Capgemini SE — Interim / Quarterly Report 2013

Aug 1, 2013

June 30, 2013

INTERIM FINANCIAL REPORT

CONSOLIDATED FINANCIAL STATEMENTS

CONTENTS

Financial highlights	3
Statutory Auditors' Report	4
Interim financial review	5
Condensed interim consolidated financial statements for the half-year ended June 30, 2013	10
Declaration by the person responsible for the interim financial report	28

FINANCIAL HIGHLIGHTS

CONSOLIDATED FINANCIAL STATEMENTS

in millions of euros	First-half 2009	First-half 2010	First-half 2011*	First-half 2012*	First-half 2013
REVENUES	4,376	4,211	4,756	5,150	5,033
OPERATING EXPENSES	(4,081)	(3,958)	(4,452)	(4,800)	(4,666)
OPERATING MARGIN **	295	253	304	350	367
% of revenues	6.7%	6.0%	6.4%	6.8%	7.3%
Amortization of intangible assets recognized in business combinations	(8)	(8)	(12)	(19)	(15)
Operating margin after amortization of intangible assets recognized in business combinations **	287	245	292	331	352
% of revenues	6.6%	5.8%	6.1%	6.4%	7.0%
OPERATING PROFIT	167	200	243	240	302
% of revenues	3.8%	4.7%	5.1%	4.7%	6.0%
PROFIT FOR THE PERIOD ATTRIBUTABLE TO OWNERS OF THE COMPANY	78	101	122	134	176
% of revenues	1.8%	2.4%	2.6%	2.6%	3.5%
EARNINGS PER SHARE
Number of shares at June 30	146,510,068	155,031,166	155,770,362	155,770,362	159,129,651
Earnings per share at June 30 (in euros)	0.53	0.65	0.78	0.86	1.10
NET CASH AND CASH EQUIVALENTS AT JUNE 30	576	809	169	27	272
AVERAGE NUMBER OF EMPLOYEES	90,855	92,328	111,592	120,560	126,356
NUMBER OF EMPLOYEES AT JUNE 30	89,453	95,586	114,274	121,026	127,968

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised.

** Effective from January 1, 2013, the operating margin is presented before amortization of intangible assets recognized in business combinations. Comparative periods have been adjusted to reflect this change in presentation.

STATUTORY AUDITORS' REPORT ON THE INTERIM FINANCIAL INFORMATION Period from January 1, 2013 to June 30, 2013

To the Shareholders,

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

• the review of the accompanying condensed interim consolidated financial statements of Cap Gemini S.A. for the half-year ended June 30, 2013;
• the verification of the information contained in the interim financial review.

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

I – Conclusion on the financial statements

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

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34, Interim Financial Reporting, as adopted by the European Union.

Without qualifying the above conclusion, we would draw your attention to Note 1 to the financial statements which discloses:

• the impact of the first-time application of IAS 19 revised, Employee Benefits;
• the change in presentation of the consolidated income statement following modification of the definition of operating margin.

II – Specific verification

We have also verified the information given in the interim financial review on the condensed interim consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and consistency with the condensed interim consolidated financial statements.

The Statutory Auditors

Neuilly-sur-Seine, July 25, 2013 Paris La Défense, July 25, 2013

PricewaterhouseCoopers Audit KPMG Audit

Division of KPMG S.A.

Françoise Garnier Jean-Luc Decornoy Jacques Pierre Partner Partner Partner

INTERIM FINANCIAL REVIEW

FIRST HALF 2013 HIGHLIGHTS

In spite of a relatively flat macro-economic context in the first-half of 2013, particularly in continental Europe, the Group enjoyed further improvement in operating profitability. Revenues for the first-half 2013 totaled €5,033 million, down 2.3% (and 1.1% likefor-like) on the first-half 2012. Foreign exchange impacts were unfavorable (-1.2 points on half-year growth) primarily due to the depreciation of the Brazilian real, US dollar and pound sterling against the euro. There were no changes in group structure during the period. Like-for-like growth remained strong in the Asia-Pacific and Latin America region (+10.5%) and positive in North America (+0.5%), while revenues fell across Europe as a whole (-2.7%). Second quarter trends nonetheless showed signs of improvement with a limited contraction in Group revenues of 0.4%, compared with -1.7% in the first quarter.

An analysis of new orders, which totaled €4,824 million in the first-half 2013 (€3,227 million excluding Outsourcing Services), confirms the resilience of demand. The book-to-bill ratio for the Consulting Services, Technology Services and Local Professional Services businesses remains positive at 1.06 for the half-year.

The Group operating margin (now presented before amortization of intangible assets recognized in business combinations) for the first-half 2013 is €367 million or 7.3% of revenues (representing an increase of 0.5 points on the first-half 2012). This is in line with our operating margin rate guidance of at least 0.3 points in 2013 announced at the beginning of the year. Restructuring costs fell substantially as planned, totaling €31 million compared with €75 million in the first-half 2012. On this basis, operating profit for the half-year reached €302 million, up 26% year-on-year.

After a net financial expense of €53 million and an income tax expense of €80 million, profit for the half-year is €169 million compared with €123 million for the first-half 2012 and profit for the period attributable to owners of the Company is €176 million compared with €134 million for the first-half 2012. (Note that the 2012 financial statements were restated for the application of IAS 19 revised, to facilitate comparison with the 2013 financial statements).

Since January 1, the Group has announced several major contracts, bearing witness to the growing success of the implementation of Capgemini's strategy:

• System migration for the UK insurance company, Direct Line Group;
• Strengthening of the Capgemini and EMC alliance to offer cloud-based solutions in Brazil;
• Application services agreement with the Norwegian Post Office;
• BPO contract with the industrial group, Sandvik, for the management of financial and accounting services;
• Contract with E.On, a European energy producer and supplier, for smart meter management services in Sweden;
• Cloud computing strategic partnership with Microsoft, "Skysight", aimed at developing a global cloud-based service offering operated by Capgemini and using Microsoft technology;
• Outsourcing contract signed by Sogeti France with TOTAL for its upstream oil & gas division;
• Infrastructure services contract with the Kadaster Dutch public service.

These commercial wins, secured with major industrial clients, highlight the strong position of the Group compared with its best performing competitors.

Following a dividend payment of €1 per share (€157 million) and in spite of the seasonal increase in working capital requirements, net cash and cash equivalents remains positive at €272 million, despite anticipated payments recognized at the end of 2012.

The Group headcount totals 127,968 at June 30, 2013, up on June 30, 2012 (121,026) and December 31, 2012 (125,110). The attrition rate of 16.3% observed during the first half is close that for the first-half 2012 (17.0%). 59% of Group recruitment was performed in our offshore delivery centers, compared with 48% in the first-half 2012.

