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GL events — Interim / Quarterly Report 2017
Jun 12, 2017
1368_ir_2017-06-12_5908da7b-f74b-40ac-b9a0-1ecb03cc0ed4.pdf
Interim / Quarterly Report
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INTERIM FINANCIAL REPORT 2017
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AT 30 JUNE 2017
| 1 – CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 2 | |
|---|---|---|
| 2 - INCOME STATEMENT | 4 | |
| 3 - CASH FLOW STATEMENT | 5 | |
| 4 - STATEMENT OF CHANGES IN EQUITY | 6 | |
| 5 – NOTES TO THE INTERIM FINANCIAL STATEMENTS | ||
| Note 1 | Significant accounting policies | 7 |
| Note 2 | Consolidated companies | 7 |
| Note 3 | Segment information | 10 |
| Note 4 | Balance sheet information | 11 |
| Note 5 | Income statement information | 17 |
| Note 6 | Off-balance sheet commitments | 18 |
| Note 7 | Information on related party transactions | 19 |
INTERIM MANAGEMENT REPORT
| 1 – MATERIAL EVENTS AND OPERATING HIGHLIGHTS OF THE 2017 FIRST HALF | 20 |
|---|---|
| 2 – SUBSEQUENT EVENTS | 21 |
| 3 – OUTLOOK AND UNCERTAINTIES | 21 |
| RESPONSIBILITY STATEMENT | 22 |
| STATUTORY AUDITORS' REPORT | 23 |
Translation disclaimer: This document is a free translation of the original French language version of the interim financial report (rapport semestriel) provided solely for the convenience of English-speaking readers. 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.
> CONSOLIDATED STATEMENT OF FINANCIAL POSITION - BALANCE SHEET ASSETS
| $(\epsilon\epsilon thousands)$ | Notes | 30/06/2017 | 31/12/2016 |
|---|---|---|---|
| Goodwill | 4.1 | 466,452 | 465,343 |
| Other intangible assets | 4.1 | 55,363 | 59,283 |
| Land and buildings | 4.2 | 279,036 | 299,506 |
| Other tangible fixed assets | 4.2 | 39,792 | 34,186 |
| Capitalised rental equipment | 4.2 | 81,687 | 89,588 |
| Financial assets | 4.3 | 67,185 | 69,259 |
| Equity-accounted investments | 4.4 | 176 | 172 |
| Deferred tax assets | 23,983 | 25,116 | |
| NON-CURRENT ASSETS | 1,013,674 | 1,042,452 | |
| Inventories & work in progress | 42,191 | 44,432 | |
| Trade receivables | 4.5 | 173,988 | 182,341 |
| Other receivables | 4.6 | 152,881 | 147,167 |
| Cash and cash equivalents | 4.10 | 209,590 | 203,298 |
| CURRENT ASSETS | 578,650 | 577,238 | |
| TOTAL | 1,592,324 | 1,619,690 |
> CONSOLIDATED STATEMENT OF FINANCIAL POSITION - BALANCE SHEET LIABILITIES
| (€ thousands) x |
Notes x |
30/06/2017 x |
31/12/2016 x |
|---|---|---|---|
| Share capital | 4.7 | 93,611 | 93,611 |
| Reserves and additional paid in capital | 4.7 | 330,517 | 308,820 |
| Translation adjustments | 4.7 | (53,327) | (37,194) |
| Net income | 20,780 | 31,863 | |
| Shareholders' equity attributable to the Group | 391,580 | 397,099 | |
| Non-controlling interests | 44,890 | 47,630 | |
| TOTAL SHAREHOLDERS' EQUITY | 436,470 | 444,729 | |
| Provisions for retirement severance payments | 4.8 | 12,022 | 11,962 |
| Deferred tax liabilities | 5,081 | 6,956 | |
| Borrowings | 4.10 | 463,252 | 454,268 |
| NON-CURRENT LIABILITIES | 480,356 | 473,186 | |
| Current provisions for contingencies and expenses4.9 | 19,680 | 18,864 | |
| Current borrowings | 4.10 | 117,309 | 110,526 |
| Current bank facilities and overdrafts | 4.10 | 43,524 | 30,228 |
| Advances and instalments | 41,472 | 36,064 | |
| Trade payables | 208,996 | 212,547 | |
| Tax and social security payables | 99,169 | 105,512 | |
| Other liabilities | 4.11 | 145,347 | 188,035 |
| CURRENT LIABILITIES | 675,498 | 701,775 | |
| TOTAL | 1,592,324 | 1,619,690 |
> CONSOLIDATED INCOME STATEMENT
| (€ thousands) | Notes 30/06/2017 | 30/06/2016 | |
|---|---|---|---|
| Revenue | 3 | 496,054 | 489,940 |
| Raw materials and consumables | 5.1 | (31, 675) | (31, 410) |
| External charges | 5.1 | (257, 073) | (274, 358) |
| Taxes and similar payments (other than on income) | (8,003) | (8, 440) | |
| Personnel expenses and employee profit sharing | (121, 758) | (111, 492) | |
| Allowances for depreciation and reserves | (27, 284) | (25, 360) | |
| Other current operating income | 5.2 | 1,145 | 2,890 |
| Other current operating expenses | 5.2 | (872) | (1,014) |
| Operating expenses | (445, 519) | (449, 185) | |
| CURRENT OPERATING INCOME | 3 | 50,535 | 40,755 |
| Other operating income and expenses | 5.3 | (3, 578) | (3, 112) |
| OPERATING PROFIT | 46,957 | 37,642 | |
| Net interest expense | 5.4 | (8, 487) | (8, 187) |
| Other financial income and expenses | 5.4 | 1,020 | 85 |
| NET FINANCIAL EXPENSE | 5.4 | (7, 467) | (8, 101) |
| EARNINGS BEFORE TAX | 39,490 | 29,541 | |
| Income tax | 5.5 | (13, 584) | (9,749) |
| NET INCOME OF CONSOLIDATED COMPANIES | 25,905 | 19,793 | |
