest mechanism in the Antin Funds aligns interests between Carried Interest Investors and Fund Investors through a profit-sharing mechanism. As such, carried interest is variable and fully dependent on the performance of the relevant funds. The contractual arrangements of each Antin Fund sets forth the split of a fund's net profits, with Fund Investors typically entitled to receive 80% of net profits and Carried Interest Investors typically entitled to receive 20%, subject to the Antin Fund having reached a pre-agreed hurdle return attributable to the Fund Investors. For the Antin Funds, the hurdle return threshold is typically equivalent to a compounded annual return of 8%. The Carried Interest Investors are entitled to receive carried interest in consideration for their investment in the Carry Vehicles of the Antin Funds. Starting in 2020, Antin has instituted a policy of taking a 20% participation in the relevant Carry Vehicles, which it aims to continue for its future funds.

Revenue recognition for carried interest income is assessed based on a three-step model:

    1. Hurdle assessment: the total return hurdle is determined by the sum of total accumulated drawdowns paid by the Limited Partners and total accrued minimum return attributable to the LPs (the "hurdle return") as of the reporting date.
    1. Total discounted value assessment: the fair value of unrealised investments is determined as of the reporting date. The unrealised fair value will be adjusted, in accordance with established precautionary principles, to the extent that carried interest income should only be recognised once it is highly probable that the revenue would not result in a significant reversal of cumulative revenue recognised at final realisation of the fund. The fund's other assets/liabilities and any total proceeds from realised investments as of the reporting date are then added to the equation, and thus constitute the total discounted value of the fund.
    1. Carried interest revenue recognition assessment: if the total discounted value exceeds the total investment return hurdle, carried interest revenue is recognised.

The reversal risk is mitigated by applying discounts of 20-50% to the unrealised net asset values of portfolio companies when determining the recognition of carried interest income. The discounts are assessed on a portfolio company basis at each reporting period, taking into consideration the portfolio diversification at fund level, the remaining holding period of a specific portfolio company, as well as other factors that may have an impact on the risk profile of an investment. As such, carried interest income is typically recognised when a part of a fund's portfolio is realised, and when the unrealised portfolio companies are in a mature stage of their value creation phase.

CONSOLIDATED FINANCIAL STATEMENTS Notes to the Consolidated Financial Statements

Investment income

Investment income consists of changes in the fair value of investments in the Antin Funds held on balance sheet. This may include both realised and unrealised gains or losses. Changes in fair value are recognised, in accordance with IFRS 9 "Financial Instruments", in the Consolidated Income Statement. Investment income may be negative at the beginning of the investment period of an Antin Fund. This results from the payment of due diligence costs related to the assessment of investment opportunities and management fees, and limited value creation from recently acquired portfolio companies by the Antin Funds. A fund therefore typically posts negative investment income at the beginning of the investment period, followed by positive and increasing investment income when investments succeed in realising their valuation creation plans. This is called the "J-curve effect".

Further information with respect to the change in fair value of financial investments is presented in Note 14 "Financial Assets".

Administration fees

Administration fees relate to fees charged by Antin to the Antin Funds for the provision of fund accounting and fund administration services. Antin is charged a corresponding professional services fee by Antin Infrastructure Services Luxembourg entities (AISL II and AISL III), entities fully held by the Antin Funds, to which such administration services have been delegated. No margin is applied by Antin when recharging these costs to the funds.

5.1 Management fees

Antin's management fee composition is presented on a fund level below:

(in €k) 1H 2024 1H 2023
Flagship Fund II 1,009 1,682
Flagship Fund III 11,700 14,667
Flagship Fund IV 27,518 26,197
Flagship Fund V 76,005 64,040
Fund III-B 2,679 3,103
Mid Cap Fund I 16,056 16,012
Next Gen Fund I 8,906 10,969
MANAGEMENT FEES 143,873 136,670

Antin generated management fees from seven funds in 1H 2024.

An impact of €4.8 million was booked in 1H 2024 related to management fee rate adjustments for investors on Flagship Fund V that were so far charged the lowest possible management fee rate (1.3%), whereas their actual fee rate based on the expected commitment at final closing should be in the 1.35% to 1.5% range. Flagship Fund V started on 2 August 2022 and fundraising is still ongoing until end of year.

5.2 Carried interest and investment income

(in €k) 1H 2024 1H 2023
Carried interest income 139 (146)
Investment income (31) (709)
CARRIED INTEREST AND INVESTMENT INCOME 108 (855)

Antin recorded carried interest income of €0.1 million in 1H 2024, compared to €(0.1) million in 1H 2023. The carried interest income relates to investments in Carry Vehicles for Flagship Fund II acquired from employees who have left the firm. Additional information with respect to contract assets related to carried interest are presented in Note 19 "Accrued Income".

In addition to its commitment to the Antin Funds through the Carry Vehicles, Antin has made direct investments in the Antin Funds and recognises investment income or losses related to the change in fair value of those investments. In 1H 2024, Antin recorded a loss of €31k of investment income primarily related to the J‑curve effects on Flagship Fund V and NextGen Fund compensated by positive revaluations on III-B and Mid Cap Funds, compared to €(0.7) million recognised in 1H 2023.

Further information with respect to the change in fair value of financial investments is presented in Note 14 "Financial Assets".

5.3 Administrative fees and other revenue net

(in €k) 1H 2024 1H 2023
Administrative fees 2,923 2,299
Recharges to Antin Funds 11,619 10,211
Payments on behalf of the Funds (11,619) (10,211)
ADMINISTRATIVE FEES AND OTHER REVENUE NET 2,923 2,299

Antin generated administrative fees of €2.9 million in 1H 2024, compared to €2.3 million in 1H 2023. These represent recharges to the Antin Funds for fund accounting and fund administration services, corresponding to professional services expenses charged by AISL entities to Antin. No margin is applied on those charges and there is no profit or loss for Antin. AISL entities are fully held by the Antin Funds, to which such services have been delegated. The expenses related to AISL entities are presented in Note 7 "Other operating expenses".

AIP France and AIP UK, as managers of Antin Funds, may incur expenses such as transaction costs and set-up costs on behalf of the Funds managed. These expenses are subsequently recharged to the Antin Funds without any margin applied. In such instances, Antin acts as an agent on behalf of the funds. Such expenses occur periodically in relation to fundraising events.

NOTE 6 PERSONNEL EXPENSES

► ACCOUNTING PRINCIPLES

REFERENCE: IAS 19 AND IFRS 2

Personnel expenses include all expenses related to personnel. This includes salaries, bonuses, remunerations, social security expenses and pension benefits as prescribed under IAS 19. It also includes share-based payments that fall under IFRS 2.

IAS 19 presents the accounting for employee benefits, including all forms of consideration given by an entity in exchange for services rendered by an employee. IAS 19 requires an entity to recognise a liability when an employee has provided services in exchange for employee benefits to be paid in the future, and an expense when the entity consumes the economic benefit arising from the service provided by an employee in exchange for employee benefits.

IFRS 2 refers to share-based payment transactions where the entity receives goods or services either as consideration for its equity instruments or by incurring liabilities for amounts based on the price of the entity's shares or other equity instruments by the entity.

6.1 Number of employees

(in # of permanent employees) 30-Jun-2024 30-Jun-2023
France 75 69
United Kingdom 72 65
United States of America 55 48
Singapore 2 2
Korea 2 2
Total permanent employees (excluding Luxembourg) 206 186
Luxembourg 36 30
TOTAL EMPLOYEES 242 216
(in # of permanent employees) 30-Jun-2024 30-Jun-2023
Investments 112 99
Investor relations 24 23
Operations 70 64
Total permanent employees (excluding Fund administration) 206 186
Fund administration 36 30
TOTAL EMPLOYEES 242 216

Excluding employees that are part of the Fund Administration and Accounting team in Luxembourg (related to AISL entities), Antin had a total of 206 permanent employees as of 30 June 2024, compared to 186 permanent employees as of 30 June 2023.

