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Compagnie Plastic Omnium SE

Annual / Quarterly Financial Statement Feb 22, 2023

1603_iss_2023-02-22_2da18fbe-c7db-4604-8dc3-124eb9261bc1.pdf

Annual / Quarterly Financial Statement

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CONSOLIDATED FINANCIAL STATEMENTS 2022

PREAMBLE TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL INDICATORS

In the context of its financial communication, the Group uses financial indicators based on aggregates taken from the consolidated financial statements prepared in accordance with IFRS, as adopted in the European Union.

As indicated in Note 3.1 to the consolidated financial statements at December 31, 2022, on segment information, the Group uses the notion of "economic revenue" for its operational management, which corresponds to the consolidated revenue of the Group and its joint ventures at their percentage stake: Yanfeng Plastic Omnium, the Chinese

leader in exterior body parts, SHB Automotive Modules, the Korean leader in front‑end modules, BPO, a major player in the Turkish market for exterior equipment, and EKPO, Fuel Cell Technologies, specializing in the development and mass production of fuel cell stacks for hydrogen mobility.

The Industries segment in 2022 includes Intelligent Exterior Systems (IES), Clean Energy Systems (CES), New Energies (NE), PO Lighting Systems (POLS) and e‑Power (formerly Actia Power and the Battery packs division).

The Modules segment in 2022 corresponds to the module design, development and assembly (HBPO).

RECONCILIATION OF ECONOMIC REVENUE WITH CONSOLIDATED REVENUE

In thousands of euros 2022 2021
ECONOMIC REVENUE 9,476,889 8,017,155
Including revenue from joint ventures at the Group's percentage stake 938,779 783,844
CONSOLIDATED REVENUE 8,538,110 7,233,311

Comments on the fiscal year and outlook

5.1 COMMENTS ON THE FISCAL YEAR AND OUTLOOK

5.1.1 COMMENTS ON THE CONSOLIDATED FINANCIAL STATEMENTS

In millions of euros 2021 2022 Change
Economic revenue 8,017 9,477 +18.2%
Consolidated revenue 7,233 8,538 +18.0%
Operating margin
% of consolidated revenue
303
4.2%
364
4.3%
+€61M
+0.1 pt
Net profit (loss) – Attributable to owners of the parent 126 168 +€42M
EBITDA
% of consolidated revenue
771
10.7%
864
10.1%
+€93M
-0.6 pt
Net investments 294 351 +€57M
Free cash‑flow 251 243 -€8M
Net debt at 12/31 854 1,669 +€815M
Net debt/equity and quasi‑equity 41% 86% +45 pts
Net debt/EBITDA 1.1 1.9 +0.8
The figures above should be read in conjunction with the consolidated financial statements for more details.

In 2022, Plastic Omnium achieved strong profitable growth generating free cash‑flow in a market context disrupted by rising inflation and production chain stoppages related to the continuing shortage of semiconductors, the war in Ukraine and the health situation in China.

In the first half of 2022, Plastic Omnium reported economic revenue growth of 4.3% compared to the first half of 2021, despite worlwide automotive production down -0.5%. Flexibility and adaptation measures were strengthened to absorb all of the phenomena indicated above. As a result, the Group's operating margin amounted to €179 million in the first half of 2022, i.e. 4.6% of revenue, down compared to the 1st half of 2021, which had benefited from a strong recovery in production after pandemic‑related closures.

In the second half of 2022, the market saw the beginning of a recovery in

production volumes despite the continuing supply chain difficulties at carmakers. Inflation reached levels that have not been observed for several decades. In addition, Plastic Omnium completed the acquisition of three companies (AMLS Osram, Actia Power and Varroc Lighting Systems), which were consolidated prorata temporis over the period, as well as the purchase of the final third of the HBPO shares held by Hella, to gain full ownership.

In this context, the Group recorded a strong increase in its economic revenue (+33%) compared to the 2nd half of 2021, outperforming worldwide automotive production. The operating margin increased from 2.0% in the 2nd half of 2021 to 4.0% in the 2nd half of 2022, the result of growth combined with excellent industrial performance and dynamic operational management to cushion the impact of inflation.

In millions of euros H1 2022 H2 2022 H2 2021
Economic revenue 4,318 5,159 3,879
Consolidated revenue 3,921 4,617 3,449
Operating margin 179 184 69
% of consolidated revenue 4.6% 4.0% 2.0%
Net profit (loss) – Attributable to owners of the parent 104 63 (16)
EBITDA 414 450 310
% of consolidated revenue 10.6% 9.8% 9.0%
Net investments 154 198 144
Free cash‑flow 134 109 100
Net debt at end of period 851 1,669 854
Net debt/equity and quasi‑equity 39% 86% 41%
Net debt/EBITDA 1.2 1.9 1.1

Comments on the fiscal year and outlook

REVENUE

By segment
In millions of euros
2021 2022 Change Change at
constant scope
and exchange
rates
(*)
Plastic Omnium Industries
5,826 6,897 +18.4% +8.1%
Plastic Omnium Modules 2,191 2,580 +17.8% +14.0%
ECONOMIC REVENUE 8,017 9,477 +18.2% +9.7%
Joint ventures 784 939 +19.8% +14.5%
(*)
Plastic Omnium Industries
5,239 6,191 +18.2% +7.5%
Plastic Omnium Modules 1,994 2,347 +17.7% +13.5%
CONSOLIDATED REVENUE 7,233 8,538 +18.0% +9.2%

(*) The Industries segment includes Intelligent Exterior Systems (IES), Clean Energy Systems (CES), New Energies (NE), PO Lighting Systems (POLS) and e‑Power (formerly Actia Power and battery packs).

In 2022, worldwide automotive production grew by +7,5% despite a context marked by production stoppages linked to the semiconductor shortage, the war in Ukraine and further lockdowns in China. This amounted to 79.7 million vehicles compared to 74.1 million in 2021. (1)

In this context, the Group's economic revenue (including the share of revenue of joint ventures, notably in China) amounted to €9,477 million, up by 18.2%, and 9.7% at constant scope and exchange rates compared to 2021, It includes a positive foreign exchange impact of €341 million and a contribution from acquired companies of €309 million.

Plastic Omnium's growth significantly outperformed that of automotive

production in Europe (outperformance of 5,3 points), North America (outperformance of 4.6 points), and Asia excluding China (outperformance of 16,7 points).

The geographic mix led to outperformance of 2.2 points compared to worldwide automotive production, driven by both the Industries segment (+1.2 points) and the Modules segment (+7.0 points).

Plastic Omnium's 2022 consolidated revenue amounted to €8,538 million, up by 9.2% at constant scope and exchange rates.

By region Change at constant
scope and
Outperformance/
automotive
In millions of euros and as a % of economic revenue 2021 2022 Change exchange rates production
4,210 4,594
Europe 52.5% 48.5% +9.1% +5.5% +5,3 pts
2,048 2,714
North America 25.5% 28.6% +32.5% +13.8% +4.6 pts
939 1,097
China 11.7% 11.6% +16.8% +4.7% -4,4 pts
571 728
Asia excluding China 7.1% 7.7% +27.5% +26.7% +16,7 pts
131 178
South America 1.6% 1.9% +36.2% +29.9% +21.4 pts
118 165
Africa 1.5% 1.7% +39.4% +13.8% +2.8 pts
ECONOMIC REVENUE 8,017 9,477 18.2% +9.7% +2.2 pts
Joint ventures 784 939 19.8%
CONSOLIDATED REVENUE 7,233 8,538 18.0% +9.2%

In Europe, Plastic Omnium's revenue amounted to €4,594 million in 2022. It was up by 5.5% at constant scope and exchange rates, outperforming automotive production by 5,3 points This outperformance

Slovakia and Poland), whose revenue increased by + 20.9%, as well as by the PO Modules division, which posted double‑digit growth.

In North America, Plastic Omnium's revenue totaled €2,714 million. It rose sharply by 13.8% at constant scope and exchange rates in a market that grew by + 9.2%. This strong Group performance was driven by its good positioning in Mexico and the United States and by the dynamism of its order book. After closures related to the pandemic and the semiconductor crisis, activity in the region experienced a significant recovery, particularly in the electric segment in Mexico.

In Asia excluding China, revenue amounted to €728 million, up 26.7% at constant scope and exchange rates, in a market up 10,0%. This outperformance is mainly due to the Clean Energy Systems division, which benefited from strong momentum in its fuel tanks division, particularly in Thailand. The strong growth of this division was also driven by the opening of a new plant in Indonesia.

China, the world's largest automotive market, continued to grow despite the repeated pandemic‑related interruptions to production. In 2022, revenue amounted to €1,097 million, up 4.7% at constant scope and exchange rates (outperformance of 4,4 points). The YFPO joint venture recorded solid growth of +10.1% at constant scope and exchange rates, driven by the dynamism of new customers in the electric vehicle segment and the completion of numerous production start‑ups. Volumes produced in the fuel tank division fell by 16% (-16% in revenue at constant scope and exchange rates), due to the acceleration of the electrification of the domestic market. Plastic Omnium Modules posted a very strong increase in revenue (+24% at constant scope and exchange rates), driven in particular by the good momentum of foreign manufacturers in the electric segment.

FINANCIAL PERFORMANCE THAT REFLECTS DYNAMIC AND AGILE MANAGEMENT

Consolidated gross profit totaled €958 million in 2022, compared to €830 million in 2021. It represents 11.2% of consolidated revenue vs. 11.5% in 2021.

Operating margin amounted to €364 million, a sharp rise of +20.2% vs. 2021, and represented 4.3% of consolidated revenue, of which 316 million euros for Plastic Omnium Industries (5,1% of revenue) and €48 million for Plastic Omnium Modules (2.0% of revenue), an assembly activity whose performance should be assessed in relation to its low capital intensity.

Dynamic and agile cost management ensured a strong margin excluding acquisitions (5.1% of revenue), keeping the operating margin rate stable at Group level (post‑acquisitions). Flexibility and adaptation measures were strengthened to absorb the consequences of the impact of inflation, production disruptions related to semiconductor supply problems at carmakers, the war in Ukraine and lockdowns in China. The measures implemented enabled the Group to limit the impact of the associated additional costs on profit (loss) to €62 million, testifying to the Group's operational agility and excellence in an adverse context.

Gross R&D spend over the period was €373 million, representing 4.4% of consolidated revenue (vs. €309 million and 4.3% in 2021). Net R&D spend, i.e. after deduction of capitalized development costs and amounts recharged to customers, was €277 million (3.2% of consolidated revenue) compared to €258 million in 2021 (3.6% of consolidated revenue).

Selling costs totaled €50 million, i.e. 0.6% of consolidated revenue in 2022, versus €41 million (also 0.6% of consolidated revenue) in 2021.

Administrative costs increased from €252 million in 2021 to €296 million in 2022, representing 3.5% of consolidated revenue, also stable compared to 2021.

Amortization of intangible assets acquired in business combinations represented an expense of €18 million in 2022 compared to €20 million in 2021.

The Group's share of the income of associates and joint ventures was €47 million in 2022 versus €43 million in 2021.

2021 2022
Consolidated revenue and operating margin by segment
In millions of euros
Revenue Operating
margin
% of
revenue
Revenue Operating
margin
% of
revenue
(1)
Plastic Omnium Industries
5,239 271 5.2% 6,191 316 5.1%
Plastic Omnium Modules 1,994 32 1.6 % 2,347 48 2.0%
TOTAL 7,233 303 4.2% 8,538 364 4.3%

(1) The Industries segment includes Intelligent Exterior Systems (IES), Clean Energy Systems (CES), New Energies (NE), PO Lighting Systems (POLS) and e‑Power (formerly Actia Power and battery packs division).

NET RESULT - GROUP SHARE : €168 MILLION

The Group recorded €64 million in non‑recurring expenses in 2022 (0.8% of revenue), stable compared to €56 million in 2021 (0.8% of revenue).

Net financial expenses amounted to -€62 million in 2022 (0.7% of revenue) compared to expenses of -€51 million in 2021 (0.7% of revenue)

as a result of a higher financing rates. The income tax amounted to -€60 million (25.3% of net income before tax), stable compared to 2021.

Net result group share amounted to €168 million in 2022 (2.0% of consolidated revenue) compared to €126 million in 2021 (1.7% of consolidated revenue).

FREE CASH‑FLOW OF €243 MILLION COMPARED TO €251 MILLION IN 2021

EBITDA totaled €864 million in 2022 (10.1% of consolidated revenue) versus €771 million (10.7% of consolidated revenue) in 2021. The Industries segment posted an EBITDA rate of 12.2% in 2022 compared to 12.9% in 2021.

In the second half of 2022, EBITDA amounted to €450 million (9.8% of revenue) as opposed to €310 million in the second half of 2021 (9.0% of revenue) and €414 million in the first half of 2022 (10.6% of revenue).

In a volatile market that lacks visibility, the Group has been particularly vigilant about its investments and the management of its working capital requirement.

Plastic Omnium's investments over the year totaled €351 million, or 4.1% of consolidated revenue (compared with €294 million, or 4.1% in 2021), translating into an increase of €57 million (19.4%). With manufacturing capacity now in place to support future growth, Plastic Omnium is prioritizing investments in innovation, new‑generation radars, modules for electric vehicles and hydrogen, one of the Company's future growth drivers.

At the same time, working capital requirement amounted to -€428 million at end‑2022, compared to -€498 million in 2021. This deterioration of €70 million is mainly due to the increase in inventories (+ €77 million excluding aquisitions), which is part of a context of supply difficulties for logistics chains.

Thanks to these elements and to cash generated by operations of €666 million (compared to €616 million in 2021), Plastic Omnium generated free cash‑flow of €243 million, i.e. 2.8% of consolidated revenue compared to €251 million in 2021 (3.5%). After generating €134 million in free cash‑flow in the first half of the year, Plastic Omnium generated €109 million in free cash‑flow in the second half of the year.

A ROBUST FINANCIAL STRUCTURE TO SUPPORT GROWTH

At December 31, 2022, net debt amounted to €1,669 million compared with €854 million in 2021, an increase due to the series of acquisitions completed in 2022 (AMLS OSRAM, Varroc Lighting Systems, ACTIA Power, investment in Verkor and buyout of HBPO minority interests), for approximately €900 million, financed in full by the Group's liquidity.

During the year, Compagnie Plastic Omnium SE distributed €41 million in dividends on its 2021 results (dividend of €0.28 per share and a pay‑out of 32.1% of net result - groupe share).

Group net debt in 2022 represented 1.9x EBITDA and 0.9x shareholders' equity.

As of December 31, 2022, the Group had liquidities of €2.3 billion comprising €0.4 billion in available cash and €1.9 billion in confirmed, undrawn credit lines, with an average maturity of 3 years and without any covenants.

5.1.2 INVESTMENTS

After an extensive capital expenditure program in recent years, the Group's current installed capacity is sufficient to support its future growth. As a result, investments will equal an average of 5% of revenue in the coming years, while the Group pursues its large‑scale innovation program.

5.1.3 OUTLOOK AND EVENTS AFTER THE REPORTING PERIOD

No event likely to have a material influence on the Group's business, financial position, results and assets as of December 31, 2022 has occurred since the closing date.

OUTLOOK FOR 2023

Plastic Omnium has set its 2023 objectives on the basis of worldwide automotive production as forecast by S&P Global Mobility of 82.1 million vehicles |0; 3.5t PC + LCV|, i.e an incrase of 3.1% in 2023.

Bolstered by the strong commercial and operational momentum, the Group is targeting the following objectives:

  • Strong growth in economic revenue and outperformance compared to worldwide automotive production ● (1)
  • Operating margin in excess of €400 million, up by more than +10%
  • Free cash‑flow in excess of €260 million, in a context of strong investments in growth drivers ●

(1) Market assumption: S&P Global Mobility forecast, February 2023 82,1 million vehicles, [0‑3.5t - PC + LCV]

CONSOLIDATED FINANCIAL STATEMENTS at December 31, 2022

COMPAGNIE PLASTIC OMNIUM European company with share capital of €8,731,329.18 Registered office: 19 boulevard Jules Carteret - 69007 Lyon (France) Lyon Trade and Companies Register number 955 512 611

CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2022

Balance sheet 7
Income Statement 8
Statement of Comprehensive Net Income and gains and losses recognized directly in Equity9
Statement of Changes in equity 10
Statement of Cash-Flows11
Notes to the Consolidated Financial Statements12
PRESENTATION OF THE GROUP
12
1. ACCOUNTING STANDARDS APPLIED, ACCOUNTING RULES AND METHODS
1.1. Accounting standards applied 13
13
1.2. Scope of consolidation 13
1.2.1. Consolidation principles 13
1.2.2. Non-controlling interests 13
1.2.3. Translation of the financial statements of foreign subsidiaries 14
1.2.4. Business combinations 14
1.3. Operational items 15
1.3.1. Segment information 15
1.3.2. Revenue / "Revenue from Contracts with Customers" 15
1.3.3. Operating margin 15
1.3.4. Other operating income and expenses 16
1.3.5. Recognition of transactions in foreign currencies 16
1.3.6. Inventories and work in progress 16
1.3.7. Receivables 17
1.3.8. Grants 17
1.4. Staff costs and employee benefits 17
1.4.1. Share-based payment 17
1.4.2. Provisions for pensions and other post-employment benefits 18
1.5. Other provisions 19
1.5.1. Provisions for employee downsizing 19
1.5.2. Provisions for onerous contracts 19
1.6. Goodwill, property, plant and equipment and intangible assets 19
1.6.1. Goodwill 19
1.6.2. Intangible assets 19
1.6.3. Property, plant and equipment 20
1.6.4. Impairment of goodwill, property, plant and equipment and intangible assets 22
1.6.5. Investment property 22
1.7. Non-current assets held for sale and discontinued operations 23
1.8. Financial items 23
1.8.1. Financial assets (excluding derivatives) 23
1.8.2. Cash and cash equivalents 24
1.8.3. Current and non-current borrowings 24
1.8.4. Derivatives and hedge accounting 24
1.9. Income tax 24
1.10. Shareholders' equity and earnings per share 24
1.10.1. Treasury stock 24
1.10.2. Earnings per share 25
1.11. Estimates and judgements 25
2. SIGNIFICANT EVENTS OF THE PERIOD 27
2.1. Volatile international context and impacts on the Group's activity 27
2.1.1. Measures taken by the Group to mitigate the impacts of inflation, additional costs triggered by the international
context on the operating margin 27
2.1.2. War in Ukraine: Consequences on the Group's activity 27
2.1.3. Asset impairment tests 27
2.1.4. Deferred tax assets 28
2.2. Other significant events of the period 29
2.2.1. Changes in the share capital of Compagnie Plastic Omnium SE 29
2.2.1.1. Share capital reduction by Compagnie Plastic Omnium SE by cancellation of treasury shares as of September 1,
2022 29
2.2.2. Group acquisitions taking effect during the second half of 2022 and operational organization 29
2.2.2.1 : Acquisition by Plastic Omnium of the final third of HBPO GmbH from Hella, bringing the Group's stake to 100%
29
2.2.2.2 : Acquisition of two lighting businesses 30
2.2.2.2.1 : Acquisition by Plastic Omnium of Automotive Lighting Systems GmbH (AMLS Osram) from the ams Osram
group on July 1, 2022 30
2.2.2.2.2 : Acquisition by Plastic Omnium of Varroc Lighting Systems (VLS) from Varroc Engineering Limited
(Maharashtra, India) on October 6, 2022 30
2.2.2.3 : Acquisition by Plastic Omnium of the "Actia Power" division from the Actia Group on August 1, 2022 30
2.2.2.4. Impacts of the new AMLS Osram, Actia Power and VLS acquisitions on the Group's financial statements 31
2.2.2.4.1. Impacts of the new AMLS Osram, Actia Power and VLS acquisitions on the Group's financial statements 31
2.2.2.4.2. Acquisition price of AMLS Osram, Actia Power and VLS 31
2.2.2.4.3. Consolidation of AMLS Osram, Actia Power and VLS in the financial statements of the Plastic Omnium Group
and allocation of acquisition prices 31
2.2.2.4.4. Provisional opening balance sheets of AMLS Osram, Actia Power and VLS in the Group's financial statements 33
2.2.2.4.5. Contribution of AMLS Osram, Actia Power and VLS to the Group's 2022 results 34
2.2.2.4.6. Plastic Omnium Group Proforma information 34
2.2.3. Follow-up of changes in the scope of consolidation in 2021 34
2.2.4. Follow-up of equity investments and investments in venture capital companies and start-ups specializing in future
mobility solutions 36
2.2.4.1. Group investment in the French company Verkor, a specialist in the manufacture of batteries for future mobility. 36
2.2.4.2. Equity investment by the Group in the seed fund Fonds d'Amorçage Industriel Métropolitan S.L.P. (FAIM) for
sustainable industry 36
2.2.4.3. Payment by Compagnie Plastic Omnium SE to AP Ventures funds during the fiscal year 2022 36
2.2.4.4. "Deltatech" Innovation and Research Center in Belgium in the process of being sold 36
2.2.4.5. Disposal of the CES Division's "Vigo Metal" business in Spain 37
2.2.5. Receipt during the period of a "carry-back" repayment in the United States 37
2.2.6. Financing transactions 37
2.2.6.1. Completion of a "Schuldschein" private placement – Amount: €400 million 37
2.2.6.2. Change in Negotiable European Commercial Paper (Neu-CP) issuance during the fiscal year of 2022 37
2.2.7. Group subsidiaries in hyperinflationary regions and impacts on the Group's financial statements 38
2.2.7.1. Impacts of hyperinflation in Argentina and Turkey on the Group's financial statements 38
3. SEGMENT INFORMATION
3.1. Information by operating segment 39
39
3.1.1. Income statement by operating segment 40
3.1.2. Balance sheet aggregate data by operating segment 41
3.1.3. Other information by operating segment 41
3.1.4. Revenue - Information by geographic region and country of sales 42
3.2. Non-current assets by country 43
4. NOTES TO THE INCOME STATEMENT
4.1. Breakdown of Research and Development costs 44
44
4.2. Cost of goods and services sold, development, selling and administrative costs 44
4.3. Staff costs 45
4.4. Amortization of intangible assets acquired 45
4.5. Share of profit (loss) of associates and joint ventures 45
4.6. Other operating income and expenses 46
4.7. Net financial income (expense) 47
4.8. Income tax 47
4.8.1. Tax expense recognized in the income statement 47
4.8.2. Analysis of tax expense - Tax proof 48
4.9. Net profit (loss) attributable to non-controlling interests 49
4.10. Earnings per share and diluted earnings per share 49
5. NOTES TO THE BALANCE SHEET

5.1. Assets 50
50
5.1.1. Goodwill 50
5.1.2. Other intangible assets 50
5.1.3. Property, plant and equipment 51
5.1.4. Non-consolidated interests, equity investments in associates and joint ventures and convertible bonds 53
5.1.5. Non-current financial assets 54
5.1.6. Inventories and inventories in progress 56
5.1.7. Trade and other receivables 56
5.1.8. Deferred taxes 58
5.1.9. Cash and cash equivalents 58
5.1.10. Statement of cash-flows – Acquisitions and disposals of financial assets, non-controlling interests and related
investments and non-consolidated equity interests 59
5.1.11 Impact of dividends paid in the Statement of cash-flows 60
5.2. Liabilities and Shareholders' Equity 61
5.2.1. Group shareholders' equity 61
5.2.2. Dividends approved and paid by Compagnie Plastic Omnium SE 63
5.2.3. Share-based payments 63
5.2.4. Provisions 68
5.2.5. Provisions for pensions and other post-employment benefits 69
5.2.6. Current and non-current borrowings 74
5.2.7. Interest rate and currency hedges 77
5.2.8. Operating and other liabilities 78
6. CAPITAL MANAGEMENT AND MARKET RISKS
6.1. Capital management 80
80
6.2. Commodities risk - Exposure to plastics risk 80
6.3. Credit risk 81
6.3.1. Customer risk 81
6.3.2. Bank counterparty risk 81
6.4. Liquidity risk 81
6.4.1. Other long-term financial receivables - carrying amounts and undiscounted values 82
6.4.2. Liquidity risk by maturity 82
6.5. Currency risk 83
6.6. Interest rate risk 83
6.7. Additional information about financial assets and liabilities 83
7. ADDITIONAL INFORMATION 86
7.1. Headcount at end of year of controlled companies 86
7.2. Off-balance sheet commitments 86
7.2.1. Commitments granted / received 86
7.3. Related-party transactions 87
7.3.1. Compensation paid to executives and other corporate officers 87
7.3.2. Transactions with joint ventures and associates 88
7.3.3. Transactions with Sofiparc SAS, Burelle SA and Burelle Participations SA 89
7.4. Fees paid to the Statutory Auditors 89
7.5. Consolidating entity 90
7.6. Subsequent events 90
LIST OF CONSOLIDATED COMPANIES AT DECEMBER 31, 2022 91

BALANCE SHEET

In thousands of euros
Notes December 31,
2022
December 31,
2021
ASSETS
Goodwill 5.1.1 1,100,355 1,026,872
Other intangible assets 5.1.2 642,357 538,777
Property, plant and equipment 5.1.3 1,966,113 1,638,908
Investment property 30 30
Investments in associates and joint ventures 5.1.4.1 320,247 304,277
Non-consolidated investments and convertible bonds 5.1.4.2 20,334 136
Non-current financial assets(1) 5.1.5 88,730 87,422
Deferred tax assets 5.1.8 152,658 126,321
TOTAL NON-CURRENT ASSETS 4,290,824 3,722,743
Inventories 5.1.6 856,592 637,678
Financial receivables(1) 754 3,000
Trade receivables 5.1.7.2 1,023,261 734,277
Other receivables 5.1.7.3 499,052 354,395
Other financial assets and financial receivables(1) 201 43
Hedging instruments(1) 5.2.7 11,152 91
Cash and cash equivalents(1) 5.1.9 575,625 892,636
TOTAL CURRENT ASSETS 2,966,637 2,622,120
Assets held for sale 2.2.4.5 44,706 -
TOTAL ASSETS 7,302,167 6,344,863
SHAREHOLDERS' EQUITY AND LIABILITIES
Capital 5.2.1.1 8,731 8,827
Treasury stock -29,386 -47,759
Additional paid-in capital 17,389 17,389
Consolidated reserves 1,718,829 1,871,433
Net income for the period 167,607 126,372
EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT 1,883,170 1,976,262
Attributable to non-controlling interests 29,285 68,671
TOTAL SHAREHOLDERS' EQUITY 1,912,455 2,044,933
Non-current borrowings(1) 5.2.6.7 1,474,069 1,323,182
Provisions for pensions and other post-employment benefits 5.2.5 71,341 86,552
Provisions 5.2.4 48,272 34,235
Non-current government grants 20,944 13,321
Deferred tax liabilities
TOTAL NON-CURRENT LIABILITIES
5.1.8 37,217
1,651,843
40,428
1,497,718
Bank overdrafts(1) 5.1.9.2 15,022 11,264
Current borrowings and financial debt(1) 5.2.6.7 855,185 500,929
Hedging instruments(1) 5.2.7 709 1,434
Provisions for liabilities and expenses 5.2.4 59,601 63,820
Current government grants
Trade payables
5.2.8.1 665
1,651,877
700
1,264,426
Other operating liabilities 5.2.8.2 1,154,809 959,639
TOTAL CURRENT LIABILITIES 3,737,869 2,802,212
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 7,302,167 6,344,863

(1) Components of net financial debt (see Note 5.2.6.7).

INCOME STATEMENT

In thousands of euros Notes 2022 % 2021 %
Consolidated sales (revenue) 8,538,110 100.0% 7,233,311 100.0%
Cost of goods and services sold 4.2 -7,580,460 -88.8% -6,402,837 -88.5%
Gross profit 957,650 11.2% 830,474 11.5%
Research and Development costs 4.1 - 4.2 -276,972 -3.2% -258,048 -3.6%
Selling costs 4.2 -49,648 -0.6% -41,104 -0.6%
Administrative expenses 4.2 -296,061 -3.5% -251,663 -3.5%
Operating margin before amortization of intangible assets acquired
in business combinations and before share of profit (loss) of
associates and joint ventures
334,969 3.9% 279,659 3.9%
Amortization of intangible assets acquired in business combinations 4.3 -17,962 -0.2% -19,704 -0.3%
Share of profit (loss) of associates and joint ventures 4.4 46,868 0.5% 42,803 0.6%
Operating margin 363,875 4.3% 302,758 4.2%
Other operating income 4.6 21,212 0.2% 23,438 0.3%
Other operating expenses 4.6 -85,709 -1.0% -79,835 -1.1%
Borrowing costs 4.7 -67,073 -0.8% -48,617 -0.7%
Other financial income and expenses 4.7 5,395 0.1% -1,897 -0.0%
Profit from continuing operations before income tax and after share
of profit (loss) of associates and joint ventures
237,700 2.8% 195,847 2.7%
Income tax 4.8 -60,196 -0.7% -60,269 -0.8%
Net profit (loss) 177,504 2.1% 135,578 1.9%
Net profit (loss) attributable to non-controlling interests 4.9 9,898 0.1% 9,206 0.1%
Net profit (loss) attributable to owners of the parent company 167,607 2.0% 126,372 1.7%
Earnings per share attributable to owners of the parent company 4.10
Basic earnings per share (in euros) 1.16 0.87
Diluted earnings per share (in euros) 1.16 0.87

STATEMENT OF COMPREHENSIVE NET INCOME AND GAINS AND LOSSES RECOGNIZED DIRECTLY IN EQUITY

In thousands of euros December 31, 2022 December 31, 2021
Total Gross Tax Total Gross Tax
Net profit (loss) for the period attributable to owners of the parent(1) 167,607 222,088 -54,481 126,372 182,350 -55,978
Reclassified to the income statement 1,838 2,024 -186 36,995 36,958 38
Reclassified in the period 193 260 -67 193 260 -67
Cash-flow hedges 193 260 -67 193 260 -67
Reclassified at a later date 1,645 1,764 -119 36,802 36,698 105
Translation differences 1,163 1,163 - 37,103 37,103 -
Cash-flow hedges 482 601 -119 -301 -405 105
Gains/(losses) for the period – Exchange rate instruments 482 601 -119 -301 -405 105
Cannot be reclassified to the income statement at a later date 30,899 43,037 -12,138 28,422 29,732 -1,310
Actuarial gains/(losses) relating to defined-benefit plans 23,334 32,133 -8,799 11,883 13,193 -1,310
Revaluation of long-term investments in equity instruments and -11,120 -11,120 0 12,532 12,532 -
funds
Revaluation due to hyperinflation in Argentina and in Turkey 13,415 13,415 0 4,007 4,007 -
Other changes 5,269 8,609 -3,340 - - -
Total gains and losses recognized directly in equity attributable to owners of
the parent company
32,737 45,061 -12,324 65,417 66,689 -1,272
Net profit (loss) and gains and losses recognized directly in equity
attributable to owners of the parent company(2)
200,343 267,148 -66,805 191,789 249,039 -57,250
Net profit (loss) for the period attributable to non-controlling interests 9,898 15,613 -5,715 9,206 13,497 -4,291
Reclassified to the income statement 205 205 - 3,436 3,436 -
Reclassified at a later date 205 205 - 3,436 3,436 -
Exchange differences on translating foreign operations 205 205 - 3,436 3,436 -
Total gains and losses recognized directly in equity - Non-controlling interests 205 205 - 3,436 3,436 -
Net profit (loss) and gains and losses recognized directly in equity - Non
controlling interests
10,103 15,818 -5,715 12,642 16,933 -4,291
Net profit (loss) and gains and losses recognized directly in equity 210,447 282,968 -72,520 204,431 265,972 -61,541

(1) - (2) Regarding the "Net profits" and the "Net comprehensive income" attributable to owners of the parent company on the two periods of December 31, 2022 and December 31, 2021, see Note 5.2.1.3.