OPERATIONS BY GEOGRAPHIC AREA

	% of revenues		Growth on H1 2012		Operating margin rate **
	H1 2013	Published figures	Like-for-like	H1 2012 *	H1 2013
North America	20.5%	-0.9%	0.5%	11.0%	12.3%
France	21.7%	-2.2%	-2.2%	6.9%	7.2%
United Kingdom and Ireland	20.1%	-5.5%	-2.2%	7.5%	8.1%
Benelux	10.7%	-6.2%	-6.2%	5.2%	8.2%
Rest of Europe	18.7%	-0.8%	-1.7%	6.9%	6.2%
Asia-Pacific and Latin America	8.3%	5.0%	10.5%	3.0%	2.6%
Total	100.0%	-2.3%	-1.1%	6.8%	7.3%

* Figures restated for the application of IAS 19, revised;

** Before amortization of intangible assets recognized in business combinations and after allocation of individual company margins of offshore production centers to the geographic regions managing the contracts (new presentation).

North America (20.5% of Group revenues) reported a slight 0.9% downturn in revenues (0.5% increase like-for-like, the majority of this difference being attributable to the depreciation of the US dollar). After strong growth at the beginning of 2012 (9.7% growth in the first-half 2012), momentum in this region was consolidated in the first-half 2013. The group expects a recovery in growth in this market in the second half of 2013. The operating margin continued to improve reaching 12.3%, up 1.3 points on the first-half 2012, bearing witness to the success of the offshore strategy of the Group, which adapted its production model and is now a major player in this market.

France (21.7% of Group revenues) reported a decrease of 2.2%. The operating margin rate improved from 6.9% in the first-half 2012 to 7.2%. Revenues grew 0.7% in the second quarter, compared with the second quarter 2012, while the first quarter saw a 4.8% contraction in activity.

The United Kingdom and Ireland region (20.1% of Group revenues) reported a 5.5% fall in revenues and a like-for-like contraction of 2.2% for the half-year. This downturn took place in the unfavorable context of budget austerity in the public sector, which accounts for over 60% of business in this region. Adjusted for the planned decrease in revenues with HMRC (public sector) in line with the new contractual terms and conditions, revenues are practically stable, growing 0.2% like-for-like. The operating margin rate increased 0.6 points compared to the first-half 2012 to 8.1%.

Benelux (10.7% of Group revenues) is in a period of stabilization. While revenues declined a further 6.2% compared with the first-half 2012, trends confirm a sequential stabilization of activity, suggesting year on year stability may be achieved by the end of 2013. The operating margin is 8.2% (5.2% in the first-half 2012), reflecting the rapid upturn in profitability in this region following the measures taken at the end of 2012.

Rest of Europe (18.7% of Group revenues) reported a 1.7% contraction in revenues, like-for-like. This downturn was due to weak activity levels in Continental Europe in the first-half, although an improvement was observed during the second quarter. The operating margin rate fell 0.7 points, primarily due to lower profitability rates than the first-half 2012 in Central Europe, where profitability levels remain similar to the Group average.

The Asia-Pacific and Latin America region (8.3% of Group revenues) enjoyed strong growth of 10.5% like-for-like. Benefiting from the ramp-up of a major contract, Latin America reported an 11.2% increase in revenues like-for-like. The operating margin nonetheless remains limited at 2.6% in a region where the Group continues to invest in its development. A substantial improvement is expected in the second half of the year.

Operations by business segment

	% of revenues	Growth on	Operating margin rate**
	H1 2013	H1 2012 *	H1 2012 ***	H1 2013
Consulting Services	4.7%	-9.0%	10.8%	7.7%
Local Professional Services	15.0%	-3.9%	9.6%	9.1%
Technology Services	40.8%	0.3%	7.0%	7.2%
Outsourcing Services	39.5%	-0.3%	6.4%	8.3%

* Iike-for-like;

** Before amortization of intangible assets recognized in business combinations and after allocation of individual company margins of offshore production centers to the geographic regions managing the contracts (new presentation);

*** Figures restated for the application of IAS 19, revised.

Consulting Services was the Group business most affected by the economic environment in the first-half 2013 (revenues fell 9.0% like-for-like). The situation is highly contrasted depending on the country, as on a like-for-like basis, activity in the United Kingdom increased over 3%, while in France it fell more than 10%. The utilization rate nonetheless improved from 62% in the first quarter to 69% in the second quarter. The operating margin rate fell 3.1 points compared to the first-half 2012 to 7.7%.

Local Professional Services (Sogeti) revenues slipped 3.9% like-for-like. North America continues to report growth, while revenues fell close to 9.0% in Benelux. The utilization rate remains sustained at an average of 81.0% in the first-half 2013 (82.5% over the same period in 2012). The operating margin rate fell 0.5 points on the first-half 2012 to 9.1%.

Technology Services (40.8% of Group revenues) remains the Group's powerhouse and reported limited growth in revenues (+0.3% like-for-like). Among the main Group countries, the United Kingdom and North America grew slightly, while France and Benelux reported a small contraction. Selling prices increased slightly, evidence of the benefits drawn by the Group from its portfolio of innovative offerings. The utilization rate remains at a satisfactory level of 80%, comparable period-on-period. The operating margin rate rose 0.2 points on the first-half 2012 to 7.2%.

Outsourcing Services (39.5% of Group revenues) reported a 0.3% fall in activity compared to the first-half 2012, like-for-like. However, adjusted for the drop in volume with HMRC, revenues increased 1.1%. Application maintenance activities in particular reported growth, while conversely the infrastructure services business contracted, mainly due to the Group's strategic decision to focus on the high value-added end of the market, resulting in the elimination of the most dilutive contracts. The operating margin increased substantially by 1.9 points on the first-half 2012 to 8.3%, benefiting in particular from the improved profitability of the infrastructure services business.

ANALYSIS OF THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED JUNE 30, 2013

The financial statements for the first-half 2012 and fiscal year 2012 were restated for the application of IAS 19 revised with effect from January 1, 2013. The following analyses are based on the restated financial statements.

Consolidated Income Statement

Revenues for first-half 2013 totaled €5,033 million, compared with €5,150 million in first-half 2012, down 2.3% (-1.1% like-forlike).

The Operating margin (now presented before amortization of intangible assets recognized in business combinations) for the first six months of 2013 was €367 million, compared with €350 million for the same period in 2012, representing a margin rate of 7.3% compared with 6.8%, respectively.

Other operating income and expense represented a net expense of €50 million in the first-half 2013, a significant improvement on the first-half 2012 (€91 million), due to the marked reduction in restructuring costs from €75 million to €31 million.

Operating profit is therefore €302 million for the six months to June 30, 2013 (6.0% of revenues), compared with €240 million for the first-half 2012 (4.7% of revenues), representing a 1.3 point improvement in operating profitability.

The Net financial expense totaled €53 million in the first-half 2013, down on the first-half 2012 (€63 million). This improvement on the first-half 2012 was mainly due to a decrease in interest on borrowings, particularly in Brazil and the net interest cost on defined benefit pension plans.

The Income tax expense for the first-half 2013 is €80 million, compared with €53 million for the first-half 2012, including a current income tax expense of €69 million (€56 million in the first-half 2012) and a deferred tax expense of €11 million (deferred tax income of €3 million in the first-half 2012). The effective tax rate for the first-half 2013 is therefore 32.1% (29.9% in the firsthalf 2012).

