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GL events Interim / Quarterly Report 2013

Jul 31, 2013

1368_ir_2013-07-31_614898c7-f7c3-43b3-982a-0b8f5947d59c.pdf

Interim / Quarterly Report

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2011 2013 INTERIM FINANCIAL REPORT

Translation disclaimer: This is a free translation into English of the original French language version of the interim financial report (rapport semestriel) provided solely for the convenience of English speaking. This report should consequently be read in conjunction with, and construed in accordance with French law and French generally accepted accounting principles. While all possible care has been taken to ensure that this translation is an accurate representation of the original French document, this English version has not been audited by the company's statutory auditors and in all matters of interpretation of information, views or opinions expressed therein, only the original language version of the document in French is legally binding. As such, the translation may not be relied upon to sustain any legal claim, nor be used as the basis of any legal opinion and GL events expressly disclaims all liability for any inaccuracy herein.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AT 30 JUNE 2013

1 – BALANCE SHEET 2
2 - INCOME STATEMENT 4
3 - CASH FLOW STATEMENT 5
4 - CHANGES IN SHAREHOLDERS' EQUITY 6
5 – NOTES TO THE INTERIM FINANCIAL STATEMENTS
Note 1 Significant accounting policies 7
Note 2 Consolidated companies 8
Note 3 Information by business 11
Note 4 Balance sheet information 13
Note 5 Income statement information 18
Note 6 Off-balance sheet commitments and other contingencies 19
Note 7 Other risks 20
Note 8 Information on related parties transactions 21
MANAGEMENT DISCUSSION AND ANALYSIS 22
RESPONSIBILITY STATEMENT 24

AUDITORS'REPORT ON THE INTERIM FINANCIAL STATEMENTS 25

ASSETS
(€ thousands)
Notes 30/06/2013 31/12/2012
Goodwill 4.1 424,030 417,175
Other intangible assets 4.1 54,054 43,603
Property, plant and equipment 4.2 42,939 31,747
Other tangible fixed assets 4.2 40,948 39,479
Rental assets 4.3 112,659 116,608
Investments and other non-current assets 4.4 74,492 74,161
Equity-accounted investments 4.5 152 533
Deferred tax assets 18,900 20,650
NON-CURRENT ASSETS 768,174 743,956
Inventories and work-in-progress 19,339 17,687
Trade receivables 4.6 171,472 167,077
Other receivables 4.7 114,348 108,352
Marketable securities 4.11 157,416 152,922
CURRENT ASSETS 462,575 446,037
TOTAL 1,230,749 1,189,993
SHAREHOLDERS'
(€ thousands)
EQUITY & LIABILITIES
Notes 30/06/2013 31/12/2012
Share capital 4.8 90,616 90,616
Reserves and additional paid-in capital 4.8 294,746 278,789
Translation adjustments 4.8 (21,146) (15,326)
Net income for the period 5 16,435 28,246
Shareholders' equity, Group's share 380,651 382,325
Non-controlling interests 33,369 31,850
TOTAL SHAREHOLDER' EQUITY 414,020 414,175
Commitments and contingencies 4.9 7,756 7,835
Deferred tax liabilities 3,866 4,619
Non-current borrowings 4.11 262,822 269,090
NON-CURRENT LIABILITIES 274,444 281,544
Commitments and contingencies 4.10 18,682 18,352
Current borrowings 4.11 113,750 96,262
Short-term bank loans 4.11 23,821 14,907
Advances and down-payments on outstanding orders 12,861 13,348
Trade payables 160,182 145,003
Tax and employee-related liabilities 82,194 80,557
Other liabilities 4.12 130,795 125,845
CURRENT LIABILITIES 542,285 494,275
TOTAL 1,230,749 1,189,993

> INCOME STATEMENT

(€ thousands) Notes 30/06/2013
6 months
30/06/2012 (*)
6 months
Sales 3 432,246 435,008
Other operating income 5.1 1,297 2,775
Operating income 433,543 437,783
Raw materials and consumables 5.2 (33,367) (30,608)
External charges 5.2 (230,461) (238,477)
Taxes and similar payments (10,538) (9,231)
Personnel expenses & employee profit sharing (102,684) (102,627)
Allowances for depreciation and reserves (22,208) (24,215)
Other operating expenses 5.3 (1,456) (2,004)
Operating expenses (400,714) (407,162)
OPERATING PROFIT 3 32,829 30,621
Net interest expense 5.4 (2,945) (2,124)
Other financial income and expense 5.4 (233) (2,249)
NET FINANCIAL EXPENSE 5.4 (3,178) (4,373)
PRE-TAX INCOME 29,651 26,248
Income tax (9,785) (8,148)
INCOME OF FULLY-CONSOLIDATED COMPANIES 19,866 18,100
Net income from equity-accounted investments (23) 298
NET INCOME BEFORE NON-CONTROLLING
INTERESTS
19,843 18,398
Non-controlling interests 3,408 969
NET INCOME 16,435 17,429
Average number of shares 22,653,920 17,923,740
Net earnings per share (in euros) 0.73 0.97
NET INCOME BEFORE NON-CONTROLLING
INTERESTS
19 843 18 398
Currency translation adjustments (6 079) 1 978
Impact of fair value measurement of financial documents 1 443 (2 025)
Total items transferable to profit and loss (4 636) (47)
Actuarial gains and losses 0 (312)
Total items not transferable to profit and loss 0 (312)
TOTAL COMPREHENSIVE INCOME 15 207 18 039
Total comprehensive income attributable to non-controlling
interests
3 149 845
Total comprehensive income attributable to equity holders
of the parent
12 058 17 194

(*) As indicated in note 1 "Significant Accounting Policies", amounts have been adjusted and in consequence differ from those presented in the 2012 interim financial report.