STATEMENT OF CHANGES IN EQUITY

In thousands of euros

In thousand units for the number of shares

Number of
shares
Capital Capital
reserve
Treasury
stock
Other reserves
(1)
Translation
differences
Net profit
for the
period
Attributable
to owners of
the parent
Attributable
to non
controlling
interests
Total
Shareholders'
equity
Capitaux propres publiés au December 31, 2020 148,566 8,914 17,389 -61,339 2,237,962 -81,204 -251,112 1,940,288
Impacts de la 1ère application des nouvelles normes de
consolidation
- - - - 3,123 - - 3,123 - 3,123
Shareholders' equity at January 1, 2021 148,566 8,914 17,389 -61,339 2,241,085 -81,204 -251,112 1,873,732 69,677 1,943,411
Appropriation of net profit at December 31, 2020 - - - - -251,112 - 251,112 - - -
Net profit at December 31, 2021 - - - - - - 126,372 126,372 9,206 135,578
Total gains and losses recognized directly in equity - - - - 22,675 42,742 - 65,417 3,436 68,853
Exchange differences on translating foreign operations - - - - -5,639 42,742 - 37,103 3,436 40,539
Actuarial gains/(losses) relating to defined-benefit plans - - - - 11,883 - - 11,883 - 11,883
Cash-flow hedges - Interest rate instruments - - - - 193 - - 193 - 193
Cash-flow hedges - Currency instruments - - - - -301 - - -301 - -301
Change in the fair value adjustment of long-term
investments in equities instruments and funds
_ _ _ _ 12,532 _ _ 12,532 _ 12,532
Revaluation due to hyperinflation in Argentina - - - - 4,007 - - 4,007 - 4,007
Net profit (loss) and gains and losses recognized directly in - - - - -228,437 42,742 377,484 191,789 12,642 204,431
equity
Treasury stock transactions - - - -19,463 114 - - -19,349 - -19,349
Capital reduction (cancellation of treasury stock) -1,444 -87 - 33,043 -33,043 - - -87 - -87
Dividends paid by Compagnie Plastic Omnium - - - - -71,287 - - -71,287 - -71,287
Dividends paid by other Group companies - - - - - - - - -13,648 -13,648
Stock option and share purchase plans - - - - 1,972 - - 1,972 - 1,972
Deferred tax on stock option and share purchase plans - - - - -509 - - -509 - -509
Shareholders' equity at December 31, 2021 147,122 8,827 17,389 -47,759 1,909,895 (1) -38,462 126,372 1,976,262 68,671 2,044,933
Appropriation of net profit at December 31, 2021 - - - - 126,372 - -126,372 - - -
Net profit at December 31, 2022 - - - - - - 167,607 167,607 9,898 177,505
Total gains and losses recognized directly in equity - - - - 28,541 4,196 - 32,737 205 32,942
Exchange differences on translating foreign operations - - - - -3,033 4,196 - 1,163 205 1,368
Actuarial gains/(losses) relating to defined-benefit fees - - - - 23,334 - - 23,334 - 23,334
Cash-flow hedges - Interest rate instruments - - - - 193 - - 193 - 193
Cash-flow hedges - Currency instruments - - - - 482 - - 482 - 482
Change in the fair value adjustment of long-term
investments in equity instruments and in funds
- - - - - 11 120 - - - 11 120 - - 11 120
Revaluation due to hyperinflation in Argentina and in
Turkey
- - - - 13,415 - - 13,415 - 13,415
Other changes(3) - - - - 5,269 - - 5,269 - 5,269
Net profit (loss) and gains and losses recognized directly in
equity
- - - - 154,913 4,196 41,235 200,343 10,103 210,447
Treasury stock transactions - - - -16,216 - - - -16,216 - -16,216
Capital reduction (cancellation of treasury stock) -1,600 -96 - 34,590 -34,590 - - -96 - -96
Change in scope of consolidation and reserves(4) - - - - -236,854 - - -236,854 -38,544 -275,398
Dividends paid by Compagnie Plastic Omnium(2) - - - - -40,586 - - -40,586 - -40,586
Dividends paid by other Group companies - - - - - - - - -10,945 -10,945
Stock option and share purchase plans - - - - 425 - - 425 - 425
Deferred tax on stock option and share purchase plans - - - - -109 - - -109 - -109
Shareholders' equity at December 31, 2022 145,522 8,731 17,389 -29,385 1,753,094 (1) -34,267 167,607 1,883,170 29,285 1,912,455

(1) See Note 5.2.1.4 for breakdown of "Other reserves".

(2) Regarding the dividends per share distributed by Compagnie Plastic Omnium SE in 2022 in respect of the 2021 fiscal year and in 2021 in respect of the 2020 fiscal year, see Note 5.2.2 on dividends voted and paid.

(3) Adjustments to amortization of previous fiscal years, see Note 5.1.2 "Other intangible assets".

(4) Change in scope following the acquisition by the Group of the final third of the stake in HBPO GmbH. The transaction led to the transfer of non-controlling interests to the Group share. See Note 2.2.2.1 in the "Other significant events of the period".

Shareholders' equity

STATEMENT OF CASH-FLOWS

In thousands of euros Notes 2022 2021
I - CASH-FLOWS FROM OPERATING ACTIVITIES
Net profit (loss) 3.1.1 177,504 135,578
Dividends received from associates and joint ventures 37,308 31,553
Non-cash items 563,550 522,348
Share of profit (loss) of associates and joint ventures 4.5 - 46 868 - 42 803
Stock option plan expense 425 1,970
Other adjustments 3,623 - 4 382
Depreciation and provisions for impairment of property, plant and equipment 311,279 287,134
Amortization and provisions for impairment of intangible assets
Changes in provisions
185,725
384
183,331
- 20 207
Net (gains)/losses on disposals of non-current assets - 4 598 9,852
Operating grants recognized in the income statement - 1 682 - 1 427
Current and deferred taxes 4.8.1 60,195 60,263
Cost of net debt 55,067 48,617
CASH GENERATED BY OPERATIONS (before cost of net debt and tax) (A) 778,362 689,479
Change in inventories and work-in-progress – net - 71 456 40,718
Change in trade receivables – net
Change in trade payables before exceptional disbursements related to the acquisition of "VLS"
- 46 469
83,626
125,485
- 170 872
Change in other operating assets and liabilities - net - 38 144 - 66 805
CHANGE IN WORKING CAPITAL REQUIREMENTS before exceptional disbursements related to the acquisition of "VLS"
(B)
- 72 443 - 71 474
CHANGE IN WORKING CAPITAL REQUIREMENTS (B') including exceptional disbursements related to the acquisition of "VLS" 2.2.2.4.3 - 219 843 - 71 474
TAXES PAID (C) - 56 596 - 30 676
Interest paid - 62 267 - 44 815
Interest received 6,922 2,406
NET FINANCIAL INTEREST PAID (D) - 55 345 - 42 409
NET CASH GENERATED BY OPERATING ACTIVITIES before exceptional disbursements related to the acquisition of "VLS" (A+B+C+D) 593,978 544,920
NET CASH GENERATED BY OPERATING ACTIVITIES including exceptional disbursements related to the acquisition of "VLS"
(A+B'+C+D)
2.2.2.4.3 446,578 544,920
II – CASH-FLOWS FROM INVESTING ACTIVITIES
Acquisitions of property, plant and equipment 3.1.3 - 219 461 - 160 101
Acquisitions of intangible assets 3.1.3 - 160 956 - 145 195
Disposals of property, plant and equipment 7,634 7,245
Disposals of intangible assets 679 946
Net change in advances to suppliers of fixed assets
Investment grants received
16,886
4,054
- 2 322
5,497
NET CASH USED IN OPERATIONS-RELATED INVESTING ACTIVITIES (E) - 351 164 - 293 930
FREE CASH FLOW before exceptional disbursements related to the acquisition of "VLS" (A + B + C + D + E)
FREE CASH FLOW including exceptional disbursements related to the acquisition of "VLS" (A + B' + C + D + E)
2.2.2.4.3 242,814
95,414
250,990
250,990
Acquisitions of equity investments in subsidiaries, investments leading to a change in control, investments in 2.2.3.1 -
associates and joint ventures, and related investments 5.1.10.a - 160 867 - 43 486
Acquisitions of long-term investments in equity instruments and funds 5.1.5.1 - 15 539 - 57 549
Disposals of long-term investments in listed equity instruments and funds 5.1.5.1 6,283 237
Impact of changes in scope of consolidation - cash and cash equivalents contributed by companies entering the scope of consolidation 59,381 406
NET CASH FROM FINANCIAL TRANSACTIONS (F) - 110 742 - 100 392
CASH FROM INVESTING ACTIVITIES (E+F) - 461 906 - 394 322
III - CASH-FLOWS FROM FINANCING ACTIVITIES
Increases/reductions in share capital and premiums 5.2.1.1 - 96 - 87
Purchases/sales of treasury stock - 16 216 - 19 349
Dividends paid by Compagnie Plastic Omnium SE to Burelle SA
Dividends paid to other shareholders
5.1.11
5.1.11
- 24 450
- 27 115
- 42 788
- 44 243
Acquisition of equity securities with neither acquisition nor loss of control 5.1.10.a - 281 667 -
Increase in financial debt 5.2.6.7 1,026,615 618,298
Repayment of financial debt and lease contract liabilities, net - 978 299 - 596 968
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (G) - 301 228 - 85 137
Effect of exchange rate changes (I) - 4 209 - 1 801
NET CHANGE IN CASH AND CASH EQUIVALENTS
(A + B' + C + D + E + F' + G + H + I) - 320 770 63,660
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 5.1.9.2 -
5.2.6.7
881,372 817,712
CASH AND CASH EQUIVALENTS AT END OF PERIOD 5.1.9.2 -
5.2.6.7
560,603 881,372

(1) The aggregates impacted by exceptional disbursements related to the acquisition of VLS have been restated with a view to improving the relevance of the information published and the assessment of the Group's performance for the 2022 fiscal year. These disbursements are unrelated to the normal activity of the entities since their takeover by Plastic Omnium.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

On February, 21, 2023 the Board of Directors of the Plastic Omnium Group approved the consolidated financial statements for the fiscal year ended December 31, 2022, which will be submitted to the Combined General Meeting on April 26, 2023.

PRESENTATION OF THE GROUP

Compagnie Plastic Omnium, a company governed by French law, was set up in 1946. The bylaws set its duration until April 24, 2112. It is registered in the Lyon Trade and Companies Register under number 955 512 611 and its registered office is at 19, boulevard Jules Carteret, 69007 Lyon, France.

The terms "Compagnie Plastic Omnium", "the Group" and "the Plastic Omnium Group" refer to the group of companies comprising Compagnie Plastic Omnium SE and its consolidated subsidiaries.

The Plastic Omnium Group is a global leader in the transformation of plastic materials for the automotive market for body parts, storage systems, fuel supply systems, fuel cell stacks (Industrie Segment) and front-end modules (Module Segment). Since the second half of 2022, the Group has extended its business portfolio to include the manufacture of integrated exterior vehicle lighting systems, batteries and electrification systems for electric mobility.

The Group has organized its business into two operating segments:

  • Industries:
    • o Intelligent Exterior Systems (IES), dedicated to complex and intelligent body systems;
    • o Clean Energy Systems (CES), which now comprises:
      • "Internal combustion engines" (ICE), dedicated to energy storage systems and emission reduction systems,
      • "E_Power", which hosts the new Actia Power division, acquired by the Group in the second half of 2022, which consists of the design and manufacture of on-board batteries, power electronics and electrification systems for the electric mobility of trucks, buses, coaches, trains and construction machinery. See "Other significant events of the period", Note 2.2.2.3 on the acquisition of the "Actia Power" business on August 1, 2022.
    • o New Energies (NE), created in 2022, dedicated to development of low-carbon mobility, such as hydrogen fuel cells and fuel tanks.
    • o Lighting, created in 2022, for integrated exterior systems, which includes the activities of the acquisitions of the second half of 2022 specialized in automotive lighting: AMLS Osram (OSRAM Automotive Lighting Systems) and VLS (Varroc Lighting Systems). See "Other significant events of the period", Note 2.2.2.2 on the acquisition of two specialist lighting businesses.
  • Modules: module design, development and assembly (HBPO).

The Group has been listed on Eurolist compartment A since January 17, 2013 and is included in the SBF 120 and the CAC Mid 60 indices. The main shareholder is Burelle SA, which held 60.01% of the Group (60.65% excluding treasury stock) with voting rights of 73.78 % at December 31, 2022.

The unit of measurement used in the Notes to the consolidated financial statements is thousand euros, unless otherwise indicated.

1. ACCOUNTING STANDARDS APPLIED, ACCOUNTING RULES AND METHODS

1.1. Accounting standards applied

The accounting policies used to prepare the consolidated financial statements remain the same as those applied by the Group at December 31, 2021 except for newly applicable texts, including in particular that relating to the following point, taken into account from January 1, 2022: the amendments to IAS 37 "Provisions, Contingent Liabilities and Contingent Assets", which specify that the costs to be included in determining whether a contract is onerous must include both the incremental costs of performing the contract and an allocation of other costs directly related to the performance of the contract.

These changes have no significant impact on the consolidated financial statements.

They comply with IFRS standards and interpretations as adopted by the European Union at December 31, 2022 and available on the European Commission website.

IFRS include the International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) as well as the International Financial Reporting Interpretations Committee (IFRIC) decisions. These accounting principles do not differ significantly from the mandatory standards and interpretations as of December 31, 2022, as published by the IASB.

The Group has not applied in advance standards, interpretations and amendments that are not mandatory at December 31, 2022. Analysis of these impacts is underway.

1.2. Scope of consolidation

1.2.1. Consolidation principles

Companies in which the Group holds more than 50% of the voting rights and in which governance arrangements allow the Group to have control over the companies, are fully consolidated. Companies in which the Group holds less than 50% but over which the Group exercises control in substance, are also fully consolidated.

Companies over which the Group exercises joint control with other shareholders, regardless of the size of the holding, treated as "joint ventures" insofar as the Group has no joint operations, as well as companies over which the Group exercises significant influence (significant influence is presumed when the Group holds more than 20% of the voting rights in a company), and classified as "Investments in associates", are accounted for using the equity method.

The Group mainly reviews the following elements and criteria in order to assess whether joint control or significant influence is exercised over an entity:

  • governance: representation of the Group on governance bodies, majority rules, veto rights;
  • the determination of the substantial or protective rights granted to shareholders, in particular in relation to the relevant activities of the entity, participation in the policy-making process, and in particular decisions relating to dividends and other distributions;
  • the consequences of a conflict resolution clause;
  • the right / exposure of the Group to the entity's variable returns.

1.2.2. Non-controlling interests

Non-controlling interests represent the share of interest that is not held by the Group. They are presented as a separate item in the income statement and under equity in the consolidated balance sheet, distinct from the profit and equity attributable to owners of the parent.

Non-controlling interests may be either measured at fair value on the acquisition date (i.e. with a share of goodwill) or for their share in the fair value of identifiable net assets acquired. This choice can be made on a transaction-by-transaction basis.

Changes in a parent's ownership interest in a subsidiary that do not change control are recognized as equity transactions. As such, in the event of an increase (or decrease) in the percentage ownership interest of the Group in a controlled entity, without change in control, the difference between the acquisition cost (or transfer price) and the carrying amount of the share of net assets acquired (or sold) is recognized in equity.

1.2.3. Translation of the financial statements of foreign subsidiaries

Plastic Omnium Group uses the euro as its presentation currency in its financial statements. The financial statements of foreign companies are prepared in their functional currency, i.e. in the currency of the economic environment in which the entity operates; the functional currency usually corresponds to the local currency, except for some foreign subsidiaries such as the Mexican and Polish subsidiaries which carry out the majority of their transactions in another currency. These financial statements are translated into the Group's presentation currency, as follows:

  • translation of balance sheet items, other than equity, at the closing rate;
  • translation of income statement items at the average rate for the period;
  • translation differences are recognized in consolidated equity.

Goodwill arising from business combinations with foreign companies is recognized in the functional currency of the acquired entity. It is subsequently translated into the Group's presentation currency at the closing rate, with the translation difference recognized in equity.

On disposal of the entire interest in a foreign company, the related translation differences initially recognized in equity, are reclassified in profit and loss.

1.2.4. Business combinations

Business combinations are recognized by applying the acquisition method. Identifiable assets, liabilities and contingent liabilities acquired are recognized at their fair value on the purchase date.

The surplus of the sum of the price paid to the seller and, where appropriate, the value of the non-controlling interest in the company acquired against the net balance of the assets acquired and the identifiable liabilities assumed is recognized in goodwill.

Where the takeover is carried out through successive purchases, the consideration also includes the acquisition-date fair value of the acquirer's previously held equity interest in the acquired company. The previously held equity interest is measured at fair value through profit or loss.

Acquisition costs are recorded as expenses.

The fair value adjustments of assets acquired and liabilities assumed are offset against goodwill adjustments on the basis of information obtained during the allocation period, i.e. within twelve months of the acquisition. Changes in value after that date are recognized in profit or loss, including any changes in deferred tax assets and liabilities, if they are related to new items that have occurred since the change of control. If they result from new information relating to facts existing at acquisition date and collected during the 12 months following this date, they are an offset to the acquisition's goodwill.

The changes that trigger a takeover have the following consequences.

  • a theoretical sale of the historically held equity holding, with recognition of the gain or loss on disposal at the date of acquisition;
  • accounting for the business combinations under IFRS 3 "Business Combinations".

1.3. Operational items

1.3.1. Segment information

Segment information is presented on the basis of the segments identified in the Group's internal reporting and notified to the management in order to decide on the allocation of resources and to analyze performance.

The Group has two operating segments: "Industries" and "Modules".

1.3.2. Revenue / "Revenue from Contracts with Customers"

Since January 1, 2018, the Group has applied IFRS 15 "Revenue from Contracts with Customers".

Sales of parts

Agreements signed with customers in the context of the development and supply of parts do not meet the criteria of a contract within the meaning of IFRS 15; in general, only firm orders received from customers are analyzed as contracts creating a performance obligation.

Revenue from sales of parts is recorded when control of the goods is transferred to the client, usually upon delivery of the goods, and measured at the fair value of the consideration received, after deducting discounts, rebates and other sales taxes and customs duties.

Services and creation of specific tooling

The project phase corresponds to the period during which the Group is working on the development of the part to be produced, on the design and manufacture of specific tooling to be used in production as well as on the organization of future production processes and logistics. It begins with the selection of the Group for the vehicle and the product concerned and is completed when the normal production volume is reached.

The accounting treatment applied is based on the identification by the Group in most cases of two performance obligations, distinct from the production of parts, under the Design business and the supply of certain specific tooling whose control is transferred to clients.

Income from the design activity, including that explicitly included in the part price, is recognized at the start of series production. Payments received before the start of series production are recorded in customer advances. The costs related to these two performance obligations are recognized in inventories during the project phase and then in expenses when their control is transferred to the client, i.e. when series production is launched.

Entities of the VLS group, of which the Group took control in October 2022, recognize Tooling revenue according to the percentage of completion method. Analyzes are underway as part of the preparation of the opening balance sheet, to determine the relevance of maintaining this accounting treatment.

1.3.3. Operating margin

The Group presents an operating margin in the income statement before taking into account the following items:

  • the amortization of intangible assets related to acquisitions as part of business combinations; and
  • the share of income of associates and joint ventures.

The Group also presents an operating margin after taking these elements into account.

The first aggregate corresponds to revenue less direct selling costs, Research and Development expenses, selling and administrative costs. "Net Research and Development expenses" include tax credits related to the research effort of Group

subsidiaries (see Notes 4.1 "Breakdown of Research and Development expenses" and 4.2 "Costs of goods and services sold, development, selling and administrative costs").

The second aggregate includes the share of profit (loss) of associates and joint ventures presented on a separate line and the impacts related to the amortization of customer contracts and brands acquired in the context of business combinations also presented on a separate line of the income statement.

The main operating indicator used by the Group is the operating margin after taking into account the amortization of intangible assets related to acquisitions and the share of profit (loss) of associates and joint ventures, termed "operating margin" in the income statement.

The operating margin does not include other operating income and expenses (see Note 1.3.4).

1.3.4. Other operating income and expenses

Other operating income and expenses essentially include:

  • the results of the disposal of property, plant, equipment and intangible assets;
  • provisions for the impairment of property, plant, equipment and intangible assets, including any impairment of goodwill;
  • exchange rate differences arising from different currency rates between those used to recognize operating receivables and payables and those recorded when these receivables and debts are settled;
  • unusual items corresponding to non-customary income and expenses due to their frequency, nature or amount, such as profits and losses realized in the context of changes in the scope of operations, pre-start-up costs for large new plants, restructuring costs and those related to employee downsizing measures.

1.3.5. Recognition of transactions in foreign currencies

Transactions in foreign currencies are initially recorded in the functional currency at the rate on the transaction date. On the closing date, monetary assets and liabilities are revalued at the rates prevailing at the closing date. Non-monetary assets and liabilities are valued at the historical cost prevailing at the transaction date (for example: goodwill, property, plant and equipment, inventories). Non-monetary assets and liabilities measured at fair value are valued at the rates prevailing at the date when fair value is determined.

For monetary items, exchange rate differences arising from changes in foreign exchange rates are recorded in the income statement as other operating income and expenses when they relate to operations and as net financial income (expense) when they relate to financial transactions.

1.3.6. Inventories and work in progress

1.3.6.1. Raw material inventories and other supplies

Raw material inventories and other supplies are measured at the lower of cost and net realizable value.

At the end of the fiscal year, a provision for impairment of these inventories is recorded when the estimated sales price of the finished products for whom they are earmarked in the normal course of business, less the residual estimated selling, production and processing costs, is less than their carrying amount.

1.3.6.2. Finished and semi-finished product inventories

Finished and semi-finished products are valued on the basis of standard production costs, revised annually. Costs include raw materials and direct and indirect production costs. These costs do not include any administrative overheads or IT not linked to production, Research and Development expenses or selling costs. In addition, they do not include the cost of below-normal capacity utilization.

1.3.6.3. Project inventories - Tools and development

These inventories correspond to costs incurred by the Group in order to satisfy a performance obligation in connection with automotive projects.

The cost of inventories is compared at the balance sheet date to the net realizable value. If it exceeds the net realizable value, an impairment loss is recorded to bring the inventories to their net realizable value.

1.3.7. Receivables

Receivables are recorded at their fair value at the time they are recorded. The fair value generally corresponds to the nominal value of the receivable as long as the sale has been carried out with normal payment terms. Impairment losses are booked to cover expected credit losses and identified risks of non-recovery. The amount of impairment is calculated on a statistical basis for credit risk and counterparty by counterparty, on an individual basis for non-recovery risk.

Receivables sold to third parties, which are removed from the balance sheet, meet the following criteria:

  • the rights attached to receivables are transferred to third parties;
  • substantially all the risks and rewards of ownership are transferred to third parties.

The risks taken into account are the following:

  • o credit risk,
  • o risks related to payment arrears both for the duration and amounts,
  • o the transfer of interest rate risk, which is fully assumed by the buyer.

1.3.8. Grants

The grants received are recognized as liabilities in the balance sheet; they correspond to grants to finance investments in new sites, production equipment or research and development programs.

Grants are recognized in profit or loss at the gross profit level, as and when the assets acquired through these grants are depreciated or the associated research expenses are recognized.

1.4. Staff costs and employee benefits

1.4.1. Share-based payment

Stock option and free share purchase plans granted to employees are measured in accordance with IFRS 2 at their fair value at the date of grant by the Board of Directors, using the Black & Scholes mathematical model.

The fair value is recognized in "Personnel costs" on a straight-line basis over the vesting period, with a corresponding adjustment to reserves.

When options are exercised, the cash amount received by the Group in respect of the exercise price is recorded in cash and cash equivalents with a corresponding adjustment to consolidated reserves.

Obligations resulting from share-based payments, such as the "Long Term Incentive plan" described in Note 5.2.3 implemented during the 2022 fiscal year are accounted for as cash settlement plans in accordance with standard IFRS 2. These cash-settled plans are measured at fair value over their term.

The expense relating to expected estimated payments is spread over the vesting period and is included in personnel expenses.

1.4.2. Provisions for pensions and other post-employment benefits

All Group employees are covered by pensions and other long-term post-employee benefits. Pension plans comprise defined-contribution plans or defined-benefit plans.

In June 2021, the IASB approved the position presented by the IFRIC on the method for attributing benefits to periods of service as part of the measurement of employee benefits (IAS 19).

The plans concerned are defined-benefit plans, satisfying all of the following conditions:

  • the attribution of benefits, paid in the form of a single benefit at the time of retirement, is subject to the employee's presence in the company at the time of retirement;
  • benefits depend on the length of service in the company at the time of retirement and are capped after a certain number of years of service.

The new method leads to the creation of a provision for employees only after a certain number of years of service and to the provision changing on a straight-line basis until the date of the employee's retirement.

Only End-of-Career Benefits provided by French companies were affected by this change in method, resulting in a reduction in the actuarial liability (€3.5 million) at the end of 2021.

1.4.2.1. Defined-contribution plans

The cost of defined-contribution plans, corresponding to salary-based contributions to local bodies responsible for pension and death/disability insurance plans made in accordance with local laws and practices in each country, is recognized as an operating expense. The Group has no legal or implicit obligation to pay additional contributions or future benefits. Consequently, no actuarial liability is recorded under these defined-contribution plans.

1.4.2.2. Defined-benefit plans

Defined-benefit plans are mainly related to post-employment benefits and correspond principally to the following commitments:

  • pension plans for French employees;
  • other pension and supplementary pension plans, mainly in the US, France and Belgium;
  • plans to cover healthcare costs in the US.

Defined benefit plans are subject to provisions for staff benefits calculated on the basis of actuarial valuations carried out by independent actuaries using the projected unit credit method.

These assessments take into account assumptions specific to each plan such as:

  • retirement dates determined according to the terms of the legislation and, in particular for French employees, a voluntary retirement assumption when full benefit rights have been acquired;
  • mortality;
  • the probability of active employees departing before retirement age;
  • estimates of salary increases up to retirement age;
  • discount rates and inflation.

When defined-benefit plans are funded, the commitments under these plans are reduced by the market value of plan assets at the reporting date. The valuation builds in long-term profitability assumptions for the invested assets, calculated on the basis of the discount rate used to value company commitments.

Changes in provisions for defined-benefit obligations are recognized over the benefit acquisition period, in the income statement under "Operating expenses", except for:

  • the effect of the reversal of discounting of the commitments recognized in net financial income (expense);
  • actuarial gains and losses on post-employment benefit obligations recognized in equity.

1.4.2.3. Other long-term benefits

Other long-term benefits correspond mainly to long-service awards for French employees.

Actuarial gains and losses on "Other long-term benefits" (mainly long-service and jubilee awards) are recognized immediately in profit or loss.

1.5. Other provisions

1.5.1. Provisions for employee downsizing

The cost of employee downsizing plans is recognized in the period in which a detailed plan is drawn up and announced to the employees concerned or their representatives, thus creating a well-founded expectation that the Group will implement this plan.

1.5.2. Provisions for onerous contracts

Provisions are booked when there are obligations to third parties leading to a likely outflow of resources for the benefit of these third parties without a counterparty of at least equivalent value expected for the Group. Losses identified on onerous contracts, i.e. contracts whose unavoidable costs relating to their obligations are greater than the expected economic benefits, are subject to provisions. These provisions are recognized in current or non-current liabilities depending on whether they are short- or medium/long-term in nature.

1.6. Goodwill, property, plant and equipment and intangible assets

1.6.1. Goodwill

Goodwill is measured annually at cost, less any impairment representing loss of value. Impairments on goodwill are irreversible.

Negative goodwill (badwill) is recorded in the income statement during the year of acquisition.

1.6.2. Intangible assets

1.6.2.1. Research and Development costs

Development costs incurred during the project phase and related to the execution of a contract with a customer not fulfilling a performance obligation are recognized as intangible assets. These internal and external costs relate to the work on the organization of purchasing, logistics and industrial processes to produce the parts that will be ordered by customers.

These costs are recognized as intangible assets in progress during the development phase and amortized on a straight-line basis over the estimated life of the series production, i.e. generally three years for exterior parts, five years for fuel systems and the "Lighting" and "Modules" segments.

The amortization of development hours is booked under Research and Development costs.

Assets under construction are subject to annual impairment tests. As of their commissioning, impairment tests are carried out as soon as signs of impairment are identified.

Income received from related customers in respect of these costs is recognized in revenue from the start of series production and over the duration of production. Payments received before the start of series production are recorded in customer advances.

The accounting treatment of costs that satisfy a performance obligation is described in Note 1.3.2 "Revenue / Revenue from Contracts with Customers ".

Furthermore, under IFRS 15, only the costs related to obtaining contracts that would not have existed in their absence are credited to the assets and depreciated over the expected production period. Costs incurred by the Group prior to its selection by the customer, such as those incurred by sales teams, are recognized as an expense for the period.

1.6.2.2. Other Research and Development costs

Research and development expenses for a generic technology that do not meet the capitalization criteria of IAS 38 Intangible Assets are recorded as expenses for the fiscal year.

1.6.2.3. Other intangible assets

Other intangible assets are measured at cost less accumulated amortization and impairment losses. They are amortized according to the straight-line method over their estimated useful lives.

They mainly included the "Faurecia Exterior Systems business" (fully amortized at December 31, 2022) and "HBPO" customer contracts in 2018.

As part of the "AMLS Osram" and "Actia Power" acquisitions carried out in the second half of 2022, the Group proceeded with the provisional allocation of the acquisition prices. In this context, the technology acquired was assessed and recognized in the Group's consolidated financial statements on the following bases:

  • AMLS Osram technology for €16 million amortized over 10 years from July 1, 2022;
  • Actia Power technology for €4.5 million amortized over seven years from August 1, 2022.

VLS technology and customer contracts acquired are currently being assessed; this work is expected to be finalized in the first quarter of 2023.

1.6.3. Property, plant and equipment

1.6.3.1. Assets owned outright

Gross values

Property, plant and equipment are initially recorded at their acquisition cost, at their cost of production when they are manufactured by the company for its own use (or subcontracted) or at their fair value for those acquired without consideration.

Property, plant and equipment may be specific tooling developed by the Group in connection with production contracts signed with customers without transfer of control to customers, for which the Group will receive an integrated compensation in the part price, where appropriate. In this case, the compensation is recorded in revenue over the series' production term.

If fixed assets have been sold or transferred within the Group, any gains and losses are eliminated in the consolidated financial statements.

Property, plant and equipment are later recognized at cost less total depreciation based on their lifespan and total impairment.

Maintenance and repair costs for fixed assets to restore or maintain the future economic benefits that the company can expect in terms of the estimated level of performance at the time of acquisition are recognized as an expense as incurred.

Future expenditures are capitalized only if it is probable that the future economic benefits associated with the expenditure benefit the Group, for example, by an increase in the performance or effectiveness of the asset concerned.

Buildings 20 and 40 years
Real estate fixtures 10 years
Presses and transformation machines 7 - 10 years
Machining, finishing and other equipment 3 - 10 years

The Group applies the components approach to its real estate assets and major functional assemblies.

From their date of acquisition, the entities apply the Group's depreciation periods, where relevant.

1.6.3.2. Lease contracts

The Group applies IFRS 16 "Leases".

As part of the implementation of this standard, the Group assesses whether a contract is a lease under IFRS 16 by assessing on the entry date of said contract, whether the latter relates to a specific asset, and whether the Group obtains almost all of the economic benefits linked to the use of the asset and the ability to control the use of this asset.

The two capitalization exemptions proposed by the standard for contracts with an initial term of less than or equal to 12 months and goods of low unit value when new, which the Group has defined as being less than or equal to €5,000, have been used.

The accounting treatment is as follows:

  • recognition as property, plant and equipment of rights to use assets under leases that meet the capitalization criteria defined by IFRS 16;
  • recognition of a financial debt in respect of the obligation to pay rent during the term of these contracts;
  • recognition of a depreciation charge for the right-of-use of the asset and a financial charge relating to interest on the lease debt, which partially replace the operating charge previously recorded in respect of the rent. The amortization period for the right-of-use is determined on the basis of the duration of the contract, taking into account an option of renewal or termination when its exercise is reasonably certain;
  • in the cash-flow statement, debt repayments affect financing flows.