Profit for the period attributable to owners of the Company is €176 million for the first-half 2013, 31% higher than the profit of €134 million for the first-half 2012. Under these conditions, earnings per share is €1.10 based on 159,129,651 shares outstanding on June 30, 2013, compared with €0.86 based on 155,770,362 shares outstanding on June 30, 2012.

Consolidated Statement of Financial Position

Consolidated equity attributable to owners of the Company totaled €4,442 million at June 30, 2013, down €40 million compared with December 31, 2012. This decrease was mainly due to:

• the payment of dividends to shareholders (€157 million);
• a share capital reduction following the elimination of treasury shares (€70 million);
• the recognition in equity of actuarial gains on provisions for pensions and other post-employment benefits, net of deferred tax (€70 million);
• a decrease in reserves attributable to owners of the Company of €13 million, tied to the adjustment to the put option granted to CPM Braxis minority shareholders;
• a decrease in translation reserves (€37 million);

partially offset by the recognition of profit for the period of €176 million.

Non-current assets totaled €5,478 million at June 30, 2013. This decrease of €115 million on December 31, 2012 mainly reflects:

• a €74 million net decrease in goodwill and intangible assets and property, plant and equipment;
• a €32 million decrease in deferred tax assets following the use of tax losses carried forward at tax group level in France in the amount of €17 million and a €10 million decrease linked to actuarial gains on pension plans, essentially in the United Kingdom and Canada.

Non-current liabilities excluding long-term borrowings amounted to €1,457 million at June 30, 2013. This €137 million decrease on December 31, 2012 is mainly attributable to a €149 million decrease in provisions for pensions and other post-employment benefits resulting from actuarial gains of €82 million recognized essentially in the United Kingdom and Canada and benefits and contributions of €79 million.

Operating receivables, comprising accounts and notes receivable, totaled €2,694 million at June 30, 2013 compared with €2,959 million at June 30, 2012 and €2,538 million at December 31, 2012. Accounts receivable net of advances from clients and amounts billed in advance totaled €1,993 million at June 30, 2013, compared with €2,180 million one year earlier and €1,807 million at December 2012, 2012.

Accounts and notes payable, consisting mainly of accounts payable and related accounts, amounts due to members of personnel and accrued taxes other than on income, totaled €2,078 million at June 30, 2013, compared with €2,213 million at June 30, 2012 and €2,335 million at December 31, 2012.

Net cash and cash equivalents totaled €272 million at June 30, 2013, compared with €27 million at June 30, 2012 and €872 million at December 31, 2012. This €600 million decrease in the first half of the year mainly reflects:

• the payment of dividends to shareholders for a total amount of €157 million;
• net cash used in operating activities during the half-year of €237 million: cash flows from operations (€380 million) were more than consumed by the decrease in working capital requirements (€549 million), linked to the seasonal nature of the business cycle;
• a net cash outflow on treasury share transactions of €70 million;
• cash outflows for the acquisition of fixed assets net of proceeds from disposals of €64 million.

RELATED PARTIES

No material transactions with related parties took place in the first-half 2013.

MAIN RISKS AND UNCERTAINTIES FOR THE SECOND-HALF 2013

The nature and degree of risks to which the Group is exposed have not changed from those presented on pages 25 to 29 of the 2012 Registration Document.

Nevertheless, developments in the economic environment and particularly the resulting impact on prices and the Group's ability to recruit are the main factors likely to influence business in the second half.

OUTLOOK FOR THE YEAR 2013

H1 performance supports the Group's annual guidance:

• it confirms its objective of organic revenue growth in line with 2012;
• the Group reasserts its objective of an increase in the operating margin of at least 30 basis points in 2013, i.e. 8.4% compared with 8.1% in fiscal year 2012 (after restatement of the accounts for application of IAS 19 revised).
• the cumulated organic free cash flow objective for 2012-2013 is now €800 million, before the exceptional pension fund contribution, i.e. the high end of the previously announced range.

CONSOLIDATED INCOME STATEMENT

Notes
						%
						100
4	(7,879)	(76.8)	(4,008)	(77.8)	(3,868)	(76.8)
4	(794)	(7.7)	(403)	(7.8)	(410)	(8.2)
4	(762)	(7.4)	(389)	(7.6)	(388)	(7.7)
	829	8.1	350	6.8	367	7.3
	(37)	(0.4)	(19)	(0.4)	(15)	(0.3)
	792	7.7	331	6.4	352	7.0
5	(186)	(1.8)	(91)	(1.8)	(50)	(1.0)
	606	5.9	240	4.7	302	6.0
6	(55)	(0.5)	(29)	(0.5)	(25)	(0.5)
6	(72)	(0.7)	(34)	(0.7)	(28)	(0.6)
	(127)	(1.2)	(63)	(1.2)	(53)	(1.1)
7	(135)	(1.3)	(53)	(0.9)	(80)	(1.6)
	(1)	-	(1)	-	-	-
	343	3.3	123	2.4	169	3.4
	353	3.4	134	2.6	176	3.5
	(10)	(0.1)	(11)	(0.2)	(7)	(0.1)
						158,229,410
8		2.26		0.87		1.11
						159,129,651
		2.18		0.86		1.10
						178,103,162
8		2.15		0.85		1.05
	3	Amount 10,264	2012 * % 100 155,795,618 161,770,362 174,811,705	Amount 5,150	First-half 2012 * % 100 153,744,878 155,770,362 171,960,300	First-half 2013 Amount 5,033

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised

** With effect from January 1, 2013, the operating margin is presented before amortization of intangible assets recognized in business combinations. Comparative periods have been adjusted to reflect this change in presentation.

STATEMENT OF INCOME AND EXPENSE RECOGNIZED IN EQUITY

in millions of euros	2012 *	First-half 2012 *	First-half 2013
Actuarial gains and losses on defined benefit pension plans, net of tax	(36)	(177)	70
Items that will not be reclassified to profit or loss	(36)	(177)	70
Remeasurement of hedging derivatives, net of tax	12	(6)	(14)
Translation adjustments	(44)	38	(40)
Items to be reclassified to profit or loss	(32)	32	(54)
Total income and expense recognized in equity	(68)	(145)	16
Profit for the period (reminder)	343	123	169
If this income and expense recognized in equity had been recognized in profit or loss, profit for the period would have been as follows:	275	(22)	185
Attributable to: Owners of the Company	290	(9)	195
Non-controlling interests	(15)	(13)	(10)

