Gimv NV — Interim / Quarterly Report 2011

Nov 17, 2011

Antwerp / 17 November 2011 / 07.00 CET

Negative valuation impact from financial market turbulence outweighs positive realised result

Strong financing base put to advantage with focus on ambitious growth files

Net asset value falls 7% to EUR 41.44 per share

The results for the first half of the 2011-2012 financial year cover the period from 1 April 2011 to 30 September 2011.

Key elements (limited consolidation)

Results

• Net result (group"s share): EUR -74.3 million (EUR -3.21 per share)
• Net realised capital gains: EUR 49.9 million
• Net unrealised capital losses: EUR -123.8 million, reflecting the fall in stock markets and the ensuing change in multiples

Equity

Equity value (group"s share): EUR 960.3 million (EUR 41.44 per share)

Dividend

Gimv is seeking to maintain its long-term dividend policy also in the present difficult market cirumstances

Balance sheet

• Balance sheet total: EUR 1 017.4 million
• Net cash position: EUR 222.3 million
• Financial assets: EUR 759.2 million

Investments

• Total investments (on balance sheet): EUR 79.2 million. Additional investments by Gimv-managed funds: EUR 55.3 million. Total investments (on balance sheet & via co-investment funds): EUR 134.5 million.
• 44% (EUR 35.0 million) in Buyouts & Growth, 35% (EUR 28.0 million) in Venture Capital and 20% (EUR 16.2 million) in the co-investment funds.
• 27% (EUR 21.2 million) in Belgium, 13% (EUR 9.9 million) in the Netherlands, 22% (EUR 17.4 million) in France, 10% (EUR 8.1 million) in Germany, 15% (EUR 11.9 million) in the rest of Europe, 5% (EUR 3.8 million) in the USA and 9% (EUR 6.8 million) elsewhere.
• 27% (EUR 21.1 million) in 6 new direct investments, 21% (EUR 16.7 million) in direct follow-up investments, 20% (EUR 16.2 million) via co-investment funds and 32% (EUR 25.1 million) in third party funds.
• Main investments: ActivePath, Ebuzzing, ExpertPhoto, Multiplicom, PinguinLutosa, Studiekring and Ubidyne.

Divestments

• Total divestment revenues: EUR 133.6 million. Additional revenue from divestments by Gimv-managed funds: EUR 26.5 million. Total divestments (on balance sheet & via co-investment funds): EUR 160.1 million.
• 87% (EUR 115.7 million) in Buyouts & Growth, 9% (EUR 11.9 million) in Venture Capital and 4% (EUR 6.0 million) in the co-investment funds.
• 82% (EUR 109.1 million) in Belgium, 2% (EUR 2.2 million) in the Netherlands, 6% (EUR 7.8 million) in France, 4% (EUR 5.4 million) in Germany, 2% (EUR 2.7 million) in the rest of Europe and 5% (EUR 6.4 million) in the USA.
• 1% (EUR 1.0 million) of loans, 90% (EUR 120.8 million) of unlisted shareholdings, 3% (EUR 4.1 million) of listed shareholdings and 6% (EUR 7.7 million) of third-party funds.
• Divestment revenues: 61.1% above equity carrying value at 31 March 2011, and at a multiple of 2.8x original acquisition value.
• Main divestments: ADA Cosmetics, Innate Pharma, Plexxikon (post-exit payment) and Scana Noliko.

Commentary

Managing Director Koen Dejonckheere on the first half results: "The eurocrisis and the ensuing financial market turbulence have left their mark on the valuation of our portfolio, even though our shareholdings continue to post solid performances. We were also able once again to sell a number of shareholdings at attractive conditions, leaving our investment capacity intact."

"The present economic uncertainty and continuing high financial market volatility are making IPOs still pretty much impossible, while the M&A market remains difficult. In addition, the slowdown in global growth is leading us to be cautious and remain selective in our investment decisions, with a clear preference for ambitious growth situations," he continues.

"Gimv has over the years built up a valuable platform", says chairman Urbain Vandeurzen. "The world in which our portfolio companies operate is, however, becoming ever more complex and global. This requires Gimv to be continuously adapting its model and a number of strategic priorities will be further developed. First of all we shall be focusing even more than before on value creation. We shall not only be looking for companies that are able and ready to make a difference, we shall also be accompanying the strategic choices they take on their growth path. A second important item of attention is internationalisation. We see many chances for our shareholdings to continue to develop, both in our existing home markets and in the world's burgeoning growth markets. As partners to these ambitious companies we want to encourage them in seizing these opportunities and to actively support them in their further internationalisation. Finally we need to have the courage to think about scaling up. This we can do by further extending our international reach, by entering into partnerships and by extending the volume of financial resources managed by Gimv.

Explanation of the figures (limited consolidation)¹

Negative valuation impact on results because of the financial crisis

For the first six months of FY 2011-2012, Gimv reports a net loss (group's share) of EUR -74.3 million compared with a net profit of EUR 56.8 million during the first half of FY 2010- 2011. This loss is occasioned by the unrealised capital losses on the portfolio following the fall in stock market prices and the ensuing changes in multiples. Since the application of IFRS, Gimv"s result has been mainly based on the evolution in the value of the portfolio, with the group recording both realised and unrealised value fluctuations in its accounts. As a result any fall in valuation – even if unrealised – gives rise to an accounting loss on the portfolio.

¹ All income statement-related figures are compared with the figures for the first half of the 2010-2011 financial year. Balance-sheet related figures are compared with the situation at 31 March 2011.