The discount rate used to calculate the debt is determined, for each property, according to the marginal debt rate at the start date of the contract. This rate corresponds to the interest rate that the lessee would obtain, at the start of the lease, to finance the acquisition of the leased asset. This rate is obtained by adding the rate on government bonds with terms similar to the leased assets and the entity's credit spread.

The Group has adopted a tool allowing it to carry out, for each lease meeting the IFRS 16 capitalization criteria, an assessment of the rights-of-use and the related financial debt and of all the impacts on the income statement and balance sheet in accordance with IFRS 16.

The amounts recognized as right-of-use assets and as financial debt mainly relate to property leases of industrial sites, storage and administrative premises; the remainder corresponds principally to industrial equipment and vehicles.

1.6.4. Impairment of goodwill, property, plant and equipment and intangible assets

1.6.4.1. Impairment of goodwill

Plastic Omnium Group goodwill is not amortized but is tested for impairment at least annually, at year-end, as well as during the current year when there is evidence of impairment.

Impairment tests are carried out at the level of the cash-generating units (CGU) or groups of cash-generating units, which are:

  • Industries
  • Modules

The net carrying amount of all assets (including goodwill), comprising each cash-generating unit, is compared to its recoverable amount, i.e. the higher of the fair value less disposal costs and the value in use determined using the discounted cash-flow method.

These forecast data are based on the Group's medium-term plans, which are prepared for the next five years, revised as necessary to reflect the most recent market conditions. Beyond this timeframe, a terminal value is calculated based on the capitalization of the data for the last year covered by the business plan, using a long-term growth rate that reflects the outlook for the market. These forecast data are then discounted.

The assumptions used to determine the discount rates take into account:

  • an industry risk premium;
  • an industry financing "spread" to assess the cost of debt;
  • the rates used by comparable companies in each segment.

Sensitivity tests are carried out on the key assumptions, namely the discount rate, the perpetual growth rate and the operating margin.

1.6.4.2. Impairment of depreciable property, plant and equipment and intangible assets

Depreciable property, plant and equipment and intangible assets are subject to impairment tests from the time they enter service whenever there is evidence of signs of impairment such as recurring losses for an entity, decisions to stop commercializing production, or site closures. Intangible assets in progress are also subject to a value test annually at yearend.

1.6.5. Investment property

The items in the "Investment property" section of the Group's balance sheet assets are not included in ordinary operations. These assets, which belong to the Group, correspond to real estate:

  • not occupied on the balance sheet date and whose use is unspecified; or
  • held by the Group for its long-term appreciation and which is leased under operating leases.

The Group may, where appropriate, decide to use all or part of a property whose use is unspecified (in which case the relevant part would be reclassified as operating property) or lease it under one or more operating leases.

Investment property is measured at fair value at the balance sheet date, with changes in fair value recognized in profit or loss. The land on which the buildings are constructed follows the same accounting treatment. An independent appraiser makes regular valuations as part of the year-end closing process. Between two valuations, the Group ensures that the real estate market has not undergone any significant change. The fair value determined by the expert is assessed by direct reference to observable prices in an active market (level 2 fair value).

1.7. Non-current assets held for sale and discontinued operations

The following items are classified as "Assets held for sale" on the balance sheet, as soon as the assets or groups of assets are available-for-sale in their current state and the sale is highly probable:

  • non-current assets held pending their sale;
  • a group of assets held for sale and not for continuing use;
  • businesses or companies acquired with a view to subsequent sale.

Liabilities related to these assets, groups of assets, businesses and companies held for sale are also presented as a separate item under liabilities in the balance sheet, "Liabilities directly related to assets held for sale".

Assets (or groups of assets) classified in this category are no longer depreciated. They are valued at the lower of their carrying amount and selling price, less selling costs. Any impairment losses are recognized by the Group under "Other operating expenses".

On the balance sheet, data related to "Assets and activities held for sale" shown separately in the financial statements do not give rise to the restatement of prior years in terms of presentation.

In the income statement, the profit/loss (from the period and from the sale) of business operations or entities that meet the definition of a discontinued operation are reported as a separate line item entitled "Net income from discontinued operations" in each of the fiscal years presented.

1.8. Financial items

1.8.1. Financial assets (excluding derivatives)

1.8.1.1. Equity investments and funds

These equity investments correspond to shares in listed companies as well as units subscribed for in funds and venture capital companies. On the acquisition date, they are measured at fair value plus transaction costs directly attributable to their acquisition.

In accordance with IFRS 9:

  • changes in the fair value of listed companies are accounted for using the alternative method provided by IFRS 9 in "Other comprehensive income in equity" (OCI) without recycling in profit or loss;
  • changes in the fair value of funds are recognized in profit or loss.

The impact of the application of this standard is not material for the Plastic Omnium Group.

1.8.1.2. Other financial assets

Other financial assets include loans, security deposits and surety bonds. They are measured at amortized cost. Whenever there is objective evidence of impairment (i.e. a negative difference between the carrying amount and the recoverable amount), an impairment provision is recognized through profit or loss. This impairment may be reversed if the recoverable amount subsequently increases.

Other financial assets also include marketable securities that do not meet the criteria for classification as cash equivalents. They are valued at their fair value on the closing date, and changes in fair value are recorded in net financial income (expense).

1.8.2. Cash and cash equivalents

Cash and cash equivalents presented in the Statement of Cash-Flows include short-term, highly liquid cash items, readily convertible into known amounts of cash and subject to a negligible risk of change in value. Cash comprises cash and cash equivalents, short-term deposits and bank balances, with the exception of those authorized to cover short- or mediumterm cash needs arising from day-to-day operations. Cash equivalents correspond to short-term investments and are subject to a negligible risk of changes in value in the context of the temporary use of cash surpluses (money market funds, negotiable debt securities, etc.). Changes in the fair value of these assets are recognized in profit or loss.

1.8.3. Current and non-current borrowings

Current and non-current borrowings are valued using the amortized cost method and the effective interest rate.

Borrowings in foreign currencies contracted by a subsidiary from the Group and whose repayment is neither planned nor likely in the foreseeable future are considered to be part of the net investment of the Plastic Omnium Group in this foreign business. The corresponding translation differences are recognized in equity.

1.8.4. Derivatives and hedge accounting

In order to manage its interest rate risk, the Group may use OTC derivative instruments. These hedging instruments are valued and recognized in the balance sheet at their fair value.

Changes in the fair value of instruments described as "Cash-flow hedges" are recorded under "Other comprehensive income" (equity) for the effective parts and in financial income for the ineffective parts in application of IFRS 9.

Changes in the fair value of derivatives that do not qualify for hedge accounting are recognized in profit or loss.

1.9. Income tax

In France, the entity Compagnie Plastic Omnium maintained the option for the ordinary law tax consolidation system for itself and the French subsidiaries at least 95% controlled, as set out in Article 223 A of the French Tax Code.

In addition, the Group applies optional national consolidation or tax consolidation plans in Germany, Spain and the United States.

The Plastic Omnium Group recognizes deferred taxes relating to temporary differences between the tax values and the carrying amount of assets and liabilities on the consolidated balance sheet without discounting.

Deferred taxes are calculated using the liability method, applying the last tax rate enacted (or the quasi-adopted rate) at the balance sheet date and applicable to the period in which the temporary differences reverse.

Tax credits and deferred tax assets on tax loss carryforwards and temporary differences are only recognized when the probability of their utilization within a relatively short period of time is proven.

1.10. Shareholders' equity and earnings per share

1.10.1. Treasury stock

The Plastic Omnium Group's treasury stock is recorded as soon as it is acquired as a deduction from equity, regardless of the purpose for which it is being held.

The proceeds from the sale of these securities are recognized directly as an increase in the Group's equity, any gain or loss on the sales having no impact on the net profit (loss) for the fiscal year.

1.10.2. Earnings per share

Basic earnings per share are calculated using the weighted average number of ordinary shares comprising the share capital, less the weighted average number of shares held in treasury stock.

Diluted earnings per share take into consideration the average number of treasury shares deducted from equity and shares which might be issued in respect of the fiscal year under stock option programs.

1.11. Estimates and judgements

In preparing its financial statements, the Plastic Omnium Group uses estimates and assumptions to assess some of its assets, liabilities, income, expenses and commitments. These estimates and assumptions, which are liable to result in significant adjustments to the carrying amount of assets and liabilities, are reviewed periodically by Senior Executives. The amounts in the future financial statements of the Group may include changes in estimates or assumptions in light of past experience and changes in economic conditions.

In general, the estimates and assumptions used during the fiscal year were based on the information available at the balance sheet date. Estimates may be revised depending on changes in the underlying assumptions. These assumptions mainly concern:

Deferred taxes

Recognition of deferred tax assets depends on the probability of sufficient future profit being generated to permit their utilization. This leads the Group to make regular estimates of future taxable earnings, particularly as part of the mediumterm plans established within the Group. These estimates take into account the recurring or non-recurring nature of certain losses, expenses, etc.

Provisions

Provisions for pensions and other post-employment benefits

In the case of defined-benefit plans, the Group, assisted by independent actuaries, adopts assumptions (see Notes 1.4.2 and 5.2.5 "Provisions for pensions and other post-employment benefits") on:

  • discount rates for pension and other long-term benefits;
  • rates of increases in healthcare costs for the United States;
  • employee turnover and future salary increases.

Other provisions

Estimates also cover provisions, particularly those relating to employee downsizing, litigation, customer warranties, legal and tax risks for which, in some cases, the Legal Department may be required to employ specialized lawyers.

Asset impairment tests

Impairment tests are carried out each year, in particular on goodwill and development costs relating to automotive projects, but also during the year on these same assets as well as on industrial assets if signs of impairment are identified.

As part of these tests, for the determination of the recoverable amount, the concepts of fair value net of disposal costs and value in use obtained by the discounted cash-flow method are used. These tests are based on assumptions about future operating cash-flows and discount rates.

Assumptions that could have a material impact on the financial statements concern, in particular, the discount rates and growth rates (see Note 2.1.3 "Asset impairment tests").

Sensitivity tests are performed on the long-term growth rate and discount rate assumptions for tests relating to goodwill and on the level of operating margin for tests relating to significant industrial assets.

Lease contracts (IFRS 16)

The discount rate is a key assumption in determining accounting impacts related to the application of IFRS 16 on leases It is used to calculate the right of use and the lease liability for each leased asset (see Note 1.6.3.2).

Other uncertainties

To date, the uncertainties likely to significantly impact the assumptions are supply chain difficulties, the rise in inflation in several geographical areas where the Group operates, the geopolitical climate and regulations of all kinds (climate, automotive industry).

2. SIGNIFICANT EVENTS OF THE PERIOD

2.1. Volatile international context and impacts on the Group's activity

Plastic Omnium's activities in 2022 have been affected by the following events:

  • rising inflation worldwide, particularly in materials, energy and labor costs;
  • the continuation of Covid-19, and in particular the lockdowns in China, with a limited impact on the Group's activity;
  • the war between Ukraine and Russia;
  • the disruption of the supply chain for materials and components, leading to stoppages in the production lines of car manufacturer customers to whom the Group is adapting its activity; and
  • • the rise in interest rates.

2.1.1. Measures taken by the Group to mitigate the impacts of inflation, additional costs triggered by the international context on the operating margin

In the first half of 2022, the Plastic Omnium Group used several levers to mitigate the various effects on its operating margin that have emerged since the start of Covid-19, in addition to the disruptions caused by the war in Ukraine, rising inflation and in particular soaring raw material costs:

  • pursuing flexibility and cost-control plans;
  • applying contractual provisions for indexing the purchase price of materials such as resin;
  • discussions with suppliers to moderate the increase in materials, goods and services purchased;
  • partial pass-through of price increases to car manufacturer customers; and
  • the renewal of contractual coverage for the purchase of energy (gas and electricity).

2.1.2. War in Ukraine: Consequences on the Group's activity

The Group does not operate in Ukraine.

In Russia, non-current assets (real estate and industrial assets including intangible assets) amounted to €16.8 million at December 31, 2022. Russian activities accounted for less than 1% of the Group's revenue before the start of the war in Ukraine. Activity in Russia was stopped from April and partially resumed from the end of June 2022.

As of December 31, 2022, the Group has written down its Russian assets by €12.5 million (including - €2.1 million on the goodwill of "DSK Plastic Omnium BV") to take into account the risk incurred on assets related to contracts canceled by customers who ceased their activity in Russia.

2.1.3. Asset impairment tests

Annual impairment tests were carried out on intangible assets in progress, including goodwill, in order to verify that they are still recognized at a value that does not exceed their recoverable amount.

The Group reviewed impairment indicators across all industrial sites and intangible assets, as well signs indicating a recovery in the value of assets that had been impaired in previous years. Impairment tests were carried out where appropriate.

The tests were carried out on the basis of forecast data from the Group's medium-term plans finalized in November 2022, drawn up for the period 2023-2027.

The main assumptions used in drawing up the 2023-2027 strategic plan are as follows:

  • taking into account the forecasts made by S& P Global Mobility and the Group's customers in terms of changes in the "mix" of vehicle engines, i.e. the proportion of diesel, gasoline, electric and hybrid engines in global production, as well as regulatory changes, so as to integrate changes in environmental factors and risks related to climate change;
  • the volume forecasts received from car manufacturers, discounted where applicable depending on the history and knowledge of each program and in relation to disparities and country specificities;
  • steadily rising inflation over 2023 at least, with a mitigated impact on profitability thanks to continued improvements in productivity and operational efficiency;
  • carbon neutrality for scopes 1 and 2 by 2025, taking into account the necessary investments at entity level; these investments are insignificant across the Group.

The discount rate (WACC) used in 2022 was 9.5%; it is adjusted if necessary to take into account country specificities.

The perpetual growth rate used in determining the terminal value was set at 1.5%.

During the financial year, the tests and analysis carried out did not lead to the recognition of additional impairment. A reversal of nearly €10 million of the 2020 impairment on the industrial assets of the Indian subsidiary of the IES Division was recorded over the period, reflecting the strong development expected of this entity over the coming years.

It should be noted that the results of the impairment tests carried out on the "Industries" and "Modules" segments show a very significant positive difference between the recoverable value and the amount of the assets tested. Thus, only unreasonable assumptions relating to the main assumptions of the long-term growth rate, the discount rate and the operating margin rate could call into question the test results.

As indicated above, regulatory changes are taken into account in the Group's strategic plan as well as in the review of impairment indicators carried out as part of the impairment tests. Thus the consequences of the vote of the European Parliament in favor of the ban, from 2035, of the sale of new gasoline or diesel vehicles in Europe have been analyzed.

Given the current investment policy, the dates of commissioning of industrial sites and assets and the depreciation periods applied (three to ten years maximum for industrial equipment), the net value of the industrial assets concerned by this regulatory change is being monitored particularly closely to ensure that it is, at all times, in line with future operating forecasts.

As indicated above, regulatory changes are taken into account in the Group's strategic plan as well as in the review of impairment indicators carried out as part of the impairment tests. Thus the consequences of the vote of the European Parliament in favor of the ban, from 2035, of the sale of new gasoline or diesel vehicles in Europe have been analyzed.

Given the current investment policy, the dates of commissioning of industrial sites and assets and the depreciation periods applied (three to ten years maximum for industrial equipment), the net value of the industrial assets concerned by this regulatory change is being monitored particularly closely to ensure that it is, at all times, in line with future operating forecasts.

2.1.4. Deferred tax assets

The Group's tax position in 2022 was analyzed by taking into account production stoppages following the shortage of semiconductors and components at manufacturers, the effects of high inflation, and in particular, the increase in raw material and energy prices, and the persistent consequences of the Covid-19 health crisis, in line with the assumptions used in the valuation of other assets.

In accordance with the Group's accounting principles, tax credits and deferred tax assets on tax loss carryforwards and temporary differences are only recognized when the probability of their utilization within a relatively short period of time is proven.

The impacts on the recognition of deferred tax assets over the last two fiscal years are as follows:

  • a net impairment of -€38.5 million, for the 2022 fiscal year; and
  • a net impairment of -€22.4 million for the 2021 fiscal year.

Impacts over 2022 are explained in Note 4.8 "Income tax".

2.2. Other significant events of the period

2.2.1. Changes in the share capital of Compagnie Plastic Omnium SE

2.2.1.1. Share capital reduction by Compagnie Plastic Omnium SE by cancellation of treasury shares as of September 1, 2022

At its meeting of July 20, 2022, the Board of Directors of Compagnie Plastic Omnium SE decided to cancel 1,600,000 treasury shares (1.08% of the share capital) effective September 1, 2022.

Compagnie Plastic Omnium SE's share capital, was reduced from 147,122,153 shares to 145,522,153 shares with a par value of €0.06, i.e. an amount of €8,731,329.18. See Note 5.2.1.1 "Share capital of Compagnie Plastic Omnium SE".

This transaction increases the holding company Burelle SA's stake in Compagnie Plastic Omnium SE from 59.35% to 60.01%.

2.2.2. Group acquisitions taking effect during the second half of 2022 and operational organization

With the acquisitions of the second half of 2022, the Group is preparing to roll out its development strategy in new markets.

All of the acquisitions described below were financed from the Group's available liquidities (see Note 5.1.9 "Cash and cash equivalents"), without any drawdowns on confirmed bank credit lines (see Note 5.2.6.6 "Confirmed medium-term credit lines").

2.2.2.1 : Acquisition by Plastic Omnium of the final third of HBPO GmbH from Hella, bringing the Group's stake to 100%

On July 28, 2022, Plastic Omnium signed an agreement to purchase the final one-third interest of HBPO GmbH held by Hella, for €290 million, giving it a 100% stake. The acquisition was completed on December 12, 2022 after approval by the regulatory authorities.

This additional acquisition has no impact on the control exercised by the Compagnie Plastic Omnium Group over HBPO. HBPO has been fully consolidated in Plastic Omnium's financial statements since the second half of 2018.

The recognition in the financial statements at December 31, 2022 is as follows:

  • in the income statement: recognition of the non-controlling interests in HBPO for their share in the income for the period until the date of purchase by Plastic Omnium of their stake on December 12, 2022. See Note 4.9 "Net profit (loss) attributable to non-controlling interests";
  • on the balance sheet: reclassification of non-controlling interests in Shareholders' equity attributable to owners of the parent and allocation of the acquisition price to Shareholders' equity attributable to owners of the parent. The impact of the purchase of the minority interests in HBPO on Shareholders' equity attributable to owners of the parent is a decrease of €236.9 million in shareholders' equity.

2.2.2.2 : Acquisition of two lighting businesses

Two major complementary acquisitions to offer a complete range of automotive lighting products:

2.2.2.2.1 : Acquisition by Plastic Omnium of Automotive Lighting Systems GmbH (AMLS Osram) from the ams Osram group on July 1, 2022

The Plastic Omnium Group signed an agreement with the Munich-based ams Osram group on March 25, 2022, to acquire 100% of AMLS Osram (Automotive Lighting Systems GmbH), a German multinational automotive lighting player, for an enterprise value of €65 million.

AMLS Osram provides a portfolio of high-tech products to a global customer base, covering the key areas of front lighting, interior lighting, advanced projection solutions and body lighting, satisfying new trends in styling, safety and electrification. The complementary technology brick provided by AMLS Osram should give the Plastic Omnium Group leading-edge expertise in lighting systems, electronics and software to develop innovative intelligent lighting solutions for the automotive industry.

  • Revenue of €148 million in 2021;
  • Manufacturing at five locations in the United States, Europe and China;
  • 775 people, including 120 in R&D.

The acquisition closed on July 1, 2022 following the approval of antitrust authorities. The AMLS Osram entities are consolidated according to the full consolidation method from July 1, 2022.

2.2.2.2.2 : Acquisition by Plastic Omnium of Varroc Lighting Systems (VLS) from Varroc Engineering Limited (Maharashtra, India) on October 6, 2022

On April 29, 2022, the Plastic Omnium Group entered into an agreement with Varroc Engineering Limited (Maharashtra, India) to acquire its automotive lighting business, Varroc Lighting Systems (VLS) in Europe, the Americas and North Africa, as well as the Pune R&D unit in India.

  • Annual revenue amounted to approximately €0.8 billion in 2021;
  • Eight plants with balanced locations in cost-competitive countries;
  • 6,489 people, including 800 R&D employees based in eight dedicated centers.

Varroc Lighting Systems has a broad product portfolio, which includes advanced lighting solutions for headlights and tail lights, innovative technologies in the development of optical systems and electronic control and lighting software. Varroc Lighting Systems thus has strong engineering capabilities to meet the requirements of active safety lighting, style and electrification.

Varroc Lighting Systems brings a balanced global industrial presence, strong engineering expertise and a strong portfolio of products and customers.

The transaction was completed on October 6, 2022, following authorization by antitrust authorities and other usual regulatory approvals, for an enterprise value of €520 million. The VLS entities are consolidated according to the full consolidation method from October 6, 2022.

2.2.2.3 : Acquisition by Plastic Omnium of the "Actia Power" division from the Actia Group on August 1, 2022

On June 27, 2022, the Plastic Omnium Group signed an agreement with the Actia Group to acquire 100% of the Actia Power division for an enterprise value of €52.5 million.

Actia Power specializes in the design and manufacture of on-board batteries, power electronics and electrification systems intended primarily for the electric mobility of trucks, buses and coaches, trains and construction machinery. It employs around 200 people in France, Germany, the United Kingdom and the United States, with 2021 revenue of €22 million.

The transaction was finalized on August 1, 2022 following authorization by antitrust authorities and other usual regulatory approvals. The Actia Power entities are consolidated according to the full consolidation method from August 1, 2022.

As of December 31, 2022, the "Actia Power" business is part of "Clean Energy Systems" (CES).

2.2.2.4. Impacts of the new AMLS Osram, Actia Power and VLS acquisitions on the Group's financial statements

The notes below present the key data for the acquisitions, the treatments as well as the impacts on the Group's financial statements.

2.2.2.4.1. Impacts of the new AMLS Osram, Actia Power and VLS acquisitions on the Group's financial statements

The key figures of the Plastic Omnium Group's new acquisitions are summarized below:

Summary of some key information on entities acquired Actia
Power
VLS Group
Total
Number of sites / Plants In units 2 2 8 12
Number of R&D centers In units 1 3 8 12
Number of legal entities In units 4 4 8 16
Registered headcount (permanent and fixed-term contracts) In units 775 207 6,489 7,471
Total headcount (including temporary employees) In units 847 236 7,385 8,468
Sales of the full year 2021 - fiscal year before the acquisition year In thousands of euros (+/-) 148,000 22,000 800,000 970,000
0
Net equity acquired (before acquisition price allocation)
0
In thousands of euros
27,000 -20,576 56,420 62,844

2.2.2.4.2. Acquisition price of AMLS Osram, Actia Power and VLS

Information on the purchase price is as follows:

In thousands of euros AMLS Osram Actia Power VLS
Enterprise value 65,000 52,500 520,000
Price of acquisitions paid by cash in the financial statements at December 31, 2022 23,961 17,164 69,577
Agreement on price reduction for which repayment will take place in 2023 -12,915
Net acquisition price in the financial statements at December 31, 2022 11,046

2.2.2.4.3. Consolidation of AMLS Osram, Actia Power and VLS in the financial statements of the Plastic Omnium Group and allocation of acquisition prices

The Group's acquisitions, VLS, AMLS Osram, Actia Power, are accounted for in accordance with IFRS 3 "Business combinations".

All the entities acquired are under exclusive control and consolidated according to the full consolidation method from the respective dates of each takeover, i.e.:

  • July 1, 2022 for AMLS Osram, therefore six months of activity from July to December 2022;
  • August 1, 2022 for Actia Power, therefore five months of activity from August to December 2022; and
  • October 6, 2022 for VLS, therefore almost three months of activity from October to December 2022.

The recognition of the assets acquired and liabilities assumed on the basis of the fair values on the respective dates as provided above, is made in the financial statements as at December 31, 2022 on the basis of initial estimates that will be finalized within the 12 months following the respective acquisition dates.

The analyses and work to be carried out in order to finalize the opening balance sheet are significant, in particular for VLS due to the acquisition date being relatively close to the closing date and could lead to significant changes to the provisional opening balance sheets. The 2022 income statement therefore does not include the effects of the final adjustments to the opening balance sheet.

The main adjustments to the provisional opening balance sheets concern in particular:

  • technologies:
    • o "AMLS Osram" valued respectively for €16 million and amortized over 10 years; and
    • o "Actia Power" valued respectively for €4.5 million and amortized over 7 years;
  • intangible assets and property, plant and equipment, mainly the downward adjustment of the non-current assets of the American subsidiary "AMLS Osram" for €17.6 million;
  • WCR (working capital items) such as inventories, related trade receivables and payables;
  • provisions for risks, charges, contingent liabilities and other risks;
  • provisions for onerous contracts;
  • deferred tax liabilities and assets related to the above adjustments.

Amortization expenses for these "Technology" intangible assets are recognized in Operating margin. See Note 4.4 "Amortization of intangible assets acquired".

In order to improve the relevance of the information published and the assessment of the Plastic Omnium Group's operating performance for the 2022 fiscal year, exceptional disbursements in the amount of €147.4 million unrelated to the normal activity of the VLS entities since their takeover by Plastic Omnium have been identified. The purpose of these exceptional disbursements was to settle liabilities in the opening balance sheet of VLS. In addition, the free cash-flow of the Group's historical scope (excluding the AMLS Osram, Actia Power and VLS acquisitions) amounted to €289 million.

As of December 31, 2022, provisional Goodwill after taking into account deferred taxes is presented in the acquisition price allocation table below.

Allocation of "AMLS Osram" - "Actia Power" - "VLS" business acquisition costs
a
In thousands of euros
AMLS
Osram
Actia Power VLS Total
Plastic
Omnium
Group
Equity acquired 27,000 -20,576 56,420 62,844
Impairment of intangible assets and property, plant and equipment -17,417 -17,417
Provisions for risks, expenses, contingent liabilities and other risks -1,479 -286 -1,765
Working capital items -18,601 -761 -8,823 -28,185
Provisions for onerous contracts -2,165 -2,165
Other -814 -814
Intangible asset : technology(*) 16,000 4,500 20,500
Deferred taxes -4,249 -1,400 -5,649
Equity acquired (after adjustments) 1,254 -20,688 46,783 27,349
(1)
Goodwill
9,792 37,851 22,761 70,404
Allocation of the acquisition price presented at December 31,
2022
11,046 17,164 69,544 97,753
Deferred tax rate related to the recognition of "Technology" 30.00% 31.11%

(1) The acquisitions of AMLS Osram, Actia Power and VLS resulted in the recognition of Goodwill. See the Note 5.1.1 related to the Goodwill in the notes of the balance sheet.

The definitive accounting of these business combinations will be finalized within the 12 months following the acquisition dates, namely on July 1, 2023 for "AMLS Osram", August 1, 2023 for "Actia Power" and October 6, 2023 for "VLS".

2.2.2.4.4. Provisional opening balance sheets of AMLS Osram, Actia Power and VLS in the Group's financial statements

Opening balance sheets for AMLS Osram at July 1, 2022, Actia Power at August 1, 2022 and VLS at October 6, 2022 in the Plastic Omnium Group financial statements are presented in the table below.

Provisional opening balance sheets after taking into account the provisional adjustments mentioned in Note 2.2.2.4.3 "Accounting treatment of AMLS Osram, Actia Power and VLS in the financial statements of the Plastic Omnium Group and allocation of acquisition prices" for the parts integrated into the Plastic Omnium Group, are presented in the table below. In accordance with IFRS 3, these balance sheets will be finalized within the 12 months following the respective acquisition dates, i.e. AMLS Osram on July 1, 2023, Actia Power on August 1, 2023 and VLS on October 6, 2023.

AMLS Osram
"Automotive Lighting
Systems GmbH"
"Actia Power" VLS "Varroc Lighting Systems" Total in the
Group
consolidated
financial
statements
July 1, 2022 August 1, 2022 October 6, 2022 December 31,
2022
Consolidation percentage 100% 100% 100% 100% 100% 100% 100% 100% 100%
In thousands of euros Balance
Sheet before
the
allocation of
acquisition
price
Allocation
of the
acquisition
price
Opening
Balance
Sheet
Balance
Sheet before
the
allocation of
acquisition
price
Allocation
of the
acquisition
price
Opening
Balance
Sheet
Balance
Sheet before
the
allocation of
acquisition
price
Allocation
of the
acquisition
price
Opening
Balance
Sheet
Total contributions
of the opening
balance sheets in
the Group's
consolidated
financial
statements
ASSETS
Goodwill
Other intangible assets
"Technology" intangible asset
Other intangible assets
Property, plant and equipment
Other non-current financial assets
Deferred tax assets
-
3,854
-
3,854
19,760
-
1,407
9,792
16,000
16,000
-
-
-
-
9,792
19,854
16,000
3,854
19,760
-
1,407
-
4,902
-
4,902
6,142
2
1,423
37,851
4,500
4,500
-
-
-
-
37,851
9,402
4,500
4,902
6,142
2
1,423
-
83,095
-
83,095
381,876
1,728
29,509
22,761
-
-
-
-
-
-
22,761
83,095
-
83,095
381,876
1,728
29,509
70,404
112,351
20,500
91,851
407,778
1,730
32,339
TOTAL NON-CURRENT ASSETS 25,021 25,792 50,813 12,469 42,351 54,820 496,208 22,761 518,969 624,602
Inventories
Trade receivables
Other receivables
Other financial assets and financial receivables
Cash and cash equivalents
35,630
27,120
13,534
232
33,143
-
-
-
-
-
35,630
27,120
13,534
232
33,143
12,387
3,836
5,095
25,690
1,817
-
-
-
-
-
12,387
3,836
5,095
25,690
1,817
96,927
212,647
40,218
-249
24,419
-
-
-
-
-
96,927
212,647
40,218
-249
24,419
144,944
243,603
58,847
25,673
59,379
TOTAL CURRENT ASSETS 109,659 - 109,659 48,825 - 48,825 373,962 - 373,962 532,446
TOTAL ASSETS 134,680 25,792 160,472 61,294 42,351 103,645 870,170 22,761 892,931 1,157,048
SHAREHOLDERS' EQUITY AND
LIABILITIES
Consolidated reserves -9,947 20,992 11,046 -23,788 40,951 17,164 46,783 22,761 69,544 97,753
EQUITY ATTRIBUTABLE TO OWNERS OF
THE PARENT
-9,947 20,992 11,046 -23,788 40,951 17,164 46,783 22,761 69,544 97,753
Attributable to non-controlling interests
TOTAL SHAREHOLDERS' EQUITY
-
-9,947
-
20,992
-
11,046
-
-23,788
-
40,951
-
17,164
-
46,783
-
22,761
-
69,544
-
97,753
Non-current borrowings and financial debt
Non-current finance lease debt
Provisions for pensions and other post-employment
-
1,990
-
-
-
1,990
849
1,417
-
-
849
1,417
17
82,170
-
-
17
82,170
866
85,577
benefits
Provisions
Non-current Government grants
-187
210
-
-
-
-
-187
210
-
221
2,666
107
-
-
-
221
2,666
107
10,323
2,809
5,062
-
-
-
10,323
2,809
5,062
10,357
5,685
5,169
Deferred tax liabilities - 4,800 4,800 300 1,400 1,700 707 - 707 7,207
TOTAL NON-CURRENT LIABILITIES 2,013 4,800 6,813 5,560 1,400 6,960 101,088 - 101,088 114,861
Bank overdrafts
Current borrowings and financial debt
Current finance lease debt
-
94,549
991
-
-
-
-
94,549
991
-
61,240
569
-
-
-
-
61,240
569
-
195,853
7,938
-
-
-
-
195,853
7,938
-
351,642
9,498
Provisions for liabilities and charges
Trade payables
Other operating liabilities
TOTAL CURRENT LIABILITIES
343
26,847
19,884
142,614
-
-
-
-
343
26,847
19,884
142,614
3,657
8,732
5,324
79,522
-
-
-
-
3,657
8,732
5,324
79,522
6,670
345,712
166,039
722,299
-
-
-
-
6,670
345,712
166,039
722,299
10,670
381,291
191,247
944,435
TOTAL SHAREHOLDERS' EQUITY AND
LIABILITIES
134,680 25,792 160,472 61,294 42,351 103,645 870,170 22,761 892,931 1,157,048
Gross debt -97,298 - -97,298 -38,383 - -38,383 -284,499 - -284,499 -420,180
Net cash and cash equivalents 33,143 - 33,143 1,817 - 1,817 24,419 - 24,419 59,379
Net debt -64,155 - -64,155 -36,566 - -36,566 -260,080 - -260,080 -360,801

2.2.2.4.5. Contribution of AMLS Osram, Actia Power and VLS to the Group's 2022 results

The contribution of the AMLS Osram, Actia Power and VLS businesses since their respective acquisition dates, i.e., July 1, 2022, August 1, 2022, and October 6, 2022, corresponding either to six months, five months or three months of activity depending on the date of the start of consolidation in the 2022 consolidated financial statements, is presented below:

2022 - Consolidated Financial Statements
Plastic Omnium Group
excluding "AMLS Osram
Actia Power-VLS Activities"
"AMLS Osram-Actia Power
Total Plastic Omnium Group
VLS activities"
In thousands of euros Amounts % Amounts % Amounts %
Consolidated revenue 8,229,391 100.0% 308,719 100.0% 8,538,110 100.0%
Operating Magin 416,333 5.1% -52,458 -17.0% 363,875 4.3%

2.2.2.4.6. Plastic Omnium Group Proforma information

Proforma information is presented to illustrate the financial statements of the Plastic Omnium Group with the full-year AMLS Osram, Actia Power and VLS acquisitions, as if the acquisitions had all taken place at January 1, 2022. This information corresponds to a best estimate, unaudited, based on the accounts submitted by the sellers.