> CASH FLOW STATEMENT

(€ thousands) 30/06/2013
6 months
30/06/2012
6 months
31/12/2012
12 months
Cash and cash equivalents at the beginning of the year 138,014 182,748 182,748
CASH FLOWS FROM OPERATING ACTIVITIES
Net income 16,435 17,117 28,246
Adjustments to reconcile profit (loss) to net cash
provided by operating activities:
Depreciation and provisions
18,920 21,019 33,197
Expense and income in connection with stock options (669) 951 (2,219)
Gains and losses on disposals of fixed assets 457 577 2,637
Non-controlling interests in consolidated subsidiaries' net
income
3,408 969 3,064
Net income of companies consolidated by the equity method 383 (18) (122)
Operating cash flows 38,934 40,615 64,803
Net interest expense 2,945 2,124 4,829
Income tax and deferred tax 9,785 7,992 14,329
Operating cash flows before net interest expense and
income tax
51,664 50,731 83,961
Income tax paid (7,602) (4,793) (10,635)
Change in inventories (868) 179 2841
Change in accounts receivable, deferred income (24,171) (12,895) 7,203
Change in accounts payable, deferred charges 8,064 (1,926) (8,072)
Other changes 5,969 9,676 (2,334)
Changes in working capital requirements (11,006) (4,966) (362)
Net cash provided by operating activities (A) 33,056 40,972 72,964
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of PPE and rental assets (2,940) (1,001) (3,521)
Acquisition of intangible fixed assets (29,254) (46,481) (91,629)
Disposal of tangible and intangible assets 28 367 748
Acq. of investments and other non-current assets (2,211) (10,728) (18,124)
Disposal of investments and other non-current assets 3,414
Net cash flows from the acquisition and disposal of (6,551) (1 182) (506)
subsidiaries
Net cash used in investing activities (B) (40,928) (59,025) (109,618)
NET CASH FROM FINANCING ACTIVITIES
Capital Increase 71,059
Dividends paid to shareholders (8,264)
Dividends paid to the non-controlling shareholders of the
consolidated companies
(3,266)
Other changes in equity (20) (3,401) (2,347)
Proceeds from the issuance of new debt 33,210 5,584 40,271
Repayment of debt (24,471) (50,582) (99,327)
Net interest expense (2,945) (2,124) (4,829)
Net cash provided by financing activities (C) 5,744 (50,423) (6,703)
Effect of exchange rate fluctuations on cash (D) (2,322) (1,873) (1,377)
Net change in cash and cash equivalents (A+B+C+D) (4,420) (70,349) (44,734)
Closing cash and cash equivalents 133,594 112,399 138,014
Number Group before non-controlling interests Total
(€ thousands and thousands of
shares)
of shares
('000s)
Share
capital
Addition
al paid in
capital
Retained
earnings
Net
income for
the period
Total
Group
interests
Balance as of 31/12/2011 17,924 71,695 122,347 100,021 8,051 302,114 36,688 338,803
Appropriation of comprehensive income
N-1
8,051 (8,051)
Distribution of dividends (7,947) (7,947) (3,119) (11,066)
Stock option expenses 910 910 910
Cancellation of treasury shares (282) (282) (282)
Share of assets contributed by non (69) (69)
controlling interests
Comprehensive income
17,194 17,194 845 18,039
Balance as of 30/06/2012 17,924 71,695 122,347 100,752 17,194 311,989 34,345 346,334
Capital Increase
Appropriation of comprehensive income
N-1
4,730 18,921 50,291 69,212 69,212
Distribution of dividends (317) (317) (147) (464)
Stock option expenses 1,383 1,383 1,383
Cancellation of treasury shares (1,282) (1,282) (1,282)
Share of assets contributed by non
controlling interests
(3,445) (3,445) (4,345) (7,790)
Comprehensive income 4,786 4,786 1,996 6,782
Balance as of 31/12/2012 22,654 90,616 172,638 97,090 21,980 382,325 31,849 414,174
Appropriation of comprehensive income
N-1
21,980 (21,980)
Distribution of dividends (13,593) (13,593) (3,160) (16,753)
Stock option expenses 1,375 1,375 1,375
Cancellation of treasury shares (681) (681) (681)
Share of assets contributed by non
controlling interests
(832) (832) 1,531 699
Comprehensive income 12,058 12,058 3,149 15,207
Balance as of 30/06/2013 22,654 90,616 172,638 105,339 12,058 380,651 33,369 414,020

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

The consolidated interim financial statements of GL events Group were adopted by the Board of Directors on 25 July 2013.

In compliance with IAS 34 "interim financial reporting" only selected explanatory notes are provided in these condensed financial statements. With the exception of the items mentioned below, the main accounting policies used herein are the same as those applied in the 2012 registration document filed with the French financial market authority (AMF) on 5 April 2013 under number D13-0301.

GL events has applied to its IFRS financial statements all IFRS / IFRIC standards and interpretations in issue published in the Official Journal of the European Union at 31 December 2012 and whose application was mandatory as of 1 January 2013.

Adoption by the European Union's of the following standards and interpretations whose application became mandatory for periods commencing on or after 1 January 2013 has no impact on the Group's consolidated financial statements:

  • Amendments to IFRS 7: Disclosures Offsetting financial assets and liabilities;
  • IFRS 13: Fair value measurement;
  • Amendment to IAS 12: Recovery of underlying assets;
  • Amendments to IFRS 1: Severe hyperinflation and removal of fixed dates for first-time adopters;
  • IFRIC 20: Stripping costs in the production phase of a surface mine,
  • Amendment to IFRS 1: Government loans.

Analysis is currently being performed to assess the potential impact of these standards on the financial statements.

Furthermore, the Group adopted at 30 june 2013 the amendment IAS 19 Revised with respect employee benefit liabilities providing for immediate recognition of actuarial gains and losses in equity whose impact is presented in the following paragraph "change in accounting method". Finally, the Group applied the amendment to IAS 1 on the presentation of other comprehensive income. While this amendment affects the presentation of comprehensive income it has no impact on Group earnings.

Change in Accounting Method

In the interim financial statements at 30 june 2012, the Group didn't early adopt the amendment IAS 19 revised. Actuarial gains and losses related to provisions for retirement severance benefits are now presented in the comprehensive income. Previously, actuarial gains and losses resulting from changes in assumptions were recorded under income or expenses in the period incurred.