Realised net capital gains in the first half of FY 2011-2012 amount to EUR 49.9 million (EUR 29.0 million in the first half of FY 2010-2011). These come mainly (EUR 44.4 million) from the Buyouts & Growth activities. Another EUR 5.5 million come from Venture Capital and EUR 0.1 million from the co-investment funds.

Unrealised capital losses total EUR -123.8 million (vs. EUR 31.3 million of unrealised capital gains in the first half of FY 2010-2011), coming mainly from the Buyouts & Growth activities (EUR -88.3 million). Added to this is a negative contribution of EUR -32.2 million from the Venture Capital activities and EUR -3.3 million from the co-investment funds.

The unrealised capital losses reflect the evolution of the market and are a direct consequence of the application of the prevailing international valuation rules. These unrealised capital losses are explained primarily by: (i) the lowering of the multiples applied to unlisted companies (EUR -76.1 million), (ii) the lower market prices of the listed shareholdings (EUR -47.4 million), (iii) capital rounds at lower valuations in a number of venture capital shareholdings (EUR -6.4 million EUR), (iv) lower valuations of third party funds (EUR -5.6 million) and a number of smaller valuation adjustments (with a combined value of EUR -4.8 million). These negative effects are partly offset by a number of positive elements: (vi) the improved results of a number of shareholdings (EUR 5.5 million), (vii) the fall in shareholdings' net financial debt (EUR 4.4 million), (viii) exchange rate evolutions positively affecting the portfolio (EUR 4.2 million) and (ix) the initial revaluation of a number of shareholdings (EUR 2.4 million).

The other operating result² for the first half of FY 2011-2012 came to EUR -1.9 million, compared with EUR 0.2 million for the corresponding period in FY 2010-2011. On the one hand there were on the income side higher dividends and interest on the portfolio (EUR 15.2 million vs. EUR 10.2 million) and lower management fees and turnover (EUR 7.9 million versus EUR 9.8 million). On the other hand there were on the expense side costs of services and other goods, personnel costs and depreciations (EUR -15.7 million vs. EUR -18.5 million) and the much more negative other operating result (EUR -9.3 million versus EUR -1.3 million) as a result of the provision for representations and warrantees on certain divestments.

The financial result for the first six months is EUR 2.2 million positive compared with EUR 2.4 million for the six months to 30 September 2010. The main reason for this lower financial result is the lower average cash position over the past half year.

In this way, after deducting taxes (EUR 0.7 million) and minority interests (EUR -0.1 million), Gimv realised for the first half of FY 2011-2012 a net loss (group share) of EUR -74.3 million.

Investments illustrate solid activity level

In the first half of FY 2011-2012, Gimv invested a total of EUR 79.2 million. A further EUR 55.3 million was invested by funds managed by Gimv. Gimv invested EUR 35.0 million in

² Dividends received, interest, management fees, turnover and other operating income, after deducting services and other goods, personnel costs, amortisation of intangible fixed assets, depreciation of land, buildings and equipment, and other operating expenses.

Buyouts & Growth (4.3 in Belgium, 6.0 in Germany, 6.4 in France, 6.5 in the Netherlands and 11.8 elsewhere), EUR 28.0 million in Venture Capital and EUR 16.2 million as Gimv's share in the co-investment funds. EUR 21.2 million (27%) of the total investment amount went to Belgium and EUR 47.4 million (60%) to the rest of Europe. The remaining EUR 10.6 million (13%) was invested principally in Israel and in the United States.

The principal investments by Buyouts & Growth in the first half year were in Expert Photo, PinguinLutosa and Studiekring, as well as payments on existing commitments to various third party funds. Investments by Venture Capital in this period included ActivePath, Ebuzzing, Multiplicom and Ubidyne. Total direct investments amounted to EUR 37.8 million, of which EUR 21.1 million (27%) of new investments and EUR 16.7 million (21%) of follow-up investments. Another EUR 16.2 million (20%) were invested as Gimv's share in the co-investment funds. 32% of the total investments (EUR 25.1 million) went to third party funds, in most cases following Gimv"s strategy of initially developing new activities and regions in conjunction with partners.

Investments		1H2011-2012		1H2010-2011
	EUR mio	%	EUR mio	%
Buyouts & Growth	35,0	44%	35,0	43%
Belgium	4,3	5%	13,5	17%
Netherlands	6,5	8%	0,0	0%
Germany	6,0	8%	0,7	1%
France	6,4	8%	11,6	14%
Other	11,8	15%	9,2	11%
Venture Capital	28,0	35%	39,0	48%
Co-investment funds	16,2	20%	7,7	9%
(Gimv-XL, DG Infra+/Yield, Gimv-Agri+)
Total investments	79,2	100%	81,7	100%

Investments		1H2011-2012		1H2010-2011
	EUR mio	%	EUR mio	%
Belgium	21,2	27%	22,5	28%
Netherlands	9,9	13%	6,8	8%
Germany	8,1	10%	1,7	2%
France	17,4	22%	32,5	40%
Other European countries	11,9	15%	12,0	15%
United States	3,8	5%	5,4	7%
RoW	6,8	9%	0,6	1%
Total investments	79,1	100%	81,7	100%

Investments	1H2011-2012		1H2010-2011
	EUR mio %		EUR mio	%
Direct Investments	37,8	48%	63,8	78%
New investments	21,1	27%	24,4	30%
Follow-on investments	16,7	21%	39,4	48%
Co-investments funds	16,2	20%	0,0	0%
Third party funds	25,1	32%	17,9	22%
Total investments	79,1	100%	81,7	100%

Divestments produce substantial realised capital gains

In the first half of FY 2011-2012, Gimv sold its shareholdings in, among others, Innate Pharma and Scana Noliko. It also received a post-divestment payment in respect of its sale of Plexxikon. In all Gimv sold shareholdings totaling EUR 133.6 million. 87% (EUR 115.7 million) of these divestments were in Buyouts & Growth, 9% (EUR 25.2 million) in Venture Capital and 4% (EUR 6.0 million) came from the co-investment funds. On top of this came another EUR 26.5 million of divestments by the co-investment funds (third party share).