Employees based in Luxembourg inter alia provide fund accounting and fund administration services to the Antin Funds. The number of employees in Luxembourg as of 30 June 2024 was 36, compared to 30 employees as of 30 June 2023. These employees are not included in Antin's personnel expenses as they are employed by AISL entities which are fully held by the Antin Funds.

6.2 Composition of personnel expenses

Management establishes and approves salaries and other compensation for the employees of Antin. Total remuneration may consist of a base salary, bonus, participation in pension schemes and other benefits.

(in €k) 1H 2024 1H 2023
Salaries, bonuses 35,629 32,375
Pension plan expenses 944 824
Social security expenses 7,474 6,423
Other personnel related expenses 283 293
Total personnel expenses excl. Free share plan 44,330 39,915
Free Share Plan - 40,821
Increase/reversal of social charges related to Free Share Plan (255) (596)
TOTAL PERSONNEL EXPENSES 44,075 80,140

The increase in salaries, bonuses and social security expenses is mainly driven by higher headcount to support growth, inflation-linked wage increases and promotions.

In 1H 2023, Antin recognised €40.2 million in personnel expenses related to the non-recurring Free Share Plan implemented in September 2021 in the context of the IPO (see detail in Note 6.3 "Share-based payment plans").

6.3 Share-based payment plans

► ACCOUNTING PRINCIPLES

REFERENCE: IFRS 2

Share-based payment plans consist of the Free Share Plan (the "FSP"), which is an equity-settled share-based payment established in the context of the IPO of Antin.

For equity-settled share-based payments, the fair value of the shares, as measured at the grant date, is recognised on a linear basis over the vesting period and recorded as a personnel expense in the Consolidated Income Statement.

Free Share Plan ("FSP")

The FSP was implemented at the time of the IPO of Antin to grant shares to partners that held either no equity or only a small amount of equity in the Company. The FSP had an initial grant value of €182.4 million. A total of 7,033,396 shares were granted at a price of €24 per share and 414,233 shares were granted at a price of €32.8 per share.

In addition to the plan's value, Antin recognises estimated social charges levied on the Free Share Plan based on the share price at the end of the reporting period. The social charges are expected to be 13.80% in the United Kingdom.

As of 30 June 2024, out of the initial granted shares:

  • 4,630,844 shares met the vesting conditions of which:
  • 4,216,611 shares (€101.2 million grant value) vested and were issued on 28 September 2023,

The schedule of vesting is as follows:

At each reporting period, any changes to the shares granted, and the corresponding personnel expense is revised taking into consideration the service condition of the FSP and changes to the plan.

Social charges levied on the FSP are based on the value of the shares at the time of vesting. Social charges recognised as personnel expense in the Consolidated Income Statement are determined based on the value of the shares at the end of each reporting period.

  • 414,233 shares (€13.6 million grant value) vested and were issued on 12 November 2023,
  • 745,620 shares (€17.9 million grant value) were subject to deferral of vesting from 27 September 2023 to 15 May 2025. In accordance with IFRS 2, accounting treatment was unchanged and the corresponding expense was fully recognised in 2023 as per the original plan. Social charges are still accrued and updated at the end of each reporting period until the vesting date;
  • 2,071,165 shares did not vest, of which:
    • 1,656,932 shares (€39.8 million grant value) were forfeited and accounted for as accelerated vesting during the first half of 2023 in accordance with IFRS 2,
    • 414,233 shares (€9.9 million grant value) did not meet the vesting condition and the cumulated personnel expense was fully reversed in 2023 in accordance with IFRS 2.
11-Nov-2021 12-Nov-2023 414,233
32.80
15-May-2025 745,620
24.00
23-Sep-2021 28-Sep-2023
4,216,611
24.00
Grant date Vesting date
Number of shares
Value
per share (€)

Antin already recognised the entire cost of the FSP at the end of 2023.

No more impact in 2024 except for the social charges related to the shares that were subject to deferral of vesting to May 2025.

NOTE 7 OTHER OPERATING EXPENSES

► ACCOUNTING PRINCIPLES

Other operating expenses include primarily overhead expenses, classified by the type of services:

Professional services fees include fees related to legal, tax, accounting, audit and consulting arrangements, recruitment and other professional services.

Administrative fees are fees charged by AISL entities for fund accounting and fund administration services. Antin recharges these expenses to the Antin Funds and records the resulting revenue under administrative fees and other revenue. No margin is applied by Antin when recharging such fees.

Other expenses and external services mainly relate to insurance, IT expenses, subscriptions, professional membership fees.

Rent and maintenance include rental expenses, maintenance costs, and real estate and equipment leasing expenses that do not result in the recognition of a lease liability and right-of-use asset.

Travel and representation expenses relate to the cost of business travel including hotels and flights, and other representation expenses.

Placement fees are fees paid to placement agents to support Antin in the fundraising process. Placement fees are periodic in nature and occur in connection with the fundraising of Antin Funds. Antin recognises as an asset the costs of obtaining a contract with a customer when it expects to recover placement fees (refer to Note 15 "Other non‑current assets"). Costs to obtain a contract that would be incurred regardless of the outcome are recognised in other operating expenses on an accrual basis, based on the contractual agreement with the placement agent.

7.1 Other operating expenses

(in €k) 1H 2024 1H 2023
Professional services fees 3,474 3,885
Administrative fees 2,923 2,299
Other expenses and external services 4,198 3,637
Rent and maintenance expenses 1,210 1,133
Travel and representation expenses 3,107 1,554
Placement fees - -
TOTAL OTHER OPERATING EXPENSES 14,912 12,508

NOTE 8 DEPRECIATION AND AMORTISATION

► ACCOUNTING PRINCIPLES

Assets are depreciated or amortised over the estimated useful life using the straight-line method.

The useful life for property and equipment and intangible assets are estimated as follows:

• furniture: 4-5 years;

Placement fees are fees incurred for the services related to obtaining commitments from investors. They are paid, subject to the terms agreed, when the fund holds closings. The fees are capitalised as a non-current asset representing the cost of obtaining a contract (refer to Note 15 "Other non-current assets").

  • computer equipment: 3-4 years;
  • leasehold improvements: 4-9 years, subject to lease period;
  • capitalised placement fees: over the life of the fund, typically 10 years starting from the first closing.

Such costs are expected to be recovered over the fund's life. Therefore, the useful life of the asset is the fund's life, which is expected to be 10 years starting from the first closing as per the fund's legal documentation. Capitalised placement fees are amortised on a straight-line basis.

Depreciation and amortisation recognised in the Consolidated Income Statement are as follows:

(in €k) 1H 2024 1H 2023
Depreciation of property and equipment (5,451) (4,849)
Amortisation of placement fees (2,397) (2,160)
Amortisation of intangible assets - -
Other (80) (31)
TOTAL DEPRECIATION AND AMORTISATION (7,928) (7,040)

NOTE 9 FINANCIAL INCOME AND EXPENSES

► ACCOUNTING PRINCIPLES

Financial income mainly comprises translation gains and interest received on cash and cash equivalents. Financial expenses mainly comprise translation losses and interest on lease liabilities.

Financial income and expenses recognised in the Consolidated Income Statement are as follows:

(in €k) 1H 2024 1H 2023
Interest income 3,007 4,972
Translation gains 7 74
Other financial income 5,292 269
Financial income 8,306 5,315
Interest expenses (950) (1,384)
Translation losses (405) (82)
Other financial expenses (13) (1,136)
Financial expenses (1,368) (2,601)
FINANCIAL INCOME AND EXPENSES, NET 6,938 2,713

Other financial expenses in 1H 2023 mainly related to ineffectiveness on the derivative financial instrument for €(1.1) million.

NOTE 10 INCOME TAX

► ACCOUNTING PRINCIPLES

REFERENCE: IAS 12

Introduction

In accordance with IAS 12, the income tax expense includes all income-related taxes, whether current or deferred. Income tax is recognised in the Consolidated Income Statement except when the underlying transaction is recognised in other comprehensive income or equity whereby related tax effect is also recognised in other comprehensive income or equity.

