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Bouygues SA

Interim / Quarterly Report Aug 31, 2010

1167_ir_2010-08-31_370573d8-7450-4a40-b4f6-1546fbffb048.pdf

Interim / Quarterly Report

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31 August 2010

32 Hoche - Paris

BUILDING THE FUTURE IS OUR GREATEST ADVENTURE

French société anonyme with share capital of €354,267,911 Registered office: 32 avenue Hoche - 75008 Paris, France - Registration No. 572 015 246 Paris - APE code 7010Z

CONTENTS

Board of Directors 2
Half-year review of operations 3
Condensed consolidated first-half financial statements 31
Certificate of responsibility 66
Auditors' report on the first-half financial statements 67

BOARD OF DIRECTORS

MEMBERSHIP

Chairman and Chief Executive Officer

Martin Bouygues

Executive Director

Olivier Bouygues Deputy CEO and standing representative of SCDM, director

Directors

Pierre Barberis Former Deputy CEO, Oberthur

Patricia Barbizet CEO and director, Artémis

François Bertière Chairman and CEO, Bouygues Immobilier

Madame Francis Bouygues

Georges Chodron de Courcel COO, BNP Paribas

Lucien Douroux Former Chairman of the Supervisory Board, Crédit Agricole - Indosuez

Yves Gabriel Chairman and CEO, Bouygues Construction

Patrick Kron Chairman and CEO, Alstom

Non-voting director Alain Pouyat

BOARD COMMITTEES

Accounts Committee Helman le Pas de Sécheval (Chairman) Patricia Barbizet Georges Chodron de Courcel

Director Selection Committee Jean Peyrelevade (Chairman) François-Henri Pinault

Hervé Le Bouc Chairman and CEO, Colas

Helman le Pas de Sécheval Managing Director, Groupama Centre-Atlantique

Colette Lewiner Deputy Chairwoman, Capgemini

Sandra Nombret Director representing employee shareholders

Nonce Paolini Chairman and CEO, TF1

Jean Peyrelevade Chairman, Leonardo & Co. SAS

François-Henri Pinault Chairman and CEO, PPR

Michèle Vilain Director representing employee shareholders

Remuneration Committee Pierre Barberis (Chairman) Patricia Barbizet

Ethics and Sponsorship Committee Lucien Douroux (Chairman) François-Henri Pinault

HALF-YEAR REVIEW OF OPERATIONS

I – SIGNIFICANT EVENTS IN THE FIRST HALF

The Group reported better-than-expected sales of €14.7 billion in the first half of 2010, down 1% on the first half of 2009 and 2% like-for-like and at constant exchange rates. Operating profit amounted to €698 million (-10%) and net profit to €532 million (-3%). The financial structure is very healthy and net debt is in keeping with the improvement seen at end-December 2009.

Key figures

(€ million) First-half 2009
restated
First-half 2010 Change First-half 2009
published
Sales 14,7901 14,655 -1% 14,929
Operating profit 7721 698 -10% 789
Net profit attributable to the
Group
547 532 -3% 547
Net debt2 6,259 4,205 -€2,054m 6,259
Net gearing2
1
72% 43% -29 pts 72%

Applying the same accounting policy as in 2010, excluding contributions from Finagestion 2 End of period

Business areas

Bouygues Construction had a satisfactory first half. Sales were in line with the full-year target and amounted to €4,530 million, a drop of 5% (down 6% in France and 3% on international markets).

The operating margin was virtually stable at 3.2% in the first half of 2010. Low interest rates continued to impact net profit, down 26% at €89 million.

In the first half of 2010, order intakes reached an all-time high of €6.1 billion, a 38% increase on the first half of 2009 (up 12% in France and 73% internationally). The order book rose to a record €13.9 billion, 16% higher than at end-December 2009. It does not as yet include the Singapore Sports Hub project signed in August 2010 for €770 million.

Bouygues Immobilier did better than expected in the first half of the year. Sales stood at €1,313 million, down 8% overall (up 5% in the residential segment, down 33% in the commercial segment). The operating margin improved one point to 8.3% compared with the first half of 2009 due to the restoration of margins in the residential property business. Net profit fell 7% to €56 million.

In the first half of 2010, business activity remained buoyant in the residential property segment, with reservations rising 39% to €1,175 million. Commercial property reservations remained low in a market which is at a cyclical low. Overall, reservations totalled €1,243 million, 32% higher than at end-June 2009.

The order book was up 3% on 31 March 2010, to €2.2 billion.

First-half 2010 was more difficult for Colas. Improved business activity in the second quarter made up for some of the lag accumulated in the first quarter. Sales amounted to €5,002 million, 2% lower than in the first half of 2009 (down 3% in France and 1% on international markets). A deteriorated economic situation in Central Europe and fierce competitive pressure weighed on profitability, with an operating loss of €47 million (including a loss of €57 million in Central Europe) versus operating profit of €75 million at end-June 2009. In the first half of 2010, net loss was €29 million compared with net profit of €58 million at end-June 2009. In this context, Colas is continuing the measures begun in 2009 and is introducing a tougher action plan in Central Europe and France to return to operating margin growth in 2011.

The order book at end-June 2010 stood at €7,198 million, stable compared with end-June 2009, with an increase of 4% in France and a decline of 4% on international markets.

TF1 performed well in the first half of 2010 as its strategy is bearing fruit. Sales rose 14% to €1,285 million, driven by a pick-up in advertising spend. Operating profit tripled to €104 million and net profit rose by 51% to €74 million. The acquisition of TMC and NT1 was finalised on 11 June 2010 and the companies will be fully consolidated in TF1's financial statements from 1 July 2010.

As a result of its commercial performance, Bouygues Telecom generated strong organic growth. Overall sales rose by 4% to €2,732 million and sales from network by the same figure to €2,506 million. Stripping out the impact of the cut in voice and SMS termination rates, the growth rate of sales from network would have been 13%. EBITDA amounted to €734 million, up 5%, and net profit to €264 million, down 1%.

Commercial performance remained strong. 351,000 new mobile contract customers joined Bouygues Telecom in the first half of 2010, representing 24% of net market growth1 . Bouygues Telecom had 10,514,000 mobile customers at end-June 2010, 8,277,000 of them on call plans (78.7% of the total customer base, a year-on-year increase of 3.1 points). The fixed-line business continued to grow, with 214,000 net activations in the first half of the year (of which 97,000 in the second quarter) and 525,000 Bbox routers activated2 at 30 June 2010. These good results confirm the success of Bouygues Telecom's growth strategy.

Alstom

Alstom contributed €216 million to Group first-half 2010 net profit3 , an increase of 19%.

Alstom announced an order book of €42 billion at end-June 2010, or 27 months of sales, and an operating margin target of between 7% and 8% for FY2010/2011 and FY2011/2012. In a challenging short-term commercial environment, Alstom still has solid potential in its three businesses.

Reminder: Bouygues received 4.4 million Alstom shares in return for its 50% stake in the Alstom Hydro Holding joint venture. As a result of the transaction, the Group booked financial income included in net profit for €41 million in the first quarter of 2010.

Financial position

____________________

Group net debt at 30 June 2010 came to €4.2 billion, €2.1 billion less than at 30 June 2009. Shareholders' equity increased €1.2 billion to €9.9 billion. Net gearing stood at 43%, an improvement of 29 points. Free cash flow amounted to €590 million, stable compared with the first half of 2009. In July 2010, Standard & Poor's confirmed its rating of A- with a stable outlook.

1 Arcep (French communications regulator) data

2 Bbox routers in operation or the number of customers billed

3 Contribution calculated on the basis of Alstom's net profit published at 31 March 2010

2010 sales target revised upward to €30.4 billion

The 2010 sales target has been revised upward to €30.4 billion from the €30.1 billion announced in June 2010, as a result of good commercial performance and better-than-expected sales in the first half of the year.

The first half of 2010 confirmed the Group's ability to react and adapt in each of its business areas. With a robust financial structure, Bouygues is well-placed to grasp opportunities for growth in its markets.

SALES BY BUSINESS AREA

(€ million) 2010
target
%
change
2009 Published in
March
Published
in June
Published in
August
Bouygues Construction 9,546 9,100 9,100 9,100 -5%
Bouygues Immobilier 2,989 2,100 2,150 2,300 -23%
Colas 11,581 11,500 11,500 11,500 -1%
TF1 2,365 2,410 2,460 2,530 +7%
Bouygues Telecom 5,368 5,370 5,420 5,450 +2%
Holding company and other 134 130 130 130 ns
Intra-Group elimination (630) (610) (660) (610) ns
TOTAL 31,353 30,000 30,100 30,400 -3%
o/w France 21,678 20,600 20,800 21,100 -3%
o/w international 9,675 9,400 9,300 9,300 -4%

CONDENSED CONSOLIDATED INCOME STATEMENT

(€ million) First-half % First-half
2009
restated1
2010 change 2009
published
Sales 14,790 14,655 -1% 14,929
Operating profit 772 698 -10% 789
Cost of net debt (170) (162) -5% (171)
Other financial income and expenses 3 36 ns 3
Income tax expense (203) (204) = (208)
Share of profits and losses from associates 206 237 +15% 206
Net profit from continuing operations 608 605 = 619
Net profit from discontinued and
held-for-sale operations
11 0 ns 0
Net profit 619 605 -2% 619
Minority interests (72) (73) +1% (72)
Net profit attributable to the Group 547 532 -3% 547

1 Finagestion group's income and expenses reclassified to net profit from discontinued and held-for-sale operations

FIRST-QUARTER CONSOLIDATED INCOME STATEMENT

(€ million) First-quarter First
2009
restated
2010 %
change
quarter
2009
published
Sales 6,5791 6,443 -2% 6,655
Operating profit 1651 162 -2% 174
Net profit attributable to the Group 159 181 +14% 159

1 Applying the same accounting policy as in 2010, excluding contributions from Finagestion

SECOND-QUARTER CONSOLIDATED INCOME STATEMENT

(€ million) Second-quarter Second
2009
restated
2010 %
change
quarter
2009
published
Sales 8,2111 8,212 = 8,274
Operating profit 6071 536 -12% 615
Net profit attributable to the Group 388 351 -10% 388

1 Applying the same accounting policy as in 2010, excluding contributions from Finagestion

SALES BY BUSINESS AREA

(€ million) First-half % Change like
for-like and
2009 2010 change at constant
exchange
rates
Bouygues Construction 4,758 4,530 -5% -6%
Bouygues Immobilier 1,433 1,313 -8% -9%
Colas 5,116 5,002 -2% -3%
TF1 1,130 1,285 +14% +13%
Bouygues Telecom 2,625 2,732 +4% +4%
Holding company and other 731 70 ns ns
Intra-Group elimination (345)1 (277) ns ns
Total 14,7901 14,655 -1% -2%
o/w France 10,496 10,369 -1% -1%
o/w international 4,2941 4,286 = -3%

1 Applying the same accounting policy as in 2010, excluding sales from Finagestion (€175 million in Holding company and other, -€36 million in Intra-Group elimination)

CONTRIBUTION OF BUSINESS AREAS TO EBITDA

(€ million) First-half %
2009 2010 change
Bouygues Construction 304 307 +1%
Bouygues Immobilier 132 91 -31%
Colas 286 142 -50%
TF1 90 123 +37%
Bouygues Telecom 702 734 +5%
Holding company and other (22)1 (19) ns
TOTAL 1,4921 1,378 -8%

1 Applying the same accounting policy as in 2010, excluding contribution from Finagestion (€43 million in 2009)

CONTRIBUTION OF BUSINESS AREAS TO OPERATING PROFIT

(€ million) First-half
2009 2010 %
change
Bouygues Construction 164 144 -12%
Bouygues Immobilier 104 109 +5%
Colas 75 (47) ns
TF1 38 104 x2.7
Bouygues Telecom 415 409 -1%
Holding company and other (24)1 (21) ns
TOTAL 7721 698 -10%

1 Applying the same accounting policy as in 2010, excluding contribution from Finagestion (€17 million in 2009)

CONTRIBUTION OF BUSINESS AREAS TO NET PROFIT ATTRIBUTABLE TO THE GROUP

%
2009 2010 change
-26%
-7%
57 (28) ns
21 32 +52%
240 237 -1%
182 216 +19%
(134) (70) ns
-3%
121
60
547
First-half
89
56
532

NET CASH BY BUSINESS AREA

(€ million) At end-June
2009 2010
Bouygues Construction 2,500 2,922 +€422m
Bouygues Immobilier (138) 58 +€196m
Colas (919) (952) -€33m
TF1 (820) (120) +€700m
Bouygues Telecom (681) (505) +€176m
Holding company and other (6,201) (5,608) +€593m
TOTAL (6,259) (4,205) +€2,054m

CONTRIBUTION OF BUSINESS AREAS TO CASH FLOW

(€ million) First-half
2009 2010 change
Bouygues Construction 242 245 +1%
Bouygues Immobilier 89 97 +9%
Colas 289 164 -43%
TF1 85 132 +55%
Bouygues Telecom 707 715 +1%
Holding company and other 781 104 ns
TOTAL 1,4901 1,457 -2%

1 Applying the same accounting policy as in 2010, excluding contribution from Finagestion (€26 million in 2009)

CONTRIBUTION OF BUSINESS AREAS TO NET CAPITAL EXPENDITURE

(€ million) First-half
2009 2010 change
Bouygues Construction 64 114 +78%
Bouygues Immobilier 2 1 -50%
Colas 136 135 -1%
TF1 45 21 -53%
Bouygues Telecom 285 227 -20%
Holding company and other 71 3 ns
TOTAL 5391 501 -7%

1 Applying the same accounting policy as in 2010, excluding contribution from Finagestion (€32 million in 2009)

Bouygues share ownership structure at 30 June 2010

SCDM est une société contrôlée par Martin et Olivier Bouygues.