Furthermore, to facilitate comparisons between periods, the 2012 Half year financial statements have been restated.

The impacts of this change in method on income statement aggregates are as follows:

(€ thousands) 30/06/2012
Reported basis Restatement
30/06/2012
Restated
Operating profit 30,153 468 30,621
Profit before tax 25,780 468 26,248
Income tax expense (7,992) (156) (8,148)
NET INCOME OF CONSOLIDATED OPERATIONS 17,788 312 18,100
NET INCOME ATTRIBUTABLE TO THE GROUP 17,117 312 17,429

The impacts of this change in method on balance sheet aggregates are as follows:

(€ thousands) 30/06/2012
Reported basis Restatement
30/06/2012
Restated
Non-current assets 724,734 724,734
Current assets 424,165 424,165
TOTAL ASSETS 1,148,899 1,148,899
Shareholders' equity 346,334 346,334
Of which reserves and additional paid in
capital
234,940 (312) 234,628
Of which net income 17,117 312 17,429
Non-current liabilities 289,513 289,513
Current liabilities 513,052 513,052
TOTAL EQUITY AND LIABILITIES 1,148,899 1,148,899

NOTE 2 – CONSOLIDATED COMPANIES

Changes in consolidated companies in the period were as follows:

Subsidiaries Date of consolidation or deconsolidation
GL events Brazil Participacoes First-time consolidation on 1 January 2013
Centre congrès de Metz Metropole First-time consolidation on 1 January 2013
GL events Vostok First-time consolidation on 1 January 2013
LPR First-time consolidation on 1 March 2013
SCI Pyramide Deconsolidated on 30 june 2013

Because changes in Group structure have not had any material effect on the consolidated financial statements, pro forma information is not provided.