Current tax

The standard defines current tax liability (asset) as "the amount of income tax payable (recoverable) with respect to the taxable profit (tax loss) for a financial year". The taxable income is the profit (or loss) for a given financial year measured according to the rules set by the taxation authorities. The applicable rates and rules used to determine the current tax liability (asset) are those in effect in each country in which Antin's companies are established.

The current tax liability includes all taxes on income, payable, for which payment is not subordinated to the completion of future transactions, even if payment is spread over several financial years. The current tax liability must be recognised as a liability until it is paid. If the amount that has already been paid for the current year and previous financial years exceeds the amount due for these years, the surplus must be recognised under assets.

Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the consolidated entities intend either to settle on a net basis or to realise the asset and settle the liability simultaneously.

Deferred tax

Deferred tax is measured based on how the underlying asset or liability is expected to be realised or settled. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax must be recognised for all temporary differences between the carrying amounts of assets and liabilities on the Consolidated Balance Sheet and their tax base for financial reporting purposes and the amounts used for taxation purposes.

A deferred tax asset must also be recognised for carrying forward unused tax losses and tax credits insofar as it is probable that the Group will have access to future taxable profits against which the unused tax losses and tax credits can be allocated.

Deferred tax assets are recognised for deductible temporary differences and tax losses-carry forward to the extent that it is probable they can be used. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

CVAE (Cotisation sur la valeur ajoutée des entreprises)

French expense which is recognised as an income tax in Antin Consolidated Income Statement.

10.1 Income tax recognised in the Consolidated Income Statement

Income taxes recognised in the Consolidated Income Statement are as follows:

(in €k) 1H 2024 1H 2023
Current income tax (21,187) (21,119)
Deferred income tax (1,533) 1,981
TOTAL INCOME TAX RECOGNISED IN THE INCOME STATEMENT (22,720) (19,139)

10.2 Income taxes recorded in other comprehensive income

(in €k) 1H 2024 1H 2023
Income tax relating to items that may be
reclassified subsequently to profit or loss
66 274
Income tax relating to items that will not be
reclassified subsequently to profit or loss
- -
TOTAL INCOME TAXES RECOGNISED
IN OTHER COMPREHENSIVE INCOME
66 274

Income taxes impact of €0.1 million recorded in Other Comprehensive Income in 1H 2024 related to the recognition of a deferred tax asset on the fair value adjustment of the hedge transaction related to the FSP. As a reminder, the objective of the hedge transaction is to mitigate the variability of the social charges related to the FSP resulting from changes in Antin's share price. Further information on the hedge transaction is available under Note 23 "Derivative financial instruments".

10.3 Income tax recognised in the Consolidated Balance Sheet

Deferred income tax recognised in the balance sheet is as follows:

(in €k) 30-Jun-2024 31-Dec-2023
Tax loss and tax credit carryforwards 38 38
Related to placement fees (2,860) (3,375)
Related to Free Share Plan 2,397 2,923
IPO-related expenses 2,550 3,123
Fair value of financial assets 29 (390)
Related to leases 557 493
Related to pensions 248 226
Other deferred revenue/expenses (2,184) (766)
NET DEFERRED TAX ASSETS (LIABILITIES) 775 2,272

Notes to the Consolidated Balance Sheet

NOTE 11 INTANGIBLE ASSETS

► ACCOUNTING PRINCIPLES

REFERENCE: IAS 38 – IAS 36

Intangible assets

Intangible assets consist primarily of acquired software licenses, including capitalised costs incurred to acquire and bring to use the specific software. Intangible assets are recorded at cost, less accumulated amortisation and impairment.

Amortisation

Intangible assets are amortised from the date they are available for use. The amortisation is recognised in the Consolidated Income Statement on a straight-line basis over the estimated useful life of the asset.

Antin amortises software assets over a period of three years.

Impairment

An impairment loss is recognised if the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the higher of the asset's fair value less costs of disposal and its value in use. Impairment tests are performed at each reporting period and as soon as an indication of impairment loss arises.

(in €k) Software Other intangible assets Total
COST
At 31-Dec-2022 321 - 321
Additions - - -
Disposal - - -
Translation difference - - -
At 31-Dec-2023 321 - 321
Additions - - -
Disposal - - -
Translation difference - - -
At 30-Jun-2024 321 - 321
AMORTISATION
At 31-Dec-2022 (321) - (321)
Additions - - -
Disposal - - -
Translation difference - - -
At 31-Dec-2023 (321) - (321)
Additions - - -
Disposal - - -
Translation difference - - -
At 30-Jun-2024 (321) - (321)
CARRYING AMOUNT
At 31-Dec-2023 - - -
At 30-Jun-2024 - - -

NOTE 12 PROPERTY AND EQUIPMENT

► ACCOUNTING PRINCIPLES

REFERENCE: IAS 16 – IAS 36

Property and equipment

Property and equipment includes primarily office refurbishments, furniture, IT equipment and other fixed assets. Property and equipment assets are measured at cost less accumulated depreciation and impairments. The cost includes the purchase price of the asset as well as expenditures directly attributable to put the asset in place.

Gains or losses from disposal of an asset may arise when there is a difference between the sales price and the asset's carrying amount less the cost of disposal. Gains and losses are recognised as other operating income/expense when they arise.

Subsequent capital expenditure

Subsequent capital expenditure is capitalised only when it is probable that there are future economic benefits associated with the acquired asset and when the cost can be measured reliably. Other subsequent expenditure is recognised as an expense in the period it arises. Repairs are expensed on an ongoing basis.

Assets under development

Property and equipment that is not ready for use is recorded as a fixed asset under development. It will be depreciated when it becomes available for use. This relates primarily to office refurbishments.

Depreciation

Property and equipment is depreciated over the estimated useful life using the straight-line method.

The useful life is estimated as follows:

  • furniture: 4-5 years;
  • computer equipment: 3-4 years;
  • leasehold improvements: 4-9 years, subject to lease period.

Impairment

An impairment loss is recognised when the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the higher of the asset's fair value less costs of disposal and its value in use. Impairment tests are performed at each reporting period, and as soon as any indication of impairment loss arises.

Leasehold improvements Under
(in €k) and furniture development Total
COST
At 31-Dec-2022 25,773 253 26,026
Additions 1,641 4,488 6,129
Disposals (940) - (940)
Reclassification 3,895 (3,895) -
Translation difference (311) (1) (312)
At 31-Dec-2023 30,059 845 30,903
Additions 433 2,513 2,947
Disposals (449) (320) (769)
Reclassification 45 (45) -
Translation difference 271 1 272
At 30-Jun-2024 30,358 2,995 33,353
ACCUMULATED DEPRECIATION AND IMPAIRMENT
At 31-Dec-2022 (7,052) - (7,052)
Depreciation (3,305) - (3,305)
Accumulated depreciation on disposals - - -
Impairment loss - - -
Translation difference 38 - 38
At 31-Dec-2023 (10,319) - (10,319)
Depreciation (2,020) - (2,020)
Accumulated depreciation on disposals 54 - 54
Impairment loss - - -
Translation difference (50) - (50)
At 30-Jun-2024 (12,335) - (12,335)
CARRYING AMOUNT
At 31-Dec-2023 19,740 845 20,584
At 30-Jun-2024 18,023 2,995 21,018

NOTE 13 LEASES

► ACCOUNTING PRINCIPLES

REFERENCE: IFRS 16

Introduction

IFRS 16 "Leases" specifies the recognition, measurement, presentation and disclosure of leases. It requires a lessee to recognise assets and liabilities for all leases unless the lease term is 12 months or less, or the underlying asset has a low value. In accordance with IFRS 16, Antin recognises a right‑of-use asset and a corresponding lease liability with respect to its applicable lease arrangements.