The full-year figures on the main usual aggregates of the Group's income statement would be approximately as follows:

  • Consolidated revenue: +€9,369 million
  • Operating margin : +€ 228 millions

2.2.3. Follow-up of changes in the scope of consolidation in 2021

2.2.3.1 : Finalization of the allocation of the acquisition price of the Group's 40% stake in the creation of the "EKPO Fuel Cell Technologies" joint venture

As part of the subscription to a capital increase carried out by EKPO Fuel Cell Technologies, a leading company in the development and series production of fuel cells, the Plastic Omnium Group acquired 40% of the shares for €100 million on March 1, 2021, to accelerate growth in low-carbon mobility. Its partner ElringKlinger holds 60%. Please refer to Note 2.2.2.1 to the Consolidated financial statements of December 31, 2021.

The allocation of the acquisition price to the acquired assets and liabilities identified at December 31, 2021 a "Technology" intangible asset, valued at €131 million (i.e. €52 million for the share held by the Plastic Omnium Group), resulting in a €117 million revaluation of the intangible assets recognized by the entity.

At December 31, 2021, the 40% stake held by the Group, recognized in "Investments in associates and joint ventures", included goodwill of €16.9 million, after taking into account a deferred tax liability of €35.1 million related to this intangible asset.

The opening balance sheet was finalized within 12 months of the acquisition, i.e. on March 31, 2022. This finalization resulted in a few adjustments that impacted the Net Position by -€1.2 million (Group share at -€0.5 million).

At December 31, 2022:

  • The 40% stake held by the Group recognized in "Investments in associates and joint ventures" includes goodwill of €17.4 million;
  • In addition, in the first half of 2022, an amount of €30 million for the acquisition price of the shares of EKPO Fuel Cell Technologies" (see Note 2.2.2.1.1 "Acquisition price" to the Consolidated financial statements of December 31, 2021) was paid by the Group as planned in the payment schedule. The outstanding balance at December 31, 2022 amounts to €40 million, of which €20 million will be due in 2023 and 2024 respectively.

2.2.3.2 : Finalization of the allocation of the acquisition price of ElringKlinger Fuel Cell Systems Austria GmbH (EKAT)

On March 1, 2021, the Plastic Omnium Group acquired all of the shares in the Austrian subsidiary of ElringKlinger, ElringKlinger Fuel Cell Systems Austria GmbH (EKAT), a specialist in integrated hydrogen systems, to complete its global hydrogen offering. The acquisition price was €13.4 million.

ElringKlinger Fuel Cell Systems Austria GmbH (EKAT) was renamed "Plastic Omnium New Energies Wels GmbH".

The opening balance sheet was finalized on March 1, 2022 without any adjustment compared to December 31, 2021.

The final opening balance sheets as well as the allocation of the acquisition prices of the two entities are presented below:

Allocation of the acquisition prices to the acquired assets and liabilities
EKPO Fuel Cell Technologies Plastic Omnium New
Energies Wels GmbH
In thousands of euros Equity of the
entity finalized
at March 1,
2022 and the
allocation of the
acquisition
price
Share of equity of
the Group in the
opening balance
sheet finalized at
March 1, 2022 and
allocation of the
acquisition price
Equity acquired in the
opening balance sheet
finalized at March 1,
2022
Total of the
Group
acquisitions
finalized at
March, 1,
2022
Calculation basis 100.00% 40.00% 100.00%
Deferred tax rate 30.00% 30.00% 25.00%
Equity acquired 25,905 10,362 526
Other adjustments 2,137 855 -
Deferred taxes related to the other adjustments -3,355 -1,342 -
Intangible assets : technology 116,975(1) 46,790 8,816
Deferred taxes related to the Technology intangible asset -35,093 -14,037 -2,204
Equity (after adjustments) (A) 106,569 42,628 7,138 49,766
Contribution of Plastic Omnium Group (B) 100,040 40,016 40,016
Equity after capital increase (C) = (A + B) 206,610 82,644
Goodwill (D) = (E - C) 43,490 17,396(2) 6,311(3) 23,707(4)
Total acquisition price (E) 250,100 100,040 13,449 113,489

(1) This amount comprises a revaluation of €117 million recognized as part of the allocation of the acquisition price.

(2) This goodwill is a component of the value of the EKPO Fuel Cell Technologies investments accounted for by the equity method in the Group consolidated balance sheet. See Note 5.1.4.

(3) This amount is recognized in the "Goodwill" item in the Group Consolidated Balance Sheet. See Note 5.1.1.

(4) This amount is broken down in associates and joint ventures for €17,396 thousand and for €6,311 thousand in "Goodwill" in the Group consolidated balance sheet. See Notes 5.1.1 and 5.1.4.

2.2.4. Follow-up of equity investments and investments in venture capital companies and start-ups specializing in future mobility solutions

2.2.4.1. Group investment in the French company Verkor, a specialist in the manufacture of batteries for future mobility

On February 22, 2022, the Group subscribed to €20 million in convertible bonds (the total issue size is €200 million) in the Grenoble-based company Verkor, a specialist in the production of high-efficiency, low-carbon battery cells.

The convertible bonds carry interest at 5%, capitalized with reimbursement due on June 30, 2024 in the event that the Group chooses reimbursement rather than conversion into shares.

The investment is complemented by an industrial partnership that will give Verkor and the Plastic Omnium Group the means to develop production and marketing capabilities for electric battery modules and packs for individual and commercial vehicles and for stationary energy storage.

The investment is recognized in the balance sheet under "Investments in associates and joint ventures, nonconsolidated securities and convertible bonds".

2.2.4.2. Equity investment by the Group in the seed fund Fonds d'Amorçage Industriel Métropolitan S.L.P. (FAIM) for sustainable industry

During the first half of 2022, the Group invested in the Fonds d'Amorçage Industriel Métropolitain (FAIM). This is a venture capital-type Société de Libre Partenariat (SLP) of nearly €40 million, intended to promote the emergence of young innovative industrial companies that pollute less, consume less energy and create jobs.

The fund covers many industrial sectors such as clean energy, new materials, green chemistry, agri-food, smart textiles, mobility, etc.

The Group has committed €5 million for a period of 12 months from the first call for funds, extendable twice.

At December 31, 2022, the Group had paid €0.4 million. See Note 5.1.5.1 "Long-term investments in equities and funds".

2.2.4.3. Payment by Compagnie Plastic Omnium SE to AP Ventures funds during the fiscal year 2022

During the fiscal year 2022, as co-sponsor and member of the investment advisory committee, the Group paid AP Ventures, a London-based venture capital firm specializing in hydrogen and fuel cells, a total of €4.7 million (equivalent to \$4.9 million).

The Group committed to investing \$30 million over the life of the fund. The Group's total payment amounted to €15.0 million (equivalent to \$16.0 million) at December 31, 2022 (see Note 5.1.5.1 "Long-term investments in equities and funds").

2.2.4.4. "Deltatech" Innovation and Research Center in Belgium in the process of being sold

Following the transfer to France in 2021 of its innovation and research activities previously located in Brussels, Belgium, the Group continued to use its site in Brussels for a very limited number of employees during the 2022 financial year and, in parallel, put the property up for sale.

The Group signed a preliminary sale agreement on December 22, 2022. As of December 31, 2022, the net carrying amount of the real estate complex, in the amount of €44.7 million, including land, a building, fixtures and fittings as well as office furniture, was reclassified to Assets held for sale in the balance sheet. Gains/losses on the disposal when finalized are not expected to be material.

2.2.4.5. Disposal of the CES Division's "Vigo Metal" business in Spain

As of December 31, 2022, the Group was in negotiations with two potential buyers to dispose of the CES Division's "Vigo Metal" business in Spain. The disposal is part of the Group's strategy to refocus its CES Division on the production of fuel and pollution control systems and on the development of innovative energy storage solutions for electric vehicles. The transaction involves assets and inventories with a total value of nearly €6 million.

The estimated amount of the sale led the Group to recognize a provision for expenses of approximately €2 million in the financial statements at December 31, 2022. See Note 4.6 "Other operating income and expenses".

On January 1, 2023, the Group sold its Vigo "Metal" business to the Spanish group Segura for €4 million.

2.2.5. Receipt during the period of a "carry-back" repayment in the United States

The Group received in 2022 from the tax authorities in the United States a repayment of the carry-back of €28.5 million (\$30 million) requested in 2021. See Note 5.1.7.3 "Other receivables".

2.2.6. Financing transactions

2.2.6.1. Completion of a "Schuldschein" private placement – Amount: €400 million

On May 24, 2022, the Group completed a "Schuldschein" private placement, without covenants, for €400 million (divided into six tranches of different maturities and interest rates) with mainly private investors (French, German, Swiss, Slovak) and the following characteristics:

  • maturities: 3, 5 and 7 years
  • fixed rate portion: €159 million
  • floating rate portion: €241 million
  • Information on financing rates is provided in the dedicated note on borrowings (5.2.6.2)

In parallel with this transaction, the Group repaid €141 million on the Schuldschein of June 16, 2016 issued for a total amount of €300 million, which is due on June 17, 2023.

For these two transactions, see Notes 5.2.6.2 "Borrowings: private placement notes and bonds" and 5.2.6.7 "Reconciliation of gross and net financial debt".

2.2.6.2. Change in Negotiable European Commercial Paper (Neu-CP) issuance during the fiscal year of 2022

During the fiscal year 2022, the Group increased its "Neu-CP" program. At December 31, 2022, it amounted to €508.5 million compared to €322.5 million at December 31, 2021.

The terms of these issuances are provided in Note 5.2.6.4 "Short-term borrowings: issuance of 'Negotiable European commercial paper (Neu-CP)".

See also Note 5.2.6.7 "Reconciliation of gross and net financial debt".

2.2.7. Group subsidiaries in hyperinflationary regions and impacts on the Group's financial statements

2.2.7.1. Impacts of hyperinflation in Argentina and Turkey on the Group's financial statements

Impacts of hyperinflation in Argentina:

After reaching 48.4% in 2021, according the CPI (consumer price index) inflation in Argentina in 2022 is 72.4%.

The Argentine peso has fallen as follows:

  • Basis of comparison Average rates: -17.9% FY 2022 versus FY 2021
  • Basis of comparison Closing rate: -38.4% at December 31, 2022 compared to December 31, 2021

At December 31, 2022, the assets of the two subsidiaries Plastic Omnium Auto Inergy Argentina SA (Clean Energy Systems) and Plastic Omnium Argentina (Intelligent Exterior Systems) were revalued. At December 31, 2022, the impact on net profit was +€2.4 million.

Impacts of Turkish hyperinflation:

Starting in 2021 (19.6% over the year), inflation in Turkey reached 64.3% as of December 31, 2022 compared to the same period the previous year, moving Turkey onto the list of hyper-inflationary countries from the first half-year of 2022.

The reduction in policy rates from 19% to 14% in the last quarter of 2021 contributed in part to the decline in the exchange rate of the Turkish lira, which, against the euro, aggravated by the impacts of the war in Ukraine, has changed as follows:

  • December 31, 2020: TRL 9.11 for EUR 1 at the closing rate and TRL 8.04 for EUR 1 at the average rate
  • December 31, 2021: TRL 15.23 for EUR 1 at the closing rate and TRL 10.47 for EUR 1 at the average rate
  • December 31, 2022: TRL 19.96 for EUR 1 at the closing rate and TRL 17.38 for EUR 1 at the average rate i.e. over the two periods 2021 versus 2022, a devaluation of -23.7% at the closing rate compared to a devaluation of -39.8% at the average rate.

IAS 29 "Financial reporting in hyperinflationary economies" therefore applies to B.P.O. AS, the Group's only Turkish entity, in which the functional currency is the Turkish lira. This entity is 50%-owned (Intelligent Exterior Systems Division), and consolidated using the equity method. The impact of the application of IAS 29 was -€6.3 million as of December 31, 2022 and represents -€3.1 million for the Plastic Omnium Group's share in B.P.O. AS.

The reference indices used for accounting are the CPI (consumer price index).

The share of B.P.O. AS's income and its weight in the Group's operating margin over recent years does not exceed 2% and the weight of the asset (investment in associates and joint ventures) in the Plastic Omnium Group's total balance sheet does not exceed 0.1%.

3. SEGMENT INFORMATION

3.1. Information by operating segment

The Group uses the concept "Economic revenue" for its operational management, which corresponds to the consolidated revenue of the Group and its joint ventures and associates at their percentage stake: Yanfeng Plastic Omnium, the Chinese leader in exterior body parts, SHB Automotive Modules, the leading Korean company in front-end modules, B.P.O. AS, a major player in the Turkish exterior equipment market, and EKPO Fuel Cell Technologies, a specialist in the development and series production of fuel cells for hydrogen mobility.

The change in definition is intended to take into account the Group's development model, which includes additional partnerships in certain business segments.

The Group organizes its business into two operating segments (see Note "Presentation of the Group"): "Industries" and "Modules".

You are reminded that the Lighting division, newly created to host the lighting activities of the AMLS Osram and VLS company groups acquired in the second half of 2022, is part of the Industries segment.

The columns in the tables below show the amounts by segment. The "Unallocated items" column groups together intersegment eliminations and amounts that are not allocated to a specific segment (in particular, holding company activity) allowing for the reconciliation of segment data with the Group's financial statements. Financial results, taxes and the share of profit (loss) of associates are monitored at Group level and are not allocated to segments. Transactions between segments are carried out on an arm's length basis.

3.1.1. Income statement by operating segment

2022
In thousands of euros Industries Modules Unallocated
items (2)
Total
Economic revenue (1) 6,896,455 2,580,434 - 9,476,889
Including revenue from joint ventures and associates consolidated at the Group's
percentage stake
705,478 233,302 - 938,779
Consolidated revenue before inter Segments' eliminations 6,243,554 2,351,564 (57,008) 8,538,110
Inter-segment revenue (52,577) (4,431) 57,008 -
Consolidated revenue 6,190,977 2,347,133 - 8,538,110
% of segment revenue - Total 72.5% 27.5% - 100.0%
Operating margin before amortization of intangible assets acquired and before
share of profit (loss) of associates and joint ventures
277,591 57,378 - 334,969
% of segment revenue 4.5% 2.4% - 3.9%
Amortization of intangible assets acquired (4,932) (13,029) - (17,962)
Share of profit (loss) of associates and joint ventures 43,240 3,629 - 46,868
Operating margin 315,898 47,977 - 363,875
% of segment revenue 5.1% 2.0% - 4.3%
Other operating income
Other operating expenses
21,212
(84,008)
-
(1,701)
-
-
21,212
(85,709)
% of segment revenue -1.0% -0.1% - -0.8%
Financing costs (67,073)
Other financial income and expenses 5,395
Profit (loss) from continuing operations before income tax and after share in
associates and joint ventures
237,700
Income tax (60,196)
Net profit (loss) 177,504
2021
In thousands of euros Industries Modules Unallocated
items (2)
Total
Economic revenue (1) 5,826,435 2,190,720 - 8,017,155
Including revenue from joint ventures and associates consolidated at the Group's
percentage stake
586,802 197,042 - 783,844
Consolidated revenue before inter Segments' eliminations 5,265,277 1,996,827 (28,794) 7,233,311
Inter-segment revenue (25,645) (3,149) 28,794 -
Consolidated revenue 5,239,632 1,993,678 - 7,233,311
% of segment revenue - Total 72.4% 27.6% - 100.0%
Operating margin before amortization of intangible assets acquired and before
share of profit (loss) of associates and joint ventures
237,450 42,209 - 279,659
% of segment revenue 4.5% 2.1% - 3.9%
Amortization of intangible assets acquired (6,675) (13,029) - (19,704)
Share of profit (loss) of associates and joint ventures 40,171 2,632 - 42,803
Operating margin 270,946 31,812 - 302,758
% of segment revenue 5.2% 1.6% - 4.2%
Other operating income 23,438 - - 23,438
Other operating expenses (77,179) (2,656) - (79,835)
% of segment revenue -1.0% -0.1% - -0.8%
Financing costs (48,617)
Other financial income and expenses
Profit (loss) from continuing operations before income tax and after share in
(1,897)
195,847
associates and joint ventures
Income tax
(60,269)

(1) Economic revenue corresponds to revenue of the Group and its joint ventures and associates consolidated at their percentage of ownership.

(2) "Unallocated items" corresponds to intra-group eliminations and amounts that are not allocated to a specific segment (for example, holding company activities). This column is included to enable segment information to be reconciled with the consolidated financial statements.

3.1.2. Balance sheet aggregate data by operating segment

December 31, 2022
In thousands of euros
Net amounts Industries Modules Unallocated items Total
Goodwill 572,629 527,726 - 1,100,355
Intangible assets 536,253 100,937 5,167 642,357
Property, plant and equipment 1,794,113 138,354 33,646 1,966,113
Investment property - - 30 30
Inventories 779,177 77,416 - 856,592
Trade receivables 854,943 149,740 18,578 1,023,261
Other receivables 402,706 36,191 60,155 499,052
Financial receivables (C) 754 - - 754
Current accounts and other financial assets (D) -1,594,446 86,493 1,520,586 12,633
Long-term investments in equity instruments and funds - FMEA 2 (F) 16,188 - 60,110 76,298
Hedging instruments (E ) - 549 10,603 11,152
Net cash and cash equivalents (A) (1) 228,831 16,130 315,642 560,603
Segment assets 3,591,148 1,133,536 2,024,517 6,749,201
Borrowings and financial debt (B) 371,054 64,607 1,894,302 2,329,963
Segment liabilities 371,054 64,607 1,894,302 2,329,963
Segment net financial debt = (B - A - C- D - E - F) (2) 1,719,728 -38,565 -12,639 1,668,524
December 31, 2021
In thousands of euros / Net amounts Industries Modules Unallocated items Total
Goodwill 499,146 527,726 - 1,026,872
Intangible assets 421,548 111,626 5,603 538,777
Property, plant and equipment 1,457,405 143,474 38,029 1,638,908
Investment property - - 30 30
Inventories 575,871 61,807 - 637,678
Trade receivables 587,072 137,047 10,158 734,277
Other receivables 264,249 34,781 55,365 354,395
Financial receivables (C) 3,000 - - 3,000
Current accounts and other financial assets (D) -955,443 2,468 962,369 9,394
Long-term investments in equity instruments and funds - FMEA 2 (F) 9,970 - 68,101 78,071
Hedging instruments (E) - - 91 91
Net cash and cash equivalents (A) (1) 101,102 78,387 701,883 881,372
Total segment assets 2,963,920 1,097,316 1,841,629 5,902,865
Borrowings and financial debt (B) 303,817 71,305 1,450,423 1,825,545
Segment liabilities 303,817 71,305 1,450,423 1,825,545

(1) Net cash and cash equivalents as reported in the Statement of Cash Flows. See also 5.1.9.2 "Net cash and cash equivalents at end of period".

(2) See Note 5.2.6.1"Definition of debt instruments within the Group" and Note 5.2.6.7 "Reconciliation of gross and net financial debt".

3.1.3. Other information by operating segment

2022 Industries Modules Unallocated items Total In thousands of euros Acquisitions of intangible assets 141,522 17,754 1,680 160,956 Capital expenditure including acquisitions of investment property 196,201 20,180 3,081 219,461 2021 Industries Modules Unallocated items Total In thousands of euros Acquisitions of intangible assets 126,297 15,857 3,041 145,195 Capital expenditure including acquisitions of investment property 136,667 15,566 7,868 160,101

3.1.4. Revenue - Information by geographic region and country of sales

The breakdown of revenue by region is based on the location of the Plastic Omnium subsidiaries generating the sales.

2022 2021
In thousands of euros Totals % In thousands of euros Totals %
Europe 4,594,006 48.3% Europe 4,209,697 52.6%
North America 2,714,246 28.6% North America 2,048,018 25.5%
Asia 1,825,595 19.2% Asia 1,510,323 18.8%
South America 178,018 2.2% South America 130,743 1.6%
Africa 165,025 1.7% Africa 118,374 1.5%
Economic revenue 9,476,889 100% Economic revenue 8,017,155 100%
Including revenue from joint ventures and
associates at the Group's percentage stake
938,779 Including revenue from joint ventures and
associates at the Group's percentage stake
783,844
Consolidated revenue 8,538,110 Consolidated revenue 7,233,311
associates at the Group's percentage stake 783,844

3.1.4.1. Information by sales region

3.1.4.2. Information for the top ten contributing countries

2022 2021
In thousands of euros Totals % In thousands of euros Totals %
Germany 1,414,692 14.9% Germany 1,301,199 16.2%
United States 1,340,218 14.1% United States 1,007,388 12.6%
Mexico 1,273,922 13.4% Mexico 971,107 12.1%
China 1,097,499 11.6% China 939,244 11.7%
Slovakia 619,812 6.5% Spain 606,190 7.6%
Spain 591,852 6.2% Slovakia 540,038 6.7%
France 532,656 5.6% France 510,006 6.4%
Korea 332,323 3.5% United Kingdom 332,475 4.1%
United Kingdom 325,383 3.4% Poland 281,629 3.5%
Poland 311,895 3.3% Korea 270,278 3.4%
Other 1,636,637 17.3% Other 1,257,601 15.7%
Economic revenue 9,476,889 100% Economic revenue 8,017,155 100%
Including revenue from joint ventures and
associates at the Group's percentage stake
938,779 Including revenue from joint ventures and
associates at the Group's percentage stake
783,844
Consolidated revenue 8,538,110 Consolidated revenue 7,233,311
2022 2021
In thousands of euros Totals % In thousands of euros Totals %
Germany 1,414,692 14.9% Germany 1,301,199 16.2%
United States 1,340,218 14.1% United States 1,007,388 12.6%
Mexico 1,273,922 13.4% Mexico 971,107 12.1%
China 1,097,499 11.6% China 939,244 11.7%
Slovakia 619,812 6.5% Spain 606,190 7.6%
Spain 591,852 6.2% Slovakia 540,038 6.7%
France 532,656 5.6% France 510,006 6.4%
Korea 332,323 3.5% United Kingdom 332,475 4.1%
United Kingdom 325,383 3.4% Poland 281,629 3.5%
Poland 311,895 3.3% Korea 270,278 3.4%
Other 1,636,637 17.3% Other 1,257,601 15.7%
Economic revenue 9,476,889 100% Economic revenue 8,017,155 100%
Including revenue from joint ventures and
associates at the Group's percentage stake
938,779 Including revenue from joint ventures and
associates at the Group's percentage stake
783,844
Consolidated revenue 8,538,110 Consolidated revenue 7,233,311

3.1.4.3. Information by car manufacturer

2022 2021
In thousands of euros Totals % of total
automotive revenue
In thousands of euros Totals % of total
automotive
revenue
Volkswagen Group 2,492,834 26.3% Volkswagen Group 2,093,680 26.1%
Stellantis 1,449,888 15.3% Stellantis 1,340,715 16.7%
Mercedes-Benz 969,921 10.2% Mercedes-Benz 850,188 10.6%
General Motors 839,748 8.9% BMW 715,402 8.9%
BMW 770,845 8.1% General Motors 563,159 7.0%
Total – main manufacturers 6,523,236 68.8% Total – main manufacturers 5,563,144 69.4%
Other car manufacturers 2,953,654 31.2% Other car manufacturers 2,454,011 30.6%
Total economic revenue 9,476,889 100.0% Total economic revenue 8,017,155 100%
Including revenue from joint ventures
and associates at the Group's
percentage stake
938,779 Including revenue from joint ventures
and associates at the Group's
percentage stake
783,844
Total consolidated revenue 8,538,110 Total consolidated revenue 7,233,311
automotive revenue In thousands of euros Totals % of total
automotive
revenue
Including revenue from joint ventures
and associates at the Group's
percentage stake
783,844

3.2. Non-current assets by country

In thousands of euros France Europe
excluding
France
North
America
Asia South
America
Other (2) Total
December 31, 2022
Goodwill 251,125 751,724(1) 84,313 2,931 10,261 - 1,100,355
including translation adjustment - - 4,909 - 233 - 5,142
Intangible assets 111,900 301,407 132,225 66,578 15,540 14,707 642,357
Property, plant and equipment 258,907 790,362 497,438 261,451 32,540 125,415 1,966,113
including capital expenditure for the
fiscal year
30,320 96,264 58,365 29,329 2,992 2,191 219,461
Investment property 30 - - - - - 30
Total non-current fixed assets 621,962 1,843,493 713,976 330,960 58,341 140,122 3,708,855

(1) The Group acquired AMLS Osram, Actia Power and VLS respectively on July 1, 2022 , on August 1, 2022 and October 6, 2022. See Note 2.2.2.2 in "Other significant events of the period".

(2) The "Other" region includes South Africa and Morocco.

In thousands of euros France Europe
excluding
France
North
America
Asia South
America
Other (2) Total
December 31, 2021
Goodwill 213,274 721,234 (1) 79,405 2,931 10,028 - 1,026,872
including translation adjustment - - 6,109 - 83 - 6,192
Intangible assets 89,594 243,859 114,850 68,753 11,702 10,020 538,777
Property, plant and equipment 260,394 625,703 442,376 247,931 19,872 42,634 1,638,908
including capital expenditure for the
fiscal year
34,205 73,064 29,500 18,796 3,193 1,343 160,101
Investment property 30 - - - - - 30
Total non-current fixed assets 563,292 1,590,795 636,631 319,615 41,602 52,654 3,204,587

(1) The Group acquired Plastic Omnium New Energies Wels GmbH on March 1, 2021.

(2) The "Other" region includes South Africa and Morocco.

4. NOTES TO THE INCOME STATEMENT

4.1. Breakdown of Research and Development costs

The percentage of Research and Development costs is expressed in relation to the amount of revenue.

In thousands of euros 2022 % 2021 %
Research and Development costs after developments sold -283,466 -3.3% -245,438 -3.4%
Capitalized development costs 141,901 1.7% 128,550 1.8%
Depreciation of capitalized development costs -153,985 -1.8% -153,436 -2.1%
Research tax credit 14,460 0.2% 8,525 0.1%
Other (including grants and contributions received) 4,118 0.0% 3,751 0.1%
Research and Development costs -276,972 -3.2% -258,048 -3.6%

4.2. Cost of goods and services sold, development, selling and administrative costs

In thousands of euros 2022 2021
Cost of goods and services sold includes:
Material consumption (purchases and changes in inventory) (1) -6,089,259 -4,941,022
Direct production outsourcing -13,266 -11,829
Utilities and fluids -101,803 -87,690
Salary and benefits -826,384 -701,891
Other production costs -263,230 -397,879
Depreciation and amortization -288,919 -262,111
Provisions 2,401 -415
Total -7,580,460 -6,402,837
Research and Development costs include:
Salary and benefits -219,129 -194,098
Depreciation, amortization and provisions -173,295 -174,673
Other 115,452 110,723
Total -276,972 -258,048
Selling costs include:
Salary and benefits -33,412 -28,008
Depreciation, amortization and provisions -168 -341
Other -16,068 -12,755
Total -49,648 -41,104
Administrative costs include:
Salary and benefits -191,129 -165,483
Other administrative expenses -86,495 -67,964
Depreciation and amortization -18,214 -18,427
Provisions -223 211
Total -296,061 -251,663

(1) Including charges and reversals of provisions for inventories amounting to:

· +€2,872 thousand in 2022

· +€4,612 thousand in 2021

4.3. Staff costs

In thousands of euros 2022 2021
Wages and salaries -929,585 -791,816
Payroll taxes (1) -274,187 -233,487
Non-discretionary profit-sharing -17,582 -14,873
Share-based payments -1,600 -2,086
Pension and other post-employment benefit costs 3,173 -4,520
Other employee benefits expenses -50,272 -42,700
Total employee benefits expense excluding temporary staff costs -1,270,053 -1,089,482
Temporary staff costs -117,857 -93,198
Total employee benefits expenses -1,387,910 -1,182,680

(1) This item includes social contributions on the new stock option subscription and/or free share award plans for an amount of -€62 thousand in 2022 and -€45 thousand in 2021 allocated to executive corporate officers.

See Notes 5.2.3 "Share-based payments" and 7.3.1 "Compensation paid to executives and other corporate officers".

4.4. Amortization of intangible assets acquired

This item corresponds mainly to:

  • the amortization over six years of contractual customer relationships recognized on the takeover in July 2016 of the Faurecia Group Exterior Systems business, for which this is the final year of amortization;
  • the amortization over seven years of contractual customer relationships and over 15 years for the brand recognized on the takeover of HBPO in July 2018;
  • the amortization over seven years of the "Technology" intangible asset of the company Actia Power acquired on August 1, 2022 (see Note 2.2.2.3 in "Other significant events of the period");
  • the amortization over 10 years of the "Technology" intangible asset of the company AMLS Osram acquired on July 1, 2022 (see Note 2.2.2.2.1 in "Other significant events of the period").

The "Technology" intangible asset of the Austrian company "Plastic Omnium New Energies Wels GmbH-EKAT" acquired on March 1, 2021 (see Note 2.2.3.2 "Finalization of the acquisition price of ElringKlinger Fuel Cell Systems Austria GmbH (EKAT)" in "Other significant events of the period" will be amortized over 12 years from the start of series production.

In thousands of euros 2022 2021
Amortization of brands -547 -547
Amortization of contractual customer relationships -16,347 -19,157
Amortization of intangible assets : Actia Power technology -268 -
Amortization of intangible assets : AMLS Osram technology -800 -
Total amortization of intangible assets acquired -17,962 -19,704

4.5. Share of profit (loss) of associates and joint ventures

The YFPO and EKPO Fuel Cell Technologies joint ventures have been consolidated since March 1, 2021. The associates Chengdu Faway Yanfeng Plastic Omnium and Dongfeng Plastic Omnium Automotive Exterior have been included in all YFPO joint ventures.

Share of profit (loss) of associates and joint ventures breaks down as follows (please refer to Note 5.1.4 for "Equity investments in associates and joint ventures" in the balance sheet):

In thousands of euros 2022
% Interest
2021
% Interest
2022 2021
HBPO - SHB Automotive Modules(1) 50.00% 33.34% 3,629 2,632
JV Yanfeng Plastic Omnium and its subsidiaries - joint venture 49.95% 49.95% 45,955 40,039
B.P.O. AS - joint venture 49.98% 49.98% 2,101 3,574
EKPO Fuel Cell Technologies 40.00% 40.00% -4,816 -3,442
Total share of profit (loss) of associates and joint ventures 46,868 42,803

(1) The entity HBPO - SHB Automotive was 33.34% owned by the Group until December 12, 2022, the date of acquisition by Plastic Omnium from Hella of the final third of its stake, bringing the Group's stake to 50 % as of this date.