On 31 March 2011 these divestments were carried at a total value of EUR 82.9 million. This means that these sold shareholdings produced 61.1% (EUR 50.7 million) more than their carrying value at 31 March 2011 (valued at fair value in the limited consolidation) and 182.1% (EUR 86.2 million) above their original acquisition value of EUR 47.4 million, or 2.8x acquisition value.

Divestments	1H2011-2012		1H2010-2011
	EUR mio	%	EUR mio	%
Buyouts & Growth	115,7	87%	30,4	55%
Belgium	110,9	83%	13,5	24%
Netherlands	2,2	2%	12,4	22%
Germany	0,0	0%	0,0	0%
France	0,0	0%	0,0	0%
Other	2,6	2%	4,5	8%
Venture Capital	11,9	9%	25,2	45%
Co-investment funds	6,0	4%	0,0	0%
(Gimv-XL, DG Infra+/Yield, Gimv-Agri+)
Total divestments	133,6	100%	55,5	100%

Divestments	1H2011-2012		1H2010-2011
	EUR mio	%	EUR mio	%
Belgium	109,1	82%	18,6	34%
Netherlands	2,2	2%	12,4	22%
Germany	5,4	4%	16,6	30%
France	7,8	6%	1,2	2%
Other European countries	2,7	2%	6,2	11%
United States	6,4	5%	0,4	1%
RoW	0,0	0%	0,2	0%
Total divestments	133,6	100%	55,5	100%
Divestments	1H2011-2012		1H2010-2011
	EUR mio	%	EUR mio	%
Listed shareholdings	4,1	3%	6,6	12%
Unlisted shareholdings	120,8	90%	38,0	68%
Third party funds	7,7	6%	7,4	13%
Loans	1,0	1%	3,6	6%
Total divestments	133,6	100%	55,5	100%

Portfolio undergoes negative valuation impact

The balance sheet total amounts at 30 September 2011 to EUR 1,017.4 million. The portfolio is valued at EUR 759.2 million compared with EUR 883.8 million at 31 March 2011.

Financial assets can be broken down as follows: 52% (EUR 396.7 million) in Buyouts & Growth, 35% (EUR 268.3 million) in Venture Capital and 12% (EUR 94.2 million) as Gimv's share in the coinvestment funds.

42% (EUR 315.5 million) of the value of the portfolio is located in Belgium, 21% (EUR 155.7 million) in France, 8% (EUR 59.6 million) in the Netherlands, 8% (EUR 59.4 million) in Germany, 12% (EUR 89.6 million) in other European countries, 8% (EUR 58.6 million) in the United States and 3% (EUR 20.8 million) elsewhere.

On 30 September 2011 the unlisted shareholdings and loans formed 90% of the portfolio: 24% of this amount (EUR 185.4 million) is valued on the basis of multiples, 11% (EUR 84.8 million) at investment cost, 9% (EUR 69.3 million) based on the price established in the most recent financing rounds, 25% (EUR 192.2 million) based on the net asset value of the underlying private-equity funds and 2% (EUR 11.7 million) based on other valuation methods (including exit price). Another 18% (EUR 137.2 million) consists of loans. The balance of the portfolio (10% or EUR 78.6 million) consists of listed shareholdings.

Portfolio	30/09/2011		31/03/2011
	EUR mio	%	EUR mio	%
Buyouts & Growth	396,7	52%	522,5	59%
België	216,0	28%	348,7	39%
Nederland	30,2	4%	34,2	4%
Duitsland	34,0	4%	34,2	4%
Frankrijk	60,6	8%	56,4	6%
Other	55,9	7%	49,0	6%
Venture Capital	268,3	35%	279,9	32%
Co-investment funds (Gimv-XL en DG Infra+/Yield, Gimv Agri+)	94,2	12%	81,3	9%
Total portfolio	759,2	100%	883,8	100%
Portfolio		30/09/2011		31/03/2011
	EUR mio	%	EUR mio	%
Europe	679,8	90%	816,9	92%
Belgium	315,5	42%	456,7	52%
France	155,7	21%	149,4	17%
Germany	59,4	8%	58,9	7%
Netherlands	59,6	8%	57,9	7%
Other European countries	89,6	12%	94,0	11%
United States	58,6	8%	53,3	6%
RoW	20,8	3%	13,6	2%
Total portfolio	759,2	100%	883,8	100%
Portfolio		30/09/2011		31/03/2011
	EUR mio	%	EUR mio	%
Listed shareholdings	78,6	10%	121,8	14%
Unlisted shareholdings	543,4	72%	621,0	70%
Valuation on the basis of multiples	185,4	24%	290,2	33%
Valuation at investment cost	84,8	11%	67,4	8%
Valuation based on the price established in the most recent financing round	69,3	9%	62,1	7%
Valuation based on the net asset value of the underlying private-equity funds	192,2	25%	180,3	20%
Valuation based on other methods (including sales value)	11,7	2%	21,0	2%
Loans	137,2	18%	140,9	16%
Total portfolio	759,2	100%	883,8	100%