Definition of the lease

A contract is, or contains, a lease if it conveys to the lessor the right to control the use of an identified asset for a specified period of time in exchange for a consideration. Control is conveyed when Antin has both the right to direct the identified asset's use, and to obtain substantially all economic benefits from its use during the lease period. An asset is typically identified by being explicitly specified in a contract, but an asset can also be identified by being implicitly specified at the time it is made available for use by the lessee. However, when a lessor has a substantive right of substitution during the period of use, a lessee does not have a right to use an identified asset. A lessor's right of substitution is only considered substantive if the lessor has both the practical ability to substitute alternative assets throughout the period of use and would economically benefit from substitution.

Antin assesses whether a contract is or contains a lease at inception of the contract. Antin recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. Payments related to leases are recognised on a straight-line basis over the duration of the lease agreement.

Separation of lease and non-lease component

Rental payments agreed in a contract are separate from the lease component and the non-lease component based on their individual prices, as directly indicated in the lease agreement or estimated on the basis on all observable information. If the lessee cannot separate the lease components from the non-lease components (or services), the entire contract is treated as a lease.

Right-of-use assets

Right-of-use assets are primarily office premises and are initially measured at cost, corresponding to the present value of the outstanding lease payments at the commencement date of the lease. Lease payments made at or before the commencement date, initial direct costs and an estimate of costs to be incurred by Antin in dismantling or restoring the underlying asset, are included in the value of the right-of-use asset, less any lease incentives. Right-of-use assets are depreciated using the straight-line method over the lease period, from the commencement date to the end of the lease term.

Lease liabilities

Lease liabilities correspond to the present value of future lease payments, excluding variable lease payments that do not depend on an index or a rate.

For contracts that include a lease component and non-lease components (such as services), only the lease component is considered in calculating the present value.

The interest rate implicit in the lease is used as the discount rate if it can be readily determined. If the interest rate cannot be readily determined, the Group uses its incremental borrowing rate, consistent with the term of the lease arrangement.

After initial recognition, the carrying amount of the lease liability is increased to reflect interest on the lease and reduced to reflect the lease payments made.

The carrying amount of the lease liability and the corresponding right-of-use asset are adjusted to reflect relevant changes that may occur during the lease period. This may include changes to the lease period, changes to the terms of the lease, any change in the assessment of an option to purchase the underlying asset, any change in the amount that the lessee expects to pay to the lessor under the residual value guarantee or any change in future lease payments resulting from a change in an index or a rate used to determine those payments.

13.1 Right-of-use assets

Right-of-use assets mainly consist of lease assets related to office premises. As of 30 June 2024, Antin recognised right-of-use assets of €47.4 million, compared to €49.8 million recognised at 31 December 2023. In addition, a new lease agreement was signed in September 2023 relating to the expansion of office premises in New York, starting at the earliest in September 2024, with therefore no financial impact in 1H 2024.

(in €k) 30-Jun-2024 31-Dec-2023
Opening balance 49,833 50,617
Amortisation (3,430) (6,667)
New leases/Lease modifications - 6,455
Other changes, net 971 (573)
Closing balance 47,374 49,833

13.2 Lease liabilities

30-Jun-2024 31-Dec-2023
(in €k) Total < 1 year 1-5 years > 5 years Total < 1 year 1-5 years > 5 years
Non-current part
Lease liabilities 47,946 - 38,271 9,675 50,094 - 37,158 12,936
Total lease liabilities –
non‑current part
47,946 - 38,271 9,675 50,094 - 37,158 12,936
Current part
Lease liabilities 6,970 6,970 - - 7,442 7,442 - -
Total lease liabilities –
current part
6,970 6,970 - - 7,442 7,442 - -
TOTAL LEASE LIABILITIES 54,916 6,970 38,271 9,675 57,536 7,442 37,158 12,936

► ACCOUNTING PRINCIPLES

REFERENCE: IFRS 9/IFRS 13

Antin's financial assets mainly consist of non-consolidated equity financial investments measured at fair value. It relates to Antin's investments in the Antin Funds.

Recognition and initial measurement

IFRS 9 "Financial Instruments" requires an entity to recognise a financial asset when it becomes party to the contractual provisions of the instrument. At initial recognition, an entity measures a financial asset at its fair value plus or minus transaction costs that are directly attributable to the acquisition or issue of the financial asset.

Classification and subsequent measurement of financial assets

A financial asset is initially classified into one of three measurement categories. The classification depends on how the asset is managed (business model) and the characteristics of the asset's contractual cash flows. The measurement categories for financial assets are as follows:

  • fair value through profit or loss (FVPL);
  • fair value through other comprehensive income (FVOCI);
  • amortised cost (AC).

Financial assets are measured at amortised cost if both of the following conditions are met:

  • the financial asset is held within a business model whose objective is to realise the cash flows from the financial assets by holding the financial assets and collecting its contractual cash flows over the life of the assets; and
  • the contractual terms of the financial asset give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Financial assets measured at amortised cost include accounts receivable, other long-term as well as short-term receivables and cash and cash equivalents. The carrying amounts are considered as the fair value.

Financial assets are measured at FVOCI if both the following conditions are met:

  • the financial asset is held within a business model whose objective is to realise the cash flows from the financial assets both by collecting the contractual cash flows and selling financial assets; and
  • the contractual terms of the financial asset give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding.

As per the classifications under IFRS 9, Antin measures its financial assets at FVPL.

Fair value measurement

IFRS 13 "Fair Value Measurement" defines fair value, sets out a framework for measuring fair value, and requires disclosure about fair value measurements.

Fair value is defined as the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date.

Antin measures and discloses the fair value of its financial assets using the following fair value hierarchy. The fair value hierarchy levels 1 to 3 are based on the degree to which the fair value is observable:

  • level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;
  • level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
  • level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Financial investments held by Antin consist of investments in Antin Funds. As the information used to value individual assets within each fund is not observable, and because prices for each investment in a fund are not observable, Antin categorises its financial investments in the Antin Funds as level 3 financial assets under IFRS 13 "Fair Value Measurement".

The fair value of the portfolio companies held by the Antin Funds is determined by the Portfolio Review Committee on a quarterly basis in accordance with the recommendations set out in the International Private Equity and Venture Capital Valuation Guidelines (IPEV). The valuation methodologies follow a multi-criteria approach and are applied consistently from one period to another, except when a change in methodology would result in a better estimation of fair value. The assessment of the fair value of an investment involves assumptions and judgment. This may include assumptions with respect to the economic and competitive environment, business plan and financial projections, and assessments of risks and other factors. The fair value is audited annually and reviewed semi-annually. In addition, an independent valuation service provider is appointed to provide independent estimations of ranges of fair value once per year in order to assess Antin's conclusions of fair value for each investment.

Antin applies control processes to ensure that the fair value of the financial assets reported in the Consolidated Financial Statements are in accordance with applicable accounting standards and determined on a reasonable basis. This includes ensuring that the valuations are consistent with the IPEV Guidelines, where relevant, and ensuring that the valuations are supported by underlying documentation.

14.1 Composition of financial assets

The financial assets held by Antin are as follows:

(in €k) 30-Jun-2024 31-Dec-2023
Investments in Antin Funds 51,422 46,335
Security deposits 2,383 2,413
Other financial assets 6,514 4,652
TOTAL FINANCIAL ASSETS 60,319 53,400

Equity investments held by Antin are measured at fair value on Level 3, with changes in the fair value recognised in the Consolidated Income Statement.

14.2 Investments in Antin Funds

Investments in the Antin Funds are as follows:

(in €k) 30-Jun-2024 31-Dec-2023
Fund III-B 20,668 20,074
Mid Cap Fund I 10,240 9,836
Flagship Fund V 14,503 10,754
NextGen Fund I 5,909 5,552
Co-investment vehicles 102 119
TOTAL ANTIN FUNDS (CO-INVESTMENT) 51,422 46,335

Reconciliation of level 3 fair values

Financial assets which constitute investments in the Antin Funds are measured at fair value and categorised as level 3 financial assets, with changes in the fair value recognised as investment income in the Consolidated Income Statement.