Bouygues Construction

Bouygues Construction is a world leader in building, civil works and electrical contracting and maintenance. Combining the strength of a large group with the responsiveness of a network of firms, its range of know-how spans project financing, design, construction, operation and maintenance.

Key figures

H1 2009
(€ million) 2009 2010 Change
Sales
France
International
4,758
2,713
2,045
4,530
2,538
1,992
-5%
-6%
-3%
9,546
5,356
4,190
Operating profit 164 144 -12% 335
Net profit attributable to the Group 121 89 -26% 240

Half-year highlights

Bouygues Construction took orders worth €6,105 million, €1,666 million more than at end-June 2009, due in particular to the conclusion of five projects worth more than €300 million each. Orders in France rose €300 million to €2,880 million, while international orders rose €1,365 million to €3,225 million. The order intake at end-June included long-term orders (more than five years) for ETDE worth €568 million, compared with €115 million at end-June 2009.

The order book at end-June 2010 amounted to €13.9 billion, a record level. 16% higher than at end-December 2009, it represented 18.5 months of sales.

Sales fell 5% to €4,530 million in the first half of 2010, both in France (down 6% to €2,538 million) and on international markets (down 3% to €1,992 million). Like-for-like and at constant exchange rates, the fall was 6%.

Operating profit, at €144 million, represented 3.2% of sales, while net financial income amounted to €16 million, hit by continuing low rates of interest on the cash surplus. The net margin at end-June 2010 was 2.0%, compared with 2.5% at end-June 2009, giving a net profit of €89 million.

The cash position net of financial debt stood at €2,922 million, lower than at end-December 2009, due in particular to the payment of the dividend on 28 April 2010.

BUILDING AND CIVIL WORKS

The Building and Civil Works activity generated €3,780 million, including €2,045 million in France and €1,735 million on international markets.

France

Bouygues Bâtiment Ile-de-France, the leader on its market, recorded a 7% rise in sales to €997 million in the first half of 2010. Its social housing activity continued to thrive, rising by 10%. It is also involved in a number of major new construction and renovation projects such as the renovation of the First Tower in La Défense, which has High Environmental Quality (HQE©) certification, the rehabilitation of Jussieu University in Paris and the construction of a shopping centre in Parc du Millénaire, a new eco-neighbourhood in Aubervilliers.

The six regional subsidiaries of Bouygues Entreprises France Europe operate in both the building and civil works sectors in France. Their sales fell by 19% to €848 million at end-June 2010. They continue to be involved in the construction of public infrastructure for healthcare (Amiens-Picardie hospital, Orléans regional hospital), justice (a prison in Réau, near Lille), education and leisure.

For Bouygues Travaux Publics and DTP Terrassement, sales in France at end-June 2010 rose by 7% to €152 million and €43 million respectively, sustained by ongoing civil engineering work at the Flamanville EPR nuclear power plant.

Europe (except France)

Sales in Europe (except France) amounted to €806 million in the first half of 2010, 16% less than in the previous year.

Sales in the United Kingdom fell by 2% to €213 million. Bouygues UK, which is involved in PFI (Private Finance Initiative) and Design & Build projects in the London area, has continued to do well, sustained by a high level of activity on major projects in progress and orders taken in 2009. Warings, which operates in the south of England, benefits from a diversified portfolio of activities. Bouygues Travaux Publics is continuing to build a new tunnel under the Tyne at Newcastle in the framework of a concession agreement.

In Switzerland, year-on-year sales fell by 1% to €284 million at end-June 2010 despite the positive effect of exchange rates over the period. Losinger Construction is continuing to expand in the German-speaking part of the country through its subsidiary Marazzi.

In Spain, sales remained low at €52 million in a business climate that is still very challenging.

In Finland, Bouygues Travaux Publics is continuing civil engineering work on the Olkiluoto EPR nuclear power plant for Areva.

In Eastern Europe, sales by local subsidiaries in Poland and the Czech Republic continued to be hit by the effects of the crisis.

In Croatia, Bouygues Travaux Publics in partnership with DTP Terrassement is continuing work to widen the Istria motorway which it had previously built and which is operated by the Concessions division.

International (except Europe)

In Asia-Pacific (€526 million, up 27%), Bouygues Construction has strong local operations in Hong Kong, Singapore, Thailand and Turkmenistan. In the first half of 2010, Dragages Hong Kong took two major orders for the construction of the Kai Tak cruise terminal and a section of tunnel for the new high-speed rail link between Hong Kong and Canton. In South Korea, Bouygues Travaux Publics is continuing to build the port of Pusan under a concession agreement.

Bouygues Construction's sales in Africa fell by 7% to €246 million in the first half of 2010. In South Africa, in June 2010, just in time for the kick-off of the football World Cup, Bouygues Travaux Publics delivered the Johannesburg International Airport to Sandton section of the 80-km Gautrain railway line that on completion will link the airport with Johannesburg and Pretoria. BBGE is involved in building, roadworks and civil engineering projects in Equatorial Guinea, while in Morocco Bouygues Construction is about to start work on Tanger Med 2, the second container port in Tangiers. In Egypt, Bouygues Travaux Publics is continuing work on Line 3 of the Cairo metro.

In the Middle East, sales fell by 37% to €53 million. In partnership with two local firms, Bouygues Bâtiment International has started work on the Barwa Financial District in Doha (Qatar), a vast 700,000-sq.-metre real estate complex. In Abu Dhabi, VSL is building the first stay-cable bridge in the United Arab Emirates, linking Hodariyat Island to Abu Dhabi

In the Americas/Caribbean zone (€104 million, up 10%) business is growing rapidly. In Cuba, in the first half of 2010 Bouygues Bâtiment International signed a contract for a major tourist complex around a marina at Varadero. In Canada, after Surrey Hospital, Bouygues Bâtiment International took an order under a PPP4 contract to build headquarters for the Royal Canadian Mounted Police. ETDE's local subsidiary has a 25-year contract to operate the building and provide maintenance. In the United States, Bouygues Travaux Publics has started to build a tunnel for the port of Miami under a 35-year PPP contract.

ELECTRICAL CONTRACTING AND MAINTENANCE

ETDE contributed €750 million to Bouygues Construction's consolidated sales, 4% less than in the first half of 2009.

Sales in France amounted to €493 million, compared with €549 million at end-June 2009. Utility networks activity was hit by frequent bad weather in the first half of the year. ETDE, in partnership with the group's construction subsidiaries, took orders for several PPP projects, including a medical teaching and research unit for the University of Versailles – St. Quentin en Yvelines and a centre for the University of Paris IV Sorbonne at Clignancourt, north of Paris. Its Exprimm subsidiary will provide maintenance.

International sales at end-June 2010 rose 9% to €257 million, boosted in particular by the rise in the exchange rate of the Swiss franc and pound sterling against the euro. ETDE operates through local subsidiaries that are well-established on their markets in Europe (mainly the UK and Switzerland) and Africa. It is also involved in some major projects, like the construction and renovation for an international oil company of 500 km of power lines and electric substations in the Congo.

Outlook for 2010

In a business climate still affected by the crisis, Bouygues Construction is sticking to its 2010 sales forecast of €9,100 million and can count on:

  • secured sales at end-June for FY 2010 of €8.7 billion, covering 96% of forecast sales and giving a reassuring degree of visibility for the year,
  • a long-term order book (beyond five years) of €1.6 billion at 30 June 2010,
  • a robust financial structure with a net cash position of €2.9 billion,
  • an international strategy offering opportunities in countries in different parts of the world, including Qatar, Morocco, Hong Kong and Canada.

_________________ 4 Public-private partnership

2010 sales target

(€ million) 2009 2010 target Change
Sales 9,546 9,100 -5%
France 5,356 5,100 -5%
International 4,190 4,000 -5%

Bouygues Immobilier

France's leading property developer in 2009, with 33 branches around the country and four subsidiaries elsewhere in Europe, Bouygues Immobilier develops residential, commercial and retail park projects.

Key figures

H1
(€ million) 2009 2010 Change 2009
Sales 1,433 1,313 -8% 2,989
Residential 936 981 +5% 2,084
Commercial 497 332 -33% 905
Current operating profit 104 109 +5% 203
Current operating margin 7.3% 8.3% +1 pt 6.8%
Net profit attributable to the Group 60 56 -7% 110
Net cash at end of period(1) -138 58 + €196m 146

(1) Net cash minus current and non-current financial debt and corresponding financial instruments.

Half-year highlights

Context

Business activity in the first half of 2010 reflected the same trend as in 2009. Government stimulus measures continued to support the residential property market, including a doubling of zerointerest loans and other measures to help first-time buyers, as well as tax incentives for investors in buy-to-rent properties. The housing market also benefited from a further fall in interest rates to historically low levels. However, the commercial property market remained sluggish.

In this context, Bouygues Immobilier recorded a 39% increase by value in residential property reservations.

Commercial property orders remained low.

Sales in the first half of the year amounted to €1,313 million, 8% down on the same period in 2009. The fall, announced at the beginning of the year, reflects the lower level of reservations in 2008 and the completion of a number of major commercial property projects.

The operating margin increased to 8.3% from 6.8% in 2009.

Commercial performance

Reservations

H1 2009
2009 2010 Change
Residential
Number 5,227 7,320 +40% 11,230
Amount (€m) 844 1,175 +39% 1,803
Commercial
Surface area (sq. m.) 39,000 28,000 -28% 56,000
Amount (€m) 99 68 -31% 152

Residential property

Bouygues Immobilier took reservations worth €1,175 million for 7,320 housing units in the first half of 2010, 40% more in number than in the first half of 2009. Commercial launches were highly successful, especially in the two eco-neighbourhoods of Ginko in Bordeaux and Fort d'Issy in Issyles-Moulineaux, near Paris.

Another highlight of the period was the introduction of the BBC-Effinergie energy-efficiency labelling scheme for all new residential programmes, two-and-a-half years before it becomes compulsory.

Bouygues Immobilier increased its sales to both investors and owner-occupiers. The number of first-time buyers rose as a combination of government incentives, low interest rates and competitively priced products adapted to demand enabled low-income households to get onto the housing ladder.

Commercial property

In a market that remains very difficult, commercial property reservations in the first half of 2010 amounted to €68 million. The shopping centre at Guimarães in Portugal was sold.

Order book

(€ million) End-December
2009
End-June
2010
Order book 2,178 2,156
Residential 1,747 2,026
Commercial 431 130

Bouygues Immobilier's order book is worth €2,156 million, including €2,026 in the residential segment representing 11 months of sales.

Outlook and strategy

In the second half of 2010, Bouygues Immobilier expects the residential property market to remain stable compared with 2009. Activity in the commercial property segment will remain slow, in a market that has shrunk considerably.

Under the circumstances, Bouygues Immobilier intends to continue its strategy of gaining market share in the residential property segment, backed by application of the BBC-Effinergie label for all its programmes, and continuing to expand sales to first-time buyers.

In the commercial property segment, Bouygues Immobilier will concentrate on delivering a number of major projects currently in progress and continuing its strategy of controlling risk by developing projects for clearly identified operators.

Bouygues Immobilier will also continue to pursue the objective of preserving a solid financial structure and keeping debt under control.

2010 sales target

(€ million) 2009 2010
target
Change
Sales 2,989 2,300 -23%
Residential 2,084 1,800 -14%
Commercial 905 500 -45%

Colas

With an international network of 1,400 profit centres in over 40 countries, Colas is a leading player in the roadbuilding and maintenance sectors. Operating in all transport infrastructure markets, the firm offers complementary services including the manufacture and installation of safety and signalling equipment, civil engineering, pipeline and pipe laying, the manufacture and installation of waterproofing membranes, building, and the construction and maintenance of railway infrastructure. Colas also operates infrastructure concessions, especially for motorways.

Key figures

H1
(€ million) 2009 2010 Change 2009
Sales 5,116 5,002 -2.2% 11,581
France 3,146 3,060 -2.7% 6,751
International 1,970 1,942 -1.4% 4,830
Operating profit/(loss) 75 (47) -122 541
Net profit/(loss) attributable to the Group 58 (29) -87 387
Contribution to Bouygues' consolidated
net profit
57 -28 -85 374

Consolidated sales at 30 June 2010 amounted to €5.0 billion compared with €5.1 billion at end-June 2009, a fall of 2.2% (3.3% like-for-like and at comparable exchange rates). Although the lag at the end of the first quarter of the year, linked to harsh winter conditions, was almost entirely made up in the second quarter, considerable variations in the level of activity remain in different parts of the world.