Controlling interest Ownership interest
Companies Company % %
Place of
registration or
Trade
Registry
incorporation number 2013 2012 2013 2012
Parent company
GL events Brignais 351 571 757
French subsidiaries
Altitude Expo Mitry Mory 379 621 220 100.00 100.00 100.00 100.00 FC
Alpha 1 Brignais 535 301 956 51.00 51.00 51.00 51.00 FC
Alice Evénements Brignais 518 247 283 100.00 100.00 100.00 100.00 FC
Auvergne Evénements Cournon d'Auvergne 449 076 900 59.00 59.00 59.00 59.00 FC
Auvergne Evénements Spectacles Cournon d'Auvergne
Paris
449 077 767 100.00 100.00 59.00 59.00 FC
Bleu Royal
Brelet
Saint-Sébastien 750 800 625
857 803 084
70.00
100.00
70.00
100.00
70.00
100.00
70.00
100.00
FC
FC
Brelet Centre Europe Strasbourg 437 742 059 100.00 100.00 100.00 100.00 FC
Brelet Pyramide (2) Saint-Sébastien 348 162 819 100.00 100.00 100.00 100.00 FC
Cee Paris 393 255 765 100.00 100.00 FC
Chorus Vannes 414 583 039 100.00 100.00 100.00 100.00 FC
Décorama Ivry sur Seine 612 036 996 100.00 100.00 100.00 100.00 FC
Esprit Public Lyon 384 121 125 100.00 100.00 100.00 100.00 FC
Fabric Expo Mitry Mory 379 666 449 100.00 100.00 100.00 100.00 FC
GL events Audiovisual Brignais 317 613 180 100.00 100.00 100.00 100.00 FC
GL events Campus Brignais 509 647 251 100.00 100.00 100.00 100.00 FC
GL events Cité Centre de Congrès Lyon Lyon 493 387 963 100.00 100.00 100.00 100.00 FC
GL events Exhibitions Chassieu 380 552 976 99.50 99.50 99.50 99.50 FC
GL events Management Brignais 495 014 524 100.00 100.00 100.00 100.00 FC
GL events Parc expo Metz Métropole Metz 493 152 318 100.00 100.00 100.00 100.00 FC
GL events Scarabée Roanne 499 138 238 100.00 100.00 100.00 100.00 FC
GL events Services Brignais 378 932 354 100.00 100.00 100.00 100.00 FC
GL events SI Brignais 480 214 766 100.00 100.00 100.00 100.00 FC
GL events Support Brignais 480 086 768 100.00 100.00 100.00 100.00 FC
GL Mobilier Brignais 612 000 877 100.00 100.00 100.00 100.00 FC
Hall Expo Brignais 334 039 633 100.00 100.00 100.00 100.00 FC
Kobé Lyon 382 950 921 100.00 100.00 FC
Market Place Paris 780 153 862 90.00 90.00 90.00 90.00 FC
Menuiserie Expo Brignais 353 672 835 100.00 100.00 100.00 100.00 FC
Mont Expo Brignais 342 071 461 100.00 100.00 100.00 100.00 FC
Modamont
Ovation +
Suresnes
Marseille
309 121 788
444 620 074
49.00 49.00
100.00
49.00 49.00
90.00
FC
FC
Package Lyon 401 105 069 100.00 100.00 100.00 100.00 FC
Polygone Vert Brignais 320 815 236 100.00 100.00 100.00 100.00 FC
Première Vision(4) Lyon 403 131 956 49.00 49.00 49.00 49.00 FC
Profil Lyon 378 869 846 100.00 100.00 100.00 100.00 FC
Ranno Entreprise Chilly Mazarin 391 306 065 100.00 100.00 100.00 100.00 FC
Sté exploit. de l'Acropolis de Nice Nice 493 387 997 100.00 100.00 100.00 100.00 FC
Sté exploit. Centre Congrès Metz metropole(1) Metz 790 342 497 100.00 100.00 FC
Sté exploit. Centre Congrès Pierre Baudis Toulouse 444 836 092 100.00 100.00 100.00 100.00 FC
Sté exploit. Centre Congrès St-Etienne Saint Etienne 488 224 718 100.00 100.00 100.00 100.00 FC
Sté exploit. Hôtel Salomon de Rothschild Paris 495 391 641 50.00 50.00 50.00 50.00 EM
Sté exploit. Palais Brongniart Paris 518 805 809 100.00 100.00 100.00 100.00 FC
Sté exploit. Palais de la Mutualité Paris 517 468 138 100.00 100.00 100.00 100.00 FC
Sté exploit. Parc des Expositions de Troyes Troyes 510 029 648 90.00 90.00 90.00 90.00 FC
Sté exploit. d'Amiens Mégacité Amiens 518 869 011 100.00 100.00 100.00 100.00 FC
Sté exploit. Château de Saint-Priest Brignais 453 100 562 100.00 100.00 100.00 100.00 FC
Sté exploit. de Parcs d'Exposition Paris 398 162 263 100.00 100.00 100.00 100.00 FC
Sté exploit. Polydome Clermont-Ferrand Clermont-Ferrand 488 252 347 100.00 100.00 100.00 100.00 FC
Secil Lyon 378 347 470 100.00 100.00 100.00 100.00 FC
Sepel (3) Chassieu 954 502 357 46.25 46.25 46.25 46.25 FC
Sign'Expo Brignais 492 842 349 100.00 100.00 100.00 100.00 FC
Spaciotempo Flixecourt 380 344 226 100.00 100.00 100.00 100.00 FC
Toulouse Evenements Toulouse 752 926 923 100.00 100.00 100.00 100.00 FC
Toulouse Expo Toulouse 580 803 880 90.23 90.23 90.23 90.23 FC
Vachon Gentilly 343 001 772 100.00 100.00 100.00 100.00 FC
Companies Place of
registration or
Company
trade
registry
Controlling interest
%
Ownership interest
%
incorporation number 2013 2012 2013 2012
Foreign subsidiaries
Adors Ankara N/A 70.00 70.00 70.00 70.00 FC
Aedita Latina(5) Rio de Janeiro N/A 100.00 100.00 100.00 87.50 FC
Ankara Uluslararasi Kongre Ankara N/A 70.00 70.00 70.00 70.00 FC
CCIB Catering Barcelone N/A 40.00 40.00 32.00 32.00 EM
Eastern Exhibition Services Iles Vierges N/A 100.00 100.00 100.00 100.00 FC
Fagga Promoçao de eventos(5) Rio de Janeiro N/A 100.00 87.36 100.00 87.36 FC
Frame Ankara N/A 70.00 70.00 70.00 70.00 FC
GL events Asia Hong Kong N/A 100.00 100.00 100.00 100.00 FC
GL events Algérie Alger N/A 90.00 90.00 90.00 90.00 FC
GL events Belgium Bruxelles N/A 100.00 100.00 100.00 100.00 FC
GL events Brazil Participacoes (1) Rio de Janeiro N/A 100.00 100.00 FC
GL events Brussels Bruxelles N/A 85.00 85.00 85.00 85.00 FC
GL events CCIB Barcelone N/A 80.00 80.00 80.00 80.00 FC
GL events Centro de Convençoes(5) Rio de Janeiro N/A 100.00 100.00 100.00 91.80 FC
GL events Empredimentos Immobiliaro(5) Rio de Janeiro N/A 100.00 100.00 100.00 100.00 FC
GL events Exhibitions Shanghai Shanghai N/A 93.10 93.10 93.10 93.10 FC
GL events Fuarcilk Ankara N/A 70.00 70.00 70.00 70.00 FC
GL events Hong Kong Hong Kong N/A 85.00 85.00 85.00 85.00 FC
GL events Italie Bologne N/A 100.00 100.00 100.00 100.00 FC
GL events Macau Macau N/A 99.00 99.00 99.00 99.00 FC
GL events Portugal Lisbonne N/A 85.71 85.71 85.71 85.71 FC
GL events Production LLC Dubai Jebel Ali N/A 100.00 100.00 100.00 100.00 FC
GL events PVT New Delhi N/A 100.00 100.00 100.00 100.00 FC
GL events Suisse Satigny N/A 85.00 85.00 85.00 85.00 FC
GL events Turquie Istanbul N/A 70.00 70.00 70.00 70.00 FC
GL events USA New-York N/A 100.00 100.00 100.00 100.00 FC
GL events Vostok (1) Moscou N/A 100.00 100.00 FC
GL Furniture (Asia) Hong Kong N/A 60.00 60.00 60.00 60.00 FC
GL Litmus Events New Delhi N/A 70.00 70.00 70.00 70.00 FC
GL Middle East Dubai Jebel Ali N/A 100.00 100.00 100.00 100.00 FC
GL Middle East Tent & Trading Dubai Jebel Ali N/A 49.00 49.00 49.00 49.00 FC
GL events Oasys Consortium Johannesburg N/A 80.14 80.14 80.14 80.14 FC
Hungexpo Budapest N/A 100.00 100.00 100.00 100.00 FC
LPR (1) Londrina N/A 100.00 100.00 FC
Maf Servizi Bologne N/A 100.00 100.00 100.00 100.00 FC
Museum Food Bruxelles N/A 60.00 60.00 60.00 60.00 FC
New Affinity Bruxelles N/A 100.00 100.00 100.00 100.00 FC
Oasys Innovations Johannesburg N/A 100.00 100.00 100.00 100.00 FC
Owen Brown Derby N/A 100.00 100.00 100.00 100.00 FC
Padova Fiere Padoue N/A 80.00 80.00 80.00 80.00 FC
Premiere Vision Brésil(5) Rio de Janeiro N/A 74.50 68.25 74.50 68.25 FC
Premiere Vision Inc New-York N/A 100.00 100.00 49.00 49.00 FC
Serenas Ankara N/A 70.00 70.00 70.00 70.00 FC
Slick Seatting System
Spaciotempo Arquitecturas Efimeras
Redditch
Barcelone
N/A
N/A
100.00
100.00
100.00
100.00
70.00
100.00
70.00
100.00
FC
FC
Spaciotempo UK Uttoxeter N/A 100.00 100.00 100.00 100.00 FC
Top Gourmet (5) Rio de Janeiro N/A 100.00 100.00 100.00 87.50 FC
Traiteur Loriers Bruxelles N/A 95.54 95.54 95.54 95.54 FC
Traiteur Loriers Luxembourg Bruxelles N/A 70.00 70.00 66.88 66.88 FC
World Forum La Haye N/A 95.00 95.00 95.00 95.00 FC

(1) onsolidated for the first time 2013

(2) Deconsolidated in 2013

(3) Sepel, 46.25%-held over wich GL events exercises financial and operational control, is fully consolidated.