The following table shows a reconciliation of level 3 fair values:

(in €k) 30-Jun-2024 31-Dec-2023
Opening balance 46,335 36,042
Transfers into Level 3 - -
Investments 5,118 18,734
Divestments - (7,426)
Total gains (losses) in profit or loss (31) (1,014)
Closing balance 51,422 46,335

Fair value gains are recognised as investment income in the Consolidated Income Statement (refer to Note 5.2 "Carried interest and investment income").

NOTE 15 OTHER NON-CURRENT ASSETS

► ACCOUNTING PRINCIPLES

Antin may use placement agents or other local representatives/agents in certain jurisdictions, where its own personnel could not be authorised to market the funds. Those placement fees are capitalised as a non-current asset representing costs of obtaining contract in accordance with IFRS 15 "Costs to Fulfil a Contract".

Capitalised placement fees are expected to be recovered over a fund's commitment period. The benefit of the cost is primarily considered to be attributable to the period when the fund investments are carried out. Therefore, the useful life of the asset is the commitment period which is expected to be 10 years starting from the first closing of the fund. The asset is amortised on a straight-line basis.

(in €k) 30-Jun-2024 31-Dec-2023
Opening balance 13,117 16,537
Additions 378 2,663
Amortisation (2,397) (6,082)
Closing balance 11,098 13,117

Total non-current assets as of 30 June 2024 stood at €11.1 million and relate to capitalised placement fees for Flagship Fund III (2016), Flagship Fund IV (2020), Mid Cap Fund I (2021) and Flagship Fund V (2022).

NOTE 16 TRADE RECEIVABLES

► ACCOUNTING PRINCIPLES

TRADE RECEIVABLES

Trade receivables are stated at cost less any provision for impairment. A provision for impairment of trade receivables is established when there is objective evidence that Antin will not be able to collect all amounts due according to the original terms of the receivables. Objective evidence involves an element of judgment and is when a payment has been overdue for an extended period of time, or when the counterparty is in default. Antin also applies IFRS 9 with an impairment model based on expected credit losses, resulting in the recognition of a loss allowance before the credit loss is incurred.

(in €k) 30-Jun-2024 31-Dec-2023
Gross account receivables 15,260 13,134
Less: Allowances - -
TOTAL TRADE RECEIVABLES 15,260 13,134

Trade receivables mainly relate to expenses to be recharged to the Antin Funds. In some instances, Antin will pre-fund expenses for the Antin Funds such as advisory fees, due diligence expenses, and other matters, in particular during the fundraising of a new fund or when the Antin Funds are awaiting cash proceeds from a capital call. The receivables are settled for new funds when the funds are raised, and for existing funds when the capital has been called. Antin has not suffered any material losses from receivables in the past and there are no receivables past due as of the reporting date. Risks are reviewed on a regular basis and Antin has not identified any material counterparty or credit risks as of the reporting date.

NOTE 17 OTHER CURRENT ASSETS

(in €k) 30-Jun-2024 31-Dec-2023
Tax receivables excluding income tax 6,445 7,187
Other current assets 7,838 10,029
TOTAL OTHER CURRENT ASSETS 14,283 17,216

Tax receivables mainly relate to VAT recoverable monthly.

Other current assets mainly relate to short-term cash advances to the Antin Funds and are interest free.

NOTE 18 PREPAID EXPENSES

Amounts relating to prepaid expenses are as follows:

(in €k) 30-Jun-2024 31-Dec-2023
Subscriptions 1,144 1,086
Tax 946 204
Professional membership 556 280
Insurance 289 59
Rent 1,172 1,850
Fees and others 1,654 1,110
TOTAL PREPAID EXPENSES 5,761 4,589

NOTE 19 ACCRUED INCOME

► ACCOUNTING PRINCIPLES

Accrued income, reported as contract assets, is related to management fees or to carried interest.

Contract assets related to management fees arise primarily from timing differences between the time of generating the revenue and the time of payment. Timing differences mainly occur at the beginning of the life of a fund and before the final closing of a fund.

Contract assets related to carried interest are composed of Antin's capital contributions in the Carry Vehicles, and to amounts recognised as revenue, with the payment not yet received. Carried interest is payable in accordance with the waterfall distribution rules defined in the contractual agreements of each fund.

Specifications of changes in contract assets related to carried interest

(in €k) 30-Jun-2024 31-Dec-2023
Opening balance 12,414 6,945
Revenue/(loss) recognised during the period 117 (147)
Realisation of carried interest/return on capital - (1,105)
Acquisition/(transfer of commitment) 1,284 6,721
Closing balance of accrued income 13,815 12,414

Specifications of changes in contract assets related to management fees

(in €k) 30-Jun-2024 31-Dec-2023
Opening balance 2,013 1,779
Transfers from contract assets recognised at the beginning of the period to receivables (2,013) (1,779)
Revenue recognised during the period not yet invoiced/not yet chargeable 4,768 2,013
Closing balance of accrued income 4,768 2,013

Accrued income of €4.8 million recognised as of 30 June 2024 relates to management fees from Flagship Fund V, for which the investment period has started and fundraising is ongoing.

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NOTE 20 TRADE PAYABLES AND OTHER CURRENT LIABILITIES

(in €k) 30-Jun-2024 31-Dec-2023
Trade payables 15,837 14,721
Tax liabilities (other than income tax) 6,250 6,630
Personnel and social liabilities 15,012 18,253
Other 3,989 4,391
TOTAL TRADE PAYABLES AND OTHER CURRENT LIABILITIES 41,088 43,996

Personnel and social, tax liabilities mainly relate to personnel expenses (bonus accruals, holiday accruals), social charges related to personnel expenses and taxes due in connection with personnel expenses.

NOTE 21 PROVISION

► ACCOUNTING PRINCIPLES

REFERENCE: IAS 37

Provisions are recognised when Antin has a present obligation (legal or constructive) as a result of a past event, it is probable that Antin will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

As of 30 June 2024, there are no material provisions in Antin's Consolidated Balance Sheet.

NOTE 22 BORROWINGS AND FINANCIAL LIABILITIES

RECOGNITION AND INITIAL MEASUREMENT

Financial liabilities are recognised when Antin becomes party to a contract and are initially measured at fair value plus transaction costs that are directly attributable to their acquisition or issue.

CLASSIFICATION AND SUBSEQUENT MEASUREMENT OF FINANCIAL LIABILITIES

Financial liabilities are measured at amortised cost. Antin does not currently have any financial liability measured at amortised cost.

As of 30 June 2024, there are no borrowings and financial liabilities in Antin's Consolidated Balance Sheet.

NOTE 23 DERIVATIVE FINANCIAL INSTRUMENTS

► ACCOUNTING PRINCIPLES

REFERENCE: IFRS 9

IFRS 9 "Financial Instruments – Hedge Accounting" deals with the accounting treatment of financial instruments used for hedging purposes.

In order to hedge against certain risks, Antin makes selective use of derivative instruments. Antin may designate a hedge transaction as a fair value hedge or a cash flow hedge, depending on the risk and on the instruments to be hedged.

To designate an instrument as a hedge derivative, Antin documents the hedging relationship from inception. The hedge documentation specifies the asset, liability, or future transaction hedged, the risk to be hedged and the associated risk management strategy, the type of financial derivative and the method used to measure the hedge effectiveness

Antin implemented the Free Share Plan (the "FSP") announced at the time of the IPO in September and November 2021. Antin expects to pay social charges levied on the FSP's value at the time of vesting. The social charges depend on the jurisdiction and are expected to be 13.80% in the United Kingdom. This exposes Antin to share price risk, with an increase in the Antin share price leading to a corresponding increase in the social charges payable to the tax authorities at the time of vesting. In order to mitigate the share price risk associated to the FSP and obtain greater certainty with respect to the cash payment due at the time of vesting, Antin entered a cash-settled total return swap to hedge its share price exposure related to the social charges.