See Note 2.2.2.1 in "Other significant events of the period".

4.6. Other operating income and expenses

In thousands of euros 2022 2021
Reorganization costs(1) -16,355 -21,624
Impairment and provisions on non-current assets(2) -5,268 -5,544
Provisions for litigations and expenses(3) -6,255 -11,750
Foreign exchange gains and losses on operating activities(4) -15,519 -10,573
Fees and expenses related to changes in the scope of consolidation (5) -22,938 -8,919
Gains/Losses on disposals of non-current assets 3,356 -1,151
Other -1,518 3,164
Total operating income and expenses -64,497 -56,397
- of which total income 21,212 23,438
- of which total expense -85,709 -79,835

At December 31, 2022

(1) Reorganization costs:

Reorganization costs mainly correspond to restructuring in the "Industries" segment in Germany, France and Belgium in particular the impacts related to the closure of the "Deltatech" innovation and research center (see Note 2.2.4.4 in « Other operations of the Period »).

(2) Impairment and provisions of non-current assets:

This item mainly includes:

  • The reversal of the impairment on the industrial assets of the Indian subsidiary (IES Division) for +€9.9 million;
  • The provision on the Russian entities for -€12.5 million (see Note 2.1.2 « War in Ukraine: Consequences on the Group's activity » in « Significant events of the Period »).
  • The provision for the "Vigo Metal" assets in the amount of -€2.0 million (see Note 2.2.4.5 « Disposal of the CES Division's "Vigo Metal" business in Spain » in « Other significant events of the Period »).

(3) Provisions for litigation and expenses:

This item mainly includes provisions for disputes related to vehicle recalls with several car manufacturers.

(4) Foreign exchange gains and losses on operating activities:

Over the period, foreign exchange gains and losses on operating activities mainly concern the Argentine peso, Mexican peso and the Chinese renminbi (negative impacts).

(5) Fees and expenses related to changes in the scope of consolidation:

Fees related to acquisitions over the period.

At December 31, 2021

Please refer to the Consolidated financial statements at December 31, 2021 for details of transactions in the previous fiscal year.

4.7. Net financial income (expense)

In thousands of euros 2022 2021
Finance costs -51,528 -34,163
Interest on lease liabilities(1) -7,890 -7,072
Financing fees and commissions -7,655 -7,382
Borrowing costs -67,073 -48,617
Exchange gains or losses on financing activities -8,631 6,414
Gains or losses on interest rate and currency hedges(2) 10,987 -8,701
Interest on post-employment benefit obligations -1,475 -1,290
Other (3) 4,514 1,680
Other financial income and expenses 5,395 -1,897
Total -61,678 -50,514

(1) See Notes 5.1.3 "Property, plant and equipment" and 5.2.6.7 "Reconciliation of gross and net financial debt".

(2) In 2022, this item includes an amount of +€11,184 thousand corresponding to the impact of currency hedges, compared to -€8,447 thousand in 2021. The Group does not have any interest rate instrument contracts. See Note 5.2.7.1.2 "Impact of unsettled foreign exchange hedges on net income and equity".

(3) In 2022, this item corresponds in part to the financial impact of hyperinflation in Argentina for +€2,5 million, compared to -€970 thousand for 2021.

4.8. Income tax

4.8.1. Tax expense recognized in the income statement

The tax expense breaks down as follows:

In thousands of euros 2022 2021
Current taxes on continuing activities -79,856 -65,561
Current tax income/(expense) -78,613 -56,995
Tax income/(expense) on non-recurring items -1,243 -8,566
Deferred taxes on continuing activities 19,660 5,292
Deferred tax income/(expense) on timing differences arising or reversed during the period 20,508 6,998
Income/(expense) resulting from changes in tax rates or the introduction of new taxes -848 -1,706
Tax income (expense) on continuing activities recorded in the consolidated income statement -60,196 -60,269

4.8.2. Analysis of tax expense - Tax proof

Analysis of the tax expense includes the following:

2022 2021
In thousands of euros % (1) Totals % (1)
Consolidated loss (profit) on continuing activities before tax and share of profit (loss) of
associates and joint ventures (A)
190,832 153,044
Tax rate applicable in France (B) 25.82% 28.40%
Theoretical tax expense (income ) (C) = (A) x (-B) -49,273 -43,465
Difference between the theoretical tax expense and the current and deferred tax expense
excluding tax assessed on net interim profit on continuing activities (D)
-10,923 -5.7% -16,804 -11.0%
Tax credits 40,480 21.2% 22,956 15.0%
Permanent differences between accounting profits and taxable profits -7,609 -4.0% -8,591 -5.6%
Change in unrecognized deferred taxes -38,533 -20.2% -22,387 -14.6%
Impact on deferred tax of a tax rate change 848 0.4% -1,706 -1.1%
Impact of differences in foreign tax rates -554 -0.3% 6,166 4.0%
Contribution to Value Added -520 -0.3% -4,048 -2.6%
Other impacts -5,037 -2.6% -9,194 -6.0%
Total current and deferred tax expense (income) on continuing activities
(E) = (C) + (D)
-60,196 -60,269
Effective tax rate (ETR) on continuing activities (E)/(A) 31.5% 39.4%

(1) Percentage expressed in relation to the consolidated profit on continuing activities before tax and share of profit/(loss) of associates and joint ventures (C)

The Group's effective tax rate was 31.5% in 2022 (39.4% for 2021).

In 2022, the tax recognized was an expense of -€60 million for a theoretical tax expense of -€49 million, based on a tax rate of 25.82%.

In 2021, the tax recognized was an expense of -€60 million for a theoretical tax expense of -€44 million, based on a tax rate of 28.40%.

In fiscal year 2022, the difference between the tax recognized and the theoretical tax mainly reflects:

  • €40 million in specific tax reductions or tax credits mainly in North America, Belgium, Asia and France (€23 million at December 31, 2021);
  • for -€8 million in permanent differences between accounting profits and taxable income (-€9 million at December 31, 2021) essentially due to taxable dividends;
  • for -€39 million through the effect of losses or other assets generated in the year but not recognized, net of those previously not capitalized but used or recognized during the year (-€22 million at December 31, 2021) – Please refer to Note 2.1.4 "Deferred tax assets" in "Significant events of the period";
  • for -€1 million through the impact from lower taxes, mainly in Asia (China, Thailand), the United States and Europe (excluding France and Belgium) (+€6 million at December 31, 2021). The difference between the tax rate in France and countries with lower tax rates has a favorable impact on profits and an unfavorable effect on losses; and
  • -€7 million in other differences (-€9 million in other differences, including -€3 million in provisions related to uncertain tax positions at December 31, 2021).

4.9. Net profit (loss) attributable to non-controlling interests

The net profit (loss) attributable to non-controlling interests corresponds to the share of non-controlling interests in the profit (loss) of fully consolidated entities and companies controlled by the Group. It breaks down as follows:

In thousands of euros 2022 2021
HBPO GmbH and its subsidiaries(1) 10,245 5,581
of which HBPO GmbH and its subsidiaries no longer presenting minority interests as of
the transaction of December 12, 2022(1)
7,407 4,425
of which HBPO subsidiary "Hicom HBPO Sdn Bhd - shah alam" whose shareholding still
includes a minority partner after the operation of December 12, 2022(1)
2,838 1,156
Beijing Plastic Omnium Inergy Auto Inergy Co. Ltd 496 1,335
Plastic Omnium Auto Inergy Manufacturing India Pvt Ltd 337 173
DSK Plastic Omnium Inergy -1,135 2,400
DSK Plastic Omnium BV -46 -284
Total attributable to non-controlling interests 9,898 9,206

(1) This is the share of non-controlling interests in the results of HBPO entities until December 12, 2022, the date of acquisition by Plastic

Omnium from Hella of the final third of the stake. See Note 2.2.2.1 in "Other significant events of the period".

4.10. Earnings per share and diluted earnings per share

Net profit (loss) attributable to owners of the parent 2022 2021
Basic earnings per share (in euros) 1.16 0.87
Diluted earnings per share (in euros) 1.16 0.87
Weighted average number of ordinary shares outstanding at end of period 146,587,358 147,339,735
- Treasury stock -1,989,603 -2,027,088
Weighted average number of ordinary shares, undiluted 144,597,756 145,312,647
- Impact of dilutive instruments (stock options) 321,747 333,356
Weighted average number of ordinary shares, diluted 144,919,503 145,646,003
Weighted average price of the Plastic Omnium share during the period
- Weighted average share price 16.80 27.06

5. NOTES TO THE BALANCE SHEET

5.1. Assets

5.1.1. Goodwill

For the 2022 fiscal year, the assumptions related to impairment tests carried out at the level of the cash-generating units (CGU) or groups of cash generating units (business segments), namely "Industries" and "Modules" are set out in Note 1.6.1.

GOODWILL
In thousands of euros
Gross Value Impairment Net value
Goodwill at January 1, 2021 1,014,369 - 1,014,369
Goodwill on acquisition of Plastic Omnium New Energies Wels GmbH (1) 6,311 - 6,311
Translation differences 6,192 - 6,192
Goodwill at December 31, 2021 1,026,872 - 1,026,872
Goodwill on AMLS Osram acquisition(2) 9,792 - 9,792
Goodwill on Actia Power acquisition(3) 37,851 - 37,851
Goodwill on VLS acquisition(4) 22,761 - 22,761
Goodwill impairment of DSK Plastic Omnium BV(5) - -2,063 -2,063
Translation differences 5,142 - 5,142
Goodwill at December 31, 2022 1,102,418 -2,063 1,100,355

(1) The Group acquired the company Plastic Omnium New Energies Wels GmbH on March 1, 2021. The opening balance sheet was finalized on March 1, 2022. The Goodwill remained unchanged. See Note 2.2.3.2 in "Other significant events of the period".

(2) The Group acquired AMLS Osram on July 1, 2022. See Note 2.2.2.2.1 in "Other significant events of the period".

(3) The Group acquired Actia Power on August 1, 2022. See Note 2.2.2.3 in "Other significant events of the period".

(4) The Group acquired VLS on October 6, 2022. See Note 2.2.2.2.2 in "Other significant events of the period".

(5) Corresponds to the impairment of goodwill related to the war in Ukraine. See note 2.1.2 on "War in Ukraine: Impact on the Group's activity".

5.1.2. Other intangible assets

In thousands of euros Patents and
brands
Software Development
assets
Customer
contracts
Other Total
Carrying amount published at December 31, 2021 7,471 15,081 467,797 48,425 2 538,777
Capitalized development - - 141,901 - - 141,901
Increases 1,071 2,317 15,667 - - 19,055
Disposals - net - -24 -833 - - -857
Newly-consolidated companies 32,777 2,256 73,986 3,333 - 112,352
Reclassifications - 6,291 -5,074 - - 1,217
Depreciation for the period -3,579 -9,217 -153,985 -16,465 - -183,246
Impairment and reversals -214 -3 -198 - - -415
Adjustments to amortization from prior periods (1) 8,621 - - - - 8,621
Translation adjustment 77 61 4,815 -0 - 4,952
Carrying amount at December 31, 2022 46,223 16,762 544,076 35,293 2 642,357

(1) This net adjustment is income of €5,279 thousand recognized in reserves at June 30, 2022, after taking into account deferred tax of -€3,342 thousand.

In thousands of euros Patents and
licenses
Software Development
assets
Customer
contracts
Other Total
Carrying amount published at January 1, 2021 9,916 16,082 468,167 66,680 2 560,847
Capitalized development - - 128,550 - - 128,550
Increases 267 2,843 13,535 - - 16,645
Disposals - net - - -6,180 - - -6,180
Newly-consolidated companies - 59 8,816 - - 8,875
Other reclassifications 1,454 4,109 -7,949 -5 - -2,391
Depreciation for the period -4,226 -8,113 -153,436 -19,157 - -184,932
Impairments and reversals - 11 1,591 - - 1,602
Translation adjustment 61 91 14,703 907 - 15,762
Carrying amount published at December 31, 2021 7,471 15,081 467,797 48,425 2 538,777
In thousands of euros Patents and
licenses
Software Development
costs
Customer
contracts
Other Total
Analysis of carrying amount at January 1, 2022
Cost 51,074 162,975 1,375,790 294,491 2 1,884,332
Accumulated depreciation -39,345 -147,526 -836,336 -222,666 - -1,245,873
Impairment -4,258 -367 -71,658 -23,400 - -99,683
Carrying amount at January 1, 2022 7,471 15,081 467,797 48,425 2 538,777
Analysis of carrying amount at December 31, 2022
Cost 96,236 198,652 1,632,840 301,446 2 2,229,176
Accumulated depreciation -45,447 -181,511 -1,018,857 -242,753(1) - -1,488,568
Impairment -4,566 -379 -69,907 -23,400 0 -98,252
Carrying amount at December 31, 2022 46,223 16,762 544,076 35,293 2.40 642,357

(1) Final year of amortization of contractual customer relationships recognized on the takeover in July 2016 of the Faurecia Group Exterior Systems business. See Note 4.4 "Amortization of intangible assets acquired".

5.1.3. Property, plant and equipment

Property, plant and equipment corresponds to property, plant and equipment owned but also, since January 1, 2019, to rights-of-use related to leases of property, plant and equipment following the application of IFRS 16 "Leases".

Impairment tests on assets led to the updating of impairment of property, plant and equipment over the period (see Notes 2.1.3 "Asset impairment tests" and 4.6 "Other operating income and expenses").

In thousands of euros Land Buildings Tech. eq. &
tool.
Property,
plant and
equipment
under
construction
Other
property,
plant and
equipment
Total
Carrying amount at January 1, 2022 : Property, plant and
equipment owned outright
95,009 521,373 483,855 140,401 196,149 1,436,787
Acquisitions 179 6,343 29,106 170,629 13,204 219,461
Disposals - net -47 627 -3,960 - 522 -2,859
Newly consolidated companies 3,417 51,442 219,000 28,737 14,998 317,594
Other reclassifications -8,854 -8,940 61,122 -139,487 53,354 -42,805
Depreciation for the period -1,568 -33,595 -131,611 - -96,611 -263,385
Impairments and reversals - 4,612 6,533 -4,608 -829 5,709
Translation adjustment 1,296 6,789 3,578 736 2,238 14,637
Wholly-owned property, plant and equipment: Carrying
amount at December 31, 2022 (A)
89,431 548,653 667,623 196,410 183,024 1,685,141
Carrying amount at January 1, 2022: Lease right-of-use
assets
573 171,538 18,618 - 11,392 202,121
Acquisitions 2 37,894 5,410 - 6,344 49,650
Disposals - net - -8,329 -1,317 - -294 -9,940
Newly consolidated companies 137 85,366 3,401 - 1,280 90,184
Depreciation for the period -137 -38,915 -7,048 - -7,505 -53,605
Other reclassifications 1,793 -2 312 - -3 2,100
Translation adjustment -117 337 236 - 5 461
Lease-right-of-use assets: Carrying amount at December 31,
2022 (B)
2,252 247,890 19,613 - 11,218 280,973
Property, plant and equipment: Carrying amount at
December 31, 2022 (C) = (A)+ (B)
91,683 796,543 687,236 196,410 194,242 1,966,113
-- --------------------------------------------------------------------------------------- -------- --------- --------- --------- --------- -----------

Information on rental expense resulting from uncapitalized leases:

Rental expense on uncapitalized leases amounted to -€14.6 million at December 31, 2022 compared with -€10.9 million at December 31, 2021.

The table below, for the previous fiscal year, combines "Wholly-owned property, plant and equipment" and "Lease right-of-use assets".

In thousands of euros Land Buildings Tech. eq. &
tool.
Property,
plant and
equipment
under
construction
Other
property,
plant and
equipment
Total
Carrying amount at January 1, 2021 93,249 688,539 519,365 142,867 232,169 1,676,189
Acquisitions 279 45,002 20,131 121,872 21,043 208,327
Disposals - net -987 -10,957 -2,972 - -385 -15,301
Changes in consolidation scope - - - - - -
Other reclassifications 1,120 7,900 69,047 -126,420 49,321 968
Depreciation for the period -1,588 -63,311 -123,981 - -101,065 -289,945
Impairments and reversals - -26 -303 -1,792 -883 -3,004
Translation adjustment 3,512 23,278 20,605 3,789 7,135 58,319
Carrying amount at December 31, 2021 95,582 692,911 502,473 140,401 207,541 1,638,908
In thousands of euros Land Buildings Tech. eq. &
tool.
Property,
plant and
equipment
under
construction
Other
property,
plant and
equipment
Total
Analysis of carrying amount at January 1 2022
Gross value 112,815 1,181,689 2,040,029 142,432 781,294 4,258,259
Accumulated depreciation -14,758 -443,081 -1,430,490 - -536,590 -2,424,919
Impairment -2,475 -45,697 -107,066 -2,031 -37,163 -194,432
Carrying amount at January 1, 2022 95,582 692,911 502,473 140,401 207,541 1,638,908
Analysis of carrying amount at December 31, 2022
Gross value 111,036 1,393,273 2,550,081 202,995 883,723 5,141,108
Accumulated depreciation -16,951 -549,136 -1,737,177 - -664,371 -2,967,635
Impairment -2,401 -47,594 -125,668 -6,586 -25,109 -207,358
Carrying amount at December 31, 2022 91,683 796,543 687,236 196,410 194,242 1,966,113

"Tech. eq. & tool.": technical installations, equipment and tooling

5.1.4. Non-consolidated interests, equity investments in associates and joint ventures and convertible bonds

5.1.4.1. Equity investments in associates and joint ventures

These are equity investments in associates and joint ventures. Details are provided in the following table:

In thousands of euros 2022
% interest
2021
% interest
December 31,
2022
December 31,
2021
HBPO - SHB Automotive Modules(1) 50.00% 33.34% 22,412 16,405
JV Yanfeng Plastic Omnium and its subsidiaries - joint venture 49.95% 49.95% 193,926 184,138
B.P.O. AS - joint venture 49.98% 49.98% 11,887 7,263
EKPO Fuel Cell Technologies(2) 40.00% 40.00% 92,022 96,471
Total investments in associates and joint ventures 320,247 304,277

(1) The Group's stake was increased from 33.34% to 50%, without taking control, following the acquisition on December 12, 2022, of the final third of HBPO held by Hella.

See note 2.2.2.1 "Acquisition by Plastic Omnium of the final third of HBPO GmbH from Hella, bringing the Group's stake to 100%." in "Other significant events of the period" and Note 4.5 "Share of profit (loss) of associates and joint ventures".

(2) Constitution of EKPO China in 2022, wholly owned by "EKPO Fuel Cell Technologies".

Investments in these entities include goodwill by segment for the following amounts:

In thousands of euros December 31, 2022 December 31, 2021
Goodwill in associates and joint ventures - Industries segment 39,373 39,131
Goodwill in associates and joint ventures - Modules segment 2,411 3,858
Total goodwill in associates and joint ventures 41,783 42,989

In view of the individual contribution of less than 10% of joint ventures and associates to the Group's main financial indicators, the summary balance sheet and income statement aggregates presented below include:

  • the joint venture YFPO and its subsidiaries after elimination of internal transactions;
  • the associate SHB Automotive Modules (HBPO) in which the Group's stake increased from 33.34% to 50% on December 12, 2022 following the acquisition by the Group of the final third held by Hella;
  • the B.P.O. AS joint-venture; and

• the EKPO Fuel Cell Technologies associate and its subsidiary EKPO China.

In thousands of euros December 31, 2022 December 31, 2021
Non-current assets 737,776 614,684
Current assets 1,500,860 1,512,819
Total assets 2,238,636 2,127,503
Shareholders' equity 594,156 566,919
Non-current liabilities 188,455 141,601
Current liabilities 1,456,025 1,418,984
Total equity and liabilities 2,238,636 2,127,503
Revenue 2,124,193 1,798,114

5.1.4.2. Non-consolidated interests and convertible bonds

The non-consolidated interests relate to:

  • immaterial dormant companies; and
  • shares in which the Group's small stake does not allow it to exercise at least significant influence (Tactotek OY).

In the context of the first-time application of IFRS 9 "Financial Instruments", the Group opted to recognize changes in value of non-consolidated interests in the income statement.

Convertible bonds include:

• the Group's investments in the form of bonds for which the Group has the choice, at the time of settlement, of either repayment or conversion into shares : see information on the investment in Verkor in the first half of 2022 in Note 2.2.4.1 under "Other significant events of the period".

Details of all these assets are provided in the table below:

In thousands of euros December 31,
2022
December 31,
2021
Other non-consolidated equity investments 334 136
Total non-consolidated equity investments 334 136
Verkor convertible bonds(1) 20,000 -
Total convertible bonds 20,000 -
Total non-consolidated equity investments and convertible bonds 20,334 136

(1) See Note 2.2.4.1 "Group investment in the French company Verkor, a specialist in the manufacture of batteries for future mobility" in "Other significant events of the period".

5.1.5. Non-current financial assets

The financial assets recognized under this item correspond to long-term investments in equities and funds as well as other assets such as deposits and surety bonds grouped as follows:

5.1.5.1. Long-term investments in equities and funds

• Investments in listed companies, funds or equivalents and investments in securities of listed companies, including funds invested in the "Aster", "AP Ventures" and "FAIM" venture capital companies;

• The Group's investments in the "FMEA 2" fund as part of the support of the Automotive Division sub-contractors and in shell companies.

In the context of the application of IFRS 9 "Financial Instruments", the Group opted to recognize changes in the value of listed shares in non-recyclable profit and loss and changes in investment funds in the income statement.

In thousands of euros December 31, 2022 December 31, 2021
Subscribed
amounts
Non-called
up amounts
Net Subscribed
amounts
Non-called
up amounts
Net
Financial investments in the FMEA 2 fund (1) - (2) 4,000 -3,820 180 4,000 -3,903 97
Financial investments in listed securities(1) - (3) 46,566 - 46,566 57,687 - 57,687
Financial investments in the venture capital AP Ventures(1) - (4) 28,127 -13,139 14,988 26,488 -16,690 9,798
Financial investment in the venture capital company Aster(1) - (5) 20,000 -7,050 12,950 20,000 -9,682 10,318
Financial investment in the venture capital company FAIM(6) 5,000 -4,585 415 - - -
Other(1) - - 1,199 - - 173
Long-term investments in equities and funds 76,298 78,071

(1) Financial investments in the FMEA 2 fund and investments in shares in listed companies are listed under long-term financial receivables in Note 5.2.6.7 "Reconciliation of gross and net financial debt".

(2) The net value of FMEA 2 at the end of each period corresponds to the fair value of the Group's investments in the fund. Uncalled amounts include distributions of income as well as fair value adjustments.

  • (3) During the period, the Group invested in listed securities (See Statement of cash-flows).
  • (4) Total Group investments in AP Ventures, a venture capital fund dedicated to hydrogen, amounted to \$16.0 million, equivalent to €15.0 million (versus \$11.1 million, equivalent to €9.8 million at December 31, 2021).

The Group has committed to \$30 million over the life of the fund.

  • (5) During the period, the Group paid €1.3 million and did not receive any financial income in return (recognized in the balance sheet over the period of full payment the amount subscribed).
  • (6) The Group has committed to €5 million. See Note 2.2.4.2 in the "Other significant events of the period".

5.1.5.2. Other non-current financial assets

In thousands of euros December 31, 2022 December 31, 2021
Loans 1,181 1,359
Deposits and surety bonds 11,251 7,992
Other non-current assets and financial receivables (see Note 5.2.6.7) 12,432 9,351

"Deposits and surety bonds" mainly concern deposits relating to leased offices and sale of receivables programs.

In thousands of euros December 31, 2022 December 31, 2021
Raw materials and supplies
At cost (gross) 349,841 202,541
Net realizable value 314,832 184,728
Molds, tooling and engineering
At cost (gross) 343,814 311,217
Net realizable value 338,301 306,972
Maintenance inventories
At cost (gross) 90,926 78,835
Net realizable value 70,708 61,673
Goods
At cost (gross) 4,650 1,771
Net realizable value 2,155 1,309
Semi-finished products
At cost (gross) 73,775 55,417
Net realizable value 70,050 51,132
Finished products
At cost (gross) 64,280 34,636
Net realizable value 60,546 31,865
Total net 856,592 637,678

5.1.6. Inventories and inventories in progress

5.1.7. Trade and other receivables

5.1.7.1. Sale of receivables

Compagnie Plastic Omnium SE and some of its European and United States subsidiaries have set up several commercial sales of receivables programs with French financial institutions. These programs have an average maturity of more than two years.

These non-recourse programs transfer substantially all the risks and rewards of ownership to the buyer of the sold receivables; for these programs, only the non-material dilution risk is not transferred to the buyer.

Receivables sold under these programs, which are therefore no longer included in the balance sheet, totaled €393 million at December 31, 2022 versus €351 million at December 31, 2021.

5.1.7.2. Trade receivables – Gross values, impairment and carrying amounts

December 31, 2022 December 31, 2021
In thousands of euros Gross
value
Impairme
nt
% Carrying
amount
Gross
value
Impairme
nt
% Carrying
amount
Trade receivables 1,048,102 -24,841 -2.4% 1,023,261 745,954 -11,677 -1.6% 734,277
of which scope excluding entities acquired during the
period
842,422 -14,182 -1.7% 823,908 745,954 -11,677 -1.6% 734,277
% of the item's total 80.4% 57.1% 80.5% 100.0% 100.0% 100.0%
of which entities acquired during the period(1)-(2) 205,680 -10,659 -5.2% 199,353
% of the item's total(1)-(2) 19.6% 42.9% 19.5%

(1) See Note 2.2.2 "Group acquisitions taking effect during the second half of 2022 and operational organization" in the "Other significant events of the period".

(2) See Note 6.3.1 "Customer risk" related to the ageing of receivables.

of the 2nd half-year 2022.

The Group has not identified any significant non-provisioned customer risk over the two periods. In general, the default rate is historically low and changes in the impairment of trade receivables are not significant. The late payment of trade receivables is presented in Note 6.3.1 "Customer risk". The increase from 3.6% to 10.3% of the past due receivables respectively between December 31, 2021 and December 31, 2022 is due to the impact of the acquisitions

5.1.7.3. Other receivables

In thousands of euros December 31, 2022 December 31, 2021
Sundry receivables 177,197 142,733
Prepayments to suppliers of tooling and prepaid development costs 22,682 13,356
Income tax receivables 83,408 83,197
Other tax receivables 203,786 103,219
Employee advances 4,915 6,777
Prepayments to suppliers of non-current assets 7,064 5,113
Other receivables 499,052 354,395

5.1.7.4. Trade and other receivables by currency

December 31, 2022 December 31, 2021
In thousands of currency units Local
currency
Euro % Local
currency
Euro %
EUR
USD
CNY
GBP
Euro
US dollar
Chinese yuan
Pound sterling
740,744
470,818
923,641
45,936
740,744
441,419
125,525
51,792
49%
29%
8%
3%
458,834
380,352
966,108
24,546
458,834
335,822
134,281
29,212
42%
31%
12%
3%
Other Other currencies 162,833 11% 130,523 12%
Total 1,522,313 100% 1,088,672 100%
Of which:
● Trade receivables
● Other receivables
1,023,261
499,052
67%
33%
734,277
354,395
67%
33%

Sensitivity tests on movements in currencies of "Trade and other receivables" give the following results:

Sensitivity tests on receivables at
December 31, 2022
Sensitivity tests on receivables at
December 31, 2021
In thousands of currency Base Increase all
currencies
Decrease all
currencies
Base Increase all
currencies
Decrease all
currencies
units +10% +20% -10% -20% Local
Exchange
currency
rate
+10%
+20%
-10% -20%
Local
currency
Exchange
rate
% % % % % % % %
EUR Euro 740,744 1.0000 46% 44% 51% 54% 458,834 1.0000 40% 38% 45% 48%
USD US dollar 470,818 0.9376 30% 32% 28% 26% 380,352 0.8829 32% 33% 29% 28%
CNY Chinese yuan 923,641 0.1359 9% 9% 8% 7% 966,108 0.1390 13% 13% 12% 11%
GBP Pound sterling 45,936 1.1275 4% 4% 3% 3% 24,546 1.1901 3% 3% 3% 2%
Other Other currencies - - 11% 11% 10% 10% - - 12% 13% 11% 11%
Total in euros 1,522,313 1,600,350 1,678,496 1,444,057 1,365,911 1,088,672 1,151,675 1,214,661 1,025,704 962,719
Of which:
● Trade receivables 1,023,261 1,075,720 1,128,248 970,663 918,135 734,277 776,670 819,146 691,717 649,241
● Other receivables 499,052 524,630 550,248 473,394 447,776 354,395 375,005 395,515 333,987 313,478

Exchange rate sensitivity tests on "Trade and other receivables" and "Trade payables and other operating liabilities by currency" (see Note 5.2.8.3) show a low sensitivity of this item to variations in exchange rates.

5.1.8. Deferred taxes

As noted in Note 1.9 of the accounting rules and principles, deferred tax assets on tax loss carryforwards, temporary differences and tax credits are assessed according to their probability of future use. For this purpose, estimates were made as part of the closing of the accounts and led to the recognition of assets based on probable use within a relatively short period of time, reflecting a prudent approach given the current economic environment.

Deferred taxes break down as follows:

In thousands of euros December 31, 2022 December 31, 2021
Intangible assets 71,422 3,815
Property, plant and equipment -24,434 -13,111
Employee benefit obligations 18,685 23,228
Provisions 67,034 42,527
Financial instruments -2,572 318
Tax loss carryforwards and tax credits 310,063 204,971
Other 55,041 37,289
Impairment of deferred tax assets -379,798 -213,144
Total 115,441 85,893
Of which:
Deferred tax assets 152,658 126,321
Deferred tax liabilities 37,217 40,428

Unrecognized tax assets in respect of tax losses amount to €207 million at December 31, 2022 against €131 million at December 31, 2021 and have the following characteristics:

In thousands of euros December 31, 2022 December 31, 2021
Indefinite tax loss carryforwards 181,146 110,977
Tax loss carryforwards available for more than 5 years 13,192 3,683
Tax loss carryforwards available for up to 5 years 7,369 6,475
Tax loss carryforwards available for up to 4 years 3,048 2,700
Tax loss carryforwards available for up to 3 years 2,613 306
Tax loss carryforwards available for less than 3 years 39 6,917
Total 207,407 131,058

The change over the fiscal year is mainly due to changes in the scope of consolidation in the year. The opening balance sheet of the entities acquired in 2022, and the related analyses of their tax loss carryforwards are being finalized and could lead to the revision of the above amounts.

5.1.9. Cash and cash equivalents

5.1.9.1 Gross cash and cash equivalents

In thousands of euros December 31, 2022 December 31, 2021
Cash at banks and in hand 505,142 865,002
Short-term deposits - Cash equivalents 70,484 27,634
Total cash and cash equivalents on the assets side of the balance sheet 575,625 892,636

Cash and cash equivalents break down as follows:

In thousands of euros December 31,
2022
December 31,
2021
Cash and cash equivalents of the Group's captive reinsurance company(1) 15,883 14,088
Cash and cash equivalents in countries with exchange controls and/or restrictions on currency transfers(2) 149,718 67,907
Available cash 410,024 810,641
Total cash and cash equivalents on the assets side of the balance sheet 575,625 892,636

(1) During the period, the Group invested in securities of listed companies. See Note 5.1.5.1 "Long-term investments in equities and funds ".

(2) These available funds are located either in countries where setting up loans or financial current accounts is difficult; in this case, cash is repatriated, in particular on the occasion of the payment of dividends; or in countries where the cash cannot be centralized due to the regulations in force. As of December 31, 2022, the countries selected in this category cover Brazil, China, India, Argentina, Turkey, Russia, South Korea, Malaysia and Indonesia.

The different categories of the above table are presented on the balance sheet under current assets in the absence of any general restriction on these amounts.