(4) Première Vision, 49%- held over wich GL events exercises financial and operational control, is fully consolidated.

(5) Minority interests in Fagga were acquired and thus made all Brazilian subsidiaries to a detention rate of 100% except Première Vision Brésil to 74.50%

EM : Equity-accounting method

FC : Full consolidation

NOTE 3 INFORMATION BY BUSINESS

GL events' activities are organized into three business units:

GL events Live groups together the full range of business lines and services for corporate, institutional and sports events; GL events Exhibitions manages and coordinate the portfolio of 250 proprietary trade fairs;

GL events Venues manage operations for its current network of 35 event venues.

CONSOLIDATED SALES BY BUSINESS LINE

(€ thousands) 30/06/13 30/06/12 Change Change
N / N-1 N / N-1
(%)
GL events Live 214,336 232,787 (18,451) (7.9%)
% CA Total 49.6% 53.5%
GL events Exhibitions 93,923 76,438 17,485 22.9%
% CA Total 21.7% 17.6%
GL events Venues 123,987 125,783 (1,796) (1.4%)
% CA Total 28.7% 28.9%
TOTAL GL EVENTS GROUP 432,246 435,008 (2,763) (0.6%)

OPERATING PROFIT BY BUSINESS LINE

(€ thousands) 30/06/13 30/06/12
GL events Live 6,416 15,433
GL events Exhibitions 13,938 5,420
GL events Venues 12,475 9,300
TOTAL GL EVENTS GROUP 32,829 30,153

INVESTMENTS

Global services
(€ thousands)
30/06/13 30/06/12
GL events Live 11,729 41,913
GL events Exhibitions 1,761 106
GL events Venues 19,060 5,096
TOTAL GL EVENTS GROUP 32,166 47,115

ALLOWANCES AND REVERSALS FOR DEPRECIATION AND RESERVES

Venue and event management
(€ thousands)
30/06/13 30/06/12
GL events Live 13,539 16,032
GL events Exhibitions 296 746
GL events Venues 5,084 4,241
TOTAL GL EVENTS GROUP 18,920 21,019

GOODWILL:

See note 4.1 below.

Because Europe accounts for more than 75% of Group sales, further detail for geographical segment information is not material.

NOTE 4 BALANCE SHEET INFORMATION

4.1 INTANGIBLE ASSETS

(€ thousands) 31/12/12 Increases Decreases Translation
adjustments
Changes in
Group
structure/
reclassifications
30/06/13
Intangible assets
Goodwill – Services 127,319 107 (944) 7,683 134,166
Goodwill – Exhibitions 239,861 600 (319) 240,142
Goodwill – Venues 49,994 (273) 49,721
Net value – goodwill 417,175 707 (1,536) 7,683 424,030
Other intangible assets 74,973 13,999 (1) (2,171) 86,801
Amortization expenses (31,370) (1,512) 265 (128) (32,746)
Net value 43,603 12,487 (1) (1,906) (128) 54,054
Net intangible assets 460,778 13,194 (1) (3,442) 7,555 478,084

For unamortised intangible assets and goodwill, a depreciation test is carried out at least once year and whenever there is an indication of impairment. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of the asset in question and its disposal at the end of its useful life. Estimated future cash flows are based on assumptions about economic conditions and forecasts by Group management of future operating conditions.

Impairment tests are conducted at the level of Cash Generating Units (CGUs) that represent a homogeneous group of assets generating cash inflows and outflows from continuing use largely distinct from cash inflows from other groups of assets. At GL events these cash generating units correspond to the business divisions. The breakdown of CGUs is in consequence based on the Group's operating segments in line with the provisions of IFRS 8.

At 30 June 2013, the Group has not identified any indications of impairment.

Property, plant and
equipment (€
thousands)
31/12/12 Increases Decreases Translation
adjustments
Changes in
Group
structure/
reclassifications
30/06/13
Lands 975 (1) (898) 76
constructions 37,996 12,234 (13) (1,774) 1,191 49,635
Total 38,971 12,234 (13) (1,775) 293 49,712
Amortisation (7,224) (173) 13 9 603 (6,773)
Net total 31,747 12,061 (1,765) 896 42,939

4.2 PROPERTY, PLANT AND EQUIPMENT (EXCLUDING RENTAL ASSETS)

(€ thousands) 31/12/12 Increases Decreases Translation
adjustments
Changes in
Group
structure/
reclassifications
30/06/13
Other tangible asset 98,842 7,738 135 (777) 2,164 108,101
Amortisation (59,363) (7,290) 252 435 (1,187) (67,153)
Net amount 39,479 448 387 (342) 976 40,948

4.3 RENTAL ASSETS

(€ thousands) 31/12/12 Increases Decreases Translation
adjustments
Changes in
Group structure/
reclassifications
30/06/13
Capitalised rental assets 218,201 9,282 (4,027) (3,455) 220,001
Rental inventories 10,552 42 (1) 10,593
Cost 228,753 9,325 (4,027) (3,456) 230,594
Amort. capitalised rental assets (109,213) (8,348) 2,102 1,578 (222) (114,102)
Amort. & deprec. rental
inventories
(2,932) (843) 59 (3,716)
Depreciation & amortisation (112,145) (9,191) 2,102 1,578 (163) (117,818)
Net total 116,608 134 (1,925) (1,878) (163) 112,776