In accordance with IFRS 9 "Financial Instruments – Hedge Accounting" Antin classifies the swap transaction as a cash flow hedge. A derivative financial instrument is recognised at fair value in Antin's Consolidated Balance Sheet.

This derivative financial instrument is recognised at fair value on the commencement date and subsequently measured at fair value at each reporting period. Changes in the fair value of the derivative financial instrument are recognised in Other Comprehensive Income and within the cash flow hedge reserve in Shareholders' Equity for its effective portion.

including sources of ineffectiveness and how the hedge ratio is determined. The hedge derivative must be highly effective in offsetting the change in fair value or cash flows arising from the hedged risk.

This effectiveness is verified when changes in the fair value or cash flows of the hedged instrument are almost entirely offset by changes in the fair value or cash flows of the hedging instrument. Effectiveness is assessed when the hedge is first set up and throughout its life. Effectiveness is measured at each reporting period prospectively (expected effectiveness over the future periods) and retrospectively (effectiveness measured on past periods). The hedge accounting is discontinued when the hedging relationship ceases to meet the qualifying criteria. Hedging derivatives are recognised in the balance sheet under Derivative financial assets or liabilities.

Any ineffective portion is recognised in the Consolidated Income Statement within financial income or expense. Amounts recognised in Other Comprehensive Income are transferred to the Consolidated Income Statement on the line impacted by the hedged item when the hedged transaction affects profit or loss and the hedged cash flows occur, i.e. at the time of vesting of the free shares.

23.1 Recognition in Consolidated Balance Sheet

As of 30 June 2024, Antin recognised a derivative financial liability of €1.7 million. This liability is calculated based on a share price of €11.3 as of 30 June 2024 compared to an average entry price of approximately €27.9 per share.

23.2 Recognition in other comprehensive income

Antin recognised a loss of €0.2 million for the cash flow hedge impact in its Consolidated Statement of Comprehensive Income for 1H 2024.

NOTE 24 CASH AND CASH EQUIVALENTS

► ACCOUNTING PRINCIPLES

REFERENCE: IAS 7

Cash relates to cash on hand and demand deposits.

Cash equivalents are defined as short-term, highly liquid investments that are readily convertible to known amounts of cash and subject to an insignificant risk of a change in value.

(in €k) 30-Jun-2024 31-Dec-2023
Term accounts with initial maturities of less than three months 233,108 213,035
Money market instruments 137,567 170,382
Cash deposits held with banks 21,414 40,525
TOTAL CASH AND CASH EQUIVALENTS 392,088 423,941

As of 30 June 2024, Antin held cash and cash equivalents of €392.1 million. Money market instruments of €137.6 million relates to collective investment schemes measured at fair market value at the reporting date.

The Group Finance Department manages and invests Antin's cash and cash equivalents within the risk and approval framework of the Group Treasury Policy approved by the Board of Directors. The Group Treasury Policy lays out a framework for Antin to effectively manage, mitigate and monitor its financial risks. The policy defines responsibilities, permitted activities, approval requirements and performance measurement related to Antin's treasury activities, which includes cash management. The Group Treasury Policy stipulates that bank counterparties shall have a minimum credit rating of BBB (S&P or equivalent). The Group Finance Department monitors and confirms credit ratings at each reporting period, and periodically when market or counterparty circumstances change. The Group Finance Department also ensures that cash and cash equivalents are appropriately diversified across bank counterparties and money market instruments, to manage counterparty and concentration risks.

Cash and cash equivalents of €392.1 million as of 30 June 2024 are allocated to bank counterparties and money market instruments with credit ratings equal or higher than A-.

NOTE 25 EQUITY

25.1 Total number of shares issued and outstanding

Antin has one class of ordinary shares that carry one dividend right and one voting right. However, double voting rights are granted to shares for which proof of registration in the name of the same shareholder is provided for at least two years. As of 30 June 2024, Antin had 179,193,288 shares issued including 4,630,844 shares issued in 2023 as part of the Free Share Plan (see detail in Note 6.3 "Share-based payment plans"), 401,172 treasury shares and a total of 178,792,116 shares outstanding.

(in number of shares) 30-Jun-2024 31-Dec-2023
Shares issued 179,193,288 179,193,288
Treasury shares (401,172) (378,900)
SHARES OUTSTANDING 178,792,116 178,814,388

25.2 Treasury shares

Antin entered into a liquidity contract with BNP Paribas Arbitrage for a period of one year and tacitly renewable unless otherwise advised, effective as of 25 March 2022.

The objective of the contract is to improve Antin's share trading and monitor volatility on the regulated market of Euronext Paris. The cash resources allocated to the liquidity agreement amount to €2.0 million. As of 30 June 2024, Antin had 101,172 shares for a total value of €1.3 million.

In addition, a total of 300,000 treasury shares have been purchased by Antin in September 2023 for an amount of €3.8 million. The shares have been allocated to potential future share-based compensation in the ordinary course of business, which may include stock option plans, free share plans, employee savings plans or other share allocations to employees and corporate officers of the Company or of related companies.

As of 30 June 2024, the shares are not linked to any specific share-based compensation plan.

25.3 Distributions to Shareholders

In June 2024, Antin made a distribution in cash of €0.39 per share, equivalent to €69.7 million. The distribution relates to the second instalment of the total dividend of €0.71 per share related to the fiscal year 2023 approved by Shareholders at the Shareholders' Meeting on 13 June 2024. The first instalment of €0.32 per share equivalent to €57.2 million was paid in cash in November 2023.

Notes to the additional disclosure

NOTE 26 OFF-BALANCE SHEET COMMITMENTS

As of 30 June 2024, the off-balance sheet commitments of Antin were composed of:

26.1 Off-balance sheet investments

Off Balance Sheet
(in €k) Commitment (Undrawn Amount)
Fund III-B 20,000 2,020
Flagship Fund V 93,798 77,101
Mid Cap Fund I 20,000 10,636
Next Gen Fund I 24,342 16,987
Co-Investments 310 211
Investments in Antin Funds 158,450 106,955
Flagship Fund II 119 6
Flagship Fund III 785 98
Flagship Fund IV 508 101
Fund III-B 2,783 281
Flagship Fund V 18,760 15,309
Mid Cap Fund I 4,400 2,330
Next Gen Fund I 2,434 2,315
Investments in Carry Vehicles (allocated to Antin) 29,788 20,441
Flagship Fund V 14,558 13,696
Mid Cap Fund I 464 246
Next Gen Fund I 1,004 955
Investments in Carry Vehicles (employee reserve) 16,027 14,897
TOTAL 204,265 142,293

The balance sheet amounts of the Antin Fund investments are detailed in Notes 14 "Financial assets" and 19 "Accrued income".

26.2 Financing commitments

(in €k) 30-Jun-2024 31-Dec-2023
Borrowings from credit institutions - -
Drawn amount - -
Revolving Credit Facility 30,000 30,000
Undrawn amount 30,000 30,000

Revolving Credit Facility ("RCF")

Antin maintains a Revolving Credit Facility ("RCF") for an amount of €30 million aimed at securing additional short-term liquidity if required. The interest rate margin on the RCF is 1.5% to 2.0% depending on certain leverage ratios, plus Euribor. The maturity date of the RCF is 30 June 2026.

2

NOTE 27 RELATED PARTY TRANSACTIONS

► ACCOUNTING PRINCIPLES

REFERENCE: IAS 24

Antin's related parties are:

  • its main shareholders;
  • its Board members; and
  • its Executive Committee members.

Transactions with related parties are concluded on an arms-length basis.

Antin granted carried interest loan financing to an Executive Committee member who was not eligible for the third party financing facility arranged by the firm on behalf of its employees. This includes a €1.5 million loan (of which €472k drawn as of 30 June 2024) at an interest rate of 3.96% with maturity in April 2030 and a €0.5 million loan (of which €218k drawn as of 30 June 2024) at an interest rate of 1.77% with a maturity in October 2031. The terms of the loans match the terms of the third-party financing arrangements obtained for employees.