Net cash position rises to EUR 222.3 million despite dividend payment

Gimv's net cash position at 30 September 2010 amounts to 222.3 million compared with 185.8 million at 31 March 2011. This increase, despite the payment of the final dividend in respect of FY 2010-2011 (EUR 56.8 million), is explained by the fact that divestments (EUR 133.6 million) ran higher than investments (EUR 79.2 million). Of the total cash position of EUR 222.3 million, 4% (EUR 8.7 million) is valued on a mark-to-market basis and 100% carries a capital guarantee.

100% of these cash resources - distributed over 9 different banking institutions – mature within 18 months, and can be made liquid at short notice and without cost. On top of this Gimv has EUR 135 million of confirmed credit lines, which have not been used to date.

Equity of EUR 960.3 million or EUR 41.44 per share.

Equity (group's share) (= net asset value) amounted at 30 September 2011 (after dividend payment) to EUR 960.3 million (EUR 41.44 per share), compared with EUR 1,091.4 million (EUR 47.09 per share) at 31 March 2011 (prior to dividend payment of EUR 2.45 per share). The reduction in equity during the first half of FY 2011-2012, corrected by the dividend payment of EUR 56.8 million during this period, represents a negative return on equity during the first half of -6.8%.

Dividend policy

Gimv is seeking to maintain its long-term dividend policy also in the present difficult market circumstances.

Main events since 30 September 2011 and prospects

• In early October, Gimv acquired a majority interest in Trustteam, a Belgian ICT company offering total infrastructure, software, security and communication solutions to SMEs.
• Also in October, Gimv and the Irish company Monaghan Mushrooms together purchased Dutch mushroom compost producer Walkro.
• Gimv sold its shareholding in De Groot Fresh Group, an international fruit and vegetable import, distribution and export company, back to the De Groot family, to successfully complete a family succession process.
• Earlier this month, Gimv also sold most of its minority shareholding in Tinubu Square, which offers credit management solutions, to the French sovereign wealth fund Fonds Stratégique d'Investissements (FSI). The remaining shareholding is part of an agreement between Gimv and Tinubu Square"s management whereby either party can sell/buy its remaining shareholding to the other within the next 30 months.
• We have confidence in the present diversified portfolio, which has demonstrated its solidity and potential in the difficult market circumstances of recent months. The performance of our portfolio companies and the future value development of our portfolio is, however, dependent on a number of external factors, such as:

(i) the stability and liquidity of the financial system, both the international financial markets and the availability of financing for mid-market investment projects;

• (ii) the international economic climate;
• (iii) the market receptivity to new IPOs and to M&A transactions;
• (iv) the economic actors.

Note to the consolidated figures

The above figures for the first half of FY 2011-2012 follow the "limited consolidation" method. This gives a realistic view of Gimv"s performance as a company. Since FY 2005 Gimv has prepared its consolidated annual accounts in accordance with the "International Financial Reporting Standards" (IFRS) as approved by the European Union.

A consequence of IFRS is that a number of companies in the investment portfolio over which the group is deemed to exercise control in accordance with IAS 27 (scope of consolidation) have to be fully consolidated in the "statutory consolidation". This has a major effect on the presentation of the balance sheet and income statement as these now include elements like sales, operating profit, personnel costs, inventories, receivables etc. from a number of companies in the investment portfolio. Given that these investments have been made expressly with a view to creating capital gains and generating income, we believe that the consolidation of enterprises included in the investment portfolio is not a relevant yardstick for measuring the group"s performance and can even be potentially misleading. Gimv has therefore decided to produce two separate types of consolidated financial statements. These are the "statutory" consolidation, in which all IFRS rules are complied with including IAS 27 (scope of consolidation) and a "limited" consolidation in which all companies belonging to the investment portfolio are included at fair value.

The commentary on Gimv"s results for the first half of FY 2011-2012 given below is based on the statutory consolidation.

Reconciliation of the limited and statutory consolidations

The main difference between the limited and the statutory consolidations lies in the fact that the statutory consolidation fully consolidates a number of companies as opposed to showing them at fair value, as in the limited consolidation.

For the first half of fiscal year 2010-2011 these were De Groot International Investments, Grandeco Wallfashion Group, HVEG Investments, Interbrush, Numac Investments, Operator Groep Delft (OGD), OTN Systems, Scana Noliko, VCST and Verlihold. In the first half of FY 2011-2012 the shareholding in Scana Noliko was sold to PinguinLutosa, as a result of which this shareholding was not longer included in equity at the end of the period.