The division made an operating loss of €47 million at 30 June 2010, compared with an operating profit of €75 million at 30 June 2009, and a net loss attributable to the Group of €29 million compared with a profit of €58 million at 30 June 2009, a fall of €87 million. Net debt amounted to €952 million compared with €919 million at the same time in the previous period.

Half-year highlights

  • Acquisition of SRD, a bitumen plant in Dunkirk, on 30 June 2010.
  • End of stimulus plan measures for transport infrastructure, except in North America.
  • An operating loss, reflecting:
  • adverse weather conditions in the first quarter,
  • expected competitive pressure, especially in France,
  • further deterioration of the economic situation in central Europe,
  • a lack of major projects with the cancellation of contracts for the Tram-Train on Reunion Island and the D1 motorway in Slovakia and reduced activity in Madagascar, paralysed by a political crisis.
  • Continuation of a strategy to adapt resources to the workload at each subsidiary, control costs and limit capital spending.

France

Sales in France at end-June 2010 amounted to €3.1 billion, 2.7% lower than at end-June 2009.

Sales in mainland France in the first half of the year amounted to €2.9 billion, close to the level at the end of June 2009 (-1.5%).

  • Sales by roads subsidiaries were slightly lower than at end-June 2009 (-1.6%). The lag in the first quarter caused by harsh winter conditions was mostly made up in a context where sluggish private investment was offset by local authority spending, especially on public transport and urban redevelopment projects, despite the ending of support measures under the 2009 stimulus plan. Disparities are emerging between regions, and between urban and rural areas. Worries about the future more than the reduction in the volume of work since mid-2009 have caused prices to fall, slashing margins.
  • Sales at all non-road subsidiaries were close to the level at end-June 2009 (-1.2%), sustained by the railway and pipeline businesses in particular.

In French overseas departments, demand for civil engineering work continued to decline in the Antilles and Reunion Island, where the shelving of the Tram-Train project exacerbated the trend. Against this background, sales by works and materials production subsidiaries fell by 20%.

International

International sales amounted to €1.9 billion at 30 June 2010, down 1.4% on 30 June 2009 (-4.2% like-for-like and at constant exchange rates). Trends differed from one region to another.

Sales in North America amounted to €675 million, 4.6% up on end-June 2009 (-2.6% likefor-like and at constant exchange rates). In the United States, the first-quarter lag due to adverse weather was not entirely made up. The market continues to be sustained by the federal infrastructure support plan, which began last year and became fully effective in 2010. In Canada, despite a wet spring, sales increased in Quebec and in the west of the country, driven by an upturn in Alberta. The order book confirms the bright outlook for the year as a whole.

Sales in Europe (excluding France) amounted to €812 million, a fall of 5.1% (-7.7% at comparable exchange rates). Sales by subsidiaries in northern Europe held up well, increasing by 28%, but the recession in central Europe was even worse than in 2009, especially in Croatia, Romania and Slovakia, where the government has finally decided to cancel the PPP contract for the D1 motorway after 12 months of successive postponements. Sales in central Europe as a whole fell by 33% in comparison with the first half of 2009, which included work on the major M6 motorway project in Hungary, completed in December 2009.

In Morocco, subsidiaries reported a 3% drop in sales following the completion of some major non-recurring contracts but activity remained at a high level.

In the Indian Ocean, satisfactory progress in traditional business in Mauritius and South Africa was not sufficient to offset the expected contraction in Madagascar. Sales in the region fell by 4%.

In Asia, sales rose by 9%, benefiting from an upturn in all the countries where Colas operates.

Production of materials

A significant proportion of Colas' activity, both in France and elsewhere, consists in the production of construction materials, especially aggregates. Sales of materials fell due to lower demand from both within and outside the group. 47.5 million tonnes of aggregates (-4%), 17.4 million tonnes of asphalt mixes (-5%) and 743,000 tonnes of binders and emulsions (+1%) were produced in the six months to 30 June 2010.

Outlook

The order book at end-June 20109 amounted to €7.2 billion, the same level as at end-June 2009. Orders in mainland France amounted to €3.6 billion, 4% higher than at end-June 2009. Orders in French overseas departments and on international markets also amounted to €3.6 billion, a fall of 4%. The level of orders does not show any significant decline in activity despite few signs of recovery in the global economy, except in Asia.

Activity in mainland France could fall slightly.

Markets in French overseas departments are contracting in the absence of any development projects.

In North America, the recovery in the United States is slow but the infrastructure component of the stimulus plan introduced in 2009 has sustained subsidiaries' activity as expected. The market in Canada remains buoyant. As a result, North American subsidiaries should have another good year, comparable to 2009.

Business in northern Europe is likely to pick up slightly, mainly due to secure long-term contracts in the UK and the need to maintain and upgrade infrastructure in Switzerland after years of restrictions.

In central Europe, the deep and probably long recession will cause a further decline in sales, making it essential to restructure subsidiaries there in order to adjust to much lower levels of activity.

In the Indian Ocean, after a spurt of growth, sales will again be dependent on recurring business.

In Asia, there are bright prospects for growth in the production and sale of roadmaking materials.

Although visibility is reduced, the 2010 sales forecast of €11.5 billion set in February has been maintained. A policy of targeted acquisitions will be continued. After the steps taken in 2009, a tougher action plan is being introduced, especially in central Europe and France. These adjustment measures could prefigure a return to profitability in 2011.

2010 sales target

(€ million) 2009 2010 target Change
Sales 11,581 11,500 -1%
France 6,751 6,800 +1%
International 4,830 4,700 -3%

TF1

The TF1 group's mission is to inform and entertain. While continuing to strengthen its position in its core television business with free and pay channels, it has diversified into the internet, audiovisual rights, production, licences and games.

Key figures

H1
(€ million) 2009 2010 Change 2009
Sales
TF1 channel advertising
Other activities
1,130.1
686.5
443.6
1,284.6
764.6
520.0
+13.7%
+11.4%
+17.2%
2,365
1,429
936
Operating profit 37.5 104.4 x 2.7 101
Net profit attributable to the Group 49.1 73.9 +50.5% 115
Contribution to Bouygues'
consolidated net profit
21 32 +52% 49

The TF1 group's consolidated sales in the first half of 2010 amounted to €1,285 million, 13.7% higher than at 30 June 2009.

This growth in consolidated sales was due partly to a 17.2% rise in revenue from diversification activities, including the sale of World Cup broadcasting rights for €33 million (stripping out that item, diversification revenue rose by 9.8%), and partly to an 11.4% increase in revenue from advertising on TF1.

Operating profit in the first half of 2010 amounted to €104 million, an increase of €66 million on the first half of 2009. The operating margin increased to 8.1%, from 3.3% in the first half of 2009 and 4.3% for 2009 as a whole.

Half-year highlights

Having obtained the necessary clearances from all the relevant authorities, on 11 June 2010 the AB Group and TF1 finalised the acquisition of TF1's additional stake in TMC and NT1.

On 7 July 2010, Standard & Poor's upgraded TF1's outlook from "stable" to "positive", confirming its BBB / A-2 credit rating.

1. French broadcasting

TF1 core channel

In the first half of the year, the TF1 core channel retained its unique position as the leading TV channel in France and Europe with an audience share of 24.8% among individuals aged four years and over and 28.2% among women under 50 who are purchasing decisionmakers.5

TF1 was the only established TV channel to increase its prime-time audience ratings in the first half of 2010, attracting an average of 6.6 million viewers (up 200,000 year-on-year) and achieving 49 of the top 50 audience ratings5-6.

BOUYGUES/Half‐year review 2010 Half‐year review of operations Ϯϭ

______________________ 5 Source: Médiamétrie (January-June 2010).

6 Market leadership in TF1 prime-time slots

The 2010 FIFA World Cup was a great success. 15.2 million viewers watched the game between France and Mexico on 17 June 2010, the highest audience since the start of the year.

Net advertising revenue from the TF1 core channel rose by 11% to €765 million in the first half of 2010. Advertisers in almost all sectors upped their advertising spend on TF1, which remains France's leading mass media outlet (it reaches 33 million people a day in France5 ), a particularly valuable position in an increasingly fragmented media landscape.

Other activities

Téléshopping returned to growth in the first half of 2010, increasing its contribution to sales by 7% following the conclusion of new broadcasting contracts and the success of Place des Tendances, an online fashion shopping website.

Theme channel sales rose by 11%, boosted by increased advertising revenue at TMC, which attracted 3.2% of the audience of individuals aged four years and over in June 2010. A general-interest channel and France's leading DTT broadcaster, it is now the sixth mostwatched national TV channel.5

TF1 Entreprises achieved sales of €16 million, 15% higher than in the first half of 2009, and an operating profit of €0.3 million compared with an operating loss of €2 million at the same time in the previous year. Music sales were particularly strong.

The TF1 group remains the leading television media group on the internet, with 17.6 million unique visitors at end-May 2010. e-TF1 reported sales of €37.3 million in the first half of 2010, €0.4 million more than at end-June 2009. Despite a new tax on interactive services, costing €1.1 million, e-TF1 broke even in the first half of 2010.

2. Audiovisual rights

Sales of audiovisual rights fell by €9 million compared with the first half of 2009.

The success of cinema releases by TF1 Droits Audiovisuels in the first half of 2010 was not enough to offset the fact that there were fewer releases than in the first half of 2009.

In a context of structural price pressures, sales by TF1 Vidéo declined due to a limited lineup and a tough comparative as a result of successful releases in 2009.

The impact of lower sales was cushioned by cost reductions, limiting the operating loss to €6 million compared with €15 million at 30 June 2009.

3. International broadcasting

Eurosport International achieved a 23% increase in sales to €181 million. Subscription revenue rose by 19% as a result of several factors, including expansion into new regions, especially South-East Asia and Australia, a new strategy based on the development of complementary channels, and technological innovations like HD. Tight cost controls enabled Eurosport International to generate an operating profit of €27 million.

SPS launched its online gaming and betting operations in France under the EurosportBET and EurosportPoker brands in June 2010.

5 Source: Médiamétrie (January-June 2010).

SPS launched its online gaming and betting operations in France under the EurosportBET and EurosportPoker brands in June 2010.

Outlook

After a dynamic first half in terms of both advertising and diversification revenue, and with the consolidation of TMC and NT1 from 1 July 2010, TF1 is revising its full-year sales target upward to €2,530 million, 7% more than the 2009 figure of €2,365 million.

The strategy defined a little over two years ago has been implemented, as demonstrated by the takeover of TMC and NT1 on 11 June, the success of the 2010 FIFA World Cup across all the group's media channels, the conclusion of partnerships to protect some of the group's businesses (film production, online gaming and betting), the distribution of TF1 content by telecom operators and ongoing adaptation of the business model, as illustrated by results in the first half of the year.

The medium-term objective of raising profitability to the average achieved by leading European TV channels remains in place, though changes in economic conditions in the entire sector between 2008 and 2010 mean that the EBITDA / sales ratio of 20% set in 2008 is no longer realistic.

The strategy should have the added benefits of stabilising programming costs and giving a more balanced revenue mix between the TF1 core channel and the group's other businesses.

Bouygues Telecom

Bouygues Telecom is France's third mobile and fixed phone, TV and internet operator.

Key figures

H1
(€ million) 2009 2010 Change 2009
Sales 2,625 2,732 4% 5,368
Sales from network 2,407 2,506 4% 4,863
EBITDA 702 734 5% 1,344
EBITDA / sales from network 29.2% 29.3% +0.1pt 27.6%
Operating profit 415 409 -1% 730
Operating margin 15.8% 15.0% -0.8 pt 13.6%
Net profit attributable to the Group 268 264 -1% 471
Contribution to Bouygues'
consolidated net profit
240 237 -1% 422

The strong growth recorded in 2009 continued in the first half of 2010. Overall sales rose by 4% to €2,732 million. Stripping out the effect of cuts in termination rates, organic growth in sales from network would have been 13%.

EBITDA increased by 5% due to a good commercial performance and controlled operating costs.

The operating margin fell slightly because of the rise in depreciation expenses following development of the fixed line business and substantial investment in the mobile phone business in previous years with the accelerated rollout of 3G HSPA coverage.

For information, Bbox router costs are capitalised, as are service access expenses paid to France Telecom. They are depreciated over three years.

The number of contract customers rose to 351,000 in the first half of 2010, representing 24% of net market growth. Bouygues Telecom achieved its best ever second-quarter performance on call plan sales. The company had 10,514,000 mobile phone customers at 30 June 2010 and, in the fixed line segment, 525,000 activated Bbox routers, confirming Bouygues Telecom's success on the ADSL market.

Half-year highlights

Consumer commercial policy

Bouygues Telecom continued to roll out its marketing innovation strategy, with three new milestones:

  • on 25 May, the launch of ideo 24/24, the first quadruple play offer with unlimited mobile calls to all operators, 24/7;
  • a new range of 3G USB keys with both unlimited mobile internet plans and prepaid services;
  • money-saving versions of the Classic and Evasio call plans, offering a lower rate to customers who choose a package without a handset.

Handsets:

  • Bouygues Telecom is continuing to expand its range of Android handsets, offering a choice of nine models at 30 June 2010;
  • the iPhone 4 has gone on sale.