There are no other significant transactions between Antin and its related parties.

NOTE 28 EARNINGS PER SHARE

28.1 Earnings per share

(in €) 30-Jun-2024 30-Jun-2023
Earnings per share
before dilution 0.34 0.11
after dilution 0.34 0.11

Earnings per share are calculated based on the net income attributable to the owners of the Company, divided by the weighted average number of shares outstanding, before and after the effects of dilution.

28.2 Weighted average number of shares

(in number of shares) 30-Jun-2024 30-Jun-2023
Weighted average number of shares outstanding
before dilution 178,800,551 174,520,740
after dilution 179,546,171 178,797,813

The weighted average number of shares outstanding is calculated based on the number of shares issued adjusted for treasury share transactions during the period ended 30 June 2024. See detail presented in Note 25.2 "Treasury shares".

The diluted weighted average number of shares assumes that 745,620 shares will vest in 2025 under the Free Share Plan initiated in 2021. Further information on the Free Share Plan is presented in Note 6.3 "Share-based payment plans".

NOTE 29 EVENTS AFTER THE REPORTING PERIOD

Significant events since 30 June 2024

Termination of Excellence Imagerie transaction

Antin announced on 24 July 2024 that the planned acquisition of Excellence Imagerie, a French independent medical imaging group, by Mid Cap Fund I has not come to completion due to unfulfilled regulatory conditions precedent that were part of the transaction.

Sale of Grandi Stazioni Retail

Antin announced on 6 August 2024 the sale of Grandi Stazioni Retail (GSR) by Flagship Fund II to a consortium of infrastructure investors led by OMERS and DWS. GSR is the operator of the long-term leasehold providing exclusive rights to the commercial leasing and advertising spaces of the 14 largest Italian railway stations.

2.3 STATUTORY AUDITORS' REPORT

For the period from 1 January 2024 to 30 June 2024

To the Shareholders,

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

  • the review of the accompanying condensed half-yearly consolidated financial statements of Antin Infrastructure Partners, for the period from 1 January 2024 to 30 June 2024,
  • the verification of the information presented in the half-yearly management report. These condensed half-yearly 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.

1. Conclusion on the financial statements

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

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

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

2. Specific verification

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

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

Paris - La Défense and Paris The Statutory Auditors

DELOITTE & ASSOCIÉS COMPAGNIE FRANÇAISE DE CONTRÔLE ET D'EXPERTISE « C.F.C.E. » Maud MONIN Hervé TANGUY

2

PERSON RESPONSIBLE FOR THE INFORMATION

3.1 PERSON RESPONSIBLE FOR THE HALF-YEAR FINANCIAL REPORT 48

3.2 STATEMENT OF THE PERSON RESPONSIBLE FOR THE HALF‑YEAR FINANCIAL REPORT 48

ANTIN INFRASTRUCTURE PARTNERS S.A. - HALF-YEAR 2024 FINANCIAL REPORT 47

3.1 PERSON RESPONSIBLE FOR THE HALF-YEAR FINANCIAL REPORT

Alain Rauscher, Chairman of the Board and Chief Executive Officer of the Company.

3.2 STATEMENT OF THE PERSON RESPONSIBLE FOR THE HALF‑YEAR FINANCIAL REPORT

Paris – 10 September 2024

I certify that, to the best of my knowledge, these Condensed 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 half-year activity report, available in Chapter 1, provides a true and fair view of the main events of the first six months of the year, their impact on the financial statements, the main related-party transactions, as well as a description of the mains risks and uncertainties for the remaining six months of the year.

Alain Rauscher Chairman of the Board and Chief Executive Officer of the Company

50 ANTIN INFRASTRUCTURE PARTNERS S.A. - HALF-YEAR 2024 FINANCIAL REPORT

AIFM Directive (AIFMD)

Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and amending Directives 2003/41/EC and 2009/65/EC and Regulations (EC) No. 1060/2009 and (EU) No. 1095/2010.

Alternative AUM

The value of global assets under management managed by alternative asset managers.

Antin

Antin Infrastructure Partners S.A. and its direct and indirect subsidiaries.

Antin Funds

Antin Investment vehicles managed by Antin Infrastructure Partners SAS or Antin Infrastructure Partners UK.

Assets under management (AUM)

Operational performance measure representing both the assets managed by Antin from which it is entitled to receive management fees (see below FPAUM), the assets from Antin's co-investment vehicles which do not generate management fees or carried interest, and the net value appreciation on current investments.

Average Re-investment Rate

For any given Antin Fund, the sum of capital raised from existing Antin Fund Investors compared to the size of the predecessor fund.

Carried Interest

A form of investment income that Antin and other carried interest investors are contractually entitled to receive directly or indirectly from the Antin Funds, which is inherently variable and fully dependent on the performance of the relevant Antin Fund(s) and its underlying investments.

Carried Interest Participants

Antin and any other participants entitled to receive carried interest in the Antin Funds.

Carry Vehicle

A vehicle of the Antin Funds used to invest into a fund alongside other Fund Investors.

% Committed

Measures the share of a fund's total commitments that has been deployed. Calculated as the sum of (i) closed and/or signed investments, (ii) any earn-outs and/or purchase price adjustments, (iii) funds approved by the Investment Committee for add-on transactions, (iv) less any expected syndication, as a % of a fund's committed capital at a given time.

Committed Capital

The total amounts that Fund Investors agree to make available to a fund during a specified time period.

Discounted Cash Flow Model

A valuation method used by Antin to estimate the value of an investment based on its expected future cash flows.

Distribution Waterfall

The manner in which a fund's returns on its investments are allocated and distributed to Fund Investors and Carried Interest Participants.

The returns on an Antin Fund are distributed first to the Fund Investors (including to the Carry Vehicle in respect of its investment on the basis of the committed capital from Carried Interest Participants) until the Fund Investors have had their invested capital returned, together with a certain hurdle return.

Distribution Yield

For any given period, ratio between total dividends paid by AIP S.A. over the twelve months before the end of the period, and the market capitalisation of AIP S.A. at the end of the same period.

EBITDA

Earnings before interest, taxes, depreciation and amortisation.

Effective management fee rate

Weighted average management fee rate for all Antin Funds contributing to FPAUM over a specified period. In calculating the effective management fee rate, Antin excludes catch-up fees and management fees for Fund III-B, due to the differences in the economic terms of such fund as compared to the other Antin Funds, resulting from the maturity level of Fund III-B and the secondary sales process to such fund from Flagship Fund III.

Environmental, social, and governance (ESG)

An ESG approach in private equity applies the analysis of these three factors throughout the investment cycle to identify both risks and opportunities, from screening target companies, to creating value during the holding period, to preparing a company for exit.

EMIR Regulation

Regulation (EU) No. 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC-traded derivatives, central counterparties and trade repositories.

Employees

The number of full-time equivalent personnel on Antin's payroll.

Fee-paying assets under management (FPAUM)

The portion of AUM from which Antin is entitled to receive management fees across all of the Antin Funds at a given time.

Flagship Fund I

Antin Infrastructure Partners (AIP) FCPR, together with any of its related feeder or alternative investment vehicles.

Flagship Fund II

Antin Infrastructure Partners II LP, Antin Infrastructure Partners II-1 FPCI and Antin Infrastructure Partners II-2 FPCI, together with any of their related feeder or alternative investment vehicles, as the context requires.

Flagship Fund III

Antin Infrastructure Partners III LP and Antin Infrastructure Partners III FPCI, together with any of their related feeder or alternative investment vehicles and the Fund III Co-Investments, as the context requires.

Flagship Fund IV

Antin Infrastructure Partners IV-A SCSp, Antin Infrastructure Partners IV-B SCSp, Antin Infrastructure Partners IV-C SCSp and Antin Infrastructure Partners IV FPCI, together with any of their related feeder or alternative investment vehicles, as the context requires.