4.4 INVESTMENTS AND OTHER NON-CURRENT ASSETS

(€ thousands) 31/12/12 Increases Decreases Translation
adjustments
Changes in
Group structure/
reclassifications
30/06/13
Available-for-sale securities 45,691 59 (396) (20) 69 45,403
Deposits and guarantees 32,891 750 (2) (96) (33) 33,510
Depreciation (4,421) (4,421)
Net total 74,161 809 (398) (116) 36 74,492

4.5 EQUITY-ACCOUNTED INVESTMENTS

(€ thousands) 30/06/13 31/12/12
Value of securities at opening 533 414
Changes in consolidation scope
Dividends (358) (283)
Share of income in associates (23) 402
Equity-accounted investments 152 533

4.6 TRADE RECEIVABLES

(€ thousands) 30/06/13 31/12/12
Trade receivables 182,939 177,696
Provision (11,466) (10,619)
Net trade receivables 171,472 167,077

4.7 OTHER RECEIVABLES

(€ thousands) 30/06/13 31/12/12
Advances and instalments 18,841 9,392
Social security receivables 7,459 877
Tax receivables 35,911 41,501
Current account advances to non-consolidated companies 15,865 14,493
Other trade receivables and equivalent 11,108 21,851
Deferred charges 28,695 23,768
Provisions for current accounts (445) (445)
Provisions for other receivables (3,086) (3,086)
Other receivables 114,348 108,352

4.8 SHAREHOLDER'S EQUITY

4.8.1 Capital stock

On 30 June 2013, the share capital was €90,615,680 divided by 22,653,920 shares at €4 per share.

4.8.2 Reserves and additional paid in capital

Paid in capital represents the difference between the face value of securities issued and contributions received in cash or in kind.

(€ thousands) 30/06/13
Reserves and additional paid in capital at opening 278,789
Appropriation of comprehensive income N-1 28,246
Dividends (13,593)
Impact of fair value measurement of financial documents 1,443
Share of assets contributed by non-controlling interests (832)
Cancellation of treasury shares (681)
Stock option expenses 1,375
Reserves and additional paid in capital 294,746

4.8.3 Translation adjustments

Translation adjustments represent the difference between the historic and average exchange rates and the closing rate. At 30 June, translation adjustments represented a negative currency difference of €21,146,000 (Cf. statement of changes in shareholders' equity).

4.8.4 Treasury shares

Within the framework of the share repurchase program renewed by the General Meeting of 26 April 2013, the following transactions were undertaken during the course of 2013:

(Number of shares) 31/12/12 acquisitions disposals 30/06/13
- Treasury shares 360,956 43,688 150,635 (1) 254,009
- Liquidity agreement 6,152 151,510 146,133 11,529

(1) Bonus share grants and the exercise of stock purchase options

The number of treasury shares and shares acquired in connection with a liquidity agreement totalled 265,538.

4.8.5 Analysis of capital and voting rights

At 30 June 2013, the total number of voting rights was 33,363,054.

Share capital is divided into two classes of shares, shares with single voting rights and shares with double voting rights.

The breakdown of share capital and voting rights, stock options and bonus share plans are described in the section "Information on the share capital" on pages 152 of the 2012 registration document of GL events.

To the best of the company's knowledge, share capital and voting rights broke down as follows:

Number of shares Percentage of
capital
Percentage of
voting rights
Polygone 11,913,201 52.59% 64.99%
Sofina 2,287,927 10.10% 6.89%
CM CIC Capital Investissements 1,044,924 4.61% 5.89%
Public 7,407,868 32.70% 22.25%
TOTAL 22,653,920 100% 100%

4.9 PROVISIONS FOR RETIREMENT SEVERANCE PAYMENTS

(€ thousands) 30/06/13 31/12/12 Income statement items
impacted by this recognition
Opening Balance 7,835 6,375
Service costs – Benefit payments (79) 283 Operating profit
Expense recognised under income (79) 283
Translation adjustments 1,177
Changes in consolidation scope and
reclassifications
Provisions for retirement severance
payments
7,756 7,835

4.10 COMMITMENTS AND CONTINGENCIES

(€ thousands) 31/12/12 Increase Decrease
Provisions
used in the
period
Reversal
of unused
provisions
Translation
adjustments
Changes in Group
structure /
reclassifications
30/06/13
Provisions for employee
related risks
1,023 186 (219) (1) (51) 938
Provisions for tax
contingencies
406 17 (1) (63) 359
Other provisions 16,922 708 (732) (36) 521 17,385
Total 18,352 912 (952) (100) 470 18,682

4.11 LOANS AND BORROWINGS

(€ thousands) 31/12/12 Increase Decrease Translation
adjustments
Changes in
Group
structure/
reclassifications
30/06/13
Non-current borrowings 357,119 37,066 (22,387) (2,576) 1,282 370,502
Financial instruments 8,234 (2,164) 6,070
Long term financial debt
(1)
365,352 37,066 (24,551) (2,576) 1,282 376,572
Short term bank loans 14,907 8,961 (47) 23,821
Total Loans and
borrowings
380,259 46,027 (24,551) (2,576) 1,234 400,393
Marketable investments
securities
(72,487) (39,073) 325 (111,235)
Bank and cash (80,435) 32,313 2,044 (103) (46,180)
Cash and cash equivalents (152,922) (6,760) 2,369 (103) (157,416)
Net debt 227,338 39,267 (24,551) (207) 1,132 242,977
(1)
At 30/06/2013
Non current loans and borrowings
Current loans and borrowings
262,822
113,750

4.12 OTHER LIABILITIES

(€ thousands) 30/06/13 31/12/12
Current accounts and Payables on fixed assets 37,368 2,807
Other payables 31,605 14,397
Prepaid income 61,822 108,641
Total 130,795 125,845

NOTE 5 INCOME STATEMENT INFORMATION

5.1 OTHER OPERATING INCOME

"Other operating income" breaks down as follows:

(€ thousands) 30/06/13 30/06/12
Reversals/ provisions 269 510
Investment grants 810 470
Other income 218 1,795
Total 1,297 2,775