Bouygues Telecom's businesses and SMEs activity is continuing to grow rapidly. Sales were 21% higher than in the first half of 2009, driven by the success of the Neo range, extended on 15 March with new unlimited offerings (Neo Pro 24/24 and Neo Entreprises 24/7) at even more advantageous rates.

Customer relations continue to be a priority for Bouygues Telecom, which for the fourth year running came top of the TNS - Sofres BearingPoint customer relations league table for the mobile phone sector.

Networks

Bouygues Telecom's 3G HSPA network covered over 82% of the French population at end-June 2010 (under the terms of its licence it must cover 75% of the population by the end of 2010). It covers all the major towns and cities in France and a majority of towns with over 5,000 inhabitants.

Under the aegis of ARCEP, the telecommunications regulator, on 11 February Orange, SFR and Bouygues Telecom concluded a framework agreement on sharing 3G HSPA mobile phone network installations, which means that the whole of France will be covered by the end of 2013. In accordance with the Modernisation of the Economy Act of 4 August 2008, the agreement will facilitate and accelerate the rollout of 3G HSPA coverage in about 3,600 municipalities.

As there is no need for additional capacity, Bouygues Telecom decided not to submit a bid for the residual mobile phone frequencies to be awarded in the 2.1 GHz band.

Regulatory context

On 1 February 2010, the SMS termination rate was cut by 38% to €0.217. After the 29% cut in the voice termination rate on 1 July 2009, a further 43% cut will be made on 1 July 2010.

Radiofrequencies and health

The Interphone report (an international study on the effects of radio waves on health and the risk of glioma), published in May 2010, concluded that the data examined did not show an increased health risk linked to intensive mobile phone use but that more work on the subject needed to be done.

Financial structure

H1
(€ million) 2009 2010 Change
Shareholders' equity 2,164 2,231 +3%
Net debt 681 505 -26%
Net gearing 31% 23% -8 pts
Cash flow 707 715 +1%
-
Cost of net debt
-5 -5 =
-
Income tax
-141 -138 -2%
-
Net capital expenditure
-285 -227 -20%
Free cash flow 276 345 25%

Free cash flow rose by €67 million due to:

  • lower capital expenditure in comparison with the first half of 2009, a period marked by accelerated investment in 3G,
  • a slight increase in cash flow despite the effect of new taxes (UMTS fee, audiovisual tax), thanks to robust organic growth.

A €405 million dividend was paid in May 2010.

Outlook

The 43.3% cut in voice call termination rates from 1 July 2010 will reduce incoming interconnection revenue by an equivalent amount.

However, strong organic growth means that sales are likely to rise by 2% over the year as a whole.

The cut in the voice and SMS termination rate differential will have a negative impact on EBITDA over the rest of 2010. The effect over the year as whole is estimated at around €100 million on EBITDA and €450 million on sales.

Bouygues Telecom will launch a Very High Speed fixed-line service in the second half of 2010, giving access to 3.3 million connection points at speeds of up to 100 Mbps.

2010 sales target

(€ million) 2009 2010 target Change
Total sales 5,368 5,450 +2%
Sales from network 4,863 4,960 +2%

Alstom

Alstom, in which Bouygues has a 30.8% stake, is the world leader in turnkey power plants, equipment and services for the production of electricity and air quality control systems. Alstom has solutions for all energy sources (coal, gas, nuclear, fuel-oil, hydropower, wind) and is a leader in innovative technologies for the protection of the environment (reduction of CO2 emissions, elimination of pollutant emissions). It is providing the conventional island for the future Flamanville nuclear power plant in France, equipped with a new-generation reactor. The Group is also developing CO2 capture processes and has integrated the technology in pilot plants in Germany and the USA.

Alstom completed a decisive stage in its development with the acquisition of Areva T&D's transmission business on 7 June 2010, creating a new sector, Alstom Grid, to supplement its existing power generation and rail transport divisions, Alstom Power and Alstom Transport. Priced at €2.3 billion, the acquisition has given a new dimension to the Alstom group which, with its three business areas, has sales of over €23 billion and employs more than 96,000 people in over 70 countries around the world.

Excellent operating results in a challenging commercial environment

Alstom published its financial statements for the year ended 31 March 2010 on 4 May 2010. During FY 2009/10, driven by the quality of its order book, Alstom recorded sales of €19.7 billion and an operating profit of €1.8 billion, up 5% and 16% respectively on the previous year. The operating margin reached 9.1% and net profit rose 10% to €1.2 billion.

Alstom's business in 2009/10 was hit by the global economic slowdown as the recession caused a sharp drop in orders: from a particularly high level in the previous year, they fell by 39% to €14.9 billion.

The order book stood at €42.6 billion at 31 March 2010, equivalent to 26 months of sales.

On the operational front, Alstom continued to focus on smooth project management and strict cost controls, enabling it to improve both its sales and its operating margin, a remarkable achievement in difficult conditions.

A high-quality order book enabled Alstom to generate a high level of sales and operating profit. Sales rose by 5% on a current and organic basis to €19.7 billion. Operating profit increased 16% to €1,779 million and the operating margin rose from 8.2% to 9.1%. This performance was driven mainly by the quality of the group's orders and the care taken in project execution.

Specific measures were also taken to cut costs and ensure the flexibility of the industrial base.

In FY 2009/10, net profit attributable to the Group rose 10% to €1,217 million. Free cash flow fell to €185 million but remained positive, since the operational performance more than offset the deterioration of the working capital requirement linked to the low level of orders received.

At the Annual General Meeting on 22 June 2010, Alstom's shareholders approved the payment of a dividend of €1.24 per share, an 11% increase on the previous year.

Recent events

Alstom published its sales figures for the first quarter of FY 2010/11 (1 April to 30 June 2010) on 20 July 2010. At €4.7 billion, sales were slightly lower than in the same period of the previous year. Orders, at €3.1 billion, were impacted by a lack of large projects.

Alstom Power took orders worth €2.0 billion during the first quarter. The lack of large projects was partly offset by the resilience of small and medium-sized contracts, particularly in service and retrofit. Alstom Transport took orders worth €1.1 billion, including a major commercial success in Russia.

Sales grew by 9% in Transport but fell by 6% in Power in comparison with the first quarter of 2009/10 as a result of the decline in orders over the year.

The order book remained stable at €42 billion at 30 June 2010, benefiting from a €3.1 billion currency effect. It represents 27 months of sales.

Outlook

The Power division will concentrate on expanding in high-growth areas, retaining its lead in clean power and leveraging opportunities in the installed base. The Transport division aims to strengthen its positioning in mature markets while targeting emerging markets with suitable solutions. As well as integrating its new transmission activity into the Group, Alstom is seeking to boost its growth through selective acquisitions.

Alstom's operational priorities are geared towards leveraging its competitive advantages to win profitable orders as well as adapting to the workload while maintaining flexibility. It is also continuing to focus on quality, project execution and strict cost control.

In the current context, Alstom expects its operating margin to run at between 7 and 8% over the next two years, assuming the smooth execution of projects and a gradual upturn in demand.

II – MAIN RISKS AND UNCERTAINTIES IN H2 2010

This report contains forward-looking statements. Those statements, which express targets based on current assessments and estimates, are subject to the risks and uncertainties described below.

The main risks and uncertainties that the group could face in the second half of 2010 are similar to those described in the 2009 Registration Document (pages 106-119).

III – RELATED-PARTY TRANSACTIONS

No related-party transactions liable to materially affect Bouygues' financial situation or results were concluded in the first half of 2010. Likewise, no change to related-party transactions liable to materially affect Bouygues' financial situation or results occurred during that period. Under the terms of agreements approved by the Board of Directors and the Shareholders' Meeting, Bouygues provided services to its sub-groups, mainly in the areas of management, human resources, information systems and finance.

More detailed information about related-party transactions is given in Note 16 of the notes to the condensed consolidated first-half financial statements.

IV – RECENT EVENTS

A number of significant events occurred in July and August 2010.

Bouygues Construction has been chosen to reconfigure the Stade Vélodrome sports stadium in Marseille, a PPP project worth more than €300 million (Group share). In August, Bouygues Construction concluded a contract for the Singapore Sports Hub worth €770 million.

Alstom has won contracts worth around €450 million to build two units for a power plant in India and has signed a Memorandum of Understanding with the Iraqi government to develop electricity production capacity in Iraq.

CONDENSED CONSOLIDATED FIRST-HALF FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEET AT 30 JUNE 2010 € million

ASSETS 30/06/10 31/12/09 30/06/09
Net Net Net
Property, plant and equipment 5,945 5,927 6,008
Intangible assets
(1)
988 988 1,015
Goodwill 5,197 5,156 5,159
Investments in associates (2) 5,234 4,957 4,801
Other non-current financial assets
Deferred tax assets and non-current tax receivable
773
273
399
273
452
239
NON-CURRENT ASSETS 18,410 17,700 17,674
Inventories, programmes and broadcasting rights 2,686 2,680 2,986
Advances and down-payments on orders 430 400 472
Trade receivables 7,173 6,132 7,814
Tax asset (receivable) 82 71 107
Other current receivables and prepaid expenses 2,231 2,017 2,276
Cash and equivalents 4,144 4,713 2,006
Financial instruments (3) 19 21 27
Other current financial assets 44 201 931
CURRENT ASSETS 16,809 16,235 16,619
TOTAL ASSETS 35,219 33,935 34,293
LIABILITIES AND SHAREHOLDERS' EQUITY 30/06/10 31/12/09 30/06/09
Shareholders' equity
- Share capital 356 354 344
- Share premium and reserves
- Share premium and
7 785
7,785
6 919
6,919
6 672
6,672
- Translation reserve 62 (56) (67)
- Treasury shares (45) (13)
- Consolidated net profit for the period 532 1,319 547
Shareholders' equity attributable to the Group
Minority interests
8,690
1,163
8,536
1,190
7,483
1,159
SHAREHOLDERS' EQUITY 9,853 9,726 8,642
Non-current debt 6,295 6,434 7,171
Non-current provisions 1,816 1,727 1,723
Deferred tax liabilities and non-current tax liabilities 92 89 88
NON-CURRENT LIABILITIES 8,203 8,250 8,982
Advances and down-payments received 1,415 1,276 1,243
Current debt 1,538 726 509
Current taxes payable 118 132 98
Trade payables 6,479 6,479 7,008
Current provisions 873 831 643
Other current liabilities 6,156 6,219 6,527
Overdrafts and short-term bank borrowings 504 258 578
Financial instruments (3) 31 20 34
Other current financial liabilities 49 18 29
CURRENT LIABILITIES 17,163 15,959 16,669
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 35,219 33,935 34,293
NET DEBT (4,205) (2,704) (6,259)

(1) Goodwill of consolidated entities

(2) Associates (including goodwill on associates)

(3) Hedging of financial liabilities at fair value

CONSOLIDATED INCOME STATEMENT € million

First-half
2010
2009 Second-quarter
2010
2009 Full-year
2009
SALES (1) 14,655 14,790 8,212 8,211 31,353
Other revenues from operations 76 72 47 27 139
Purchases used in production (6,313) (6,480) (3,610) (3,596) (13,784)
Personnel costs (3,274) (3,270) (1,706) (1,678) (6,474)
External charges (3,371) (3,337) (1,801) (1,730) (6,897)
Taxes other than income tax (303) (349) (147) (173) (706)
Net depreciation and amortisation expense (653) (631) (348) (336) (1,361)
Net charges to provisions and impairment losses (185) (193) (121) (132) (657)
Changes in production and property development inventories (166) (90) (111) (101) (286)
Other income from operations (2) 576 564 296 256 1,119
Other expenses on operations (344) (304) (175) (141) (591)
CURRENT OPERATING PROFIT 698 772 536 607 1,855
Other operating income 0 0 0 0 0
Other operating expenses
Other operating
0 0 0 0 0
OPERATING PROFIT 698 772 536 607 1,855
Financial income 34 50 21 22 81
Financial expenses (196) (220) (101) (107) (425)
COST OF NET DEBT (162) (170) (80) (85) (344)
Other financial income 92 45 30 24 117
Other financial expenses (56) (42) (27) (20) (92)
Income tax expense (204) (203) (180) (192) (487)
Share of profits and losses of associates 237 206 116 100 393
NET PROFIT FROM CONTINUING OPERATIONS 605 608 395 434 1,442
Net profit from discontinued and held-for-sale operations (3) 0 11 0 6 14
NET PROFIT 605 619 395 440 1,456
Net profit attributable to the Group 532 547 351 388 1,319
Net profit attributable to minority interests 73 72 44 52 137
BASIC EARNINGS PER SHARE FROM CONTINUING OPERATIONS (in €) 1.50 1.58 0.99 1.12 3.78
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS (in €) 1.49 1.58 0.98 1.12 3.77
(1) Of which sales generated abroad
(2) Of which reversals of provisions and impairment no longer required/other items
(3) 2009: net gain on disposal of Finagestion
4,286
158
4,294
104
2,545
61
2,498
57
9,675
257