Connection between equity	30/09/2011	30/09/2010
(attribuable to shareholders of the parent company)
Limited consolidation	960.300	1.014.571
Inclusion of De Groot International Investments	7.000	7.440
Inclusion of Grandeco Wallfashion Group	17.454	13.432
Inclusion of HVEG (Fashion Linq)	11.583	22.437
Inclusion of Numac Investments	-6.433	-3.866
Inclusion of OGD	-130	-1.978
Inclusion of OTN Systems	-1.745	-4.197
Inclusion of Interbrush	4.253	11.644
Inclusion of Scana Noliko	-	-11.771
Inclusion of Verlihold	35.043	16.456
Inclusion of VCST	-3.397	-11.678
Impairment on the goodwill of consolidated companies	-105.084	-105.084
Legal consolidation	918.845	947.407

Connection between the result	30/09/2011	30/09/2010
(attribuable to shareholders of the parent company)
Limited consolidation	-74.285	56.804
Inclusion of De Groot International Investments	-127	-622
Inclusion of Grandeco Wallfashion Group	8.137	2.064
Inclusion of HVEG (Fashion Linq)	-893	-89
Inclusion of Numac Investments	1.474	-261
Inclusion of OGD	2.984	-1.140
Inclusion of OTN Systems	1.773	-994
Inclusion of Interbrush	2.915	-3
Inclusion of Scana Noliko	14.224	10.669
Inclusion of Verlihold	9.436	4.931
Inclusion of VCST	5.726	-11.024
Legal consolidation	-28.637	60.333

Explanation of the figures (statutory consolidation)³

Income statement

The net loss of Gimv (group share) for the first half of FY 2011-2012 amounts to EUR -28.6 million, compared with a net profit of EUR 60.3 million for the first half of FY 2010-2011.

Under IFRS, Gimv"s profit is based largely on the evolution in the value of the portfolio, including both realised and unrealised value movements. Added to this is the profit of the companies included in the statutory consolidation, after deconsolidating any divestments.

In the first half of 2011-2012, realised and unrealised value movements of EUR -33.9 million were recorded. The difference with the EUR -73.9 million in the limited consolidation can be explained mainly by the elimination of the unrealised value movements of the companies that are included in the statutory consolidation.

"Other operating result" amounts to EUR 18.9 million. This figure conceals, however, major differences in its composition compared with the EUR -1.9 million operating result shown in the limited consolidation.

The fact is that by including the above-mentioned companies in the statutory consolidation, Gimv is at once confronted with considerably higher figures for turnover, personnel costs, depreciation of property, plant and equipment and other operating costs compared with the figures recorded in the limited consolidation.

Together with the financial result of EUR -8.1 million, and after deduction of taxes (EUR -1.5 million) and minority interests (EUR -4.0 million), Gimv in this way realised a net loss (group share) of EUR -28.6 million in the first half of FY 2011-2012.

Balance sheet

Assets

Non-current assets

Non-current assets in the statutory consolidation fell to EUR 968.0 million from EUR 1,050.8 million at 31 March 2011. Goodwill and other intangible assets remained near-stable at EUR 150.7 million (EUR -4.6 million). With the change in consolidation scope following the sale of Scana Noliko, the property, plant and equipment item fell sharply to EUR 103.1 million (EUR -42.5 million). Financial assets at fair value through P&L and loans to companies in the investment portfolio fell by

3 All income statement-related figures are compared with the figures for the first half of the 2010-2011 financial year. Balance-sheet related figures are compared with the situation at 31 March 2011.

EUR -34.7 million to EUR 710.6 million, mainly because of the unrealised value reductions on the unconsolidated shareholdings consequent on the mark-to-market valuation of the portfolio. The EUR 48.7 million difference between the financial assets in the statutory and the limited consolidations corresponds to the fair value of the shareholdings that are consolidated in the statutory consolidation.

Current assets

During the first half of FY 2011-2012, current assets fell by EUR -98.8 million to EUR 487.9 million. The EUR 73.5 million of inventories shown in the balance sheet come entirely from the buyouts consolidated in the statutory consolidation. This figure has fallen sharply since the previous financial year end with the exit of Scana Noliko and destocking at the consolidated companies. Trade receivables have also fallen sharply to EUR 143.0 million (EUR -60.5 million). These trade receivables are to be found mainly in the buyout shareholdings in the statutory consolidation. This explains the significant difference with the amount of the trade receivables in the limited consolidation (EUR 22.5 million).

Despite the dividend payment, liquid assets increased slightly from EUR 245.8 million at end-March 2011 to EUR 265.9 million at end-September 2011. The latter movement is due to the fact that divestments exceeded investments.

Liabilities

Equity

Equity (group share) fell from EUR 1,006.2 million to EUR 918.9 million. This amount consists both of the equity of the limited consolidation (EUR 960.3 million) and of the reserves of the companies in the statutory consolidation after eliminating any revaluations of these shareholdings in the limited consolidation of the Gimv Group, amounting to EUR 41.5 million net.

Liabilities

Total liabilities fell by almost one fifth to EUR 473.8 million (EUR -97.6 million).

Non-current liabilities fell by 9% to EUR 296.6 million (EUR 326.2 million at 31 March 2011), mainly as a result of the reduction in financial liabilities (EUR -28.9 million). The non-current financial liabilities figure stands in sharp contrast to the total absence of non-current financial liabilities in the limited consolidation. This reflects the presence of buyout debts in the purchasing holdings included in the statutory consolidation. It should, however, be emphasised that these debts are not debts of Gimv NV. Gimv"s risk is therefore limited to its investment in the various shareholdings.

Current liabilities fell sharply to EUR 177.3 million (EUR -68.0 million). This is explained mainly by a EUR -30.5 million reduction in short-term financial liabilities and a EUR -40.2 million decrease in trade and other payables. Here too, short-term financial liabilities stand in sharp contrast to the total

absence of current financial liabilities in the limited consolidation, for the same reasons as given above.