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

in millions of euros	Notes	June 30, 2012	December 31, 2012	June 30, 2013
Goodwill		3,762	3,702	3,673
Intangible assets		205	192	177
Property, plant and equipment		555	542	512
Deferred taxes		1,096	1,059	1,027
Other non-current assets		111	98	89
TOTAL NON-CURRENT ASSETS		5,729	5,593	5,478
Accounts and notes receivable	10	2,959	2,538	2,694
Current income tax		70	70	75
Other current receivables		400	351	399
Cash management assets	11	74	75	77
Cash and cash equivalents	11	1,310	2,023	1,425
TOTAL CURRENT ASSETS		4,813	5,057	4,670
TOTAL ASSETS		10,542	10,650	10,148

in millions of euros	Notes	June 30, 2012 *	December 31, 2012 *	June 30, 2013
Share capital		1,246	1,294	1,273
Additional paid-in capital		2,875	2,976	2,900
Retained earnings and other reserves		(197)	(141)	93
Profit for the period attributable to owners of the Company		134	353	176
Equity (attributable to owners of the Company)		4,058	4,482	4,442
Non-controlling interests		39	36	37
Total equity		4,097	4,518	4,479
Long-term borrowings	11	1,133	1,131	569
Deferred taxes		199	157	154
Provisions for pensions and other post-employment benefits	12	1,385	1,202	1,053
Non-current provisions		19	16	23
Other non-current liabilities		338	219	227
TOTAL NON-CURRENT LIABILITIES		3,074	2,725	2,026
Short-term borrowings and bank overdrafts	11	219	99	664
Accounts and notes payable		2,213	2,335	2,078
Advances from customers and billed in advance	10	664	624	595
Current provisions		49	48	54
Current income tax		70	95	79
Other current payables		156	206	173
TOTAL CURRENT LIABILITIES		3,371	3,407	3,643
TOTAL EQUITY AND LIABILITIES		10,542	10,650	10,148

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised.

CONSOLIDATED STATEMENT OF CASH FLOWS

in millions of euros	Notes	2012 *	First-half 2012 *	First-half 2013
Profit for the period attributable to owners of the Company		353	134	176
Non-controlling interests		(10)	(11)	(7)
Depreciation, amortization and impairment of fixed assets		228	114	106
Net charges to provisions		(17)	(5)	(11)
Gains and losses on disposals of assets		(14)	2	1
Expenses relating to share subscriptions, share grants and stock options		15	7	8
Net finance costs	6	55	29	25
Income tax expense	7	135	53	80
Unrealized gains and losses on changes in fair value and other		32	16	2
Cash flows from operations before net finance costs and income tax (A)		777	339	380
Income tax paid (B)		(120)	(84)	(68)
Change in accounts and notes receivable and advances from customers and amounts billed in advance		96	(255)	(210)
Change in capitalized costs on projects		9	3	-
Change in accounts and notes payable		(26)	(12)	(41)
Change in other receivables/payables		(27)	(178)	(298)
Change in operating working capital (C)		52	(442)	(549)
NET CASH FROM (USED lN) OPERATING ACTIVITIES (D=A+B+C)		709	(187)	(237)
Acquisitions of property, plant and equipment and intangible assets		(183)	(101)	(65)
Proceeds from disposals of property, plant and equipment and intangible assets		11	-	1
		(172)	(101)	(64)
Cash outflows on business combinations net of cash and cash equivalents acquired		(24)	(4)	(4)
Net proceeds on disposals of companies and operations		(8)	1	-
Net proceeds/payments relating to deposits and long-term investments		(1)	(1)	(1)
Cash outflows on cash management assets		(2)	-	(2)
Dividends received from investments		1	-	-
		(34)	(4)	(7)
NET CASH FROM (USED IN) INVESTING ACTIVITIES (E)		(206)	(105)	(71)
Share capital increases		153	-	-
Proceeds from issues of share capital subscribed by non-controlling interests		49	50	20
Dividends paid		(154)	(154)	(157)
Net proceeds/payments relating to treasury share transactions		(24)	5	(70)
Proceeds from borrowings	11	22	66	7
Repayments of borrowings	11	(685)	(570)	(30)
Interest paid	6	(66)	(33)	(24)
Interest received	6	25	12	12
NET CASH FROM (USED IN) FINANCING ACTIVITIES (F)		(680)	(624)	(242)
NET INCREASE (DECREASE) lN CASH AND CASH EQUIVALENTS (G=D+E+F)		(177)	(916)	(550)
Effect of exchange rate movements on cash and cash equivalents (H)		(31)	2	(45)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD (I)	11	2,224	2,224	2,016
CASH AND CASH EQUIVALENTS AT END OF PERIOD (G+H+I)	11	2,016	1,310	1,421

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised.

CONSOLIDATED STATEMENT OF CHANGES lN EQUITY

in millions of euros	Number of shares	Share capital	Additional paid-in capital	Treasury shares	Consolidated retained earnings and other reserves	Translation adjustments	Total income and expense recognized in equity Other	Equity (attributable to owners of the Company)	Non controlling interests **	Total equity
At January 1, 2012 - Reported	155,770,362	1,246	2,875	(77)	912	(67)	(633)	4,256	27	4,283
Restatements relating to retroactive application of IAS 19 revised, net of tax					(33)		16	(17)		(17)
At January 1, 2012 *	155,770,362	1,246	2,875	(77)	879	(67)	(617)	4,239	27	4,266
Dividends paid out for 2011	-	-	-	-	(154)	-	-	(154)	-	(154)
Incentive instruments and employee share ownership	-	-	-	-	7	-	-	7	-	7
Adjustments to the put option granted to minority shareholders and changes in percentage interest	-	-	-	-	(30)	-	-	(30)	25	(5)
Treasury shares	-	-	-	4	1	-	-	5	-	5
Transactions with shareholders	-	-	-	4	(176)	-	-	(172)	25	(147)
Income and expense recognized in equity *	-	-	-	-	-	40	(183)	(143)	(2)	(145)
Profit for the period *	-	-	-	-	134	-	-	134	(11)	123
At June 30, 2012 *	155,770,362	1,246	2,875	(73)	837	(27)	(800)	4,058	39	4,097
Dividends paid out for 2011	-	-	-	-	-	-	-	-	-	-
Incentive instruments and employee share ownership	6,000,000	48	101	12	-	-	-	161	-	161
Adjustments to the put option granted to minority shareholders and changes in percentage interest	-	-	-	-	(7)	-	-	(7)	-	(7)
Elimination of treasury shares	-	-	-	(31)	2	-	-	(29)	-	(29)
Transactions with shareholders	6,000,000	48	101	(19)	(5)	-	-	125	(1)	124
Income and expense recognized in equity *	-	-	-	-		(79)	159	80	(3)	77
Profit for the period *	-	-	-	-	219	-	-	219	1	220
At December 31, 2012 *	161,770,362	1,294	2,976	(92)	1,052	(106)	(642)	4,482	36	4,518
Dividends paid out for 2012, including the 3% contribution	-	-	-	-	(162)	-	-	(162)	-	(162)
Incentive instruments and employee share ownership	285,000	2	-	-	8	-	-	10	-	10
Adjustments to the put option granted to minority shareholders and changes in percentage interest	-	-	-	-	(13)	-	-	(13)	11	(2)
Elimination of treasury shares		-	-	(70)	-	-	-	(70)	-	(70)
Share capital reduction by cancellation of treasury shares	(2,925,711)	(23)	(77)	100	-	-		-	-	-
Transactions with shareholders	(2,640,711)	(21)	(77)	30	(167)	-	-	(235)	11	(224)
Income and expense recognized in equity	-	-	-	-	-	(37)	56	19	(3)	16
Profit for the period	-	-	-	-	176	-	-	176	(7)	169
At June 30, 2013	159,129,651	1,273	2,899	(62)	1,061	(143)	(586)	4,442	37	4,479

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised

** Non-controlling interests in CPM Braxis, acquired on October 6, 2010.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED JUNE 30, 2013

Note 1 – Accounting policies

The condensed interim consolidated financial statements and related notes for the half-year ended June 30, 2013 were drawn up under the responsibility of the Board of Directors and approved by the Board of Directors' meeting of July 24, 2013.