5.2 RAW MATERIALS, CONSUMABLES AND OTHER EXTERNAL CHARGES

(€ thousands) 30/06/13 30/06/12
Raw materials and consumables (33,367) (30,608)
Subcontracting and external personnel (128,835) (131,251)
Equipment property rental (40,031) (44,644)
Travel and entertainment expenses (13,538) (17,288)
Other purchases and external charges (48,057) (45,294)
Total (263,828) (269,085)

5.3 OTHERS OPERATING EXPENSES

Others operating expenses breaks down as follow:

(€ thousands) 30/06/13 30/06/12
Gain or loss in value of fixed assets disposals 829 (566)
Others incomes and others charges (2,285) (1,438)
Others operating expenses (1,456) (2,004)

5.3 NET FINANCIAL INCOME (EXPENSE)

(€ thousands) 30/06/13 30/06/12
Net income from the sale of marketable securities 884 1,274
Other interests and similar income 1,605 965
Interest expense (5,434) (4,363)
Net interest expense (2,945) (2,124)
Reserves written back to income 47 191
Financial income from participating interests 172 734
Currency gains (192) (367)
Currency losses (260) (2,807)
Allowances for amortisation and reserves (233) (2,249)
Other financial income and expense (3,178) (4,373)

5.4 CORPORATE INCOME TAX

In accordance with IAS 34, the effective rate is 33% projected

NOTE 6 OFF BALANCE SHEET COMMITMENTS

6.1 COMMITMENTS

Categories of commitments (€ thousands) 30/06/13
Commitments given
- Medium-term guarantees 5,237
- Joint security, miscellaneous guarantees
Commitments received 40

In compliance with the principles for preparing notes to consolidated financial statements that include only Group commitments to third parties and unconsolidated companies, off-balance sheet commitments existing between consolidated companies are eliminated like inter-company transactions and balances.

6.2 CONCESSION ROYALTIES AND PROPERTY LEASE PAYMENTS – NON-CANCELLABLE PORTIONS

As there have been no material changes with respect to these commitments as of 30 June 2013, refer to note 8.2 page 124 of the 2012 registration document.

6.3 DEBT GUARANTEED BY COLLATERAL

Items (€ thousands) Guaranteed debt Nature of the guarantee
- Bank guarantees 658 Pledge of financial instruments

6.4 OTHER INVESTMENT COMMITMENTS

Investment commitments by maturity are analysed below:

(€ thousands) < 1 year 1 - 5 years > 5 years
Capital expenditure commitments 6,704 10,631 12,223

NOTE 7 OTHER RISKS

The policy for managing bank risks described in page 55 of the 2012 registration document remains unchanged on 30 June 2013.

Risks relating to bank covenants

87% of medium to long-term loans are subject to conditions imposed by covenants. The medium-term Club Deal that alone accounts for 24% of non-current borrowings is subject to compliance with the following covenant ratios:

  • o Gearing: net debt/equity ≤ 120%
  • o Leverage: net debt/ EBITDA ≤ 3

At 30 juin 2013, GL events Group was in compliance with these covenants.

GL events negotiated terms for new loan agreements in 2011 providing for leverage of up to 3.5. However, the cross default clauses of our credit facilities provide for compliance with a ratio of 3 for leverage until the Club deal's term in December 2015.

NOTE 8 INFORMATION ON RELATED PARTIES TRANSACTIONS

The consolidated financial statements include all companies within the scope of consolidation (cf. note 2). Société Polygone SA is the parent company. Related party transactions concerned primarily management services invoiced by Polygone SA to GL events, where Olivier Ginon, Olivier Roux and Erick Rostagnat served as directors for both companies, and property rental costs invoiced by Foncière Polygone to the group, with Olivier Ginon serving as chairman, Gille Gouedard Compte and Erick Rostagnat as managing directors of this company.

There exist no other commitments concerning retirement or equivalent benefits in favour of other members or former members of the Board of Directors and corporate executives. In addition, no advances or loans have been granted to Board of Directors members and corporate executives.

Summary of transactions with related parties in first half year 2013:

Nature Income (expenses)
General management services (1,303)
Travel allowances and expenses, insurance 249
Property lease payments and land taxes (8,475)
Balance at
30/06/2013
Security deposit (1) 22,538
Customer 202
Current account (16,080)
Supplier (3,083)

(1) Rent deposit guarantees correspond to one year's rent.

MANAGEMENT DISCUSSION AND ANALYSIS

1 2013 INTERIM REVIEW OF OPERATIONS

With strong commercial momentum and despite a high comparison base, the Group registered satisfactory sales in the 2013 second quarter with growth of 7% (3.1% like-for-like). Based on this second-quarter performance, revenue for the first half came to €432.2 million, remaining steady overall in relation to the prior year.

Whereas in the 2012 first half the Group had recorded revenue of €40 million from the London Olympic Games, in the first six months of this year GL events strengthened positions in strategic growth regions for recurrent business, with gains of 29% in Turkey, 73% in Brazil and 86% in South Africa. Double-digit gains were also achieved in China and the Middle East.

30/06/13 30/06/12 Change Change
N / N-1
N / N-1 (%)
214,336 232,787 (18,451) (7.9%)
49.6% 53.5%
93,923 76,438 17,485 22.9%
21.7% 17.6%
123,987 125,783 (1,796) (1.4%)
28.7% 28.9%
432,246 435,008 (2,763) (0.6%)

The breakdown of net sales by major business line was as follows:

Overall, Group profitability increased in the 2013 first half, benefiting from cost-containment measures in Europe and growing contributions of emerging countries in the regional mix. Consolidated operating profit amounted to €32.8 million with an operating margin of 7.6%, up 70 basis points.

GL events Live had revenue in the first half of €214.3 million (-7.9%) for an operating profit of €6.4 million and an operating margin declining 3.6 points to 3%. The margin is lower for Structures and Grandstands in the first six months, and expected to improve in the second half.