STATEMENT OF RECOGNISED INCOME AND EXPENSE € million

First-half
2010
2009 Full-year
2009
Net profit for the period 605 619 1,456
Change in cumulative translation adjustment of controlled entities 92 (2) 6
Remeasurement of derivative instruments used for hedging purposes (11) (18) (23)
Remeasurement of available-for-sale financial assets (1) (11) 7
Actuarial gains/(losses) on employee benefits (amendment to IAS 19) (15) 41
Share of income and expense recognised directly in equity by associates (1) 47 (79) (100)
Net tax effect of items recognised directly in equity 7 8 24
Income and expense recognised directly in equity 119 (102) (45)
Total recognised income and expense 724 517 1,411
Attributable to the Group 640 445 1,272
Attributable to minority interests 84 72 139

(1) Relates primarily to Alstom (accounted for by the equity method)

CHANGES IN CONSOLIDATED SHAREHOLDERS' EQUITY - SIX MONTHS ENDED 30 JUNE 2010 € million

Share Reserves Consolidated Translation Treasury Items
capital & related to reserves and reserve shares recognised TOTAL
ATTRIBUTABLE TO THE GROUP share capital/ retained profit for the directly in ATTRIBUTABLE Minority
interests
TOTAL
premium earnings period equity TO THE GROUP
POSITION AT 1 JANUARY 2009 2,204 1,485 4,004 (54) (3) (82) 7,554 1,211 8,765
MOVEMENTS IN THE FIRST HALF OF 2009
Capital and reserves transactions, net 29 337 (332) 34 3 37
Acquisitions of treasury shares (10) (8) (18) (18)
Dividend paid (545) (545) (130) (675)
Other transactions with shareholders 13 13 13
Net profit for the period 547 547 72 619
Other recognised income and expense (13) (89) (102) (102)
Total recognised income and expense 0 0 547 (13) 0 (89) 445 72 517
Changes in scope of consolidation 0 3 3
POSITION AT 30 JUNE 2009 2,233 1,822 3,687 (67) (13) (179) 7,483 1,159 8,642
MOVEMENTS IN THE SECOND HALF OF 2009
Capital and reserves transactions, net 190 1 5 33 229 229
Acquisitions of treasury shares (20) (4) (24) (24)
Dividend paid 0 4 4
Other transactions with shareholders 21 21 1 22
Net profit for the period 772 772 65 837
Other recognised income and expense 11 44 55 2 57
Total recognised income and expense 0 0 772 11 0 44 827 67 894
Changes in scope of consolidation 0 (41) (41)
POSITION AT 31 DECEMBER 2009 2,423 1,823 4,485 (56) 0 (139) 8,536 1,190 9,726
MOVEMENTS IN THE FIRST HALF OF 2010
Capital and reserves transactions, net 27 451 (451) 27 27
Acquisitions/disposals of treasury shares (45) 83 38 38
Acquisitions/disposals without loss of control 1 1 1
Dividend paid (566) (566) (108) (674)
Other transactions with shareholders 1 (1) 14 14 1 15
Net profit for the period 532 532 73 605
Other recognised income and expense 118 (a) (10) 108 11 119
Total recognised income and expense 0 0 532 118 0 (10) 640 84 724
Changes in scope of consolidation 0 (4) (4)
POSITION AT 30 JUNE 2010 2,451 2,273 4,014 62 (45) (65) 8,690 1,163 9,853

See the statement of recognised income and expense:

H1 2010 H1 2009 FY 2009
Attributable to the Group 108 (102) (47)
Attributable to minority interests 11 0 2
119 (102) (45)
(a) Translation reserve Attributable to:
Group Minority
interests
Total
Controlled entities 84 8 92
Associates 34 34
118 8 126

CONSOLIDATED CASH FLOW STATEMENT € million I - CASH FLOW FROM CONTINUING OPERATIONS A - NET CASH GENERATED BY/(USED IN) OPERATING ACTIVITIES Cash flow: Net profit from continuing operations 605 608 1,442 Share of profits effectively reverting to associates (110) (98) (255) Elimination of dividends (non-consolidated companies) (4) (3) (8) Charges to/(write-backs of) depreciation, amortisation, impairment & non-current provisions 657 684 1,508 Gains and losses on asset disposals (56) (58) (63) Miscellaneous non-cash charges (1) (16) (25) sub-total 1,091 1,117 2,599 Cost of net debt (1) 162 170 344 Income tax expense for the period 204 203 487 Cash flow 1,457 1,490 3,430 Income taxes paid during the period (244) (260) (490) Changes in working capital related to operating activities (2) (1,163) (1,146) 459 NET CASH GENERATED BY/(USED IN) OPERATING ACTIVITIES 50 84 3,399 B - NET CASH GENERATED BY/(USED IN) INVESTING ACTIVITIES Purchase price of property, plant and equipment and intangible assets (532) (601) (1,365) Proceeds from disposals of property, plant and equipment and intangible assets 31 62 95 Net liabilities related to property, plant and equipment and intangible assets (154) (228) (78) Purchase price of non-consolidated companies and other investments (214) (8) (18) Proceeds from disposals of non-consolidated companies and other investments 218 6 756 Net liabilities related to non-consolidated companies and other investments 5 4 Effects of changes in scope of consolidation Purchase price of investments in consolidated activities (254) (28) (44) Proceeds from disposals of investments in consolidated activities 4 32 53 Net liabilities related to consolidated activities (1) (3) Other cash effects of changes in scope of consolidation (25) (58) (85) Full-year 2009 First-half 2010 2009 (a) (a) (3) (3) Other cash flows related to investing activities (changes in loans, dividends received from non-consolidated companies) 12 145 156 NET CASH GENERATED BY/(USED IN) INVESTING ACTIVITIES (909) (679) (529) C - NET CASH GENERATED BY/(USED IN) FINANCING ACTIVITIES Capital increases paid, movements in treasury shares and other transactions with shareholders (15) 22 225 Dividends paid during the period: Dividends paid to shareholders of the parent company (566) (545) (545) Dividends paid to minority shareholders of consolidated companies (108) (124) (126) Change in debt (4) 690 (639) (1,071) Cost of net debt (162) (170) (344) Other cash flows related to financing activities 84 (5) (16) NET CASH GENERATED BY/(USED IN) FINANCING ACTIVITIES (77) (1,461) (1,877) D - EFFECT OF FOREIGN EXCHANGE FLUCTUATIONS 121 38 35 CHANGE IN NET CASH POSITION (A + B + C + D) (815) (2,018) 1,028 Net cash position at 1 January 4,455 3,427 3,427 Net cash flows during the period (815) (2,018) 1,028 Other non-monetary flows 6 Net cash position at end of period 3,640 1,415 4,455 II - CASH FLOWS FROM DISCONTINUED AND HELD-FOR-SALE OPERATIONS (FINAGESTION) Net cash position at 1 January 20 20

Net cash flows during the period (7) (20)

Net cash position at end of period 13

(1) Eliminated from operating cash flows, and reported instead as a component of financing cash flows

(2) Definition of change in working capital related to operating activities: Current assets - current liabilities (excluding

income taxes paid, which are reported separately)

(3) Includes the Alstom Hydro/Alstom exchange option → acquisition/disposal: €217m

(4) Non-current debt + current debt

(a) Cash flows generated by Finagestion have been reclassified to section II, "Cash flows from discontinued and held-for-sale operations"

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2010

August 31, 2010

CONTENTS

(Figures in millions of euros unless otherwise indicated)

NOTES

  • 1. Significant events of the period
  • 2. Accounting policies
  • 3. Non-current assets
  • 4. Current assets
  • 5. Consolidated equity
  • 6. Non-current and current provisions
  • 7. Non-current tax assets
  • 8. Non-current and current debt
  • 9. Main components of change in net debt
  • 10. Current liabilities
  • 11. Analysis of sales and other revenues from operations
  • 12. Operating profit
  • 13. Other financial income and expenses
  • 14. Income tax expense
  • 15. Segment information
  • 16. Related-party information
  • 17. Principal exchange rates

Declaration of compliance:

The Bouygues group condensed consolidated financial statements for the six months ended 30 June 2010 have been prepared using the principles and methods defined in the standards issued by the International Accounting Standards Board (IASB), which comprise International Financial Reporting Standards (IFRSs), International Accounting Standards (IASs), and interpretations issued by the SIC and IFRIC Committees and are referred to collectively as "IFRS", as endorsed by the European Union and applicable as of 30 June 2010. The Bouygues group has not early adopted as of 30 June 2010 any standard or interpretation not endorsed by the European Union.

The financial statements are prepared in millions of euros (unless otherwise indicated) and comprise:

  • the balance sheet;
  • the income statement and statement of recognised income and expense;
  • the statement of changes in equity;
  • the cash flow statement;
  • the notes to the financial statements

The comparatives presented are from the consolidated financial statements for the year ended 31 December 2009 and for the six months ended 30 June 2009.

1. 1. SCOPE OF CONSOLIDATION AS AT 30 JUNE 2010

1,170 entities were consolidated at 30 June 2010, against 1,236 at 31 December 2009. The net reduction mainly relates to Bouygues Construction (construction project joint ventures in particular) and to Bouygues Immobilier (deconsolidation of real estate partnerships and property companies on project completion, etc).

The main acquisitions and other transactions during the period are described below:

  • Alstom:
  • A) Unwinding of the Alstom Hydro Holding put option:

In November 2009, Bouygues exercised the put option over its 50% equity interest in Alstom Hydro Holding, in exchange for 4,400,000 Alstom shares. This transaction was carried out further to the agreements reached with Alstom in 2006 on the creation of this jointly-owned company.

The transaction was approved by the European Commission on 13 January 2010 and completed on 12 March 2010, once final clearance had been obtained from the competition authorities in some of the countries where Alstom Hydro Holding has operations.

This exchange deal raised the percentage interest held in Alstom to 30.8%. In accounting terms, the additional acquisition of Alstom shares, valued at €217.5m (based on the average quoted price of Alstom shares on the date of the capital increase), generated additional goodwill of €128m, plus a net gain of €41m recognised in "Other financial income".

B) As of 30 June 2010, Alstom is still accounted for by the equity method, and is carried at net acquisition cost plus Bouygues' share of Alstom's net profit since the acquisition date. Alstom's estimated net profit contribution recognised by the Bouygues group for the first half of 2010 was €216m.

Amortisation of fair value remeasurements of identifiable intangible assets and other items had a negative impact of €8m on the Bouygues group consolidated income statement in the period (share attributable to the Bouygues group).

The investment in Alstom is reported under "Investments in associates" in the balance sheet, at a carrying amount of €4,425m (including goodwill of €2,592m).

ACQUISITION OF CONTROL OVER THE TMC AND NT1 CHANNELS

On 11 June 2010, TF1 and Groupe AB finalised the implementation of the agreement signed on 10 June 2009, as a result of which TF1 acquired from the other Groupe AB shareholders, for a total of €198m (including a contingent purchase consideration of €6m currently under review), their remaining 66.5% stake:

  • in Groupe AB's 40% interest in the capital of TMC, raising TF1's overall interest in TMC to 80%;

  • in the capital of NT1, raising TF1's interest to 100%.

TF1 has retained the same interest in the other activities of Groupe AB (33.5%) as it held prior to this transaction. The Groupe AB management team has been granted a call option over this interest, exercisable at any time during a two-year period starting 11 June 2010 at a price of €155m.

Given the proximity of the closing date to the balance sheet date (30 June 2010), the TF1 group was unable to complete the customary due diligence on the financial statements of the acquired entities required for them to be incorporated into the consolidated financial statements as at June 30, 2010, even on a provisional basis.

The purchase price determination and allocation process (and in particular the calculation of goodwill and the remeasurement of the previously-held equity interests) are expected to have been finalised by the time the financial statements as at 30 September 2010 are prepared. TMC and NT1 will be consolidated from 1 July 2010.

Consequently, these acquisitions are reported on a provisional basis as of 30 June 2010, as described below:

The carrying amount of TF1's equity interest in Groupe AB, which stood at €264m prior to completion of the additional acquisition in June 2010, has been split into two components:

    1. The TF1 Group's retained interest in the activities of Groupe AB other than TMC and NT1 is accounted for by the equity method and reported in "Investments in associates" in the balance sheet at a value of €155m.
    1. The balance of €109m plus the €198m purchase price paid on closing of the transaction, i.e. a total of €307m, is reported in "Non-current financial assets". This represents the total investment made to acquire 40% of the capital of TMC and 100% of the capital of NT1.
  • ACQUISITION OF SRD:

On 30 June 2010, Colas acquired SRD, a bitumen production facility at Dunkirk (France), for €20.5m. Only the balance sheet prepared as of the acquisition date has been included in the Bouygues group consolidated financial statements for the six months ended 30 June 2010.

SPS: ACQUISITION BY TF1 OF THE INTEREST HELD BY SERENDIPITY.

In March 2010, TF1 completed the buyout of the 50% interest in SPS held by the Serendipity investment fund for a total of €6.4m. Following this transaction, TF1 holds 100% of the capital of SPS; this entity, previously proportionately consolidated by the Bouygues group at 75%, is fully consolidated as at 30 June 2010.

In accordance with the revised IFRS 3, the existing equity interest held by the Bouygues group prior to the acquisition of control was remeasured, with the impact of this remeasurement (which was not material) recognised in profit or loss for the period.