5.1.9.2. Net cash and cash equivalents at end of period

In thousands of euros December 31, 2022 December 31, 2021
Cash 505,142 865,002
Cash equivalents 70,484 27,634
Short-term bank loans and overdrafts -15,022 -11,264
Net cash and cash equivalents in the Statement of Cash-Flows 560,604 881,372

5.1.10. Statement of cash-flows – Acquisitions and disposals of financial assets, non-controlling interests and related investments and non-consolidated equity interests

5.1.10.1 Acquisitions of equity investments, non-controlling interests and related investments

The Group's financial acquisitions were as follows:

a - acquisitions of equity investments in consolidated companies, investments leading to a change in control, equity investments in associates and joint ventures and related investments

These are recorded under "Financial transactions" in the Statement of Cash-Flows and "Financing transactions".

At December 31, 2022:

Acquisition of equity securities with neither acquisition nor loss of control:

• The acquisition of the final third of HBPO GmbH, over which the Group already has control and which brings the Group's stake to 100%, is recognized in Financing transactions for an amount of -€281.7 million. See Note 2.2.2.1 in "Other significant events of the period".

The amount of -€160.9 million in "Acquisitions of equity investments in subsidiaries and investments leading to a change in control" corresponds to:

  • -€24.0 million on the acquisition of "AMLS Osram" (see note 2.2.2.2.1 under "Other significant events of the period");
  • -€17.2 million for the acquisition of "Actia Power" (see Note 2.2.2.3 under "Other significant events of the period");
  • -€69.6 million for the acquisition of "VLS Varroc Lighting Systems" (see Note 2.2.2.2.2 under "Other significant events of the period");
  • the amount of -€30 million paid out during the first half according to the debt repayment schedule for the 40% equity investment in EKPO Fuel Cell Technologies. The balance at December, 31, 2022 stood at €40 million. See Note 2.2.3.1 in "Other significant events of the period".

At December 31, 2021:

The amount of -€43.5 million in "Acquisitions of equity investments in subsidiaries and investments leading to a change in control" corresponds to the amounts paid out for the acquisition of a 40% stake in the company EKPO Fuel Cell Technologies and the acquisition of Plastic Omnium New Energies Wels GmbH during the fiscal year.

The Plastic Omnium Group has undertaken to pay, according to a contractual schedule, an amount of €70 million by September 2024 corresponding to the remaining balance of the acquisition price of the shares. See the detail in Note 2.2.2.1.1 "Acquisition price" under "Other significant events of the period". The total value of the shares acquired therefore amounts to €113.5 million.

Plastic Omnium New Energies Wels GmbH contributed to the €373 thousand of cash included in the opening balance sheet.

b - Investment in Convertible bonds

This concerns:

  • the Group's investment for €20 million in Verkor. See Note 2.2.4.1 in "Other significant events of the period"; and
  • the investment of the New Energies Division in February 2022 in the American company "Noble Gas Systems Inc." for €77 thousand (\$85 thousand).

5.1.11 Impact of dividends paid in the Statement of cash-flows

5.1.11.1 Impacts in the Statement of cash-flows of dividends paid by the Compagnie Plastic Omnium Group

In 2022, the dividend paid by Compagnie Plastic Omnium SE to shareholders other than Burelle SA amounted to €16,136 thousand (compared to €28,499 thousand in 2021), bringing the total amount of the dividend thus paid by Compagnie Plastic Omnium SE to €40,586 thousand (compared to €71,287 thousand in 2021).

See the corresponding amount in the Statement of changes in equity and in Note 5.2.2 "Dividends approved and paid by Compagnie Plastic Omnium SE".

5.1.11.2 Impacts in the Statement of cash-flows of dividends paid by other Group companies

At December 31, 2022, the amount of dividends of the other Group companies, voted and approved, amounted to €10,945 thousand compared to €13,648 thousand at December 31, 2021 in the Statement of changes in equity. The amount of dividends paid by the other Group companies, shown in the Statement of cash-flows at December 31, 2022, amounted to €27,115 thousand (including the amount paid by Compagnie Plastic Omnium SE) compared to €40,009 thousand at December 31, 2021.

At December 31, 2022:

  • the dividend of €980 thousand in favor of Compagnie Plastic Omnium SE, approved by a Group company accounted for using the equity method and not yet received, was charged directly to the dividends received from companies accounted for by the equity method;
  • no dividends approved in favor of non-controlling interests of a Group subsidiary are pending payment.

5.2. Liabilities and Shareholders' Equity

5.2.1. Group shareholders' equity

5.2.1.1 Share capital of Compagnie Plastic Omnium SE

In euros December 31, 2022 December 31, 2021
Share capital at January 1 of the period 8,827,329 8,913,966
Capital reduction during the period -96,000 -86,637
Share capital at end of period, made up of ordinary shares with a par value of €0.06 each
over the two periods
8,731,329 8,827,329
Treasury stock 92,993 123,685
Total share capital net of treasury stock 8,638,337 8,703,644

Shares registered on behalf of the same holder for at least two years have double voting rights.

Capital structure at December 31, 2022

Compagnie Plastic Omnium SE's share capital was reduced on September 1, 2022 through the cancelation of 1,600,000 treasury shares decided by the Board of Directors on July 20, 2022.

The transaction reduced the number of shares comprising the share capital from 147,122,153 shares with a par value of €0.06 to 145,522,153 shares.

At December 31, 2022, Compagnie Plastic Omnium SE's share capital amounted to €8,731,329.18 comprising 145,522,153 shares with a par value of €0.06 per share.

Treasury stock amounted to 1,549,878 shares, i.e. 1.07% of the share capital, compared to 2,061,413 shares, or 1.40% of the share capital at December 31, 2021.

Capital structure at December 31, 2021

At December 31, 2021, Compagnie Plastic Omnium's share capital was made up of shares with a par value of €0.06, bringing the Company's share capital to €8,827,329.18, with 2,061,413 treasury shares, representing 1.40% of the share capital, compared with 2,834,235 shares, representing 1.91% of the share capital at December 31, 2020.

5.2.1.2 Voting rights of the main shareholder Burelle SA in Compagnie Plastic Omnium SE

The voting rights of the main shareholder Burelle SA over the reference periods are presented below:

December 31, 2022 December 31, 2021
Voting rights of Burelle SA 73.78% 73.28%

5.2.1.3 Note to the Statement of Other Comprehensive Income – Net profit (loss) of the period attributable to owners of the parent Compagnie Plastic Omnium SE

Net profit (loss) of the period:

Net profit (loss) of the period attributable to owners of the parent amounted to:

  • €101,654 thousand at December 31, 2022;
  • €76,076 thousand at December 31, 2021.

Net other comprehensive income of the period:

Net other comprehensive income of the period attributable to owners of the parent amounted to:

  • €121,508 thousand at December 31, 2022;
  • €115,455 thousand at December 31, 2021.

5.2.1.4 Breakdown of "Other reserves" in the Consolidated Statement of Changes in Equity

In thousands of euros Actuarial
gains/(losses)
relating to
defined-benefit
plans
Cash-flow hedges
– interest rate
instruments
Cash-flow
hedges –
currency
instruments
Fair value
adjustments
Retained
earnings and
other reserves
Attributable to
owners of the
parent
At January 1, 2021 -65,072 -1,389 11 24,863 2,282,672 2,241,085
Movements in 2021 11,883 193 -301 12,532 -355,497 -331,190
At December 31, 2021 -53,189 -1,196 -290 37,395 1,927,175 1,909,895
Movements in 2022 23,334 193 482 -11,120 -169,690 -156,801
At December 31, 2022 -29,855 -1,003 192 26,275 1,757,485 1,753,094

5.2.1.5 Breakdown of "Changes in the scope of consolidation and reserves" in the "Consolidated Statement of Changes in Equity"

The acquisitions of the 2022 fiscal year, "AMLS Osram", "Actia Power" and "VLS", are fully consolidated at 100%.

Only the Group's acquisition of the last third of HBPO GmbH gives rise to a change in scope through the transfer of noncontrolling interests to the Group Share.

Shareholders' equity
In thousands of euros Attributable to
owners of the
parent
Attributable to
non-controlling
interests
Total
shareholders'
equity
None - -
Changes in the scope of consolidation at December 31, 2021 - - -
Acquisition of the final third of HBPO:(1)
Acquisition from Hella of the final third of HBPO GmbH -243,124 -38,544 -281,667
Increase by integration of the Hella partner's stake in SHB Automobile Modules Co Ltd,
consolidated by the equity method
6,270 - 6,270
Changes in the scope of consolidation at December 31, 2022 -236,854 -38,544 -275,398

(1) See Note 2.2.2.1 "Acquisition by Plastic Omnium of the final third of HBPO from Hella on December, 12, 2022, bringing the Group stake to 100 %" in the "Other significant events of the period".

5.2.2. Dividends approved and paid by Compagnie Plastic Omnium SE

Amounts in thousands of euros
Dividends per share in euros
December 31, 2022 December 31, 2021
Number of shares in units Number of shares
in 2021
Number of shares
Dividend
Dividend
Dividends per share (in euros) (1)
0.28
(1)
0.49
Total number of shares outstanding on the dividend payment date 147,122,153 (2)
147,122,153
Total number of shares outstanding at the end of the previous year 147,122,153 148,566,107
Total number of shares held in treasury on the dividend payment date (3)
2,172,481
(3)
1,637,740
Total number of shares held in treasury at year-end (for information) (3)
2,061,413
(3)
2,834,235
Dividends on ordinary shares 41,194 72,090
Dividends on treasury stock (unpaid) (2)
-608
(2)
-803
Total net dividends 40,586 71,287
  • (1) In fiscal year of 2022, Compagnie Plastic Omnium paid a dividend of €0.28 per share on the fiscal year 2021 net profit, versus €0.49 per share at December 31, 2021 on the fiscal year 2020 net profit.
  • (2) Share capital reduction of Compagnie Plastic Omnium SE by cancelling 1,443,954 treasury shares on February 17, 2021, bringing the number of shares to 147,122,153.
  • (3) At December 31, 2022: 2,061,413 treasury shares were taken into account at December 31, 2021 to determine the provisional total dividend. The number of treasury shares at the time of the dividend's payment during the first-half of 2022 amounted to 2,172,481 shares, increasing the dividends attached to these shares from €577 thousand to €608 thousand.

At December 31, 2021: 2,834,235 treasury shares were taken into account at December 31, 2020 to determine the provisional total dividend. The number of treasury shares at the time of the dividend's payment during the first half of 2021 amounted to 1,637,740 shares, decreasing the dividends attached to these shares from €1,389 thousand to €803 thousand.

Distribution of a dividend of €0.39 per share in respect of 2022 (total amount of €56,754 thousand corresponding to 145,522,153 outstanding shares before subtracting treasury shares at December 31, 2022) will be proposed to the Combined Shareholders' Meeting on April 26, 2023.

5.2.3. Share-based payments

Stock options plan:

2021 and 2022: no new stock option plans were introduced in the 2021 and 2022 fiscal years.

Free Share Award Plan:

Plan of May 2, 2019:

A performance share grant (valued using IFRS 2 accounting principles) was awarded by the Board of Directors of February 19, 2019 to employees and executive corporate officers of Compagnie Plastic Omnium, related companies, or groups linked to Compagnie Plastic Omnium, subject to performance conditions and with a four-year vesting period.

Plan of December 11, 2020:

A performance share grant was awarded by the Board of Directors of December 11, 2020, with retroactive effect from April 30, 2020, to employees and executive corporate officers of Compagnie Plastic Omnium, related companies, or groups linked to Compagnie Plastic Omnium, subject to performance conditions and with a four-year vesting period ending on April 30, 2024.

Plan of April 23, 2021:

A performance share grant was awarded by the Board of Directors of February 17, 2021, to executive corporate officers of Compagnie Plastic Omnium (two beneficiaries), with a four-year vesting period ending on April 23, 2025.

Plan of April 22, 2022:

A performance share grant was awarded by the Board of Directors of February 17, 2022, to executive corporate officers of Compagnie Plastic Omnium (two beneficiaries), with a three-year vesting period ending on April 22, 2025 at the end of the General Meeting of Shareholders in 2025 called to approve the 2024 financial statements.

The main assumptions used for the valuation of the plans using the principles of IFRS 2 are provided in the following tables:

Valuation of April 22, 2022 plan Valuation of the number of shares awarded and valuation
on April, 22, 2022
In euros
In units for the number of shares
Initial Renunciations in
2022
Final positions
Number of shares allocated to the performance share plan 95,602 shares 0 share 95,602 shares
Market conditions Not subject to market conditions
Beneficiaries Executive Corporate Officers
Number of beneficiaries 2
Plastic Omnium share price at the performance plan award date €15.58
Average value of one share €14.00
Number of shares that may be awarded after application of an employee turnover rate 95,602
Estimated overall cost of the plan on the award date - (Accounting expense with
adjustment to reserves)
€1,338,428

The overall cost of the plan was valued at the time of its implementation for the December 31, 2022 financial statements. The overall expense amounts to €1,338,428, amortized on a straight-line basis over the three-year vesting period, of which €310,466 at December 31, 2022 (for an annual expense of €446,143).

The performance share plan is subject to a 20% social security contribution for the employer, as a French subsidiary. This contribution is due the month following the date of vesting by the beneficiary in 2025. It is the subject of a provision for expenses, calculated on the nominal value of the shares according to the market price at the award date, spread over the term of the plan, i.e. three years. As of December 31, 2022, the provision for expenses in this regard, amounted to €1,271 thousand.

The 2022 Long-term Incentive Plan for permanent members of the Executive Committee and non-corporate officers:

The Group set up a Long-term Incentive Plan for the permanent members of the Executive Committee over the period, with the aim of involving them in the creation of long-term value, as regards the challenges of competitiveness and attractiveness for Compagnie Plastic Omnium SE, and the Group.

An Allocation corresponds to the right, granted unilaterally by Compagnie Plastic Omnium SE and the Group to a beneficiary, to receive deferred variable compensation in cash corresponding to the unit value of a "Phantom Share", subject to compliance with the conditions of presence and performance.

The allocation budget for Phantom Shares is set at 30% of the beneficiary's fixed annual base salary on the allocation date. The Plan is applicable each year, but it may not be combined with any other plans (such as stock option plans, free share plans, performance shares, etc.) in the same year.

The dates associated with the 2022 plan are:

  • allocation date: May 18, 2022
  • acquisition date: May 17, 2025

The estimated total expense amounts to €1,117 thousand. It is amortized on a straight-line basis over the three-year vesting period, of which €232 thousand at December 31, 2022 (for an annual expense of €373 thousand).

This plan is subject to a 50% social security contribution for the employer, a French subsidiary. This contribution is due the month following the date of vesting by the beneficiary in 2025. It is the subject of a provision for expenses, calculated on the basis of the average value of the share over the last 20 trading days preceding the allocation date, i.e. €15.3135, with a 100% achievement rate, spread over the duration of the plan, i.e. three years. As of December 31, 2022, the provision for expenses recognized in this regard, amounted to €349 thousand.

Outstanding options at the end of the fiscal year and expense for the period of option plans

The vesting period of the various plans is between three and four years.

Outstanding options
Stock options
In euros
Options Revaluati Increases Decreases Options outstanding at
December 31, 2022
In units for the number of options outstanding
at January 1,
2022
ons/adjust
ments
Options
granted
during the
fiscal year
Options
forfeited
during the
fiscal year
Options
exercised
during the
fiscal year
Cost for the
period
Total Of which,
options
exercisable
at December
31, 2022
August 6, 2015 plan
Number of options 591,840 -591,840 - -
Share price at the grant date 26.33 -
Exercise price 24.72 -
Term 7 years -
Unrecognized cost at period-end - -
Remaining life 0.6 year -
Outstanding options
Stock options
In euros
Options Revaluati Increases Decreases Options outstanding at
December 31, 2022
In units for the number of options outstanding
at January 1,
2022
ons/adjust
ments
Options
granted
during the
fiscal year
Options
forfeited
during the
fiscal year
Options
exercised
during the
fiscal year
Cost for the
period
Total Of which,
options
exercisable
at December
31, 2022
March 10, 2017 plan
Number of options 302,500 -21,000 281,500 281,500
Share price at the grant date 33.71 33.71
Exercise price 32.84 32.84
Term 7 years 7 years
Unrecognized cost at period-end - -
Remaining life 2.2 years 1.2 year
Outstanding options
Performance share plan
In euros
Options
outstanding
Revaluation Increases Decreases Cost for the
period
Options outstanding at
December 31, 2022
In units for the number of options at January 1,
2022
s/adjustmen
ts
Options
granted
during the
fiscal year
Options
forfeited
during the
fiscal year
Options
exercised
during the
fiscal year
Total Of which,
options
exercisable
at December
31, 2022
May 2, 2019 plan
Number of shares allocated to the
plan
319,953 -33,567(2) 286,386 None
Number of shares after application of
the real abandons for the valuation of
the fiscal year expenses '(1)
221,130 -47,890 173,240
Share price at the grant date 26.65 26.65
Average share value
Term
23
4 years
23.00
4 years
Unrecognized cost at period-end 1,968,340 -1,374,480 -261,817 332,043
Remaining life 1.3 year 0.3 year

(1) Used to determine "Diluted earnings per share".

(2) The adjustments correspond to the transfer of 9,447 shares to the Performance share plan of April 23, 2021 and 35,040 shares canceled as part of the capital reduction of February 25, 2021. See Note 2.2.1.1 in "Significant events of the period".

Outstanding options
Performance share plan
In euros
Options
outstanding
at January 1,
2022
Revaluatio Increases Decreases Cost for the Options outstanding at
December 31, 2022
In units for the number of options ns/adjust
ments
Options
granted
during the
fiscal year
Options
forfeited
during the
fiscal year
Options
exercised
during the
fiscal year
period Total Of which,
options
exercisable
at December
31, 2022
December 11, 2020 plan(1)
Number of shares 228,373 228,373 None
Number of shares after application of
the headcount turnover rate (22%)
applied to the Plan concerning the
employees '(2)
188,113 188,113
Share price at the grant date 17.36 17.36
Average share value 15 15.00
Term 4 years 4 years
Unrecognized cost at period-end 1,645,988 -705,424 940,564
Remaining life 2.3 years 1.3 year

(1) The December 11, 2020 plan has retroactive effect from April 30, 2020.

(2) Used to determine "Diluted earnings per share".

Outstanding options
Performance share plan
In euros
Options
outstanding
at January 1,
2022
Revaluatio Increases Decreases Cost for the Options outstanding at
December 31, 2022
In units for the number of options ns/adjust
ments
Options
granted
during the
fiscal year
Options
forfeited
during the
fiscal year
Options
exercised
during the
fiscal year
period Total Of which,
options
exercisable
at December
31, 2022
April 23, 2021 plan
Number of shares 45,947 45,947 None
Number of shares after application of
the headcount turnover rate (22%)
applied to the Plan concerning the
employees '(1)
45,947 45,947
Share price at the grant date 29.88 29.88
Average share value 27.92 27.92
Term 4 years 0 4 years
Unrecognized cost at period-end 1063884 -321,934 741,950
Remaining life 3.3 years 0 2.3 years

(1) Used to determine "Diluted earnings per share".

Outstanding options
Performance share plan
In euros
Options
outstanding
at January 1,
2022
Revaluatio Increases Decreases Cost for the Options outstanding at
December 31, 2022
In units for the number of options ns/adjust
ments
Options
granted
during the
fiscal year
Options
forfeited
during the
fiscal year
Options
exercised
during the
fiscal year
period Total Of which,
options
exercisable
at December
31, 2022
April 22, 2022 plan
Number of shares 95,602 95,602 None
Number of shares after application of
the headcount turnover rate (22%)
applied to the Plan concerning the
employees '(1)
95,602 95,602
Share price at the grant date 15.58 15.58
Average share value 14.00 14.00
Term
Unrecognized cost at period-end
0 3 years
1,338,428
-310,466 3 years
1,027,962
Remaining life 0 3 years 2.3 years
Total expense for the fiscal year -1,599,641 in euros

(1) Used to determine "Diluted earnings per share".

A summary of the items related to the 2022 Long Term Incentive Plan for permanent members of the Executive Committee and non-Corporate Officers is provided below. This is a provision for charges:

Long term Incentive Plan
Non-Corporate Officers of the
Executive Comittee
In euros
Options
outstanding
at January 1,
Revaluatio
ns/adjust
ments
Increases Decreases Cost for the
period
December 31, 2022 Options outstanding at
In units for the number of options 2022 Options
granted
during the
fiscal year
Options
forfeited
during the
fiscal year
Options
exercised
during the
fiscal year
Total Of which,
options
exercisable
at December
31, 2022
May 18, 2022 plan
Share price at the grant date
Average share value
Term
Unrecognized provision for expense
at period-end
Remaining life
0
0
15.98
15.31
3 years
1,117,292
3 years
-232,429 15.98
15.31
3 years
884,863
2.4 years
Total Provision for expense of the
fiscal year
-232,429 in euros

5.2.4. Provisions

In thousands of euros December
31, 2021
Allocations Utilizations Releases
of surplus
provisions
Reclassifi
cations
Actuarial
gains/(losse
s)
Changes in
scope of
consolidation
(derocognition)
Translati
on
adjustme
nt
December
31, 2022
Customer warranties 29,532 30,219 -13,988 -2,896 -1,112 - 3,904 65 45,724
Reorganization plans(1) 24,579 7,430 -13,868 -1,570 - - - -38 16,533
Provisions for taxes and tax
risks
4,656 491 - -2,441 -214 - - 89 2,581
Contract risks 22,542 4,248 -9,426 -6,153 2,317 - 3,371 -67 16,832
Provisions for claims and
litigation
10,230 719 -959 -1,100 - - 39 183 9,112
Other 6,514 5,019 -2,188 -336 -938 - 9,042 -24 17,089
Provisions 98,055 48,126 -40,429 -14,496 53 - 16,356 208 107,873
Provisions for pensions and
other post employment
benefits(2)
86,552 10,250 -5,040 - - -31,763 10,357 984 71,341
TOTAL 184,607 58,376 -45,469 -14,496 53 -31,763 26,713 1,192 179,214

(1) Provisions for reorganization (utilizations as well as allocations during the period) mainly concerned significant restructurings in the "Industries" segment in Germany, in France and Belgium.

(2) The impact of actuarial gains / (losses) during the period is mainly explained by the increase in the discount rates in the two main regions i.e. Europe (up from 0.90% to 3.75%) and the United States (up from 2.73% to 5.02%).

In thousands of euros December
31, 2020
1st time
applicati
on of
IFRIC
June
2021 -
IAS 19
January
1,
2021
Allocation
s
Utilizatio
ns
Releases
of
surplus
provision
s
Reclassif
i
cations
Actuarial
gains/(loss
es)
Change in
scope of
consolidat
ion
(derecogni
tion)
Transla
tion
adjustm
ent
December 31,
2021
Customer warranties 28,713 - 28,713 21,719 -13,118 -7,331 -709 - - 258 29,532
Reorganization plans(2) 48,266 - 48,266 3,520 -27,219 - - - - 12 24,579
Provisions for taxes and
tax risks
954 - 954 4,049 -387 - -43 - - 83 4,656
Contract risks 22,262 - 22,262 14,008 -8,908 -4,958 -99 - - 237 22,542
Provisions for claims and
litigation
11,269 - 11,269 1,222 -1,692 -639 - - - 70 10,230
Other 7,348 - 7,348 1,617 -2,125 -193 -131 - - -2 6,514
Provisions 118,814 - 118,814 46,135 -53,449 -13,121 -982 - - 658 98,055
Provisions for pensions
and other post
employment benefits
100,331 -3,466 96,865 11,433 -10,025 - - -13,361 4 1,636 86,552
TOTAL 219,145 -3,466 215,679 57,568 -63,474 -13,121 -982 -13,361 4 2,294 184,607

(1) See the 2021 Annual report, Notes 1.1 "Accounting standards applied", 1.4.2 "Provisions for pensions and other post-employment benefits" and 5.2.5 "Provisions for pensions and other post-employment benefits".

(2) The utilization of reorganization provisions mainly concerned significant restructurings in Germany and Belgium in the "Industries" segment.

(3) The decrease in actuarial gains / (losses) during the period was mainly explained by the increase in the discount rate in the two main regions i.e. Europe (up from 0.35% to 0.90%) and the United States (up from 2.46% to 2.73%).

5.2.5. Provisions for pensions and other post-employment benefits

Post-employment benefits:

The generic term "post-employment benefits" covers both pension and other employee benefits.

Provisions for pensions:

Provisions for pensions mainly concern:

  • end of career benefits;
  • supplementary pension plans; and
  • healthcare coverage plans.

In France, social benefits relate to supplementary pension plans only for executive corporate officers and end-of-career benefits ("IFC"). Supplementary pension plans, when they related to the other geographical regions, concern all employees.

2021 Fiscal year:

A supplementary defined-benefit pension plan with certain rights was set up within Plastic Omnium Gestion in December 2021, with retroactive effect from January 1, 2020. Under this new plan, pension rights are not conditional on the completion of the participants' careers in the Group. The beneficiaries are all corporate officers and employees of Plastic Omnium Gestion whose employment corresponds to coefficient 940 of the National Collective Agreement for the Plastics Industry from the implementation of this new plan until the valuation date, subject to having completed a minimum of three years' service with the companies offering the scheme and being under 60 years of age on January 1, 2020. The implementation of this new plan was accompanied by a modification of the existing plan so that the sum of these two pensions cannot exceed 10% of the reference compensation at the time of retirement.

2022 Fiscal year:

Given the significant increase in discount rates, inflation and salary increases in certain regions, the Group carried out a comprehensive assessment of liabilities related to post-employment benefits classified as defined-benefit pensions.

Plans for the payment of healthcare costs mainly concern the North America region (United States).

Other long-term employee benefits:

Other long-term employee benefits cover long-service awards and other service awards within the Group.

Post-employment benefit plans are subject to the regulations applicable in each country. The benefits recognized in the financial statements are therefore not a function of the number of employees by region.

The regions identified and presented are those for which the regulations are consistent, allowing data to be aggregated. Where no such aggregation is possible, no reference actuarial rate is given, as a mismatch in the parameters does not enable an average to be calculated. Similarly, sensitivity tests are carried out on significant, homogeneous data and by region.

5.2.5.1 Actuarial Assumptions

The increase in discount rates in 2022 led the Group to revalue its employee-related commitments for the Euro zone and the United States. The rates used at December 31, 2022 were respectively:

  • 3,75% for the Euro zone (0.90% at December 31, 2021)
  • 5,02% for the United States (2.73% at December 31, 2021)

The main significant actuarial assumptions used to value post-retirement and long-term benefits are the following:

December 31, 2022 December 31, 2021
France United
States
France United
States
Managers
and non
managers
Managers
and non
managers
Minimum age for receiving a full pension 60-62 years 65 years 60-62 years 65 years
Age from which no reduction applies 65-67 years 65-67 years
Annual discount rate – post-employment benefits 3.75% 5.02% 0.90% 2.73%
Annual discount rate – long-service awards 3.55% 0.60%
Inflation rate(1) 2.25% 1.70%
Rate of future salary increases M = 2.25% to
5.25%
NM= 2.25%
to 3.25%
3.50% 2.70% 3.50%
Rate of increase in healthcare costs
For those under 65 years old
For those over 65 years old
Expected long-term rate of return on pension plan assets
3.75% 7.00%
4.75%
5.02%
0.90% 7.25%
4.75%
2.73%

Annual discount rate of post-employment benefits:

The Group uses, as a reference, the rate of bonds issued by good quality (AA) commercial and industrial companies and with maturity equal to the length of the commitment being valued.

Inflation rates:

In France, benefits are linked to inflation rates. The impact of inflation rates is not material in the United States.

Average rate of future salary increases:

The average rates of future salary increases are weighted between "managers" and "non-managers" and the age of employees.

Expected long-term rate of return on pension plan assets:

These rates are based on long-term market forecasts and take account of each plan's asset allocation. For other foreign subsidiaries, rate differentials are determined based on local conditions.

5.2.5.2. Changes in balance sheet commitments and benefit costs corresponding to defined-benefit plans

The balance sheet amounts for these benefits are as follows:

Post-employment benefit plans Other long-term benefits Total
In thousands of euros December
31, 2022
December
31, 2021
December
31, 2020
December
31, 2022
December
31, 2021
December
31, 2020
December
31, 2022
December
31, 2021
December
31, 2020
Projected benefit obligation at December 31 177,713 176,400 172,547 3,746 3,768 3,691 181,459 180,168 176,238
1st - time application of IFRIC June 2021 - IAS 19(1) - -3,466 - - - - - -3,466 -
Projected benefit obligation at January 1 177,713 172,934 172,547 3,746 3,768 3,691 181,459 176,702 176,238
Service cost 9,729 7,066 6,857 355 353 285 10,084 7,419 7,142
Interest cost 3,694 2,838 2,980 32 19 15 3,726 2,857 2,995
Curtailments, settlements and other -5 -862 -2,409 - -281 - -5 -1,143 -2,409
Actuarial gains and losses -48,929 -6,821 9,835 -563 196 - -49,492 -6,625 9,835
Of which, experience adjustments 1,155 -838 -1,042 191 147 -158 1,346 -691 -1,200
Benefits paid from plan assets -2,177 -1,553 -786 - -27 5 -2,177 -1,580 -781
Benefits paid by the Company -2,888 -2,402 -4,792 -303 -331 -180 -3,191 -2,733 -4,972
Change in scope 27,271 - - 2,388 - - 29,659 - -
Translation adjustment 5,292 6,513 -7,832 42 49 -48 5,334 6,562 -7,880
Projected benefit obligation at December 31 169,700 177,713 176,400 5,697 3,746 3,768 175,397 181,459 180,168
Change in projected benefit obligation -8,013 1,313 3,853 1,951 -22 77 -6,062 1,291 3,930
Fair value of plan assets at January 1 94,907 79,628 68,568 - 209 - 94,907 79,837 68,568
Return on plan assets 2,251 1,568 1,546 - - - 2,251 1,568 1,546
Employee and employer contributions 2,990 3,406 11,711 - - - 2,990 3,406 11,711
Actuarial gains and losses -17,729 6,735 5,966 - - 209 -17,729 6,735 6,175
Benefit payments funded by plan assets -2,015 -1,565 -3,355 - - - -2,015 -1,565 -3,355
Change in scope 19,302 - - - - - 19,302 - -
Reclassifications - 209 - - -209 - - - -
Translation adjustment 4,350 4,926 -4,808 - - - 4,350 4,926 -4,808
Fair value of plan assets at December 31 104,056 94,907 79,628 - - 209 104,056 94,907 79,837
Change in fair value of plan assets 9,149 15,279 11,060 - -209 209 9,149 15,070 11,269
Excess of projected benefit obligation over plan assets
= net provision recorded in the balance sheet
65,644 82,806 96,772 5,697 3,746 3,559 71,341 86,552 100,331
- of which France 37,540 45,305 47,473 2,349 2,433 2,252 39,889 47,738 49,725
- of which Europe excluding France 3,110 7,368 10,651 2,222 462 747 5,332 7,830 11,398
- of which United States
- of which other regions
6,798
18,196
15,711
14,422
25,458
13,190
1,096
30
732
119
560
-
7,894
18,226
16,443
14,541
26,018
13,190

(1) See Notes 1.1 "Accounting standards applied", 1.4.2 "Provisions for pensions and similar" and 5.2.4 "Provisions".

The actuarial debt partially hedged by assets amounted to €120,777 thousand at December 31, 2022, including €17,199 thousand for French plans and €63,548 thousand for the United States. At December 31, 2021, it amounted to €122,782 thousand, including €18,682 thousand for France and €83,737 thousand for the United States.

Over the two periods 2022 and 2021:

The decrease in the actuarial debt partially hedged by assets is due to the increase in discount rates in the two regions of Europe and the United States despite the inclusion in 2022 of three new acquisitions in the 2nd half-year (of which the actuarial debt partially hedged by assets amounts to €21,079 thousand).