Financial calendar

• Business update third quarter FY 2011-2011 (for the period 01.10.2011-31.12.2011) 23 February2012
• Announcement of FY 2011-2012 results (01.04.2011-31.03.2012) 22 May 2012
• General shareholders' meeting in respect of FY 2011-2011 27 June 2012
• Business update first quarter FY 2012-2013 (01.04.2012-30.06.2011) end-July 2012
• Announcement of first half FY 2012-2013 results (01.04.2012-30.09.2012) 22 November 2012

Statement by senior management in accordance with the Royal Decree of 14 November 2007

Pursuant to article 13 § 2,3 of the Royal Decree of 14 November 2007, CEO Koen Dejonckheere and CFO Marc Vercruysse declare, on behalf of and for the account of Gimv that, as far as is known to them,

a) the half-yearly financial statements at 30 September 2011 have been drawn up in accordance with IFRS and with IAS 34 "Interim Financial Reporting" as adopted by the European Union, and that these give a true and fair view of the equity, financial situation and results of Gimv and the companies included in the consolidation.

b) the half-yearly report gives a true and fair view of the main events of the first half-year and their impact on the financial statements, the main risk factors and uncertainties for the remaining months of the financial year, as well as the principal transactions with associated parties and their possible impact on the condensed financial statements.

Report of the statutory auditor on the review of the interim statutory and limited consolidation of Gimv NV as of 30 september 2011 and for the six months then ended

Introduction

We have reviewed the accompanying interim statutory and limited consolidation of Gimv NV (the "Company") as at 30 September 2011 for the six-month period then ended. Management is responsible for the preparation and presentation of the interim statutory and limited consolidation in accordance with International Financial Reporting Standard IAS 34 Interim Financial Reporting ("IAS 34") as adopted for use in the European Union. Our responsibility is to express a conclusion on the interim statutory and limited consolidation based on our review.

Scope of Review

We conducted our review ("revue limitée/beperkt nazicht" as defined by the "Institut des Reviseurs d"Entreprises/Instituut der Bedrijfsrevisoren") in accordance with the recommendation of the "Institut des Reviseurs d"Entreprises/Instituut der Bedrijfsrevisoren" applicable to review engagements. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the auditing standards of the "Institut des Reviseurs d"Entreprises/Instituut der Bedrijfsrevisoren" and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim statutory and limited consolidation is not prepared, in all material respects, in accordance with IAS 34 as adopted for use in the European Union.

Antwerp, 16 November 2011

Ernst & Young Reviseurs d"Entreprises SCC Statutory auditor represented by Jan De Luyck Partner

For further information, please contact:

Mr Frank De Leenheer – Investor Relations & Corp. Communications Manager Gimv T +32 3 290 22 18 – frank.deleenheer@gimv.com

Mr Marc Vercruysse – Chief Financial Officer Gimv T +32 3 290 22 10 – marc.vercruysse@gimv.com

Gimv is a European investment company with 30 years' experience in private equity and venture capital. The company is listed on NYSE Euronext Brussels and currently manages around EUR 1.8 billion of assets (including third parties' funds).

Gimv invests in buyouts and provides growth financing to established companies. Gimv also provides venture capital to companies operating in the Life Sciences, Technology and Cleantech industries. For this Gimv can also call on local teams in Belgium, the Netherlands, France and Germany, as well as an extended international network of experts.

Gimv approaches specific activities or certain countries through specialised funds, at times in collaboration with experienced partners. Examples of this are Gimv-XL, Gimv-Agri+, DG Infra+ and DG Infra Yield.

More information on Gimv can be found at www.gimv.com.

Annexes:

1. Gimv Group – Consolidated balance sheet at 30 September 2011 (Limited and statutory consolidations)

2. Gimv Group – Consolidated income statement for the 6 months to 30 September 2011 (Limited and statutory consolidations)

3. Gimv Group – Consolidated statement of changes in equity at 30 September 2011 (Statutory consolidation)

4. Gimv Group – Consolidated cash flow statement for the 6 months to 30 September 2011 (Statutory consolidation)

Annex 1: Gimv Group – Consolidated balance sheet at 30 September 2011 (Limited and statutory consolidations)

	Limited consolidation		Statutory consolidation
GIMV GROUP - Consolidated balance sheet (in EUR 000)	30/09/2011	31/03/2011	30/09/2011	31/03/2011
ASSETS
I. NON -CURRENT ASSETS	768.988	893.669	968.002	1.050.808
1. Goodwill and other intangible assets	100	121	150.662	155.272
2. Property, plant and equipment	9.556	9.650	103.080	145.546
3. Participation in non-consolidated subsidiaries	-	-	-	-
4. Investments in associates	-	-	-	-
5. Participations in joint ventures	-	-	-	-
6. Financial assets at fair value through P&L	616.632	737.549	568.670	618.771
7. Loans to portfolio companies	142.603	146.236	141.907	126.548
8. Other financial assets	95	113	1.048	980
9. Deferred taxes	-	-	2.635	3.691
10. Pension assets	-	-	-	-
11. Other non-current assets	-	-	-	-
II. CURRENT ASSETS	248.400	245.956	487.880	586.726
12. Inventories	-	-	73.521	128.924
13. Current income tax receivables	-	-	-	-
14. Trade and other receivables	22.466	56.118	142.957	203.441
15. Loans to portfolio companies	152	152	152	152
16. Cash and cash equivalents	213.721	176.228	257.272	236.136
17. Marketable securities and other instruments	8.610	9.613	8.610	9.613
18. Other current assets	3.451	3.844	5.368	8.460
TOTAL ASSETS	1.017.388	1.139.625	1.455.881	1.637.534