1. 2. FEBRUARY 2010 BOND ISSUE

In February 2010, Bouygues carried out a €500m bond issue with an issue price of 99.651%, an interest rate of 4% and a maturity of 8 years.

This issue is redeemable in full at par on 12 February 2018.

1. 3. CONSOLIDATED SALES FOR THE SIX MONTHS ENDED 30 JUNE 2010

Consolidated sales for the six months ended 30 June 2010 were €14,655m, down 0.9% on the first six months of 2009 on a like-for-like basis (2009 first-half sales €14,790m, after elimination of sales from the divested Finagestion business).

1. 4. SIGNIFICANT EVENTS AND CHANGES IN SCOPE OF CONSOLIDATION SUBSEQUENT TO 30 JUNE 2010

None

2.1. BUSINESS AREAS

The Bouygues group is a diversified industrial group. Its businesses are split into two sectors, and are based in more than 80 countries:

  • a) Construction:
  • Bouygues Construction (Building & Civil Works, Electrical Contracting)
  • Bouygues Immobilier (Property)
  • Colas (Roads)
  • b) Telecoms/Media:
  • TF1 (television)
  • Bouygues Telecom (mobile/fixed-line telephony, TV, Internet)
  • c) As at 30 June 2010, the Bouygues group also held a 30.8% interest in Alstom (Power and Transport).

2.2. BASIS OF PREPARATION

The consolidated financial statements of the Bouygues group include the financial statements of Bouygues and its subsidiaries, and investments in associates. They are presented in millions of euros, the currency in which the majority of the Group's transactions are denominated, and take account of the recommendations on presentation (Recommendation 2009-R-03) issued on 2 July 2009 by the French national accounting standard-setter, the CNC (now known as the ANC).

The consolidated financial statements were adopted by the Board of Directors on 31 August 2010.

The condensed consolidated financial statements for the six months ended 30 June 2010 have been prepared in accordance with IAS 34, "Interim Financial Reporting", using the historical cost convention (except for certain financial assets and liabilities measured at fair value). They include comparatives as at and for the periods ended 30 June 2009 and 31 December 2009.

The Bouygues group has applied the same standards, interpretations and accounting policies for the six months ended 30 June 2010 as those disclosed in its consolidated financial statements for the year ended 31 December 2009, except for new IFRS requirements applicable from 1 January 2010 (see below). Consequently, Note 2 to the consolidated financial statements for the six months ended 30 June 2010 does not include detailed disclosures of these accounting policies, and these financial statements should be read in conjunction with the consolidated financial statements for the year ended 31 December 2009.

  • Principal new standards, amendments and interpretations effective within the European Union and mandatorily applicable to periods beginning on or after 1 January 2010:
  • Revised IFRS 3 and IAS 27, "Business Combinations": Significant revisions that affect the accounting treatment of acquisitions and disposals of entities.
  • IFRIC 12, "Service Concession Arrangements": The Bouygues group already applied IFRIC 12 within the Colas group to the Portsmouth PFI contract, which is accounted for as a receivable (financial asset) since this treatment most closely reflects the underlying financial and economic reality of the contract; and within Cofiroute (accounted for by the equity method as an associate).

Within the Bouygues Construction group, Private Finance Initiative ("PFI") contracts are entered into with local and governmental authorities by entities in which the Bouygues group generally holds an interest of less than 20%. These entities are not consolidated, given the effective limitations on the Group's role in them. Concession companies are mainly accounted for by the equity method as associates, or otherwise are not consolidated.

  • IFRIC 15, "Agreements for the Construction of Real Estate": This interpretation does not materially change the profit recognition policies currently used for the Bouygues group's property development activities.
  • Application of these new standards, amendments and interpretations has not had a material impact on the balance sheet of the Bouygues group as at 30 June 2010, or on its income statement for the six months then ended.
  • Bouygues has not early adopted any standards, amendments and interpretations as of 30 June 2010.
  • Other key standards, amendments and interpretations issued by the IASB but not yet endorsed by the European Union
  • Revised IAS 24, "Related Party Disclosures" (1 January 2011);
  • IFRIC 19, "Extinguishing Financial Liabilities with Equity Instruments" (1 July 2010).
  • Elective accounting treatments and estimates used in the valuation of certain assets, liabilities, income and expenses:

Preparing financial statements to comply with IFRS standards and interpretations requires the use of estimates and assumptions which may have affected the amounts reported for assets, liabilities and contingent liabilities at the balance sheet date, and the amounts of income and expenses reported for the period.

These estimates and assumptions have been applied consistently on the basis of past experience and of various other factors regarded as reasonable forming the basis of assessments of the valuations of assets and liabilities for accounting purposes. Actual results may differ materially from these estimates if different assumptions or conditions apply.

The main items involved are the impairment testing of goodwill, share-based payment (stock options), employee benefits (lump-sum retirement benefits, etc), the fair value of unlisted financial instruments, deferred tax assets, and provisions.

Where no standard or interpretation applies to specific transactions, events or conditions, Group management has exercised its judgement to define and apply accounting policies that will provide relevant and reliable financial information, such that the financial statements:

  • represent faithfully the financial position, financial performance and cash flows of the Group;

  • reflect the economic substance of the underlying transactions;

  • are neutral, prudent, and complete in all material respects.

Disclosures about judgements made by management are provided in the notes to the consolidated financial statements.

Goodwill is tested annually for impairment at the end of the financial year, or during the year if there is evidence of impairment, to ensure that the Group's share of the recoverable amount of the goodwill is greater than its carrying amount in the consolidated financial statements. If it is not, a provision for impairment may be recorded in accordance with IAS 36.

Change of accounting policy

Bouygues has made no changes in accounting policy during 2010 to date apart from those arising from IFRS changes mandatorily applicable from 1 January 2010, as indicated earlier in note 2.2.

2. 3. CONSOLIDATION METHODS

  • Full consolidation
  • Companies over which Bouygues exercises control are consolidated using the full consolidation method.
  • Exclusive control over TF1:

Bouygues holds 43.02% of the capital and voting rights of TF1. The exercise of exclusive control over TF1 by Bouygues is demonstrated by the following:

Bouygues has consistently and regularly held a large majority of the voting rights exercised at TF1 shareholders' meetings, and no other shareholder directly or indirectly controls a higher share of voting rights than Bouygues.

Bouygues has clearly had exclusive power to determine decisions at TF1 shareholders' meetings for at least two consecutive financial years.

Other factors indicating the existence of exclusive control include:

  • the large number of seats on the TF1 Board of Directors allocated to Bouygues;
  • the role of Bouygues in appointing key executives of TF1.

All these factors clearly establish that Bouygues exercises exclusive control over TF1.

Proportionate consolidation: investments in joint ventures

A joint venture is a contractual arrangement whereby two or more parties undertake an economic activity which is subject to joint control. Bouygues consolidates the assets, liabilities, income and expenses of such entities using the proportionate consolidation method based on the percentage of control exercised. This applies in particular to Bouygues Construction and Colas construction project companies.

Investments in associates:

An associate is a company over which Bouygues exercises significant influence without exercising control. Significant influence is presumed to exist where Bouygues directly or indirectly holds at least 20% of the entity's voting rights.

The net profit or loss and assets and liabilities of such entities are accounted for by the equity method.

  • Alstom: Bouygues exercises significant influence over Alstom, as demonstrated by (i) its 30.8% interest in the capital and (ii) its control of two seats on the Board of Directors. The carrying amount of the interest in Alstom (inclusive of goodwill) is reported under "Investments in associates" in the balance sheet.
  • In accordance with IAS 39, equity investments in non-consolidated entities are recognised at fair value and are subject to impairment testing.
  • Changes in scope of consolidation:
JUNE 2010 DECEMBER 2009
Fully consolidated 890 903
Proportionately consolidated 217 272
Equity method 63 61
1,170 1,236

The main changes during the period are described in the "Significant Events" section.

2. 4. BUSINESS COMBINATIONS

With effect from 1 January 2010, business combinations have been accounted for in accordance with the revised IFRS 3 and IAS 27, which use the concept of "obtaining control" in determining the accounting treatment to be applied to acquisitions or disposals of equity interests; depending on the circumstances, the impacts of such acquisitions and disposals are recognised either in consolidated profit or loss or in equity.

The acquisition cost of a business combination is allocated to the identifiable assets and liabilities of the acquiree, measured at fair value at the acquisition date. These identifiable assets and liabilities are presented in the balance sheet using the full fair value method in accordance with IFRS 3. This method involves remeasuring the assets and liabilities acquired at fair value in full (including minority interests), rather than remeasuring just the percentage interest acquired.

Goodwill recognised prior to 1 January 2004 continues to be measured using the partial fair value method. This method involves restricting the fair value remeasurement of identifiable items to the percentage interest acquired. Subsequent to this date, minority interests in these items have been measured under IFRS at the carrying amount of consolidated assets and liabilities as shown in the balance sheet of the acquired entity. The revised standards allow the acquirer to elect to account for each new business combination on either a full goodwill basis or a partial goodwill basis.

Fair value is the amount for which an asset or cash generating unit (CGU) could be sold between knowledgeable, willing parties in an arm's length transaction. Goodwill represents the excess of acquisition cost over the acquirer's interest in the fair value of the acquiree's identifiable assets, liabilities and contingent liabilities that can be reliably measured at the acquisition date; it is allocated to the CGU (which within the Bouygues group equates to the business segment) benefiting from the business combination.

The main initial allocations of acquisition cost to identifiable assets and liabilities may be adjusted within the twelve months following the acquisition date, after which they may no longer be adjusted.

Negative goodwill is taken to the income statement in the period in which the acquisition is made.

Subsequently, goodwill is carried at cost net of any impairment losses identified annually using the methods described under "Impairment testing of non-current assets" in section 2.4.1. below, in accordance with IAS 36. Impairment losses are charged to the income statement as an operating item.

2. 4. 1. Impairment testing of non-current assets

Impairment tests on the carrying amount of non-current assets are carried out at least once a year at the end of the financial year (and more frequently if there is evidence of impairment), in accordance with the accounting policies applied by the Bouygues group; the carrying amount of indefinite-lived intangible assets and goodwill is compared to their recoverable amount.

In determining the recoverable amount, intangible assets to which independent cash flows cannot be directly allocated are grouped within the cash-generating unit (CGU) to which they belong, or within the appropriate group of CGUs representing the lowest level at which management monitors return on investment (business segment level in the case of the Bouygues group).

As regards the recoverable amount of Alstom, a sensitivity analysis was conducted at end June 2010 on the basis of forecasts prepared by a panel of financial analysts; this analysis did not indicate any scenario in which the recoverable amount of the Alstom assets tested would be less than their carrying amount (and hence would require an impairment loss to be recognised).

The discount rates (weighted average cost of capital) and growth rate used for Alstom as at 30 June 2010 were:

Discount rate Growth rate
Scenario 1 (a) Scenario 2 (a)
9.40% 8.43% 2%

(a) Depending on the capital structure: Scenario 1 = 1/3 debt, 2/3 equity Scenario 2 = 2/3 debt, 1/3 equity

Note 3.5 to the consolidated financial statements includes a table showing the consolidated carrying amount of listed shares held by Bouygues (TF1, Alstom, Colas) relative to the closing quoted share price at 30 June 2010. As of that date, there were no material events that might call into question the carrying amount of these shares.

2. 5. FOREIGN CURRENCY TRANSLATION

2. 5. 1. Transactions denominated in foreign currencies

Transactions denominated in foreign currencies are translated into euros at the average exchange rate on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the closing exchange rate. Translation differences are recognised as income or expenses in the income statement. Non-monetary assets and liabilities denominated in foreign currencies and accounted for at historical cost are translated using the exchange rate on the date of the transaction.

2. 5. 2. Financial statements of foreign entities

All assets and liabilities of consolidated entities with a functional currency other than the euro are translated at the closing exchange rate. Income and expenses are translated at the average exchange rate for the period. Translation differences arising from this treatment, and arising from the retranslation of a subsidiary's opening shareholders' equity at the closing exchange rate, are taken to the translation reserve (which is a component of consolidated shareholders' equity). Translation differences arising on the net investment in foreign subsidiaries and associates are recognised in shareholders' equity.

2. 6. ASSESSMENT OF INCOME TAXES

  • Income tax expense recognised by consolidated companies for the six months ended 30 June 2010 is assessed in accordance with IAS 34: income taxes for interim periods are recognised on the basis of the best estimate of the average annual effective income tax rate for the financial year (except in the case of holding companies, which recognise income taxes on the basis of the actual tax position at the end of the period).
  • Deferred taxation is recognised on differences between the carrying amounts and tax bases of assets and liabilities, and arises as a result of:
  • Temporary differences between the carrying amount and tax base of assets or liabilities, which may be:
    • . items generating a tax liability in the future (deferred tax liabilities), arising mainly from income that is liable to tax in future periods; or
    • . items deductible from taxable profits in the future (deferred tax assets), mainly provisions that are temporarily non-deductible for tax purposes.
  • Tax losses available for carry-forward (deferred tax assets), provided that there is a genuine probability of recovery in future periods.