ACCOUNTING BASIS

IFRS STANDARDS BASE

The condensed interim consolidated financial statements for the half-year ended June 30, 2013 have been prepared in accordance with international accounting standards (IFRS, International Financial Reporting Standards) issued by the International Accounting Standards Board (IASB), and endorsed by the European Union at June 30, 2013 and published in the Official Journal of the European Union.

The Group also takes account of the positions adopted by Syntec Informatique – an organization representing major consulting and computer services companies in France - regarding the application of certain IFRS.

The 2013 condensed interim consolidated financial statements have been prepared in accordance with lAS 34, Interim Financial Reporting. These consolidated financial statements include comparative data consisting of the consolidated income statements for the half-year ended June 30, 2012 and the year ended December 31, 2012, the statements of income and expense recognized in equity for the half-year ended June 30, 2012 and the year ended December 31, 2012, the consolidated statements of financial position at June 30, 2012 and December 31, 2012 and the consolidated statements of cash flows for the half-year ended June 30, 2012 and the year ended December 31, 2012. The condensed interim consolidated financial statements for the half-year ended June 30, 2013 should be read in conjunction with the 2012 consolidated financial statements. Finally, the latter have been adjusted for the restatements presented in the "Changes in accounting standards" and "Changes in presentation" sections.

NEW STANDARDS AND INTERPRETATIONS APPLICABLE IN 2013

The accounting policies applied by Capgemini Group are unchanged on those applied for the preparation of the 2012 consolidated financial statements, with the exception of the following changes in accounting method. The Group did not elect for an early adoption of the standards, amendments, and interpretations published by the IASB but not yet endorsed by the European Union at June 30, 2013 or in effect at January 1, 2013.

CHANGES IN ACCOUNTING STANDARDS

Capgemini applied the following new standards and amendments with effect from January 1, 2013:

IAS 1 revised, Presentation of financial statements: as a result of the amendments to IAS 1, the Group has modified the presentation of items of other comprehensive income in its Statement of income and expense recognized in equity, to present separately items that will be reclassified to profit or loss from those that will not be reclassified. Comparative information has also been restated accordingly.

IAS 19 revised, Employee benefits: as a result of the amendments to IAS 19, the expected return on plan assets is determined by applying the discount rate used to measure the defined benefit obligation. In addition, past service costs are now recognized in profit or loss at the time of plan amendments and/or the entry of new beneficiaries. IAS 19 revised is applied retrospectively, with all prior periods restated.

The following tables present the impact of the changes in accounting method, with retrospective application from December 31, 2011, on the consolidated income statement, the statement of income and expense recognized in equity and the consolidated statement of financial position:

Consolidated income statement

		First-half 2012		Year ended December 31, 2012
in millions of euros	Reported	Impact IAS 19 revised	Restated	Reported	Impact IAS 19 revised	Restated
Revenues	5,150	-	5,150	10,264	-	10,264
Operating expenses	(4,822)	3	(4,819)	(9,477)	5	(9,472)
Operating profit	237	3	240	601	5	606
Net financial expense	(49)	(14)	(63)	(100)	(27)	(127)
Income tax expense	(55)	2	(53)	(140)	5	(135)
Share of profit of associates	(1)	-	(1)	(1)	-	(1)
Profit for the period	132	(9)	123	360	(17)	343
Attributable to:
Owners of the Company	143	(9)	134	370	(17)	353
Non-controlling interests	(11)	-	(11)	(10)	-	(10)
EARNINGS PER SHARE (in euros)
Basic earnings per share	0.92		0.87	2.37		2.26
Diluted earnings per share	0.90		0.85	2.25		2.15

Restatements to the consolidated income statement primarily consist of the cancellation of the amortization of past service costs and the determination of the expected return on plan assets using the discount rate applied to measure the obligation.

Statement of income and expense recognized in equity

		First-half 2012		Year ended December 31, 2012
in millions of euros	Reported	Impact IAS 19 revised	Restated	Reported	Impact IAS 19 revised	Restated
Items that will not be reclassified to profit or loss	(189)	12	(177)	(59)	23	(36)
Items that will be reclassified to profit or loss	32	-	32	(32)	-	(32)
Total income and expense recognized in equity	(157)	12	(145)	(91)	23	(68)
Profit for the period (reminder)	132	(9)	123	360	(17)	343

Consolidated statement of financial position

	December 31, 2011 June 30, 2012					December 31, 2012
in millions of euros	Reported	Impact IAS 19 revised	Restated	Reported	Impact IAS 19 revised	Restated	Reported	Impact IAS 19 revised	Restated
Equity (attributable to owners of the
Company)	4,256	(17)	4,239	4,072	(14)	4,058	4,493	(11)	4,482
Non-controlling interests	27	-	27	39	-	39	36	-	36
TOTAL EQUITY	4,283	(17)	4,266	4,111	(14)	4,097	4,529	(11)	4,518
TOTAL NON-CURRENT LIABILITIES	2,754	17	2,771	3,059	14	3,073	2,714	11	2,725
TOTAL CURRENT LIABILITIES	3,977	-	3,977	3,372	-	3,372	3,407	-	3,407
TOTAL EQUITY AND LIABILITIES	11,014	-	11,014	10,542	-	10,542	10,650	-	10,650

Restatements to the consolidated statement of financial position consist of the recognition in equity of past service costs previously recognized in the balance sheet and amortized over the term of the plan.

IFRS 13, Fair value measurement: the application of IFRS 13 with effect from January 1, 2013 had no impact on the consolidated financial statements. The fair value of financial instruments at June 30, 2013 includes, in particular, the valuation of credit risk.

CHANGES IN PRESENTATION DECIDED BY THE GROUP

From January 1, 2013, operating margin excludes amortization of intangible assets recognized in business combinations, which is no longer included in the definition of this Group business performance indicator. This change also brings this indicator into line with general industry practice.

Accordingly, operating margin after amortization of intangible assets recognized in business combinations is equal to the operating margin reported in fiscal year 2012 and previous periods.

The presentation of the operating segments at June 30, 2013 reflects the following changes in presentation:

• Latin America, previously included in the "Southern Europe and Latin America" region, is now included in the "Asia Pacific and Latin America" region,

• the operating margin realized by the main offshore production centers (India and Poland) has been reallocated to the geographic regions managing the contracts to enable a better assessment of the performance of these regions (see Note 14, Operating segments).