	Limited consolidation		Statutory consolidation
GIMV GROUP - Consolidated balance sheet (in EUR 000)	30/09/2011	31/03/2011	30/09/2011	31/03/2011
LIABILITIES
I. EQUITY	983.094	1.111.983	982.040	1.066.061
A. Equity attributable to equity holders of the parent	960.300	1.091.433	918.845	1.006.172
1. Issued capital	220.000	220.000	220.000	220.000
2. Share premium account	1	1	1	1
3. Retained earnings	740.299	871.432	698.358	786.082
Of which net unrealised gains (losses) on fin. assets at fair value through P&L
4. Translation differences	-	-	486	90
B. Non-controlling interest	22.795	20.551	63.195	59.889
II. LIABILITIES	34.294	27.641	473.840	571.472
A. Non-current liabilities	19.528	12.131	296.564	326.199
5. Pension liabilities	-	702	5.408	6.520
6. Provisions	19.528	11.429	32.527	23.437
7. Deferred tax liabilities	-	-	3.026	10.284
8. Financial liabilities	-	-	242.932	271.797
9. Other liabilities	-	-	12.671	14.161
B. Current liabilities	14.766	15.510	177.276	245.274
10. Financial liabilities	-	-	52.813	83.294
11. Trade and other payables	9.038	12.102	92.481	132.725
12. Income tax payables	284	481	7.753	7.265
13. Other liabilities	5.444	2.927	24.229	21.990
TOTAL EQUITY AND LIABILITIES	1.017.388	1.139.625	1.455.881	1.637.534

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Annex 2: Gimv Group – Consolidated income statement for the 6 months to

30 September 2011 (Limited and statutory consolidations)

		Limited consolidation	Statutory consolidation
GIMV GROUP - Consolidated income statement (in EUR 000)	30/09/2011	30/09/2010	30/09/2011	30/09/2010
1. Operating income	108.222	136.777	546.294	618.556
1.1. Dividend income	5.712	1.767	5.712	1.770
1.2. Interest income	9.482	8.415	9.482	8.415
1.3. Gain on disposal of investments	53.044	30.850	67.268	30.894
1.4. Unrealised gains on financial assets at fair value trough P&L	31.812	85.068	31.812	85.068
1.5. Management fees	5.901	5.507	5.901	5.507
1.6. Turnover	1.951	4.301	414.942	471.017
1.7. Other operating income	320	870	11.177	15.885
2. Operating expenses (-)	-184.045	-76.362	-561.367	-535.666
2.1. Realised losses on disposal of investments	-3.120	-1.861	-3.120	-1.861
2.2. Unrealised losses on financial assets at fair value through P&L	-127.274	-48.201	-101.334	-54.831
2.3. Impairment losses	-28.347	-5.596	-28.567	-4.256
2.4. Purchase of goods and services	-6.780	-7.739	-301.744	-334.752
2.5. Personnel expenses	-8.457	-10.445	-102.720	-108.965
2.6. Depreciation of intangible assets	-18	-17	-1.280	-1.339
2.7. Depreciation of property, plant and equipment	-459	-320	-13.010	-17.819
2.8. Other operating expenses	-9.590	-2.183	-9.592	-11.844
3. Operating result, profit (loss)	-75.823	60.416	-15.073	82.890
4. Finance income	3.225	2.896	1.471	3.038
5. Finance cost (-)	-1.002	-551	-9.540	-12.412
6. Share of profit (loss) of associates	-	-	-	-
7. Result before tax, profit (loss)	-73.600	62.761	-23.142	73.516
8. Tax expenses (-)	-750	-1.808	-1.540	-7.204
9. Net profit (loss) of the period	-74.350	60.954	-24.681	66.312
9.1 Non-controlling interests	-66	4.149	3.956	5.979
9.2 Attributable to equity holders of the parent	-74.284	56.805	-28.637	60.333
EARNINGS PER SHARE (in EUR)
1. Basic earnings per share	-3,21	2,45	-1,24	2,60
2. Diluted gains earnings per share	-3,21	2,45	-1,24	2,60

Annex 3: Gimv Group – Consolidated statement of changes in equity at 30 September 2011 (Statutory consolidation)