Deferred taxes are measured using known applicable tax rates for the relevant country as at the balance sheet date.

Deferred taxes are not discounted, and are reported in non-current assets and liabilities.

2. 7. CASH FLOW STATEMENT

The cash flow statement is presented in accordance with IAS 7 and with Recommendation 2009-R-03 issued on 2 July 2009 by the French national accounting standard-setter, the CNC (now known as the ANC).

The net profit of consolidated entities is adjusted to eliminate the impact of transactions with no cash effect, and of income and expenses related to investing or financing activities.

The cash flow statement explains changes in the Group's net cash position, which is defined as the net total of the following balance sheet items:

  • cash and equivalents;
  • overdrafts and short-term bank borrowings.

2. 8. FINANCIAL INDICATORS

Definitions of the principal financial indicators:

2. 8. 1. Cash flow

Consolidated net profit before: net depreciation and amortisation expense, net changes in provisions, gains and losses on asset disposals, cost of net debt, and net income tax expense for the period.

2. 8. 2. EBITDA

Operating profit excluding net depreciation and amortisation expense and changes in provisions, and impairment losses (after reversals of utilised and non-utilised provisions and of impairment losses).

2. 8. 3. Free cash flow

Net cash flow (i.e. cash flow as defined above, minus cost of net debt and net income tax expense), minus net capital expenditure for the period.

2. 8. 4. Net debt

This represents the aggregate of:

  • cash and cash equivalents;
  • overdrafts and short-term bank borrowings;
  • non-current and current debt;
  • financial instruments (used to hedge financial liabilities measured at fair value).

2. 9. STATEMENT OF RECOGNISED INCOME AND EXPENSE

The Bouygues group presents a statement of recognised income and expense, disclosing a comparative net profit figure on the line "Total recognised income and expense" which includes income and expenses recognised directly in equity.

2. 10. COMPARABILITY OF THE FINANCIAL STATEMENTS

Changes in the scope of consolidation during the year to date had no material impact on the financial statements for the six months ended 30 June 2010 as presented, and do not impair comparability with the first half of the previous year (Finagestion was divested at the end of 2009, but the effects of the divestment were reflected in the financial statements for the six months ended 30 June 2009).

3.1. ACQUISITIONS OF NON-CURRENT ASSETS DURING THE PERIOD, NET OF DISPOSALS 747

Period ended: 30 June 2010 30 June 2009
Acquisitions of property, plant and equipment 471 534
Acquisitions of intangible assets 61 67
Capital expenditure 532 601
Acquisitions of non-current financial assets (investments in consolidated and non-consolidated
companies, other long-term investments) 468 36
Acquisitions of non-current assets 1 000 637
Disposals of non-current assets (253) (100)
Acquisitions of non-current assets, net of disposals 747 537

3.2. PROPERTY, PLANT AND EQUIPMENT 5 945

Carrying amount Land and
buildings
(a)
Industrial
plant and
equipment
Other property,
plant and
equipment
Property, plant &
equipment under
construction and
advance payments
Total
30 June 2010 1 278 3 504 775 388 5 945
of which finance leases
31 December 2009
15
1 239
49
3 562
7
756
370 71
5 927
of which finance leases 15 42 11 68

(a)Includes land and quarries: €715m, versus €681m at 31 December 2009

Analyses by business segment of the carrying amount of property, plant and equipment, and of acquisitions of property, plant and equipment and intangible assets (net of disposals), are provided in note 15, "Segment Information".

3.3. INTANGIBLE ASSETS 988

Carrying amount Concessions, patents
and similar rights
(a)
Other intangible
assets
(b)
Total
30 June 2010 693 295 988
31 December 2009 716 272 988

(a)This item mainly relates to software and licences held by Bouygues Telecom.

(b)Includes €136m for Bouygues Telecom (of which leasehold rights: €85m), and €103m for TF1, vs. €112m at 31 December 2009 (mainly audiovisual rights)

3.4. GOODWILL 5 197

3.4.1. Movement in the carrying amount of goodwill during the period

(excluding goodwill on associates: see note 3.6)

Gross value Impairment Carrying amount
31 December 2009 5 190 (34) 5 156
Acquisitions and remeasurements
Translation effects
13
26
3
(1)
16
25
30 June 2010 5 229 (32) 5 197

Bouygues/2010 half-year review - Notes to the condensed consolidated first-half financial statements

3.4.2. Split of goodwill by cash generating unit (CGU)

Segment
(excludes associates)
30 June 2010 31 December 2009
Total % Bouygues Total % Bouygues
Bouygues Construction (subsidiaries) 341 99,97% 326 99,97%
Colas(a) 1 101 96,55% 1 086 96,62%
TF1(a) 1 102 43,07% 1 091 43,02%
Bouygues Telecom 2 651 89,55% 2 651 89,55%
Other 2 2
TOTAL (b)
5 197
5 156

(a)Includes goodwill generated by the segment on acquisitions of subsidiaries.

(b)See Note 2 for a description of impairment testing methods.

3.5. CONSOLIDATED CARRYING AMOUNT OF LISTED SHARES (€)

Consolidated
carrying amount
per share at
30 June 2010
Closing market
price per share at
30 June 2010
TF1 12,73 (*)
12,39
Colas 87,37 (*)
189,74
Alstom 49,37 37,48

(*)Includes an estimated control premium p

Sensitivity analyses conducted in accordance with the principles described in note 2 did not indicate that the recoverable amount had fallen below the carrying amount of the assets tested.

3.6. INVESTMENTS IN ASSOCIATES 5 234
Carrying amount
31 December 2009 4 957
Translation effects 34
New equity investments and capital increases (a)
217
Share of net profit/(loss) for the period (b)
237
Payment of dividends (127)
Other movements (84)
30 June 2010 (c)
5 234
(a)Including €217m for acquisitions of Alstom shares in exchange for Alstom Hydro Holding shares (see note 1)
(b)Including €208m (net) for Alstom and €24m for Cofiroute

(c)Including €4,425m for Alstom (goodwill: €2,592m) and €485m for Cofiroute (Colas)

3.7. OTHER NON-CURRENT ASSETS / DEFERRED TAX ASSETS 773 / 273

Carrying amount Investments in
non-consolidated
companies
Other non-
current assets
Total Non-current
tax assets
(a)
30 June 2010 474 299 773 273
31 December 2009 141 258 399 273

(a)See note 7 for details.

NOTE 4 - CURRENT ASSETS 16 809

4.1. TRADE RECEIVABLES, TAX ASSETS AND OTHER RECEIVABLES 9 486

30 June 2010
Gross value Impairment Carrying amount 31 December 2009
Carrying amount
Trade receivables 7 582 (409) 7 173 6 132
Current tax assets receivable 84 (2) 82 71
Other receivables and prepaid expenses 2 379 (148) (a)
2 231
2 017
Total 10 045 (b)
(559)
9 486 8 220

(a)Includes €1,229m receivable from governmental and other public authorities (versus €1,204m at 31 December 2009) (b)Includes €35m for reversals of unused impairment provisions

4.2. CASH AND EQUIVALENTS 4 144

Gross value 30 June 2010
Impairment
Carrying amount
Cash 1 477 1 477 1 690
Cash equivalents 2 674 (7) 2 667 3 023
Total 4 151 (7) 4 144 4 713

4.3. OTHER CURRENT FINANCIAL ASSETS 63

30 June 2010 31 December 2009
Financial instruments used to hedge financial liabilities 19 21
Other financial assets (financial assets due within < 1 year, financial instruments related to working
capital items, etc)
(a)
44
201
Total 63 222

(a) 2010: reduction mainly due to the exchange of the interest in Alstom Hydro Holding: -€175m

NOTE 5 CONSOLIDATED EQUITY

5.1. Share capital of Bouygues SA (€)

As at 30 June 2010, the share capital of Bouygues SA consisted of 355,604,191 shares with a par value of €1. Movements during the period were as follows

31 December
2009
Movements during the period
Reductions
Increases 30 June
2010
Shares 354 267 911 (a)
1 336 280
355 604 191
Number of shares 354 267 911 1 336 280 355 604 191
Par value €1 €1
Share capital (€) 354 267 911 1 336 280 355 604 191

(a)Capital increases arising from the exercise of stock options during the first half of 2010

5.2. Equity attributable to the Group and to minority interests as at 30 June 2010

Share
capital
Share premium Reserves
related to
capital
Other reserves
and profit for
the period
Total
30 June 2010
Attributable to the Group 356 2 095 2 273 3 966 8 690
Minority interests 1 163 1 163
Total equity 356 2 095 2 273 5 129 9 853

5.3. Analysis of recognised income and expense

1 January
2010
Movements in
the period
(a)
30 June
2010
Total attributable to the Group (150) 108 (42)
Other income and expenses attributable to minority interests (4) 11 7
Total attributable to the Group + minority interests (a) (154) 119 (35)

(a)See the statement of recognised income and expense included in the financial statements.

5.3.1. - Translation reserve (portion attributable to the Group) 62

Principal translation differences arising during the period on Group companies reporting in:

1 January
2010
Movements in
the period
30 June
2010
US dollar (34) 45 11
Canadian dollar 7 43 50
Pound sterling (13) 6 (7)
South African rand (17) (24) (41)
Other currencies 1 48
(b)
49
Total (56) 118 (a)
62

(a)Includes €34m of translation differences on associates

(b)Includes cumulative translation differences of €23m on associates

NOTE 6 - NON-CURRENT AND CURRENT PROVISIONS

6.1. NON-CURRENT PROVISIONS 1 816

Long-term
employee
benefits
(a)
Litigation
and claims
(b)
Guarantees
given
(c)
Other
non-current
provisions
(d)
Total
1 January 2010 455 343 368 561 1 727
Translation adjustments
Changes in scope of consolidation
Charges to provisions
Reversals of provisions (used and unused)
Actuarial gains and losses
Transfers between items & other movements
3
18
21
(13)
15
1
(1)
44
(36)
1
4
38
(35)
4
25
40
(45)
5
11
42
143
(129)
15
7
30 June 2010 500 351 375 590 1 816
(a)Long-term employee benefits
● Lump-sum retirement benefits and long-service awards
● Other long-term employee benefits
NB: The Bouygues group makes only limited use of defined-benefit plans,
in France and other countries (Colas/USA-UK, etc)
500
435
65
(b)Litigation and claims
● Provisions for customer disputes
● Provisions for subcontractor claims
● Other litigation and claims
351
189
33
129
(c)G
t
i
uarantees given
● Provisions for customer warranties
● Provisions for additional building and civil works guarantees
375
269
106
(d)Other non-current provisions
● Provisions for risks related to official inspections and to subsidiaries
and other equity investees
● Provisions for site remediation costs
● Other non-current provisions
590
179
200
211

6.2. CURRENT PROVISIONS 873

  • Provisions related to the operating cycle
Provisions for
customer
warranties
Provisions for
project risks
and project
completion
Provisions for
expected
losses to
completion
(a)
Other
current
provisions
(b)
Total
1 January 2010 59 253 234 285 831
Translation adjustments 1 8 12 11 32
Changes in scope of consolidation (1) (4) 2 (1) (4)
Charges to provisions 10 64 91 61 226
Reversals of provisions (used and unused) (12) (56) (68) (77) (213)
Transfers between items & other movements (1) 2 1
30 June 2010 57 264 271 281 873

(a)Provisions for expected losses to completion relate to the Construction segment: Bouygues Construction, Bouygues Immobilier and Colas. (Individual project provisions are not disclosed for confidentiality reasons.)

(b)The main items included in "Other current provisions" are reinsurance costs, site remediation costs, rent guarantees (Bouygues Immobilier) film co financing (TF1) customer claims and vendor's liability guarantee (TF1) and the business customer loyalty programme Immobilier), film co-financing (TF1), customer claims and guarantee (TF1), and the business customer loyalty provision (Bouygues Telecom).

Analysis by segment:

31 December
2009
Movements in
the period
30 June
2010
Deferred tax assets 273 0 273
Bouygues Construction 90 (13) 77
Bouygues Immobilier 42 0 42
Colas 102 27 129
TF1 12 (3) 9
Bouygues Telecom 19 (10) 9
Bouygues SA and other activities 8 (1) 7
Other non-current tax assets 0 0 0
Total non-current tax assets 273 0 273

. Deferred tax assets generated mainly by:

  • temporary differences (provisions temporarily not allowable for tax purposes, etc);

  • tax losses with a genuine probability of recovery.

NOTE 8 - NON-CURRENT AND CURRENT DEBT 6 295 1 538

8.1. BREAKDOWN OF DEBT BY MATURITY

Current debt (less than 1 year) Non-current debt Total
Accrued 1 to 3 4 to 12
interest
mths mths Total 1 to 2
years
2 to 3
years
3 to 4
years
4 to 5
years
5 to 6
years
6 years
or more
Total
30 June
2010
non-current
debt
31 Dec.
2009
Bond issues 193 1 249 1 442 1 148 993 598 3 075 5 814 6 065
Bank borrowings 14 26 40 43 55 12 144 13 120 387 284
Finance leases 4 24 28 20 10 7 4 2 43 40
Other debt 3 25 28 14 11 2 3 2 19 51 45
Total debt: 30 June 2010 193 21 1 324 1 538 77 1 224 21 1 144 613 3 216 6 295 6 434
Total debt: 31 December 2009 143 13 570 726 848 93 1 171 1 009 1 008 2 305 6 434

8.2. COVENANTS AND TRIGGER EVENTS

The bond issues maturing in 2013, 2015, 2016, 2018 and 2026 contain a change of control clause relating to Bouygues SA.