Comparative information for the fist-half 2012 and fiscal year 2012 has also been restated to reflect this new presentation.

NOTE 2 – CHANGES IN GROUP STRUCTURE

ACQUISITIONS / DISPOSALS IN THE FIRST-HALF 2013

The Group did not perform any major acquisitions during the first-half 2013.

NOTE 3 – REVENUES

	2012		First-half 2012		First-half 2013
in millions of euros	Amount	%	Amount	%	Amount	%
North America	2,101	20	1,041	20	1,031	20
France	2,181	21	1,116	22	1,092	22
United Kingdom and Ireland	2,104	21	1,069	21	1,010	20
Benelux	1,118	11	576	11	541	11
Southern Europe (1)	500	5	256	6	253	5
Nordic countries	714	7	363	7	365	8
Germany and Central Europe	658	6	332	6	324	6
Asia-Pacific and Latin America (1)	888	9	397	7	417	8
Revenues	10,264	100	5,150	100	5,033	100

(1) Latin America, previously included in the "Southern Europe and Latin America" region, is included in the "Asia Pacific and Latin America" region with effect from January 1, 2013 (see Note 14, Operating segments).

Compared with the first-half 2012, revenues fell -2.3% in the first-half 2013 on a reported basis (current Group structure and exchange rates) and -1.1% like-for-like (constant Group structure and exchange rates).

NOTE 4 – OPERATING EXPENSES BY NATURE

			First-half 2013
Amount	% of revenues	Amount	% of revenues	Amount	% of revenues
6,183	60.2	3,170	61.6	3,132	62.2
423	4.1	208	4.0	211	4.2
6,606	64.3	3,378	65.6	3,343	66.4
2,227	21.7	1,129	21.9	1,023	20.3
338	3.3	162	3.2	170	3.4
264	2.6	131	2.5	130	2.6
9,435	91.9	4,800	93.2	4,666	92.7
		2012 *		First-half 2012 *

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised.

NOTE 5 – OTHER OPERATING INCOME AND EXPENSE

in millions of euros	2012	First-half 2012	First-half 2013
Restructuring costs	(168)	(75)	(31)
o/w Workforce reduction	(151)	(69)	(19)
o/w Real estate assets streamlining	(14)	(5)	(11)
o/w Rightshoring	(3)	(1)	(1)
Integration costs relating to acquired companies	(9)	(4)	-
Acquisition-related costs	(2)	(1)	(1)
Expenses relating to share subscriptions, share grants and stock options	(18)	(7)	(10)
Other operating expenses	(11)	(4)	(8)
Total operating expenses	(208)	(91)	(50)
Other operating income	22	-	-
Total operating income	22	-	-
Other operating income and expense	(186)	(91)	(50)

Restructuring costs

First-half 2013 restructuring costs primarily concern workforce reduction measures and the streamlining of real estate assets, particularly in the Netherlands, France and Spain.

NOTE 6 – NET FINANCIAL EXPENSE

in millions of euros	Note	2012 *	First-half 2012*	First-half 2013
Income from cash and cash equivalents and cash management assets		25	12	12
Interest on borrowings		(62)	(32)	(28)
Net finance costs at the nominal interest rate		(37)	(20)	(16)
Impact of amortized cost on borrowings		(18)	(9)	(9)
Net finance costs at the effective interest rate		(55)	(29)	(25)
Net interest cost on defined benefit pension plans	12	(53)	(28)	(24)
Exchange gains (Iosses) on financial transactions		(8)	1	2
Currency derivative instruments on financial transactions		6	(2)	(2)
Other		(17)	(5)	(4)
Other financial income and expense		(72)	(34)	(28)
o/w financial income		42	30	14
o/w financial expense		(114)	(64)	(42)
Net financial expense		(127)	(63)	(53)

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised

Net finance costs comprise:

• income from cash and cash equivalents and cash management assets of €12 million;
• the coupons on OCEANE bonds convertible/exchangeable into new or existing Cap Gemini shares issued in 2009 (OCEANE 2009) of €10 million (stable on the first-half 2012), plus an amortized cost accounting impact of €8.5 million (€8 million in the first-half 2012);
• the coupons on the 2011 bond issue of €13 million (€13 million in the first-half 2012), plus an amortized cost accounting impact of €0.5 million;
• interest on finance leases of €4 million, primarily in the United Kingdom, Brazil, the United States and France (€4 million in the first-half 2012);
• interest of €1 million (€4 million in the first-half 2012). This decrease on the first-half 2012 is due to the reduction in interest on borrowings, particularly in Brazil.

In other financial income and expense, currency derivative instruments on financial transactions mainly concern fair value gains and losses on currency swaps hedging intercompany loans granted by Capgemini UK Plc. to Cap Gemini S.A. and an intercompany loan granted by Cap Gemini S.A. to Capgemini North America Inc.

NOTE 7 – INCOME TAX EXPENSE

in millions of euros	2012 *	First-half 2012 *	First-half 2013
Current income tax	(153)	(56)	(69)
Deferred taxes	18	3	(11)
Income tax expense	(135)	(53)	(80)

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised.

NOTE 8 – EARNINGS PER SHARE

Basic earnings per share

Basic earnings per share of €1.11 is calculated using the same method as at June 30, 2012 and December 31, 2012.

DILUTED EARNINGS PER SHARE

Diluted earnings per share of €1.05 is calculated by assuming conversion into ordinary shares of all dilutive instruments outstanding at the period end. The average share price during the first-half 2013 was €36.64.

At June 30, 2013, instruments considered dilutive for the purpose of calculating diluted earnings per share include:

• 2,961,787 shares falling within the scope of the 2010, 2012 and 2013 performance share plans;
• the 16,911,765 "OCEANE 2009" convertible bonds issued on April 20, 2009.

NOTE 9 – GOODWILL

The €29 million decrease in goodwill over the period is chiefly attributable to translation adjustments on goodwill denominated in foreign currencies.