GL events Exhibitions had revenue of €93.9 million, up 22.9%, achieving very robust growth in operating profit of €13.9 million with an operating margin of 14.8% (+7.7 points). All major trade shows in the food industry segment, and notably SIRHA, the International Hotel, Catering and Food Trade Exhibition held in Lyon, and the textile industry with Première Vision and its international spin-off events, were significant contributors to the performance of this business unit.

GL events Venues had revenue of €124 million, remaining stable like-for-like. The operating margin came to 10% for this business unit with improved contributions from Paris venues.

The breakdown of operating profit by major business line was as follows:

(€ thousands) 30/06/13 30/06/12
GL events Live 6,416 15,433
GL events Exhibitions 13,938 5,420
GL events Venues 12,475 9,300
TOTAL GL EVENTS GROUP 32,829 30,153

> MANAGEMENT DISCUSSION AND ANALYSIS

Net financial expense declined to €3.2 million (from reductions in average debt and rates), earnings before tax came to €29.7 million (up 15%) and net income to €19.8 million (up 9.7%). Net income attributable to the Group amounted to €16.4 million, given the higher amount attributable to the non-controlling interests in odd years.

The Group achieved further growth in cash flow(2) to reach €51.7 million in the first half.

At 30 June 2013, the net source of funds (negative working capital) amounted to €80.9 million, net financial debt €243 million and equity €414 million, with gearing well under control at 0.59.

2 POST-CLOSING EVENTS

  • The Group was awarded a 30-year management concession for the Sao Paulo Imigrantes Exhibition Centre following a call for tenders. This exhibition site, completed by an office complex, a 250-room hotel and a new convention centre is expected to generate revenue of €1.5 billion over the term of the concession, thus becoming Sao Paulo's leading exhibition centre.

  • With its engineering expertise for temporary structures, the Group designed for the Australian province of New South Wales an 18,000 m² (193,750 sq. ft.) temporary exhibition centre for use over the next three years, without a financial impact in the first half. This project, with revenue expected of €10 million, offers another illustration of the Group's high capacity for innovation and proposing solutions adapted to the needs of local authorities.

  • Première Vision has expanded by acquiring five events in the universe of fashion (including Zoom, Made in France, Fatex) from Eurovet, an organiser of trade shows for the lingerieswimwear sector. The number of annual trade shows managed by Première Vision has thus increased from 24 to 32. The acquisition of the eight editions of Eurovet trade shows will enable Première Vision to increase its annual revenue by an additional €5 million and strengthens its positions in a sector where it occupies a leadership position.

  • In addition, on 11 July, the Group announced the successful private placement of a 6-year €50 million bond issue. GL events is in this way continuing to diversify its funding sources and lengthening its debt maturity profile in accordance with its objective to align long-term resources with long-term event assets.

3 OUTLOOK AND UNCERTAINTIES

In the second half of 2013, in addition to services provided for sports and cultural events and the organisation of conventions (particularly in Turkey) and recurrent trade shows, GL events will be the host and/or organiser of the World Youth Day Rio, the Francophone Games of Nice and the Gartner Symposium/ITxpo in Barcelona.

The Brazilian teams of the Live, Venues and Exhibitions business units will also actively contribute to preparatory work for the 2014 FIFA World Cup and the integration of the new site of Sao Paulo.

Based on the current order book, the Group confirms its target for annual growth in consolidated revenue exceeding 2% for 2013, or more than 4% in the second half.

RESPONSIBILITY STATEMENT FOR THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

"To the best of my knowledge, and in accordance with applicable reporting principles for interim financial reporting, the interim consolidated financial statements of GL events for the period ending 30 June 2013 give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group and the interim management statement includes a fair view of material events having occurred in the first six months, their impact on the interim financial statements, the main transactions with related parties and a description of the key risks and uncertainties for the remaining six months.

The report on interim financial statement at page 25 include the following observation: Without qualifying the conclusion expressed above, we draw attention to Note 1, Principles and methods of consolidation of the notes to condensed consolidated financial statements which describes the change in accounting policy on the application of amended IAS 19 Employee Benefits"

Brignais, 30 juillet 2013

Olivier Ginon Chairman of the Board of Directors

AUDITORS' REPORT ON THE PRESENTATION OF 2013 INTERIM FINANCIAL INFORMATION

The English version of the interim financial statements has not been audited by the Statutory Auditors. This is a free translation into English of the statutory auditors' report issued in the French language and is consequently provided solely for the convenience of English speaking readers. Only the original French version of the Statutory Auditors' report is legally binding.

To the shareholders,

In our capacity as Statutory Auditors, and in accordance with Article L 232-7 of the French commercial code, and L. 451-1-2 III of the French monetary and financial code, we performed:

A limited review of the attached consolidated interim financial statements of GL events for the six-month from 1 January to 30 June 2013;

A verification of the information given in the interim management report.

These interim financial statements are prepared under the responsibility of, and have been approved by, the Board of Directors. It is our responsibility, on the basis of our review, to present our opinion on these financial statements.

1. Conclusion on financial statements

We conducted our review in accordance with professional standards applicable in France. These standards require that we perform limited procedures to obtain reasonable assurance, below the level resulting from a full audit, that the interim consolidated financial statements do not contain any material misstatements. These procedures that involve principally meeting with management and conducting an analytical review thus provide a lower level of assurance than an audit and consequently do not result in the issuance of an audit opinion.

Based on our limited review, nothing has come to our attention to suggest that the condensed interim financial statements do not comply with IAS 34, the IFRS as adopted by the European Union governing interim financial reporting.

Without qualifying the conclusion expressed above, we draw attention to Note 1, "Principles and methods of consolidation" of the notes to condensed consolidated financial statements which describes the change in accounting policy on the application of amended IAS 19 "Employee Benefits".

2. Specific verifications

We have also reviewed the information given in the interim report accompanying the consolidated financial statements that were the subject of our limited review.

We have nothing to report with respect to the fairness of such information and its conformity with the financial statements.

Villeurbanne and Oullins, 25 July 2013

The Statutory Auditors, [French original signed by]

MAZARS MAZA SIMOENS Eric Gonzalez Michel Maza