December 31, 2022 December 31, 2021 December 31, 2020
France United States France United States France United States
Changes in interest
rates
3.75% 5.02% 0.90% 2.73% 0.35% 2.46%

5.2.5.3 Analysis of net obligations by region

Details of net obligations by region are presented in the table below:

December 31, 2022 December 31, 2021
In thousands of euros France Europe
excluding
France
United
States
Other France Europe
excluding
France
United
States
Other
Post-employment benefit plan
Indemnity payable on retirement 35,625 4,579 - 15,578 42,703 2,764 - 14,214
Supplementary pension plans 1,915 -1,469 4,126 2,357 2,602 4,604 12,115 -
Healthcare plans 2,672 261 3,595 208
Total post-employment benefit obligations 37,540 3,110 6,798 18,196 45,305 7,368 15,711 14,422
Other long-term benefits 2,349 2,222 1,096 30 2,433 462 732 119
Total Other post-employment benefit obligations 2,349 2,222 1,096 30 2,433 462 732 119
Net obligations recognized in the balance sheet 39,889 5,332 7,894 18,226 47,738 7,830 16,443 14,541
December 31, 2022 December 31, 2021
France United States France United States
Average maturity of obligations In years 10 14 12 19
Amount of obligations In thousands of euros 35,375 63,247 58,657 83,737
of which:
Retirement obligations - 16,398 - 15,458
Vested deferred obligations - 15,791 - 21,269
Active obligations 35,375 31,057 58,657 47,010

5.2.5.4 Sensitivity tests on retirement obligations

The retirement obligation sensitivity tests on the main external variable, the discount rate, in 2022 and in 2021 show the following impacts:

December 31, 2022 December 31, 2021
In thousands of euros Increase Decrease Increase Decrease
Basis + 0,25% - 0,25% Basis + 0,25% - 0,25%
Amount % Amount % Amount % Amount %
France
Effect on service cost and interest cost 7,806 6,805 -
12.82%
7,064 -9.51% 7,371 6,448 -
12.53%
6,689 -9.26%
Effect on projected benefit obligation 50,221 48,594 -3.24% 50,972 1.49% 57,172 55,658 -2.65% 58,750 2.76%
United States
Effect on service cost and interest cost 3,101 3,102 0.03% 3,079 -0.70% 1,926 1,998 3.74% 1,843 -4.30%
Effect on projected benefit obligation 63,548 61,338 -3.48% 65,595 3.22% 83,470 79,699 -4.52% 87,430 4.74%

5.2.5.5 Changes in net balance sheet benefit positions

Changes in net balance sheet positions related to the full range of benefits are as follows:

In thousands of euros Post-employment benefit plans Other long-term benefits Total
December
31, 2022
December
31, 2021
December
31, 2020
December
31, 2022
December
31, 2021
December
31, 2020
December
31, 2022
December
31, 2021
December
31, 2020
Net projected benefit obligation at December 31 82,806 96,772 103,979 3,746 3,559 3,691 86,552 100,330 107,670
1st - time application of IFRIC June 2021 - IAS 19(1) - -3,466 - - - - - -3,466 -
Net projected benefit obligation at January 1 82,806 93,306 103,979 3,746 3,559 3,691 86,552 96,864 107,670
Expense/income for the year
Service cost 9,729 7,066 6,857 355 353 285 10,084 7,419 7,142
Curtailments, settlements and other -5 -862 -2,409 - -281 - -5 -1,143(1) -2,409
Benefits paid by the Company -2,888 -2,402 -4,792 -303 -331 -180 -3,191 -2,733 -4,972
Actuarial gains and losses - - - -563 - - -563 - -
Benefit payments funded by assets -162 12 2,569 - -27 5 -162 -15 2,574
Employee and employer contributions -2,990 -3,406 -11,711 - - - -2,990 -3,406 -11,711
Net non-recurring post-employment
benefit plan costs recorded in operating expenses
3,684 408 -9,486 -511 -286 110 3,173 122 -9,376
Interest cost 3,694 2,838 2,980 32 19 15 3,726 2,857 2,995
Expected return on plan assets -2,251 -1,568 -1,546 - - - -2,251 -1,568 -1,546
Interest costs of post-employment
benefit obligations (2)
1,443 1,270 1,434 32 19 15 1,475 1,289(1) 1,449
Balance sheet impact
Reclassification - -209 - - 209 - - - -
Actuarial gains and losses -31,200 -13,556 3,868 - 196 -209 -31,200 -13,360 3,659
Translation adjustment 942 1,587 -3,023 42 49 -48 984 1,636 -3,071
Balance sheet impact -22,289 -12,178 845 2,430 454 -257 -19,859 -11,724 588
Net projected benefit obligation at December 31 65,644 82,806 96,772 5,697 3,746 3,559 71,341 86,552 100,331

(1) See Notes 1.1 "Accounting standards applied", 1.4.2 "Provisions for pensions and other post employment benefits" and 5.2.4 "Provisions".

(2) See "Interest on post-employment benefit obligations" in Note 4.7 ''Net financial income (expense)''.

5.2.5.6 Healthcare cost sensitivity tests in the United States

The following table shows the impact of a 1-point change in the rate of increase of healthcare costs in the United States.

In thousands of euros December 31, 2022 December 31, 2021
Increase Decrease Increase Decrease
Effect on provisions 296 -347 506 -614

5.2.5.7 Breakdown of plan assets by category

The plan assets at fair value break down by category as follows:

In thousands of euros December 31, 2022 December 31, 2021
Equities 43,038 53,011
Bonds 22,677 24,219
Real estate 873 919
Banks and Insurance 26,225 16,692
Other 11,243 66
Total 104,056 94,907

5.2.5.8 Contributions paid in respect of defined-contribution plans

Contributions paid in respect of defined-contribution plans amount to €14,595.2 thousand in 2022 compared with €10,195.8 thousand in 2021.

5.2.6. Current and non-current borrowings

5.2.6.1 Definition of debt within the Group

Net debt is an important notion for the day-to-day management of Plastic Omnium's treasury cash. It is used to determine the Group's debit or credit position in relation to third parties and outside of the operating cycle. Net debt is determined as:

  • long-term borrowings:
    • o drawdowns on lines of credit,
    • o private placement notes,
    • o bonds;
  • minus loans, negotiable debt securities and other long-term financial assets;
  • plus short-term loans;
  • plus overdraft facilities; and
  • minus cash and cash equivalents.

5.2.6.2 Borrowings: private placement notes and bonds

In 2022:

A new €400 million "Schuldschein" private placement:

On May 24, 2022, the Group completed a "Schuldschein" private placement, without covenants, for €400 million (divided into six tranches with different terms and interest rates). See Note 2.2.6.1 in "Other significant events of the period".

  • maturities: 3, 5 and 7 years;
  • fixed rate portion: €159 million;
  • floating rate portion: €241 million.
December 31, 2022 "Schuldschein" private placement of May 24, 2022(1)
Issue - Fixed rate (in euros) 15,000,000 36,000,000 108,000,000(1)
Issue - variable rate (in euros) 80,000,000 139,000,000 22,000,000(1)
Interest rate / annual coupon 2.8% 3.1% 2.9%
Foreign investors (German, Swiss, Slovak etc.) and French
Investors No covenant or rating obligations
Maturity May 23, 2025 May 24, 2027 May 23, 2029

(1) See also Note 2.2.6.1 in the "Other significant events of the period".

Partial repayment of the Schuldschein issued on June 16, 2016:

In parallel with the "Schuldschein" private placement transaction issued on May, 24, 2022, the Group repaid €141 million on the Schuldschein of June 16, 2016 issued for a total amount of €300 million, which was due on June 17, 2023.

Excluding the "Schuldschein" private placement transaction issued on May, 24, 2022, the main terms of the bonds and private placements as at December 31, 2022 are summarized in the following table:

December 31, 2022 "Schuldscheindarlehen"
private placement of June
16, 2016
Private placement bond
issue of June 26, 2017
"Schuldscheindarlehen"
private placement of
December 21, 2018
Issue - Fixed rate (in euros) 159,000,000 500,000,000 300,000,000
Issue - variable rate (in euros)
Interest rate / annual coupon 1.478% 1.250% 1.632%
Investors International (Asian,
German, Dutch, Swiss,
Luxembourg, Belgian) and
French investors
European investors International (German,
Chinese, Belgian, Swiss,
Austrian) and French
investors
No covenant or rating obligations
Maturity June 17, 2023 June 26, 2024 December 21, 2025

(1) : Early reimbursement during the first half 2022, of an amount of 141 million euros, on the initial amount of the placement of €300 million.

5.2.6.3 Bank loans

Compagnie Plastic Omnium has not made any new drawdowns in 2022 compared to December 31, 2021. It retains the same lines as those negotiated on December 31, 2021.

5.2.6.4. Short-term borrowings: issuance of "Negotiable European Commercial Paper" (Neu-CP)

The Group increased its outstanding of Negotiable European Commercial Paper (Neu-CP) over 2022.

The characteristics are presented in the table below:

December 31, 2022 Neu-CP during the period
Issuance
(in euros)
508,500,000
Investors European investors
Maturity Less than 1 year

5.2.6.6 Confirmed medium-term credit lines

At December 31, 2022, the Group benefited from several confirmed bank credit lines whose amount exceeds the Group's needs.

At December 31, 2022, as at the same period last year, these confirmed bank lines of credit amounted to €1,930 million, nearly all of which was undrawn. The average maturity is three years at December 31, 2022 compared to four years at December 31, 2021.

5.2.6.7 Reconciliation of gross and net financial debt

In thousands of euros December 31, 2022 December 31, 2021
Total Current
portion
Non-current
portion
Total Current
portion
Non-current
portion
Finance lease liabilities (1) 291,547 61,418 230,129 214,730 48,750 165,980
Bonds and bank loans 1,997,707 783,767 1,213,940 1,539,381 422,179 1,117,202
of which the 2022 "Schuldschein" private placement (2) 401,988 3,329 398,659 - - -
of which the 2018 "Schuldscheindarlehen" private
placement
299,567 148 299,419 299,257 148 299,109
of which the bond issue in 2017 502,005 3,236 498,769 501,177 3,238 497,939
of which the 2016 "Schuldschein" private placement (2) 160,212 160,212 - 302,069 2,405 299,664
of which Neu-CP (3) 508,500 508,500 - 322,500 322,500 -
of which bank lines of credit (4) 125,435 108,342 17,093 114,377 93,888 20,490
Current and non-current borrowings and other debt (+) 2,289,254 845,185 1,444,069 1,754,111 470,929 1,283,182
Other current and non-current debt related to the acquisition of a stake
in EKPO (+)(5)
40,000 10,000 30,000 70,000 30,000 40,000
Hedging instruments - liabilities (+)(6) 709 709 1,434 1,434
Total borrowings (B) 2,329,963 855,894 1,474,069 1,825,545 502,363 1,323,182
Long-term investments in equity instruments and funds (-)(7) -76,298 - -76,298 -78,071 -78,071
Other financial assets (-) -13,186 -754 -12,432 -12,351 -3,000 -9,351
of which non-current financial receivables(8) -12,432 -12,432 -9,351 -9,351
of which financial receivables -754 -754 - -3,000 -3,000 -
Other current financial assets and receivables (-) -201 -201 -43 -43
Hedging instruments - assets (-)(6) -11,152 -11,152 -91 -91
Total financial receivables (C) -100,837 -12,107 -88,730 -90,555 -3,133 -87,422
a
Gross debt (D) = (B) + (C) 2,229,126 843,787 1,385,339 1,734,990 499,230 1,235,760
Cash and cash equivalents (-) (9) 575,625 575,625 892,636 892,636
Short-term bank loans and overdrafts (+) -15,022 -15,022 -11,264 -11,264
Net cash and cash equivalents as recorded in the Statement of Cash
Flows (A)(10)
-560,604 -560,604 -881,372 -881,372
NET FINANCIAL DEBT (E) = (D) + (A) 1,668,524 283,184 1,385,339 853,618 -382,142 1,235,760

During fiscal year 2022, the change of net debt from lease contracts amounted to +€76,8 million, including +€95,1 million contibuted by the acquired compagnies in their provisional opening balance sheets, +€63,0 million in increases related to new contracts and -€81,3 million related to repayment on active contracts versus a change in net debt of -€10.7 million in fiscal year 2021 (+€56.4 million on new contracts and -€67.2 million in repayments on active contracts).

(2) See Notes 2.2.6.1 in "Other significant events of the period " and 5.2.6.2 "Borrowings: private placement notes and bonds".

(3) See Notes 2.2.6.2 in "Other significant events of the period" and 5.2.6.4 "Short-term borrowings: issuance of "Negotiable European Commercial Paper" (Neu-CP)".

  • (4) See Notes 5.2.6.3 "Bank loans" and 5.2.6.6 "Confirmed medium-term credit lines".
  • (5) See Note 2.2.2.1.1 "Acquisition price" in "Other significant events of the period" in the consolidated financial statements at December 31, 2021.
  • (6) See Note 5.2.7 "Interest rate and currency hedges".

(1)

  • (7) See Note 5.1.5.1 "Long-term investments in equity instruments and funds".
  • (8) See Note 5.1.5.2 "Other non-current financial assets".
  • (9) See Note 5.1.9.1 "Gross cash and cash equivalents".
  • (10) See Note 5.1.9.2 "Net cash and cash equivalents at end of period".

5.2.6.8 Analysis of gross financial debt by currency

The table below shows the gross financial debt after taking into account the swap transactions that allowed the conversion from euros into foreign currency.

As a % of financial debt December 31, 2022 December 31, 2021
Euro 70% 58%
US dollar 21% 29%
Chinese yuan 5% 7%
Pound sterling 1% 2%
Japanese yen 1% 1%
Brazilian real 1% 1%
Indian rupee - 1%
Other currencies(1) 1% 1%
Total 100% 100%

(1) "Other currencies" concerns various currencies, which taken individually account for less than 1% of total financial debt over the two periods.

5.2.6.9 Analysis of gross financial debt by type of interest rate

As a % of financial debt December 31, 2022 December 31, 2021
Hedged variable rates - -
Unhedged variable rates 38% 27%
Fixed rates 62% 73%
Total 100% 100%

5.2.7. Interest rate and currency hedges

The Group does not have any interest rate contracts.

December 31, 2022 December 31, 2021
In thousands of euros Assets Liabilities Assets Liabilities
Exchange rate derivatives 11,152 -709 91 -1,434
Total balance sheet 11,152 -709 91 -1,434

5.2.7.1 Currency hedges

The Group uses derivatives to hedge its exposure to currency risk.

The Group has chosen a hedging policy to cover the highly probable future transactions in its entities' foreign currencies. Hedging instruments implemented in this respect are forward purchases of foreign currencies. The Group has applied to these instruments the accounting treatment of cash-flow hedges as planned by the applicable IFRS: instruments are measured at fair value and changes in value are recognized in equity for the effective portion. These amounts recognized in equity are reported in profit or loss when the hedged forecast cash-flows affect income.

At December 31, 2022, the fair value of the instruments subscribed and thus recognized was €10,443 thousand, including €137 thousand recognized in equity.

Changes in the fair value of currency hedging instruments are recognized in net financial income (expense).

5.2.7.1.1. Portfolio of currency hedges

December 31, 2022 December 31, 2021
Fair value
(in
thousands
of euros)
Notional
amount (in
thousands
of currency
units)
Medium
term
exchange
rate
Exchange
rate at
December
31, 2022
Fair value
(in
thousands
of euros) Notional
amount (in
thousands
of currency
Medium
term
exchange
rate
Exchange
rate at
December
31, 2021
Currency /
Euro
Currency /
Euro
units) Currency /
Euro
Currency /
Euro
Net sell position (net buy position if >0)
USD / EUR - Forward exchange contract -15 -2,108 1.0973 1.0666 -40 -885 1.2004 1.1326
JPY / EUR - Forward exchange contract +146 +563,900 145.9862 140.6600 - - - -
GBP / EUR - Forward exchange contract +6 -742 0.8944 0.8869 -282 -2,973 0.9134 0.8403
USD / EUR - Forward currency swap +10,184 -473,700 1.0448 1.0666 -973 -317,300 1.1375 1.1326
GBP / EUR - Forward currency swap +13 -9,000,000 0.8858 0.8869 +6 -5,000 0.8394 0.8403
CHF / EUR - Forward currency swap -4 -1,380 0.9866 0.9847 -21 -2,500 1.0419 1.0331
RUB / EUR - Forward currency swap - - - - +5 -22,000 83.9385 85.3004
CNY / EUR - Forward currency swap +416 -390,000 7.2934 7.3582 -117 -390,000 7.2475 7.1947
CNY / USD - Forward currency swap +3 +13,300 6.9135 6.8987 +25 -85,067 6.3960 6.3524
JPY / EUR - Forward currency swap -340 -2,610,000 143.2891 140.6600 +55 -1,450,000 129.7406 130.3800
IDR / EUR - Forward currency swap +276 -46,085,000 15,160.0000 16,519.8200 - - 16 300,0000 16 100,4200
KRW/EUR - Forward currency swap -242 -10,000,000 1,393.5000 1,344.0900 - - - -
TOTAL +10,443 -1,342

5.2.7.1.2. Impact of unsettled foreign exchange hedges on income and equity

In thousands of euros December 31, 2022 December 31, 2021
Impact of change in foreign exchange hedging portfolio on income (ineffective portion)(1) 11,184 -8,447
Impact of change in foreign currency hedging portfolio on equity (effective portion) 601 -405
Total 11,785 -8,852

(1) See "Gains or losses on interest rate and currency hedges" in Note 4.7 "Net financial income (expense)".

5.2.8. Operating and other liabilities

5.2.8.1. Trade payables

In thousands of euros December 31, 2022 December 31, 2021
Trade payables 1,563,563 1,190,948
Due to suppliers of fixed assets 88,314 73,478
Total 1,651,877 1,264,426

5.2.8.2. Other operating liabilities

In thousands of euros December 31, 2022 December 31, 2021
Employee benefits expense 206,927 169,061
Income taxes 35,032 24,992
Other taxes 167,472 130,824
Other payables 397,998 323,088
Customer prepayments - Deferred revenues 347,380 311,674
Total 1,154,809 959,639

5.2.8.3. Trade payables and other operating liabilities by currency

In thousands of currency units Liabilities at December 31, 2022 Liabilities at December 31, 2021
Local currency Euro % Local
currency
Euro %
EUR Euro 1,616,194 1,616,194 58% 1,211,802 1,211,802 54%
USD US dollar 733,372 687,579 24% 605,714 534,799 24%
GBP Pound sterling 64,731 72,983 3% 88,557 105,390 5%
CNY Chinese yuan 1,079,500 146,707 5% 1,099,715 152,851 7%
BRL Brazilian real 304,657 54,031 2% 225,527 35,741 2%
Other Other currencies 229,192 8% 183,482 8%
Total 2,806,686 100% 2,224,065 100%
Of which:
● Trade payables 1,651,877 59% 1,264,426 57%
● Other operating liabilities 1,154,809 41% 959,639 43%

Sensitivity tests on changes in foreign exchange rates of " Trade payables and other liabilities " give the following results:

units In thousands of currency Sensitivity tests on liabilities at
Sensitivity tests on liabilities at
December 31, 2022
December 31, 2021
Base currencies Increase – all Decrease – all
currencies
Base Increase – all
currencies
Decrease – all
currencies
+10% +20% -10% -20% +10% +20% -10% -20%
Local
currency
Conver
sion rate
% % % % Local
Conversio
currency
n rate
% % % %
EUR Euro 1,616,194 1.0000 54% 53% 60% 63% 1,211,802 1.0000 52% 50% 57% 60%
USD US dollar 733,372 0.9376 26% 27% 23% 21% 605,714 0.8829 25% 26% 23% 21%
GBP Pound sterling 64,731 1.1275 3% 3% 2% 2% 88,557 1.1901 5% 5% 4% 4%
CNY Chinese yuan 1,079,500 0.1359 6% 6% 5% 5% 1,099,715 0.1390 7% 8% 6% 6%
BRL Brazilian real 304,657 0.1774 2% 2% 2% 2% 225,527 0.1585 2% 2% 2% 1%
Other Other currencies 9% 9% 8% 7% 9% 9% 8% 8%
Total in euros 2,806,686 2,925,683 3,044,728 2,687,595 2,568,550 2,224,065 2,325,274 2,426,499 2,122,825 2,021,599
Of which:
● Trade payables 1,651,877 1,721,913 1,791,977 1,581,786 1,511,722 1,264,426 1,321,974 1,379,523 1,206,877 1,149,328
● Other operating liabilities 1,154,809 1,203,770 1,252,751 1,105,809 1,056,828 959,639 1,003,300 1,046,976 915,948 872,271

Foreign exchange sensitivity tests on "Trade payables and other liabilities" and "Trade and other receivables" (see Note 5.1.7) show an immaterial net sensitivity to exchange rate fluctuations as of December 31, 2022.

6. CAPITAL MANAGEMENT AND MARKET RISKS

Compagnie Plastic Omnium has set up a global cash management system centralized within its subsidiary Plastic Omnium Finance, which manages liquidity, currency and interest rate risks on behalf of all subsidiaries. The market risk strategy, which may take the form of on- and off-balance sheet commitments, is validated quarterly by the Group's Senior Executives.

6.1. Capital management

The Group's objective is to have, at all times, sufficient financial resources to enable it to carry out its current business, fund the investments required for its development and also to respond to any exceptional events.

This goal is achieved through the use of the capital markets, leading to capital and financial debt management.

As part of its capital management strategy, the Group compensates its shareholders primarily through the payment of dividends and may make adjustments in line with changes in economic conditions.

The capital structure may be adjusted by paying ordinary or special dividends, through share buybacks and cancellation of treasury stock, returning a portion of capital to shareholders or issuing new shares and/or securities giving rights to capital.

Gearing:

The Group uses the gearing ratio, corresponding to the ratio of consolidated net debt to equity, as an indicator of the Group's leverage. The Group includes in net debt all financial liabilities and commitments, other than operating payables, interest-bearing liabilities, less cash and cash equivalents and other non-operating financial assets, such as marketable securities and loans.

At December 31, 2022 and December 31, 2021, the gearing ratio was as follows:

In thousands of euros December 31, 2022 December 31, 2021
Net financial debt(1) 1,668,524 853,618
Equity (including non-current grants) 1,933,398 2,058,254
Gearing ratio 86.30% 41.47%

(1) See Note 5.2.6.7 "Reconciliation of gross and net financial debt".

None of the Group's bank loans or financial liabilities contains covenants providing for early repayment in the event of non-compliance with financial ratios.

As part of its capital management, the liquidity account shows the following positions:

  • at December 31, 2022:
    • o 273,172 securities (shares); and
    • o €981,937 in cash
  • at December 31, 2021:
    • o 139,300 securities (shares); and
    • o €3,004,264 in cash

6.2. Commodities risk - Exposure to plastics risk

Plastic Omnium's business requires the purchase of large quantities of plastic, steel, paint and other raw materials subject to price changes that could have an impact on its operating margin.

To limit the risks associated with such price fluctuations, the Group has negotiated selling price indexation clauses with most of its customers or, failing that, regularly renegotiates selling prices.

In view of these measures, the Group considers that raw material price fluctuations do not have a material impact on its operating margin.

6.3. Credit risk

Credit risk covers customer credit risk and bank counterparty risk.

6.3.1. Customer risk

At December 31, 2022, 10.3% of the Group's "Trade receivables" was past due versus 3.6% at December 31, 2021. Trade receivables break down as follows:

Ageing analysis of net receivables:

At December 31, 2022:

In thousands of euros Total
outstanding
Not yet
due
Due and
past due
Less
than 1
month
1-6
months
6-12
months
More
than 12
months
Industries 854,943 751,997 102,946 72,330 21,943 4,901 3,772
Modules 149,740 147,721 2,020 1,807 213 - -
Unallocated items 18,578 18,578 - - - - -
Total 1,023,261 918,296 104,966 74,137 22,156 4,901 3,772

At December 31, 2021:

In thousands of euros Total
outstanding
Not yet
due
Due and
past due
Less
than 1
month
1-6
months
6-12
months
More
than 12
months
Industries 587,072 561,645 25,427 9,108 5,657 8,227 2,435
Modules 137,047 136,198 849 99 750 - -
Unallocated items 10,158 10,158 - - - - -
Total 734,277 708,001 26,276 9,207 6,407 8,227 2,435

The risk of non-recovery of trade receivables is low and involves only an immaterial amount of receivables more than twelve months past due.

6.3.2. Bank counterparty risk

The Group invests its cash surplus with leading banks and/or in highly-rated securities.

6.4. Liquidity risk

The Group must at all times have sufficient financial resources to finance the current business and the investments required to support its development, but also to withstand any exceptional events.

This goal is mainly achieved by using medium-term lines of credit with banking institutions but also by short-term bank resources.

The cash position of the Group is monitored daily for each business division and at central level, and a weekly summary report is submitted to the Group's Senior Executives.

6.4.1. Other long-term financial receivables - carrying amounts and undiscounted values

Undiscounted values can be reconciled with the information in the table in Note 6.4.2 on "Liquidity risk by maturity". None at December 31, 2022.

6.4.2. Liquidity risk by maturity

Liquidity risk by maturity is calculated on the basis of the undiscounted contractual cash-flows of financial assets and liabilities. The liquidity risk analysis shows the following:

At December 31, 2022:

In thousands of euros December 31, 2022 Less than 1
year
1 to 5 years More than 5
years
FINANCIAL ASSETS
Non-consolidated equity interests 20,334 - 20,334 -
Long-term investments in equities and funds 76,298 - 76,298 -
Other financial assets 12,432 - 12,432 -
Finance receivables(1) 754 754 - -
Trade receivables(2) 1,023,261 1,019,489 3,772 -
Other current financial assets and financial receivables 201 201 - -
Hedging instruments 11,152 11,152 - -
Cash and cash equivalents 575,625 575,625 - -
Total financial assets 1,720,057 1,607,221 112,836 -
FINANCIAL LIABILITIES
Non-current borrowings (1) 1,517,518 - 1,287,458 230,060
Bank overdrafts 15,022 15,022 - -
Current borrowings (2) 891,767 891,767 - -
Hedging instruments 709 709 - -
Trade payables 1,651,877 1,651,877 - -
Total financial liabilities 4,076,894 2,559,375 1,287,458 230,060
FINANCIAL ASSETS AND FINANCIAL LIABILITIES -
NET
-2,356,837 -952,154 -1,174,622 -230,060

(1) "Non-current borrowings" includes the amounts reported in the balance sheet and interest payable over the remaining life of the borrowings.

(2) "Current borrowings" includes the amounts reported in the balance sheet and interest due within one year.

At December 31, 2021:

December 31, 2021 Less than 1 year 1 to 5 years More than 5
years
136 - 136 -
78,071 - 78,071 -
9,351 - 9,351 -
3,000 3,000 - -
734,277 731,842 2,435 -
43 43 - -
91 91 - -
892,636 892,636 - -
1,717,605 1,627,612 89,993 -
FINANCIAL LIABILITIES
Non-current borrowings (1) 1,358,561 - 1,302,370 56,191
Bank overdrafts 11,264 11,264 - -
Current borrowings (2) 516,509 516,509 - -
Hedging instruments 1,434 1,434 - -
Trade payables 1,264,426 1,264,426 - -
Total financial liabilities 3,152,194 1,793,633 1,302,370 56,191
FINANCIAL ASSETS AND FINANCIAL LIABILITIES -
NET
-1,434,589 -166,021 -1,212,377 -56,191

(1) "Non-current borrowings" includes the amounts reported in the balance sheet and interest payable over the remaining life of the borrowings.

(2) "Current borrowings" includes the amounts reported in the balance sheet and interest due within one year.

6.5. Currency risk

Plastic Omnium's business is based for the most part on local plants: by producing locally what is sold locally, the Group has little exposure to currency fluctuations, except for the translation of financial statements of companies whose functional currency is not the euro.

The Group's policy is to minimize the currency risk arising from transactions that will result in future payment or future revenue. If a transaction does give rise to a material currency risk, it is hedged with a forward currency contract. The subsidiary involved places this hedge with the Group Treasury Department or, with the latter's approval, locally.

6.6. Interest rate risk

Interest rate risk relates to the possibility of an increase in variable rates for variable rate debt, which would adversely affect net financial income (expense). Interest rate risk is managed on the basis of the Group's consolidated debt with the main objective of maintaining a durably low consolidated financing cost in light of the Group's operating profitability.

At December 31, 2022 as at December 31, 2021, the Group's core funding was at fixed rates (see Note 5.2.6.9 "Analysis of gross financial debt by type of interest rate").

Financial transactions, particularly interest rate hedges, are carried out with a broad panel of leading financial institutions. A competitive bidding process is carried out for any significant financial transactions and maintaining a satisfactory diversification of resources and participants is a selection criterion.

6.7. Additional information about financial assets and liabilities

Most derivatives are traded over-the-counter for which there are no listed prices. Therefore, their valuation is based on models commonly used by traders to value these financial instruments (models for discounting future cash-flows or option valuation models).

Financial assets and liabilities by category and fair value break down as follows:

2022
In thousands of euros At fair value Instrument Valuations Valuations
ASSETS At
amortized
cost
Through
profit or
loss
Through
shareholder
s' equity
Through
shareholders'
equity
(CFH)(2)
Total
carrying
amount
Valued
at cost
listed on an
active
market
(level 1)
based on
observable
market data
(level 2)
based on
unobservable
market data
(level 3)
Non-consolidated equity investments - - 20,334 - 20,334 20,339 - - -
Long-term investments in equities and funds - - 76,298 - 76,298 - 76,298 - -
Other non-current financial assets 12,432 - - - 12,432 - - - -
Financial receivables 754 - - - 754 - - - -
Trade receivables 1,023,261 - - - 1,023,261 - - - -
Other current financial assets and receivables 201 - - - 201 - - - -
Hedging instruments - 11,152 - - 11,152 - - 11,152 -
Cash and cash equivalents - 575,625 - - 575,625 - - 575,625 -
In thousands of euros Instrument Valuations Valuations
LIABILITIES At
amortized
cost
Through
profit or
loss
Through
shareholder
s' equity
Through
shareholders'
equity (CFH)
Total
carrying
amount
Valued
at cost
listed on an
active
market
(level 1)
based on
observable
market data
(level 2)
based on
unobservable
market data
(level 3)
Non-current borrowings (1) 1,474,069 - - - 1,474,069 - - - -
Bank overdrafts 15,022 - - - 15,022 - - - -
Current borrowings 855,185 - - - 855,185 - - - -
Hedging instruments - 461 - 248 709 - - 709 -
Trade payables 1,651,877 - - - 1,651,877 - - - -

In 2022, as in 2021, there was no transfer between fair value levels.

2021
In thousands of euros At fair value Valuations Valuations
ASSETS At
amortized
cost
Through
profit or
loss
Through
shareholders'
equity
Through
shareholders'
equity (CFH )(2)
Total
carrying
amount
Valued at
cost
Instrument
listed on an
active market
(level 1)
based on
observable
market data
(level 2)
based on
unobservable
market data
(level 3)
Non-consolidated equity investments - - 136 - 136 136 - - -
Long-term investments in equities and funds - - 78,071 - 78,071 - 78,071 - -
Other non-current financial assets 9,351 - - - 9,351 - - - -
Financial receivables 3,000 - - - 3,000 - - - -
Trade receivables 734,277 - - - 734,277 - - - -
Other current financial assets and receivables 43 - - - 43 - - - -
Hedging instruments - 91 - - 91 - - 91 -
Cash and cash equivalents - 892,636 - - 892,636 - - 892,636 -
In thousands of euros At fair value Valuations Valuations
LIABILITIES At
amortized
cost
Through
profit or
loss
Through
shareholders'
equity
Through
shareholders'
equity (CFH )(2)
Total
carrying
amount
Valued at
cost
Instrument
listed on an
active market
(level 1)
based on
observable
market data
(level 2)
based on
unobservable
market data
(level 3)
Non-current borrowings (1) 1,323,182 - - 1,323,182 - - - -
Bank overdrafts 11,264 - - 11,264 - - - -
Current borrowings 500,929 - - 500,929 - - - -
Hedging instruments - 1,029 405 1,434 - - 1,434 -
Trade payables 1,264,426 - - 1,264,426 - - - -

(1) See Note 5.2.6.7 "Reconciliation of gross and net financial debt". This item includes "Finance lease liabilities" and "Bonds and bank loans".

(2) CFH: "Cash-Flow Hedge".

In 2021, as in 2020, there was no transfer between fair value levels.

The fair value of financial assets and liabilities at amortized cost is close to the carrying amount, except for borrowings.