NOTE 10 – ACCOUNTS AND NOTES RECEIVABLE

in millions of euros	June 30, 2012	December 31, 2012	June 30, 2013
Accounts receivable	1,665	1,543	1,562
Provisions for doubtful accounts	(11)	(12)	(11)
Accrued income	1,190	900	1,037
Accounts and notes receivable (excluding capitalized costs on projects)	2,844	2,431	2,588
Capitalized costs on projects	115	107	106
Accounts and notes receivable	2,959	2,538	2,694

Total accounts receivable and accrued income, net of advances from customers and billed in advance, can be analyzed as follows in number of days revenues for the period:

in millions of euros	June 30, 2012	December 31, 2012	June 30, 2013
Accounts and notes receivable (excluding capitalized costs on projects)	2,844	2,431	2,588
Advances from customers and billed in advance	(664)	(624)	(595)
Total accounts receivable net of advances from customers and billed in advance	2,180	1,807	1,993
ln number of days revenues for the period	76	63	71

Note 11 – Net cash and cash equivalents

in millions of euros	June 30, 2012	December 31, 2012	June 30, 2013
Cash management assets	74	75	77
Short-term investments	984	1,610	1,062
Cash at bank	326	413	363
Asset/liability derivative instruments on cash items	3	(1)	-
Bank overdrafts (liability)	(3)	(6)	(4)
Cash and cash equivalents	1,310	2,016	1,421
Bonds	(1,044)	(1,053)	(497)
Obligations under finance leases	(86)	(76)	(70)
Draw-downs on bank and similar facilities	(2)	(2)	(2)
Other borrowings	(1)	-	-
Long-term borrowings	(1,133)	(1,131)	(569)
Bonds	(25)	(22)	(591)
Obligations under finance leases	(46)	(54)	(47)
Draw-downs on bank and similar facilities	(142)	(15)	(22)
Other borrowings	(3)	(2)	-
Short-term borrowings	(216)	(93)	(660)
Borrowings	(1,349)	(1,224)	(1,229)
Derivative instruments on borrowings	(8)	5	3
Net cash and cash equivalents	27	872	272

Movements in long- and short-term borrowings mainly reflect the reclassification in short-term borrowings of the OCEANE 2009 bonds convertible/exchangeable into new or existing Cap Gemini shares, maturing on January 1, 2014.

The decrease in net cash and cash equivalents during the first six months of 2013 on December 31, 2012 chiefly reflects:

• the payment of dividends to shareholders for a total amount of €157 million;
• net cash used in operating activities during the half-year of €237 million: cash flows from operations (€380 million) were more than consumed by the decrease in working capital requirements (€549 million), linked to the seasonal nature of the business cycle;
• a net cash outflow on treasury share transactions of €70 million;
• cash outflows for the acquisition of fixed assets net of proceeds from disposals of €64 million.

Note 12 – Provisions for pensions and other post-employment benefits

in millions of euros	2012 *	First-half 2012 *	First-half 2013
Net obligation at beginning of period	1,125	1,125	1,202
Translation adjustments	19	35	(44)
Current service cost	53	28	30
Net interest cost	53	28	24
Benefits and contributions	(126)	(63)	(79)
Change in actuarial gains and losses recognized in equity	84	235	(82)
Other movements	(6)	(3)	2
Net obligation at end of period	1,202	1,385	1,053

* Figures have been adjusted for the restatements presented in Note 1 - Accounting policies, following application of IAS 19, revised.

The change in net obligation in the first-half 2013 corresponds chiefly to a net actuarial gain of €82 million, due to the increase in discount rates between December 31, 2012 and June 30, 2013 and benefits and contributions of €79 million, primarily attributable to the United Kingdom (€36 million) and Canada (€29 million).

In July 2013, the Group accelerated the funding of the deficit on a UK pension fund representing an exceptional contribution of €235 million in 2013.

Note 13 – Other non-current and current liabilities

At June 30, 2013, other non-current and current liabilities include primarily liabilities related to acquisitions of consolidated companies of €240 million (comprising €135 million in other non-current liabilities and €105 million in other current liabilities).

Note 14 – Operating segments

Segment information is provided for the geographic areas presented below (Segment reporting by geographic area) and complemented by information on revenues and operating margin for each of the Group's four businesses (Segment reporting by business).

Readers are reminded that the presentation of the operating segments at June 30, 2013 takes account of the following changes in presentation:

• Latin America, previously included in the "Southern Europe and Latin America" region, is now included in the "Asia Pacific and Latin America" region,
• The operating margin realized by the main offshore production centers (India and Poland) has been reallocated to the geographic regions managing the contracts to enable a better assessment of the performance of these regions.

Comparative information for the first-half 2012 and fiscal year 2012 has also been restated to reflect this new presentation.

Segment reporting by geographic area

Geographic area	Country
North America	Canada, United States
France	France, Morocco
United Kingdom and Ireland	Ireland, United Kingdom
Benelux	Belgium, Luxembourg, Netherlands
Southern Europe	Italy, Spain, Portugal
Nordic countries	Denmark, Finland, Norway, Sweden
Germany and Central Europe	Austria, Czech Republic, Germany, Hungary, Poland, Romania, Slovakia, Switzerland
Asia Pacific and Latin America	Argentina, Australia, Brazil, Chile, China, Colombia, Guatemala, India, Japan, Malaysia, Mexico, Philippines, Singapore, United Arab Emirates, Vietnam

Income Statement for the half-year ended June 30, 2013

in millions of euros	North America	France	United Kingdom and Ireland	Benelux	Southern Europe	Nordic countries	Germany and Central Europe	Asia Pacific and Latin America	Not allocated (1)	Elimina tions	Total
REVENUES
- external	1,031	1,092	1,010	541	253	365	324	417	-	-	5,033
- inter-geographic area	45	92	57	23	9	11	73	344	-	(654)	-
TOTAL REVENUES	1,076	1,184	1,067	564	262	376	397	761	-	(654)	5,033
Operating margin *	127	78	82	44	7	26	25	11	(33)	-	367
% of revenues	12.3	7.2	8.1	8.2	2.8	7.2	7.8	2.6	-	-	7.3
Amortization of intangible assets recognized in business combinations	(4)	(4)	-	(2)	(1)	(1)	-	(3)	-	-	(15)
Operating margin after amortization of intangible assets recognized in business combinations *	123	74	82	42	6	25	25	8	(33)	-	352
% of revenues	11.9	6.8	8.0	7.8	2.5	7.1	7.5	1.8	-	-	7.0
OPERATING PROFIT	122	59	75	33	(2)	24	21	3	(33)	-	302
					Net finance costs Other financial income and expense Income tax expense Share of profit of associates PROFIT FOR THE PERIOD Non-controlling interests PROFIT ATTRIBUTABLE TO OWNERS OF THE COMPANY						(25) (28) (80) - 169 7 176

(1) Items that have not been allocated correspond to headquarter expenses,

* With effect from January 1, 2013, the operating margin is presented before amortization of intangible assets recognized in business combinations. Comparative periods have been adjusted to reflect this change in presentation.

Income Statement for the half-year ended June 30, 2012

in millions of euros	North America	France	United Kingdom and Ireland	Benelux	Southern Europe	Nordic countries	Germany and Central Europe	Asia Pacific and Latin America	Not allocated (1)	Elimina tions	Total
REVENUES
- external	1,041	1,116	1,069	576	256	363	332	397	-	-	5,150
- inter-geographic area	39	84	58	24	11	12	63	316	-	(607)	-
TOTAL REVENUES	1,080	1,200	1,127	600	267	375	395	713	-	(607)	5,150
Operating margin **	115	77	80	30	8	28	30	12	(30)	-	350
% of revenues	11.0	6.9	7.5	5.2	3.1	7.7	9.0	3.0	-	-	6.8
Reminder: Reported operating margin *	96	74	72	28	7	27	31	45	(30)	-	350
Amortization of intangible assets recognized in business combinations	(6)	(5)	-	(2)	(1)	(1)	(1)	(3)	-	-	(19)
Operating margin after amortization of intangible assets recognized in business combinations **	109	72	80	28	7	27	29	9	(30)	-	331
% of revenues	10.5	6.5	7.5	4.9	2.7	7.4	8.7	2.3	-	-	6.4
OPERATING PROFIT	106	52	72	3	(6)	24	22	(3)	(30)	-	240
						Net finance costs Other financial income and expense					(29) (34)
						Income tax expense					(53)
						Share of profit of associates					(1)
						PROFIT FOR THE PERIOD					123
						Non-controlling interests					11
						PROFIT ATTRIBUTABLE TO OWNERS OF THE COMPANY					134

(1) Items that have not been allocated correspond to headquarter expenses.