GIMV GROUP - Consolidated statement of changes in equity (in EUR 000)		Attributable to equity holders of the parent
Statutory Consolidation	Issued capital	Share		premium account Uncalled capital Retained earnings	Translation differences	Treasury shares	TOTAL	Minority interest	TOTAL EQUITY
YEAR 2011-2012
TOTAL 01/04/2011	220.000	1	0	786.023	149		0 1.006.173	59.889	1.066.062
1. Total profit (loss) for the year recognised directly in equity	0	0	0	0	0	0	-	0	-
1.1. Exchange differences on translating foreign operations	0	0	0	0	0	0	-	0	-
1.2. Tax on items taken directly to or transferred from equity	0	0	0	0	0	0	-	0	-
2 Net profit (loss) of the period	0	0	0	-28.637	-	-	-28.637	3.956	-24.681
3. Capital increase	0	0	0	0	0	0	-	0	-
4. Repayment of capital ( - )	0	0	0	0	0	0	-	0	-
5. Acquisition/disposal of treasury shares	0	0	0	-1.690	0	0	-1.690	0	-1.690
6. Dividends to shareholders	0	0	0	-56.781	0	0	-56.781	0	-56.781
7. Other changes	0	0	0	-556	337	-	-219	-650	-869
TOTAL 30/09/2011	220.000	1	-	698.358	486	-	918.845	63.195	982.040
				Attributable to equity holders of the parent
	Issued capital	Share		premium account Uncalled capital Retained earnings	Translation differences	Treasury shares	TOTAL	Minority interest	TOTAL EQUITY
YEAR 2010-2011
TOTAL 01/04/2010	220.000	1	-	728.690	-787	-	947.904	59.763	1.007.666
1. Total profit (loss) for the year recognised directly in equity	-	-	-	-	-	-	-	-	-
1.1. Exchange differences on translating foreign operations	-	-	-	-	-	-	-	-	-
1.2. Tax on items taken directly to or transferred from equity	-	-	-	-	-	-	-	-	-
2 Net profit (loss) of the period	-	-	-	60.333	-	-	60.333	5.979	66.312
3. Capital increase	-	-	-	-	-	-	-	-	-
4. Repayment of capital ( - )	-	-	-	-4.561	-	-	-4.561	-	-4.561
5. Acquisition/disposal of treasury shares	-	-	-	-	-	-	-	-591	-591
6. Dividends to shareholders	-	-	-	-55.622	-	-	-55.622	-	-55.622
7. Other changes	-	-	-	-525	-121	0	-646	-	-646
TOTAL 30/09/2010	220.000	1	-	728.314	-908	0	947.407	65.151	1.012.558

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Annex 4: Gimv-Group – Consolidated cash flow statement for the 6 months to 30 September 2011 (legal consolidation)

GIMV GROUP - Consolidated cash flow statement (in EUR 000)	Statutory consolidation
	30/09/2011	30/09/2010
I. NET CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES (1 + 2 )	83.296	28.446
1. Cash generated from operations (1.1. + 1.2. + 1.3. )	84.835	30.073
1.1. Operating result	-15.072	82.891
1.2. Adjustment for	21.370	-57.510
1.2.1. Interest income ( - )	-9.482	-8.415
1.2.2. Dividend income ( - )	-5.712	-1.767
1.2.3. Gain on disposal of investments	-53.044	-30.866
1.2.4. Losses on disposal of investments	3.120	1.864
1.2.5. Depreciation and amortisation	14.289	19.130
1.2.6. Impairment losses	28.567	4.256
1.2.7.Translation differences	-436	312
1.2.8. Unrealised gains (losses) on financial assets at fair value through P&L	33.861	-36.895
1.2.9. Increase (decrease) in provisions	9.090	-607
1.2.10. Increase (decrease) pension liabilities (assets)	-1.111	422
1.2.11. Other adjustments	2.230	-4.943
1.3.Change in working capital	78.536	4.692
1.3.1. Increase (decrease) in inventories	55.403	-4.470
1.3.2. Increase (decrease) in trade and other receivables	60.484	4.413
1.3.3. Increase (decrease) in trade and other payables ( - )	-40.244	3.975
1.3.4. Other changes in working capital	2.893	775
2. Income taxes paid (received)	-1.539	-1.627
II. NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES	61.033	-39.836
(1 + 2 + 3 + 4 + 5 + 6 + 7 + 8 + 9 + 10 + 11 + 12 + 13 + 14 + 15 + 16)
1. Purchase of property, plant and equipment ( - )	-9.361	-21.148
2. Purchase of investment property (-)	21	-
3. Purchase of intangible assets ( - )	-609	-392
4. Proceeds from disposal of property, plant and equipment ( + )	3.037	288
5. Proceeds from disposal of investment property (+)	36	-
6. Proceeds from disposal of intangible assets ( + )	-	-
7. Proceeds from disposal of financial assets at fair value through P&L (+)	28.681	51.962
8. Proceeds from repayment of loans granted to portfolio companies (+)	954	3.574
9. Investment in financial assets at fair value through P&L (-)	-54.267	-67.398
10. Loans granted to portfolio companies (-)	-23.515	-14.271
11. Net investment in other financial assets	-71	-40
12. Acquisitions of subsidiaries, associates or joint ventures, net of cash acquired ( - )	99.178	-1.676
13. Interest received	9.482	8.416
14. Dividends received	5.712	1.767
15. Government grants received	-	-
16. Other cash flows from investing activities	1.755	-917
III. NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES	-124.196	-70.615
(1 + 2 + 3 + 4 + 5 + 6 + 7 + 8 + 9 + 10 + 11)
1. Proceeds from capital increase	-	21
2. Proceeds from borrowings	-561	1.864
3. Proceeds from finance leases	165	25
4. Proceeds from the sale of treasury shares	-	-
5. Capital repayment	-	-
6. Repayment of borrowings ( - )	-55.946	-9.842
7. Repayment of finance lease liabilities ( - )	-3.005	3.783
8. Purchase of treasury shares ( - )	-	-
9. Interest paid ( - )	-9.540	-13.882
10. Dividends paid ( - )	-56.781	-55.622
11. Other cash flows from financing activities	1.471	3.038
IV. NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (I + II + III)	20.133	-82.005
V. CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	245.749	345.835
VI. EFFECT OF EXCHANGE RATE DIFFERENCES ON CASH AND CASH EQUIVALENTS	-	-
VII. CASH AND CASH EQUIVALENTS, END OF PERIOD (IV + V + VI)	265.882	263.830

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