Flagship Fund V

Antin Infrastructure Partners V-A SCSp, Antin Infrastructure Partners V-B SCSp, Antin Infrastructure Partners V-C SCSp and Antin Infrastructure Partners V FPCI, together with any of their related feeder or alternative investment vehicles, as the context requires.

Flagship Fund Series

Antin's initial infrastructure fund series.

Flagship Fund I, Fund II, Fund III, Fund IV and Fund V.

FPCI (Fonds professionnel de capital investissement)

French professional private equity investment funds is one of the structures used by the Antin Funds.

Fund III-B

Antin Infrastructure Partners III-B SCSp.

Fund Investors

The investors of the Antin Funds.

Fund Managers

The managers of the Antin Funds acting as Alternative Investment Fund Manager under the AIFMD (Antin Infrastructure Partners SAS and Antin Infrastructure Partners UK).

General Data Protection Regulation (GDPR)

As laid out in Regulation (EU) 2016/679, the GDPR requires smalland medium-sized enterprises such as Antin to comply with certain personal data protection measures.

General Partner

An entity that acts as a General Partner with respect to the Antin Funds.

Gross Exits

Value amount of realisation of investments through a sale or write-off of an investment made by an Antin Fund. Refers to signed realisations in a given period.

Gross Inflow

New commitments through fundraising activities or increased investment in funds charging fees after the investment period.

Gross IRR

The total internal rate of return for the applicable Antin Fund before the deduction of any fees, expenses or carried interest.

Gross Multiple

Calculated by dividing (i) the sum of (a) the total cash distributed to the Antin Fund from the portfolio company and (b) the total residual value (excluding provision for carried interest) of the Fund's investments by (ii) the capital invested by the Fund (including fees and expenses but excluding carried interest). Total residual value of an investment is defined as the fair market value together with any proceeds from the investment that have not yet been realised. Gross Multiple is used to evaluate the return on an Antin Fund in relation to the initial amount invested.

Group

Antin.

Hurdle Return

A payment of an agreed return to Fund Investors.

International Accounting Standards Board (IASB)

The independent, accounting standard-setting body of the IFRS Foundation.

International Financial Reporting Interpretations Committee (IFRIC)

A committee of the International Accounting Standards Board (IASB) that assists the IASB in establishing and improving standards of financial accounting and reporting for the benefit of users, preparers and auditors of financial statements.

International Private Equity and Venture Capital (IPEV) Guidelines

Guidelines which set out recommendations, intended to represent current best practice, on the valuation of Private Capital Investments, used by the Fund Manager to determine the fair value of an investment.

Investment Committee

Antin's investment decision-making body in respect of the Antin Funds.

Investment Period

The period during which the Antin Funds start making investments and calling on capital contributions from Fund Investors to finance the acquisition of such investments.

Investment Team

Antin's team of professionals responsible for monitoring each portfolio company and for preparing "recommended valuations" for each asset.

Investments

Signed investments by an Antin Fund or by an affiliate of an Antin Fund.

Investor Relations (IR)

Antin's investor relations team raises capital commitments from its well-diversified and growing investor base.

Limited Partners (LPs)

Those who have invested in Antin's Funds.

Management Fees

Management fees are recurring revenue which Antin receives for the fund management services provided to Antin Funds. Such fees are recognised over the lifetime of each Antin Fund, which generally have ten-year initial terms with two optional extensions of one year each. The underlying investments of the Antin Funds are held on average for five to seven years.

Managing Partners

Alain Rauscher, Mélanie Biessy, Stéphane Ifker, Dr. Angelika Schöchlin and Kevin Genieser.

Mid Cap Fund Series

Antin's series focused on the mid cap market segment of the infrastructure asset class.

MiFID II Directive

Directive 2014/65/EU of the European Parliament and of the Council together with Regulation (EU) No. 600/2014 and repealing Directive 2004/39/EC of 21 April 2004 on markets in financial instruments.

MiFIR Regulation

Regulation (EU) No. 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and amending Regulation (EU) No. 648/2012.

NextGen Fund Series

Antin's Fund Series focused on the next generation of infrastructure, launched in 2021.

Partners

Assia Belkahia, Francisco Cabeza, Timur Celik, Aurélie Edus, Hamza Fassi-Fehri, Stephan Feilhauer, Guillaume Friedel, Ashkan Karimi, Alex Kesseler, Maximilian Lindner, Nicolas Mallet, Omar Meziane, Matt Nelson, Arnaud Nicolas, Patrice Schuetz, Robert Segessenmann, Rakesh Shankar and David Vence.

Portfolio Review Committee

The Antin Funds Committees responsible for the efficient review and discussion of portfolio companies, quarterly valuations, performance and investor reporting prepared by investment teams.

Realisations

Cost amount of realisation of investments through a sale or write-off of an investment made by an Antin Fund. Refers to signed realisations in a given period.

% Realised

Measures the share of a fund's total value creation that has been realised. Calculated as realised value over the sum of realised value and remaining value at a given time

Realised Value/(Realised Cost)

Value (cost) of an investment, or parts of an investment, that at the time has been realised.

Remaining Value/(Remaining Cost)

Value (cost) of an investment, or parts of an investment, currently owned by Antin Funds (including investments for which an exit has been announced but not yet completed).

Remuneration Policy

Antin's plan providing a clear direction and policy regarding the Company's remuneration structure and practices consistent with the principles in the Directive 2009/65/EC relating to the undertakings for collective investment in transferable securities and Capital Requirements Directive IV (CRD IV) comprising Directive 2013/36/EU and Regulation (EU) No. 575/2013.

Reserve Account

The account in which the Carried Interest is put in escrow.

Responsible Investment Policy (RI)

An annually revised document, available on Antin's website and regularly communicated to key Shareholders, detailing the firm's commitment and approach to the integration of RI and ESG issues throughout the investment process.

Senior Advisers

Senior advisory professionals who provide expert advice to Antin. The Senior Advisers have proved valuable as a sounding Board to advise on the development of Antin, as well as acting as an additional source of business judgement and industry insights.

Senior Management Team

The Managing Partners, Senior Partners and Partners of Antin. The members of the Senior Management Team have extensive knowledge of Antin's sector, its challenges and Antin's Fund Investors, and since Antin's creation have played, and will continue to play, a key role in its growth and continued business development.

Senior Partners

Francisco Abularach, Mehdi Azizi, Anand Jagannathan, Nathalie Kosciusko-Morizet, Sébastien Lecaudey, Alban Lestiboudois and Simon Söder.

Step-downs

Normally resulting from the end of the investment period in an existing fund, or when a subsequent fund begins to invest.

Sustainability

Defined by the United Nations (UN) as a development process that aims to meet the needs of the present without compromising the ability of future generations to meet their own needs. As employed in capital markets and at Antin, sustainability encompasses objectives at both corporate and portfolio levels to consider businesses' environmental, social, and governance behaviour to manage risk and generate sustainable, long-term returns.

Sustainability Accounting Standards Board (SASB) Standards

A set of standards developed to help investors and businesses identify the subset of ESG issues most relevant to the financial performance of specific industries.

Sustainable Development Goals (SDGs)

17 goals released by the UN defining a series of global ambitions to end poverty, fight inequality and injustice, and tackle climate change by 2030. In line with market practice, the Group has identified SDGs to which firm- and portfolio-level activities can contribute.

Sustainable Finance Disclosure Regulation (SFDR)

Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainability-related disclosures in the financial services sector. The SFDR is part of the EU Action Plan on Sustainable Finance, which is composed of interlinked regulation to encourage sustainable investing through disclosure and alignment with specific criteria.

United Nations Principles for Responsible Investment (UN PRI)

A network of investors working to promote sustainable investment through the adoption of six Principles that offer a menu of possible actions for incorporating ESG into investment practice. By signing the PRI and playing an active role in the network, Antin contributes to developing a more sustainable global financial system.

Design and production Contact: [email protected]

antin-ip.com

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