* Restated for application of IAS 19, revised

** With effect from January 1, 2013, the operating margin is presented before amortization of intangible assets recognized in business combinations. Comparative periods have been adjusted to reflect this change in presentation.

Income statement for the year ended December 31, 2012

in millions of euros	North America	France	United Kingdom and Ireland	Benelux	Southern Europe	Nordic countries	Germany and Central Europe	Asia Pacific and Latin America	Not allocated (1)	Elimina tions	Total
REVENUES
- external	2,101	2,181	2,104	1,118	500	714	658	888	-	-	10,264
- inter-geographic area	82	179	121	53	19	22	138	676	-	(1,290)	-
TOTAL REVENUES	2,183	2,360	2,225	1,171	519	736	796	1,564	-	(1,290)	10,264
Operating margin **	249	191	181	88	20	59	56	46	(61)	-	829
% of revenues	11.8	8.8	8.6	7.9	4.0	8.3	8.4	5.2	-	-	8.1
Reminder: Reported operating margin *	195	182	160	84	20	54	60	135	(61)	-	829
Amortization of intangible assets recognized in business combinations	(9)	(11)	-	(4)	(2)	(2)	(2)	(7)	-	-	(37)
Operating margin after amortization of intangible assets recognized in business combinations **	240	180	181	84	18	57	54	39	(61)	-	792
% of revenues	11.4	8.3	8.6	7.5	3.6	8.0	8.2	4.4	-	-	7.7
OPERATING PROFIT	232	138	162	20	3	54	41	17	(61)	-	606
						Net finance costs					(55)
							Other financial income and expense				(72)
						Income tax expense					(135)
						Share of profit of associates					(1)
						PROFIT FOR THE YEAR					343
						Non-controlling interests					10
							PROFIT ATTRIBUTABLE TO OWNERS OF THE COMPANY				353

(1) Items that have not been allocated correspond to headquarter expenses;

* Restated for application of IAS 19, revised;

** With effect from January 1, 2013, the operating margin is presented before amortization of intangible assets recognized in business combinations. Comparative periods have been adjusted to reflect this change in presentation.

SEGMENT REPORTING BY BUSINESS

Revenues by business

	2012	First-half 2012		First-half 2013
in millions of euros	Amount	%	Amount	%	Amount	%
Consulting Services	500	5	265	5	237	5
Technology Services	4,147	40	2,078	41	2,053	41
Local Professional Services	1,528	15	784	15	755	15
Outsourcing Services	4,089	40	2,023	39	1,988	39
REVENUES	10,264	100	5,150	100	5,033	100

Operating margin by business

	2012 *		First-half 2012 *		First-half 2013
in millions of euros	Amount	%	Amount	%	Amount	%
Consulting Services	56	11.2	29	10.8	18	7.7
Technology Services	341	8.2	147	7.0	147	7.2
Local Professional Services	164	10.7	75	9.6	69	9.1
Outsourcing Services	329	8.0	129	6.4	166	8.3
Not allocated	(61)	-	(30)	-	(33)	-
Operating margin **	829	8.1	350	6.8	367	7.3

* Restated for application of IAS 19, revised

** With effect from January 1, 2013, the operating margin is presented before amortization of intangible assets recognized in business combinations. Comparative periods have been adjusted to reflect this change in presentation.

Note 15– Number of employees

AVERAGE NUMBER OF EMPLOYEES BY GEOGRAPHIC AREA

	2012		First-half 2012		First-half 2013
	Employees	%	Employees	%	Employees	%
North America	9,680	8	9,658	8	9,627	8
France	21,503	18	21,521	18	21,625	17
United Kingdom and Ireland	8,988	7	9,005	7	9,081	7
Benelux	9,815	8	10,105	8	9,044	7
Southern Europe (1)	7,282	6	7,291	6	7,316	6
Nordic countries	4,523	4	4,538	4	4,433	4
Germany and Central Europe	9,278	8	9,137	8	9,752	7
Asia-Pacific and Latin America (1)	50,594	41	49,139	41	55,318	44
Not allocated	166	-	166	-	160	-
Average number of employees	121,829	100	120,560	100	126,356	100

(1) Latin America, previously included in the "Southern Europe and Latin America" region, is included in the "Asia Pacific and Latin America" region with effect from January 1, 2013 (see Note 14, Operating segments)

NUMBER OF EMPLOYEES AT THE PERIOD END BY GEOGRAPHIC AREA

	June 30, 2012		December 31, 2012		June 30, 2013
	Employees	%	Employees	%	Employees	%
North America	9,786	8	9,608	8	9,651	8
France	21,362	18	21,574	17	21,580	17
United Kingdom and Ireland	8,985	7	8,964	7	9,114	7
Benelux	9,832	8	9,186	7	8,925	7
Southern Europe (1)	7,201	6	7,336	6	7,184	6
Nordic countries	4,518	4	4,504	4	4,396	3
Germany and Central Europe	9,295	8	9,581	8	9,840	8
Asia-Pacific and Latin America (1)	49,880	41	54,193	43	57,122	44
Not allocated	167	-	164	-	156	-
Number of employees at the period end	121,026	100	125,110	100	127,968	100

(1) Latin America, previously included in the "Southern Europe and Latin America" region, is included in the "Asia Pacific and Latin America" region with effect from January 1, 2013 (see Note 14, Operating segments)

Note 16 – Off-balance sheet commitments

COMMITMENTS GIVEN

in millions of euros	June 30, 2012	December 31, 2012	June 30, 2013
On client contracts	997	1,099	1,122
On non-cancelable leases	823	870	802
Other	104	110	99
Commitments given	1,924	2,079	2,023

COMMITMENTS RECEIVED

June 30, 2012	December 31, 2012	June 30, 2013
68	63	63
16	19	33
84	82	96

DECLARATION BY THE PERSON RESPONSIBLE FOR THE INTERIM FINANCIAL REPORT

"I hereby declare that, to the best of my knowledge, the condensed interim consolidated financial statements for the half-year ended June 30, 2013 have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and results of the Company and all the other companies included in the scope of consolidation and that the interim financial review, presented on page 5, gives a fair description of the material events that occurred in the first six months of the financial year and their impact on the financial statements, the main related party transactions, as well as a description of the main risks and uncertainties for the remaining six months of the year."

Paul Hermelin

Chairman and Chief Executive Officer