The bank loans contracted by Bouygues and its subsidiaries do not include any financial covenants or trigger events.

8.3. LIQUIDITY AS AT 30 JUNE 2010

As at 30 June 2010, available cash stood at €3,628m (including -€12m of financial instruments contracted to hedge net debt). The Group also had €5,140m of undrawn confirmed medium/long-term credit facilities as at the same date.

9.1. CHANGE IN NET DEBT

31 December
2009
Movement during
the period
30 June
2010
Cash and equivalents 4 713 (569) 4 144
Overdrafts and short-term bank borrowings (258) (246) (504)
Net cash and equivalents 4 455 (a)
(815)
3 640
Non-current debt (6 434) (b)
139
(6 295)
Current debt (726) (c)
(812)
(1 538)
Financial instruments, net 1 (13) (12)
Total debt (7 159) (686) (7 845)
Net debt (2 704) (1 501) (4 205)

(a)Cash flows as analysed in the cash flow statement for the period

(b)Bouygues SA: includes -€500m for the new bond issue, and +€750m for reclassification of the bond issue maturing 2011 to current debt (c)Includes -€750m for reclassification of the Bouygues SA bond issue maturing 2011

9.2. NET DEBT: PRINCIPAL TRANSACTIONS DURING THE PERIOD

Consolidated net debt at 31 December 2009 (2 704)
Bouygues SA capital increase and acquisitions/disposals of treasury shares 65
Dividends paid (674)
Dividends received from Alstom(a) 112
Acquisitions of financial assets, net of disposals(b) (246)
Other financial transactions (15)
Changes in working capital at business segment level and other items (743)
Consolidated net debt at 30 June 2010 (4 205)

(a) Dividends received from fully consolidated companies have no effect on the Group's consolidated net cash position.

(b)TMC/NT1, Société de Raffinerie de Dunkerque

Analysis of current liabilities:

30 June 2010 31 December
2009
Advances and down-payments received 1 415 1 276
(a)
Current debt
1 538 726
Current tax liabilities 118 132
Trade payables 6 479 6 479
(b)
Current provisions
873 831
Other current liabilities
Other operating payables (employees, social security, government) 2 587 2 457
Deferred income 1 879 1 934
Other non-financial liabilities 1 690 1 828
Overdrafts and short-term bank borrowings 504 258
Financial instruments 31 20
Other current financial liabilities 49 18
Total 17 163 15 959

(a)See analysis in note 8, "Non-current and current debt".

(b)See analysis in note 6.2.

NOTE 11 - ANALYSIS OF SALES AND OTHER REVENUES FROM OPERATIONS

11.1. ANALYSIS BY ACCOUNTING CLASSIFICATION

First-half
2010 2009
Sales of goods 1 136 1 192
Sales of services 6 098 5 987
Construction contracts 7 421 7 611
Sales 14 655 14 790
Other revenues from operations 76 72
Total 14 731 14 862

11.2. CONTRIBUTION OF BUSINESS SEGMENTS TO CONSOLIDATED SALES

2010 first-half sales 2009 first-half sales
BUSINESS SEGMENT France International Total % France International Total %
Construction 2 387 1 990 4 377 30 2 505 2 042 4 547 31
Property 1 164 141 1 305 9 1 331 89 1 420 10
Roads 3 006 1 965 4 971 34 3 078 2 001 5 079 34
Media 1 082 188 1 270 9 960 160 1 120 7
Telecoms 2 725 2 725 18 2 616 2 616 18
Bouygues SA & other activities 5 2 7 6 2 8
Consolidated sales 10 369 4 286 14 655 100 10 496 4 294 14 790 100
% year-on-year change -1% 0% -1%

11.3. ANALYSIS OF SALES BY GEOGRAPHICAL AREA

GEOGRAPHICAL AREA 2010 first-half sales 2009 first-half sales
Total % Total %
France 10 368 71 10 496 71
European Union 1 555 11 1 713 12
Other European countries 528 4 477 3
Africa 670 4 698 5
Middle East 64 96 1
United States and Canada 704 5 656 4
Central and South America 83 1 103 1
Asia-Pacific 608 4 488 3
Oceania 75 63
Total 14 655 100 14 790 100

NOTE 12 - OPERATING PROFIT 698

See note 15 for an analysis of operating profit by business segment.

First-half
2010 2009
Sales 14 655 14 790 See analysis in note 10
Other revenue from operations 76 72
Purchases used in production and external charges (9 684) (9 817)
Personnel costs (3 274) (3 270)
Taxes other than income tax (303) (349)
Net depreciation, amortisation, provisions and impairment losses
- Depreciation and amortisation expense
- Net charges to provisions and impairment losses

(838)
(653)
(185)
(a)
(824)
(631)
(193)
Changes in production and property development inventories (166) (90)
Other income from operations
- Reversals of unused provisions and other items
- Other miscellaneous income
* 576
(b)
158
418
564
104
460
Other expenses on operations (344) (304)
Current operating profit * 698 772 (10)%
Other operating income and expenses None
Operating profit 698 772

* Components included in determining Ebitda

See note 15 for an analysis by business segment.

(a)Includes -€152m for Bouygues Construction, and -€26m for Colas.

(b)Includes +€9m for the remeasurement (under the revised IFRS 3) of the previously-held equity interest in SPS (75% held by the Bouygues group) following the obtaining of control over SPS

Firs-thalf
2010 2009
Other financial income
Other financial expenses
(a)
92
(56)
45
(42)
Financial income/(expense), net 36 3

(a)Includes a €42m gain on the exchange of Alstom Hydro Holding shares (see note 1 for details).

Other financial income and expenses include interest paid to investors on calls for funds (commercial property), commitment fees, and fair value remeasurements of other current financial assets and other items.

NOTE 14 - INCOME TAX EXPENSE (204)

ANALYSIS OF INCOME TAX EXPENSE

First-half of 2010 First-half of 2009
France Other
countries
Total France Other
countries
Total
Tax payable to the tax authorities (161) (24) (185) (165) (25) (190)
Change in deferred tax liabilities 4 1 5 2 1 3
Change in deferred tax assets (25) 1 (24) (16) (16)
Total (182) (22) (204) (179) (24) (203)
Effective tax rate 36% 33%

NOTE 15 - SEGMENT INFORMATION

The table below shows the contribution made by each business segment to the principal items in the income statement, the balance sheet and the cash flow statement.

ANALYSIS BY BUSINESS SEGMENT: SIX MONTHS ENDED 30 JUNE 2010

Construction Property Roads Media Telecoms Bouygues SA
& other
activities
TOTAL TOTAL
INCOME STATEMENT 1st half 2010 1st half 2009
Total sales 4 530 1 313 5 002 1 285 2 732 70 14 932 15 135
Inter-segment sales (153) (8) (31) (15) (7) (63) (277) (345)
Third-party sales 4 377 1 305 4 971 1 270 2 725 7 14 655 14 790
Operating profit/(loss) 144 109 (47) 104 409 (21) 698 772
Cost of net debt 10 (2) (14) (10) (5) (141) (162) (170)
Income tax expense (68) (35) (30) (138) 67 (204) (203)
Share of profits/(losses) of associates (2) 29 7 (a)
203
237 206
Net profit attributable to the Group 89 56 (28) 32 237 146 532 547
BALANCE SHEET 30/06/2010 31/12/2009
(b)
Property, plant and equipment
425 14 2 381 190 2 669 266 5 945 5 927
Intangible assets 77 3 66 129 711 2 988 988
(c)
Goodwill
341 1 101 1 102 2 651 2 5 197 5 156
Investments in associates 67 551 173 1 (d)
4 442
5 234 4 957
Trade receivables 2 121 166 3 448 690 744 4 7 173 6 132
Cash and equivalents 613 41 272 133 15 3 070 4 144 4 713
Non-current debt 59 51 349 10 7 5 819 6 295 6 434
Non-current provisions 768 88 731 48 151 30 1 816 1 727
Current debt 5 12 45 525 22 929 1 538 726
Trade payables 2 282 359 2 153 721 952 12 6 479 6 479
CASH FLOW STATEMENT 1st half 2010 1st half 2009
Acquisitions of property, plant &
equipment and intangible assets,
net of disposals
(114) (1) (135) (21) (227) (3) (501) (539)
Acquisitions of investments in
consolidated companies and other
investments, net of disposals
(8) (8) (31) (198) (1) (246) 2
OTHER FINANCIAL INDICATORS 30/06/2010 31/12/2009
Ebitda 307 91 142 123 734 (19) 1 378 1 492

(a)Includes Alstom's net profit contribution to Bouygues: €208m.

(b)See note 3 for a breakdown by type of asset.

(c)Goodwill arising on acquisitions made by Bouygues SA is allocated to the acquired business (see note 3.4.).

(d)Includes €4,425m for Alstom, see note 3.6.

NOTE 16 - RELATED-PARTY INFORMATION

Expenses Income Receivables Liabilities
1st half
2010
1st half
2010
30 June
2010
30 June
2010
Parties with an ownership interest (SCDM) 0 3 1
Joint ventures 15 72 205 105
Associates 2 42 49 20
Other related parties 22 6 69 57
Total 39 123 323 183
Maturity
less than 1 year 275 183
1 to 5 years 31
more than 5 years 17
of which impairment of doubtful receivables (primarily non-consolidated entities
and Bouygues Construction associates)
77

NOTE 17 - PRINCIPAL EXCHANGE RATES

Convention: 1 local currency unit = x euros

Closing euro exchange rate(1) Average rate for the period(2)
Country Currency 31 December 2009 1st half
2010
Full year
2009
EUROPE
Denmark
United Kingdom
Hungary
Poland
Czech Republic
Romania
Switzerland
Danish krone
Pound sterling
Hungarian forint
Polish zloty
Czech koruna
Romanian leu
Swiss franc
0,134250
1,223316
0,003497
0,241138
0,038924
0,228833
0,752842
0,134376
1,125999
0,003698
0,243635
0,037774
0,236055
0,674036
0,134341
1,157088
0,003669
0,249732
0,038871
0,239976
0,702329
0,134299
1,123622
0,003553
0,230048
0,037742
0,235754
0,663291
NORTH AMERICA
United States
Canada
US dollar
Canadian dollar
0,814930
0,775795
0,694155
0,661026
0,760379
0,730567
0,716174
0,632161
REST OF THE WORLD
Morocco
Thailand
Hong Kong
African Financial Community
South Africa
Moroccan dirham
Thai baht
Hong Kong dollar
CFA franc
South African rand
0,090942
0,025146
0,104658
0,001524
0,106601
0,088464
0,020839
0,089518
0,001524
0,093756
0,089814
0,023281
0,097835
0,001524
0,100728
0,088884
0,020901
0,092393
0,001524
0,086801

(1)Translation of balance sheet items

(2)Translation of income statement items

CERTIFICATE OF RESPONSIBILITY

I certify that to the best of my knowledge the condensed consolidated first-half financial statements for the past half-year have been prepared in accordance with the relevant accounting standards and give a true and fair view of the assets and liabilities, financial position and results of the company and of affiliated undertakings and that the attached halfyear review provides an accurate representation of significant events in the first six months of the year and of their impact on the first-half financial statements, of the main related-party transactions and of the main risks and uncertainties for the remaining six months.

Done at Paris, 31 August 2010

Chairman and CEO

Martin BOUYGUES

STATUTORY AUDITOR'S REVIEW REPORT ON THE FIRST HALF-YEARLY FINANCIAL INFORMATION FOR 2010 Period from January 1 to June, 30, 2010

To the Shareholders,

In compliance with the assignment entrusted to us by Shareholders meeting and in accordance with article L.451-1-2 III of the French monetary and financial code (Code Monétaire et Financier), we hereby report to you on:

  • our review of the accompanying (condensed) half-yearly consolidated financial statements of Bouygues, for the period from January 1 to June, 30, 2010, and
  • the verification of the information contained in the interim 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 the 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 the professional standards applicable in France and consequently does not enable us to obtain assurance that the financial statements, taken as a whole, are free from material misstatements, as we would not 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 these condensed half-yearly consolidated financial statements are not prepared in all material respects in accordance with IAS 34 – IFRS as adopted by the European Union applicable to interim financial information.

Without modifying the conclusion expressed above, we draw your attention to note 2.2 which sets out non material impact resulting from the implementation of new standards that are mandatory starting January 1, 2010.

2. Specific verification

We have also verified the information provided in the interim management report in respect of the halfyearly financial statements that were the object of our review.

We have no matters to report on the fairness and consistency of this information with the condensed half-yearly financial statements.

Courbevoie and Paris-La Défense, August 31st, 2010

The statutory auditors French original signed by

Mazars ERNST & YOUNG Audit Gilles Rainaut Jean Bouquot

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