In thousands of euros Balance sheet values at December 31, 2022 Fair value at December 31, 2022
Total
Current
Non-current Total Current Non-current
Bonds and bank loans (1) 1,997,707 783,767 1,213,940 1,881,065 770,084 1,110,981
In thousands of euros Balance sheet values at December 31, 2021 Fair value at December 31, 2021
Total Current Non-current Total Current Non-current
Bonds and bank loans (1) 1,539,381 422,179 1,117,202 1,568,187 422,320 1,145,867

(1) See Note 5.2.6.7 "Reconciliation of gross and net financial debt".

Methods for measuring fair value:

  • The fair value of listed bonds is determined on the basis of quoted prices (level 1). The fair value of other borrowings is determined for each loan by discounting future cash-flows at a rate corresponding to the Euribor yield curve at year-end, corrected for the Group's credit risk (level 2).
  • The fair value of monetary and non-monetary UCITS is measured according to their last known net asset value (level 1). The fair value of interest rate products (certificates of deposit, time-deposit accounts, negotiable medium-term notes, etc.) is based on discounted future cash-flows from coupons and coupons excluding accrued interest (principal and interest) for the remaining duration of the product on the balance sheet date (level 2). The discount rate used in this case is the market rate matching the maturity and products' characteristics.
  • Other financial assets and financial receivables: items consisting mainly of financial receivables recorded on the basis of a discounted value when their maturity is more than one year.
  • Most of the derivatives are traded over-the-counter, for which there are no listed prices. As a result, their valuation is based on models commonly used by traders to evaluate financial instruments using discounted cash-flow models or option valuation models (level 2).

7. ADDITIONAL INFORMATION

7.1. Headcount at end of year of controlled companies

December 31, 2022 December 31, 2021
Excluding
temporary
Temporary Total Excluding
temporary
Temporary Total Changes/Total
France 2,899 613 3,512 2,858 412 3,270 7%
% 9.6% 14.5% 10.2% 13.1% 12.7% 13.1%
Europe excluding France 14,836 1,874 16,710 10,375 1,291 11,666 43%
% 49.1% 44.2% 48.5% 47.6% 39.8% 46.6%
North America 7,411 433 7,844 5,173 395 5,568 41%
% 24.5% 10.2% 22.8% 23.8% 12.2% 22.3%
Asia and South America(1) 5,074 1,316 6,390 3,368 1,146 4,514 42%
% 16.8% 31.1% 18.5% 15.5% 35.3% 18.0%
Total 30,220 4,236 34,456 21,774 3,244 25,018 38%

(1) The "Asia and South America" region includes South Africa and Morocco.

7.2. Off-balance sheet commitments

7.2.1. Commitments granted / received

At December 31, 2022:

In thousands of euros Total On intangible
assets
On property,
plant and
equipment
On financial
assets and
liabilities
On other non
financial
current
assets/liabilities
Surety bonds granted(1) -77,152 - -8,300 -68,777 -75
Commitments to purchase assets (2) -38,132 -70 -38,062 - -
Other off-balance sheet commitments -106 - -31 -75 -
Total commitments given -115,390 -70 -46,393 -68,852 -75
Surety bonds received 132 - 132 - -
Total commitments received 132 - 132 - -
Total commitments – net -115,258 -70 -46,261 -68,852 -75

At December 31, 2021:

In thousands of euros Total On intangible
assets
On property,
plant and
equipment
On financial
assets and
liabilities
On other non
financial current
assets/liabilities
Surety bonds granted(3) -96,322 - -1,110 -89,208(3.bis) -6,004
Commitments to purchase assets (4) -27,609 -10 -27,599 - -
Other off-balance sheet commitments (5) -5,394 - -4,013 -1,381 -
Total commitments given -129,325 -10 -32,722 -90,589 -6,004
Other commitments received(6) 9,290 - - - 9,290
Total commitments received 9,290 - - - 9,290
Total commitments – net -120,035 -10 -32,722 -90,589 3,286

At December 31, 2022:

(1) The surety bonds granted are mainly related to:

  • €40 million bank surety bond given related to the remaining payable in respect of the acquisition of a 40% stake in EKPO Fuel Cell Technologies;
  • €14.6 million from Compagnie Plastic Omnium SE to Société Générale Frankfurt;
  • €6.7 million in bank guarantees from PO Lighting Turkey AS to Remas Reduktor;
  • €6.0 million on financial assets and liabilities of HBPO Germany GmbH to Deutsche Bank.

(2) The commitments to purchase assets are mainly related to:

  • €13.4 million from Plastic Omnium Auto Inergy (USA) LLC;
  • €5.3 million from Plastic Omnium Equipamientos Exteriores SA;
  • €4.6 million from PO Lighting Turkey AS;
  • €4.5 million from PO Lighting Mexico SA DE CV;
  • €4.0 million from PO Lighting Czech S.R.O.

At December 31, 2021:

(3) The surety bonds granted were mainly related to:

  • €11.4 million from Compagnie Plastic Omnium SE to Société Générale Frankfurt;
  • €6.0 million on financial assets and liabilities of HBPO Germany GmbH to Deutsche Bank;
  • €6.0 million in bank guarantees on non-financial current assets/liabilities of Plastic Omnium Auto Exteriors (India) Pvt Ltd to Crédit Agricole CIB.

(3.bis): this amount included the €70 million bank surety bond given in respect of the remaining payable concerning the acquisition of a 40% stake in EKPO Fuel Cell Technologies.

(4) The commitments to purchase assets were mainly related to:

  • €15.2 million from Plastic Omnium Auto Inergy (USA) LLC;
  • €6.8 million from Plastic Omnium Auto Exterieur SA;
  • €3.7 million from Plastic Omnium Equipamientos Exteriores SA.

(5) The other off-balance sheet commitments were mainly:

  • €2.1 million in credit letters for Plastic Omnium New Energies France;
  • €1.8 million in credit letters for Plastic Omnium New Energies Herentals.

(6) The surety bonds received were mainly related to:

• €9.3 million from Komercni Banka for Plastic Omnium Auto Exteriors S.R.O.

7.3. Related-party transactions

7.3.1. Compensation paid to executives and other corporate officers

Executive corporate officers are, in accordance with IAS 24 "Persons with the authority and responsibility for planning, directing and controlling the activities" of Compagnie Plastic Omnium and its subsidiaries.

Under a free share award plan, the Board of Directors' meeting on February 17, 2022 granted 95,602 shares to the executive corporate officers of Compagnie Plastic Omnium. See Note 5.2.3 "Share-based payments" on the terms of allocation.

The total amount of compensation paid to members of the Board of Directors and executive corporate officers is presented in the table below:

In thousands of euros Paid or payable by… 2022 2021
Directors' fees Paid by Compagnie Plastic Omnium 165 145
Directors' fees Paid by companies controlled by Compagnie Plastic Omnium
(excl. Compagnie Plastic Omnium) and by Burelle SA
106 84
Gross compensation Payable by the Plastic Omnium Group 4,201 3,501
Supplementary pension plans Payable by the Plastic Omnium Group(1) 601 -
Cost of stock option and share
purchase plans and free share
plans
Payable by the Plastic Omnium Group
Cost to be spread over the vesting period
Social contributions related to the new plan of the period (2)
1,070
802
268
650
393
257
Total compensation 6,143 4,380

(1) The Group made no payment in 2021 related to the supplementary pension plan.

(2) These are social contributions over the entire vesting period of each plan rights, i.e. four years. The cost over the period is €62 thousand.

7.3.2. Transactions with joint ventures and associates

7.3.2.1. Transactions presented at 100%

The items presented below relate to transactions before application of the Plastic Omnium group's share.

At December 31, 2022 :

In thousands of euros Sales Direct and
indirect costs
Royalties and
management
fees
Trade payables Other
receivables
The joint venture YFPO and its subsidiaries 2,737 -130 -11,620 8,519 517
B.P.O. AS -2,673 220
EKPO Fuel Cell Technologies 1,670 -193
Total 4,407 -2,996 -11,620 8,739 517

7.3.2.2. Transactions presented at Plastic Omnium Group share

The information presented below is related to transactions at Plastic Omnium group's share.

At December 31, 2022:

In thousands of euros %
of
interest
Dividends
approved and
paid
Dividends
approved and
payable at
closing
The joint venture YFPO and its subsidiaries 49.95% 31,327
B.P.O. AS 49.98% 1,965 979
SHB Automotive Modules (HBPO) 50.00% 4,016
Total 37,308 979

7.3.3. Transactions with Sofiparc SAS, Burelle SA and Burelle Participations SA

At December 31, 2022:

In thousands of euros Direct and
indirect
costs
Royalties
and
manageme
nt fees
Proceeds
from
disposal of
property,
plant and
equipment
including
investment
property
Other
Operating
income and
expenses
Financial
income and
expenses
Current
accounts
Deposits Trade
payables
Trade
receivables
Other receivables Other debtors
Sofiparc SAS - -5,979 - - 8 - 1,180 1,942 6 1,553 -
Burelle SA - 570 - - 8 - - - - 67 10
Burelle Participations SA - 126 - - 6 - - - 4 - -
Sofiparc Hotels - 4 - - - - - - 4 - -

At December 31, 2021:

In thousands of
euros
Direct and
indirect
costs
Royalties
and
manageme
nt fees
Proceeds
from
disposal of
property,
plant and
equipment
including
investment
property
Financial
income
and
expenses
Current accounts Deposits Trade
payables
Trade
receivabl
es
Other
receivables
Other
debtors
Sofiparc SAS - -6,311 - - - 1,126 1,570 6 1,472 -
Burelle SA 2 565 - 6 - - - 289 11 -
Burelle
Participations SA
- 120 - 5 - - - - - -

7.4. Fees paid to the Statutory Auditors

2022
In thousands of euros(1) PwC(1) EY Total
Audit services -2,221 -3,004 -5,225
of which:
Compagnie Plastic Omnium SE -465 -461 -926
Subsidiaries -1,756 -2,543 -4,299
Fees other than certification of financial statements(2) -234
-106
of which:
Compagnie Plastic Omnium SE - -10 -10
Subsidiaries -234 -96 -330
Total -2,455 -3,110 -5,565

(1) The term of office of the firm Mazars for the certification of the Plastic Omnium Group's financial statements ended with the financial statements as at December 31, 2021 and was entrusted to the firm PricewaterhouseCoopers (PwC) as of January 1, 2022.

(2) The "Fees other than certification of financial statements" are related to the review of the consolidated social, environmental and societal information provided in the management report, tax compliance audit, certificates, agreed procedures and due diligence.

2021
In thousands of euros Mazars EY Total
Audit services -2,234 -2,307 -4,541
of which:
Compagnie Plastic Omnium -436 -436 -872
Subsidiaries -1,798 -1,871 -3,669
Fees other than certification of financial statements(1) -175 -552 -727
of which:
Compagnie Plastic Omnium -159 -36 -195
Subsidiaries -16 -516 -532
Total -2,409 -2,859 -5,268

(1) The "Fees other than certification of financial statements" are related to the review of the consolidated social, environmental and societal information provided in the management report, certificates, agreed procedures and due diligence.

7.5. Consolidating entity

Burelle SA holds 60.65% of Compagnie Plastic Omnium SE after the cancellation of the treasury stock (60.01% before cancellation of treasury stock) and fully consolidates Company Plastic Omnium SE.

Burelle SA - 19 Boulevard Jules Carteret 69342 Lyon Cedex 07 - France

7.6. Subsequent events

No event likely to have a material impact on the Group's business, financial position, earnings or assets and liabilities at December 31, 2022 has occurred since the closing date.

LIST OF CONSOLIDATED COMPANIES AT DECEMBER 31, 2022

Reportable segment December 31, 2022 December 31, 2021
Legal name Industries Modules Un-
allocate
d
Method of
Consolidation
%
control
%
interest
Method of
Consolidation
%
control
%
interest
Tax
group
France
COMPAGNIE PLASTIC OMNIUM SE * Parent company Parent company 1
PLASTIC OMNIUM GESTION SNC * FC 100 100 FC 100 100 1
PLASTIC OMNIUM FINANCE SNC * FC 100 100 FC 100 100 1
SIGNALISATION FRANCE SA * FC 100 100 FC 100 100 1
INERGY AUTOMOTIVE SYSTEMS FRANCE SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM AUTO EXTERIEUR SERVICES SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM AUTO EXTERIORS SA * FC 100 100 FC 100 100 1
PLASTIC OMNIUM AUTO INERGY SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM AUTO INERGY MANAGEMENT SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM AUTO EXTERIEUR SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM COMPOSITES SA * FC 100 100 FC 100 100 1
PLASTIC OMNIUM AUTO INERGY SERVICES SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM AUTO INERGY FRANCE SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM CLEAN ENERGY SYSTEMS RESEARCH b2021 * FC 100 100 FC 100 100 1
PLASTIC OMNIUM NEW ENERGIES FRANCE SAS a2021 * FC 100 100 FC 100 100 1
PLASTIC OMNIUM MODULES SAS * FC 100 100 FC 100 100 1
PLASTIC OMNIUM MANAGEMENT 4 * FC 100 100 FC 100 100 1
PO LIGHTING SYSTEMS b2022 * FC 100 100 FC 100 100 1
PLASTIC OMNIUM SOFTWARE HOUSE b2022 * FC 100 100 FC 100 100 1
PLASTIC OMNIUM E-POWER a2022_d * FC 100 100 - - -
PLASTIC OMNIUM E-POWER FRANCE a2022_d * FC 100 100 - - -
South Africa
PLASTIC OMNIUM AUTO INERGY SOUTH AFRICA (PROPRIETARY) Ltd
YANFENG PLASTIC OMNIUM (SOUTH AFRICA) AUTOMOTIVE EXTERIOR
SYSTEMS Co. Ltd
a2022
FC
EM_Ifrs
100
49.95
100
49.95
FC
-
100
-
100
-
Germany
PLASTIC OMNIUM GmbH * FC 100 100 FC 100 100 2
PLASTIC OMNIUM AUTO COMPONENTS GmbH * FC 100 100 FC 100 100 2
PLASTIC OMNIUM AUTO INERGY GERMANY GmbH * FC 100 100 FC 100 100 2
PLASTIC OMNIUM AUTOMOTIVE EXTERIORS GmbH
EKPO FUEL CELL TECHNOLOGIES GMBH
a2021
FC
EM_Ifrs
100
40
100
40
FC
EM_Ifrs
100
40
100
40
2
HBPO BETEILIGUNGSGESELLSCHAFT GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
HBPO RASTATT GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
HBPO GERMANY GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
HBPO GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
HBPO INGOLSTADT GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
HBPO REGENSBURG GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
HBPO VAIHINGEN Enz GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
HBPO Saarland GmbH a2022_minos * FC 100 100 FC 66.67 66.67 5
PLASTIC OMNIUM E-POWER GERMANY GmbH a2022_d * FC 100 100 - - -
PLASTIC OMNIUM LIGHTING SYSTEMS GmbH a2022_d * FC 100 100 - - -
PO LIGHTING GERMANY GmbH a2022_d * FC 100 100 - - -
Argentina
PLASTIC OMNIUM AUTO INERGY ARGENTINA SA
* FC 100 100 FC 100 100
PLASTIC OMNIUM SA * FC 100 100 FC 100 100
Austria
PLASTIC OMNIUM NEW ENERGIES WELS GMBH a2021 * FC 100 100 FC 100 100
Belgium
PLASTIC OMNIUM ADVANCED INNOVATION AND RESEARCH NV * FC 100 100 FC 100 100 6
PLASTIC OMNIUM AUTO INERGY BELGIUM SA * FC 100 100 FC 100 100 6
PLASTIC OMNIUM AUTOMOTIVE BELGIUM * FC 100 100 FC 100 100
OPTIMUM CPV BVBA * FC 100 100 FC 100 100
PLASTIC OMNIUM NEW ENERGIES SA * FC 100 100 FC 100 100
PLASTIC OMNIUM NEW ENERGIES HERENTALS SA a2021 * FC 100 100 FC 100 100
Un-
Method of
%
%
Method of
%
%
Tax
Legal name
Industries
Modules
group
allocate
Consolidation
control
interest
Consolidation
control
interest
d
Brazil
PLASTIC OMNIUM AUTO INERGY DO BRASIL LTDA

FC
100
100
FC
100
100
PLASTIC OMNIUM DO BRASIL Ltda

FC
100
100
FC
100
100
a2022_d
PO LIGHTING DO BRASIL Ltda

FC
100
100
-
-
-
Canada
a2022_minos
HBPO CANADA INC.

100
100
66.67
66.67
FC
FC
China
PLASTIC OMNIUM HOLDING (SHANGHAI) Co. Ltd

FC
100
100
FC
100
100
WUHAN PLASTIC OMNIUM AUTO INERGY Co. Ltd

FC
100
100
FC
100
100
c2021
PLASTIC OMNIUM INERGY (SHANGHAI) CONSULTING Co. Ltd

-
-
-
100
100
FC
c2021
INERGY AUTOMOTIVE SYSTEMS CONSULTING (BEIJING) Co. Ltd

-
-
-
FC
100
100
BEIJING PLASTIC OMNIUM AUTO INERGY Co. Ltd

FC
60
60
FC
60
60
CHONGQING PLASTIC OMNIUM AUTO INERGY Co. Ltd

FC
100
100
FC
100
100
GUANGZHOU PLASTIC OMNIUM AUTO INERGY Co. Ltd

100
100
100
100
FC
FC
NINGBO PLASTIC OMNIUM AUTO INERGY Co. Ltd

100
100
100
100
FC
FC
SHENYANG PLASTIC OMNIUM AUTO INERGY Co. Ltd

FC
100
100
FC
100
100
YANFENG PLASTIC OMNIUM AUTOMOTIVE EXTERIOR SYSTEMS Co. Ltd

49.95
49.95
49.95
49.95
EM_Ifrs
EM_Ifrs
YANFENG PLASTIC OMNIUM (SHANGHAI TIEXI) AUTOMOTIVE EXTERIOR

49.95
49.95
49.95
49.95
EM_Ifrs
EM_Ifrs
SYSTEMS Co. Ltd
YANFENG PLASTIC OMNIUM YIZHENG AUTOMOTIVE EXTERIOR SYSTEM Co.

EM_Ifrs
49.95
49.95
EM_Ifrs
49.95
49.95
Ltd
YANFENG PLASTIC OMNIUM (SHENYANG) AUTOMOTIVE EXTERIOR SYSTEMS

49.95
49.95
49.95
49.95
EM_Ifrs
EM_Ifrs
Co. Ltd
YANFENG PLASTIC OMNIUM NINGBO AUTOMOTIVE EXTERIOR SYSTEMS Co.

EM_Ifrs
49.95
49.95
EM_Ifrs
49.95
49.95
Ltd
YANFENG PLASTIC OMNIUM WUHAN AUTOMOTIVE EXTERIOR SYSTEMS Co.

EM_Ifrs
49.95
49.95
EM_Ifrs
49.95
49.95
Ltd
YANFENG PLASTIC OMNIUM HARBIN AUTOMOTIVE EXTERIOR SYSTEMS Co.

EM_Ifrs
49.95
49.95
EM_Ifrs
49.95
49.95
Ltd
YANFENG PLASTIC OMNIUM HANGZHOU AUTO EXTERIOR SYSTEMS Co. Ltd

49.95
49.95
49.95
49.95
EM_Ifrs
EM_Ifrs
YANFENG PLASTIC OMNIUM NINGDE AUTOMOTIVE EXTERIOR SYSTEMS Co.

49.95
49.95
49.95
49.95
EM_Ifrs
EM_Ifrs
Ltd
YANKANG AUTO PARTS RUGAO Co. Ltd

EM_Ifrs
49.95
49.95
EM_Ifrs
49.95
49.95
YANFENG PLASTIC OMNIUM (DAQING) AUTOMOTIVE EXTERIOR SYSTEMS Co.

49.95
49.95
49.95
49.95
EM_Ifrs
EM_Ifrs
Ltd
CHONGQING YANFENG PLASTIC OMNIUM AUTOMOTIVE EXTERIOR FAWAY

49.95
25.47
49.95
25.47
EM_Ifrs
EM_Ifrs
Co. Ltd
GUANGZHOU ZHONGXIN YANFENG PLASTIC OMNIUM AUTOMOTIVE

EM_Ifrs
49.95
25.47
EM_Ifrs
49.95
25.47
EXTERIOR TRIM Co. Ltd
CHENGDU FAWAY YANFENG PLASTIC OMNIUM Co. Ltd

EM
24.48
24.48
EM
24.48
24.48
DONGFENG PLASTIC OMNIUM AUTOMOTIVE EXTERIOR SYSTEMS Co. Ltd

EM
24.98
24.98
EM
24.98
24.98
CHANGCHUN HUAZHONG YANFENG PLASTIC OMNIUM AUTOMOTIVE

EM_Ifrs
49.95
24.98
EM_Ifrs
49.95
24.98
EXTERIORS Co. Ltd
GUANGZHOU ZHONGXIN YANFENG PLASTIC OMNIUM AUTOMOTIVE

EM_Ifrs
49.95
25.47
EM_Ifrs
49.95
25.47
EXTERIOR SYSTEMS Co., Ltd
a2022_minos
HBPO CHINA BEIJING Co. Ltd

FC
100
100
FC
66.67
66.67
a2022_minos
HBPO Nanjin Co. Ltd

100
100
66.67
66.67
FC
FC
a2021
HBPO Shanghai Ltd

100
100
66.67
66.67
FC
FC
YANFENG PLASTIC OMNIUM (LIAONING) AUTOMOTIVE EXTERIOR SYSTEMS
a2022

EM_Ifrs
49.95
49.95
-
-
-
Co. Ltd
YANFENG PLASTIC OMNIUM (HE FEI) AUTOMOTIVE EXTERIOR SYSTEMS Co.
a2022

EM_Ifrs
49.95
49.95
-
-
-
Ltd
YANFENG PLASTIC OMNIUM (NEW DADONG) AUTOMOTIVE EXTERIOR
a2022

EM_Ifrs
49.95
49.95
-
-
-
SYSTEMS Co. Ltd
a2022
HBPO AUTO COMPONENTS (Shanghai) Ltd

FC
100
100
-
-
-
a2022_d
PLASTIC OMNIUM LIGHTING SYSTEMS (KUNSHAN) Co., Ltd

FC
100
100
-
-
-
a2022
SHANGHAI PLASTIC OMNIUM NEW ENERGIES Co., Ltd

FC
100
100
-
-
-
a2022
EKPO CHINA

EM_Ifrs
40
40
-
-
-
YANFENG PLASTIC OMNIUM (BEIJING) AUTOMOTIVE EXTERIOR SYSTEMS Co.
a2022

EM_Ifrs
49.95
49.95
-
-
-
Ltd
South Korea
PLASTIC OMNIUM Co. Ltd

FC
100
100
FC
100
100
PLASTIC OMNIUM KOREA NEW ENERGIES Co. Ltd

100
100
100
100
FC
FC
a2022_minos
SHB AUTOMOTIVE MODULES

EM_Ifrs
50
50
33.34
33.34
EM_Ifrs
a2022_minos
HBPO PYEONGTAEK Ltd
*
100
100
66.67
66.67
FC
FC
Reportable segment December 31, 2022 December 31, 2021
Reportable segment December 31, 2022 December 31, 2021
Legal name Industries Modules Un-
allocate
d
Method of
Consolidation
%
control
%
interest
Method of
Consolidation
%
control
%
interest
Tax
group
Spain
PLASTIC OMNIUM EQUIPAMIENTOS EXTERIORES SA * FC 100 100 FC 100 100 3
PLASTIC OMNIUM AUTO INERGY SPAIN SA * FC 100 100 FC 100 100 3
PLASTIC OMNIUM COMPOSITES ESPANA SA c2022 * - - - FC 100 100 3
PLASTIC OMNIUM AUTOMOTIVE ESPANA * FC 100 100 FC 100 100 3
HBPO AUTOMOTIVE SPAIN SL a2022_minos * FC 100 100 FC 66.67 66.67
United States
PLASTIC OMNIUM Inc. * FC 100 100 FC 100 100 4
PLASTIC OMNIUM INDUSTRIES Inc. * FC 100 100 FC 100 100 4
PLASTIC OMNIUM AUTO EXTERIORS LLC * FC 100 100 FC 100 100 4
PLASTIC OMNIUM AUTO INERGY (USA) LLC * FC 100 100 FC 100 100 4
HBPO NORTH AMERICA Inc. a2022_minos * FC 100 100 FC 66.67 66.67
PLASTIC OMNIUM NEW ENERGIES USA, INC a2022 * FC 100 100 - - -
PLASTIC OMNIUM E-POWER USA a2022_d * FC 100 100 - - -
PLASTIC OMNIUM LIGHTING SYSTEMS Inc a2022_d * FC 100 100 - - -
PO LIGHTING USA Inc. a2022_d * FC 100 100 - - -
Hungary
HBPO MANUFACTURING HUNGARY Kft a2022_minos * FC 100 100 FC 66.67 66.67 7
HBPO AUTOMOTIVE HUNGARIA Kft a2022_minos * FC 100 100 FC 66.67 66.67
HBPO SZEKESFEHERVAR Kft a2022_minos * FC 100 100 FC 66.67 66.67 7
HBPO PROFESSIONAL SERVICES Kft a2022 * FC 100 100 - - -
PLASTIC OMNIUM AUTO EXTERIORS HUNGARY Kft a2022 * FC 100 100 - - -
India
PLASTIC OMNIUM AUTO EXTERIORS (INDIA) PVT Ltd * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO INERGY INDIA PVT Ltd * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO INERGY MANUFACTURING INDIA PVT Ltd * FC 55 55 FC 55 55
PO LIGHTING INDIA PVT. Ltd a2022_d * FC 100 100 - - -
Indonesia
PT PLASTIC OMNIUM INDONESIA a2021 * FC 100 100 FC 100 100
Japan
PLASTIC OMNIUM KK * FC 100 100 FC 100 100
Malaysia
HICOM HBPO SDN BHD a2022_minos * FC 51 51 FC 51 34
PO AUTOMOTIVE SDN BHD MALAYSIA * FC 100 100 FC 100 100
Morocco
PLASTIC OMNIUM AUTO INERGY (MOROCCO) SARL * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO EXTERIEUR * FC 100 100 FC 100 100
PO LIGHTING MOROCCO SA a2022_d * FC 100 100 - - -
Mexico
PLASTIC OMNIUM INDUSTRIAL AUTO EXTERIORES RAMOS ARIZPE SA DE CV * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO INERGY MEXICO SA DE CV * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO EXTERIORES SA DE CV * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO INDUSTRIAL SRL DE CV * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO INERGY INDUSTRIAL SA DE CV * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO INERGY SERVICIOS SA DE CV * FC 100 100 FC 100 100
HBPO MEXICO SA DE CV a2022_minos * FC 100 100 FC 66.67 66.67
HBPO SERVICES MEXICO SA DE CV c2021 * - - - FC 66.67 66.67
HBPO MANAGEMENT SERVICES MEXICO SA DE CV c2021 * - - - FC 66.67 66.67
PO LIGHTING MEXICO SA DE CV a2022_d * FC 100 100 - - -
Reportable segment December 31, 2022 December 31, 2021
Legal name Industries Modules Un-
allocate
d
Method of
Consolidation
%
control
%
interest
Method of
Consolidation
%
control
%
interest
Tax
group
Netherlands
DSK PLASTIC OMNIUM BV * FC 51 51 FC 51 51
PLASTIC OMNIUM AUTO INERGY NETHERLANDS HOLDING BV * FC 100 100 FC 100 100
Poland
PLASTIC OMNIUM AUTO INERGY POLAND Sp Z.O.O * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO EXTERIORS Sp Z.O.O * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO Sp Z.O.O * FC 100 100 FC 100 100
PO LIGHTING POLAND Sp Z.O.O a2022_d * FC 100 100 - - -
Czech Republic
HBPO CZECH S.R.O. a2022_minos * FC 100 100 FC 66.67 66.67
PO LIGHTING CZECH S.R.O a2022_d * FC 100 100 - - -
HBPO KVASINY S.R.O a2022 * FC 100 100 - - -
Romania
PLASTIC OMNIUM AUTO INERGY ROMANIA SRL * FC 100 100 FC 100 100
PLASTIC OMNIUM LIGHTING SYSTEMS SRL a2022 * FC 100 100 - - -
United Kingdom
PLASTIC OMNIUM AUTOMOTIVE Ltd * FC 100 100 FC 100 100
HBPO UK Ltd a2022_minos * FC 100 100 FC 66.67 66.67
Russia
PLASTIC OMNIUM AUTO INERGY RUSSIA LLC * FC 100 100 FC 100 100
DSK PLASTIC OMNIUM INERGY * FC 51 51 FC 51 51
Slovakia
PLASTIC OMNIUM AUTO EXTERIORS S.R.O. * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTO INERGY SLOVAKIA S.R.O. * FC 100 100 FC 100 100
HBPO SLOVAKIA S.R.O. a2022_minos * FC 100 100 FC 66.67 66.67
Switzerland
PLASTIC OMNIUM RE AG * FC 100 100 FC 100 100
SWISS HYDROGEN * FC 100 100 FC 100 100
Thailand
PLASTIC OMNIUM AUTO INERGY THAILAND Co. Ltd * FC 100 100 FC 100 100
PLASTIC OMNIUM AUTOMOTIVE Co. Ltd * FC 100 100 FC 100 100
Turkey
B.P.O. AS * EM_Ifrs 50 49.98 EM_Ifrs 50 49.98
PO LIGHTING TURKEY AS a2022_d * FC 100 100 - - -
Consolidation method and special features:
FC: Full consolidation
EM: Companies that were already consolidated by the equity method before the application of the new
consolidation standards at January 1, 2014.
EM_Ifrs:
Companies consolidated by the equity method since the application of the new consolidation standards
at January 1, 2014
Movements for the period:
a2022: Companies acquired and/or created during fiscal year 2022
a2022_d: Companies acquired during fiscal year 2022 whose name was changed by the Group since the
acquisition
AMLS Osram: entities integrated in the Plastic Omnium Group at July 1, 2022
"AMLS Osram GmbH" became "Plastic Omnium Lighting Systems GmbH"
"AMLS Osram US" became "Plastic Omnium Lighting Systems Inc"
"AMLS Osram China" became "Plastic Omnium Lighting Systems (Kunshan) Co., Ltd"
Actia Power: entities integrated in the Plastic Omnium Group at August 1, 2022
"Actia Power Holding" became "Plastic Omnium e-Power"
"Actia Power France" became "Plastic Omnium e-Power France"
"Actia Power Germany" became "Plastic Omnium e-Power Germany GmbH"
"Actia Power US" became "Plastic Omnium e-Power USA"
VLS – Varroc Lighting Systems : entities integrated in the Plastic Omnium Group at October 6, 2022
"Varroc Lighting Systems SA Morocco" became "PO Lighting Morocco SA"
"Varroc Lighting Systems CZ" became "PO Lighting Czech S.R.O"
"Varroc Lighting Systems Poland" became "PO Lighting Poland Sp Z.O.O"
"Varroc Lighting Systems Turkey" became "PO Lighting Turkey AS"
"Varroc Lighting Systems Mexico" became "PO Lighting Mexico SA de CV"
"Varroc do Brazil" became "PO Lighting do Brasil Ltda"
"Varroc India SPV" became "PO Lighting India Pvt. Ltd"
"Varroc Lighting Systems USA" became "PO Lighting USA Inc."
"Varroc Lighting Systems Germany GmbH" became "PO Lighting Germany GmbH"
a2022_minos : Acquisition by the Group on December 12, 2022 of the final third of HBPO held by Hella
b2022 Companies whose name was changed during fiscal year 2022
a2021: Companies acquired and/or created during fiscal year 2021
  • b2021 Companies whose name was changed during fiscal year 2021
  • c2021: Companies sold and/or merged during fiscal year 2021

Tax group

1 France Plastic Omnium tax group
2 Germany Plastic Omnium GmbH tax group
3 Spain Plastic Omnium tax group
4 United States Plastic Omnium tax group
5 Germany HBPO tax group
6 Belgium Plastic Omnium tax group
7 Hungary HBPO tax group

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