| Share in income of equity affiliates | 4.4 | (287) | (923) |
| NET INCOME | 25,618 | 18,869 | |
| Attributable to non-controlling interests | 4,839 | 1,926 | |
| NET INCOME | 20,780 | 16,943 | |
| Average number of shares | 23,402,711 | 22,216,940 | |
| Net earnings per share (in euros) | 0.89 | 0.76 |
| (€ thousands) | 30/06/2017 | 30/06/2016 | |
|---|---|---|---|
| x | x | x | |
| NET INCOME | 25,618 | 18,869 | |
| Hedging instruments | 834 | 107 | |
| Other comprehensive income that may be recycled subsequently to profit and loss |
834 | 107 | |
| Actuarial gains and losses | 228 | (320) | |
| Gains and losses from the translation of financial statements of foreign operations |
(16,515) | 24,546 | |
| Other comprehensive income that may not be recycled subsequently to profit and loss |
(16,287) | 24,226 | |
| TOTAL COMPREHENSIVE INCOME | 10,165 | 43,202 | |
| Total comprehensive income attributable to non-controlling interests | 4,468 | 2,181 | |
| Comprehensive income attributable to equity holders of the parent | 5,697 | 41,021 |
| (€ thousands) | 30/06/2017 x |
30/06/2016 x |
|---|---|---|
| Cash and cash equivalents at the beginning of the year | 173,070 | 133,628 |
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net income | 20,780 | 16,943 |
| Amortisation, depreciation and provisions | 25,256 | 20,712 |
| Other non-cash income and expenses | (4,441) | (4,198) |
| Gains and losses on disposals of fixed assets | 984 | 1,670 |
| Non-controlling interests in consolidated subsidiaries' net income | 4,839 | 1,926 |
| Share in income of equity affiliates | 287 | 923 |
| Operating cash flows | 47,704 | 37,976 |
| Cost of net financial debt | 8,487 | 8,187 |
| Tax expense (including deferred taxes) | 13,584 | 9,749 |
| Cash flow before net interest expense and tax | 69,775 | 55,911 |
| Income tax payments | (11,372) | (7,857) |
| Changes in working capital requirements | (55,039) | (24,811) |
| Net cash provided by operating activities (A) | 3,365 | 23,243 |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Acquisition of intangible fixed assets | (894) | (1,064) |
| Acquisition of tangible assets and capitalised rental equipment | (18,339) | (48,039) |
| Disposals of tangible and intangible assets | 213 | 201 |
| Acquisitions of financial assets | (94) | (2,612) |
| Disposal of investments and other non-current assets | 1,431 | 167 |
| Net cash flows from the acquisition and disposal of subsidiaries | (3,532) | (1,140) |
| Net cash used in investing activities (B) | (21,216) | (52,487) |
| NET CASH FROM FINANCING ACTIVITIES | ||
| Dividends paid to shareholders of the parent | ||
| Dividends paid to non-controlling shareholders of consolidated companies | (50) | (128) |
| Other changes in equity | 2,386 | 1,805 |
| Change in borrowings | 15,607 | 100,659 |
| Cost of net financial debt | (8,487) | (8,187) |
| Net cash provided by financing activities (C) | 9,455 | 94,149 |
| Effect of exchange rate fluctuations on cash (D) | 1,391 | 2,522 |
| Net change in cash & cash equivalents (A + B + C + D) | (7,004) | 67,428 |
| Cash and cash equivalents at year-end | 166,065 | 201,056 |
> STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
| Attributable to the Group | Attributable to | |||||||
|---|---|---|---|---|---|---|---|---|
| (€ thousands) | Number of shares (thousands) |
Capital stock |
Additional paid-in capital |
Retained earnings |
Comprehens ive income |
Total Group | non-controlling interests |
Total |
| Equity at 31/12/2015 | 22,654 | 90,616 | 172,638 | 74,931 | (1,307) | 336,878 | 37,558 | 374,436 |
| C apital increase | 749 | 2,995 | 8,222 | 11,217 | 11,217 | |||
| C omprehensive income appropriation for N-1 | (1,307) | 1,307 | 0 | 0 | ||||
| Distribution of dividends | (13,416) | (13,416) | (4,868) | (18,284) | ||||
| C ancellation of treasury shares | (97) | (97) | (97) | |||||
| Stock option expenses | 1,812 | 1,812 | 1,812 | |||||
| C hange in ownership interests in subsidiaries |
(451) | (451) | 10,865 | 10,414 | ||||
| Other changes | (294) | (294) | (62) | (356) | ||||
| Comprehensive income | 61,451 | 61,451 | 4,137 | 65,588 | ||||
| Equity at 31/12/2016 | 23,403 | 93,611 | 180,860 | 61,177 | 61,451 | 397,099 | 47,630 | 444,729 |
| C apital increase | 0 | 0 | ||||||
| C omprehensive income appropriation for N-1 | 61,451 | (61,451) | 0 | 0 | ||||
| Distribution of dividends | (15,213) | (15,213) | (5,091) | (20,304) | ||||
| C ancellation of treasury shares | (867) | (867) | (867) | |||||
| Stock option expenses | 1,002 | 1,002 | 1,002 | |||||
| C hange in ownership interests in subsidiaries |
3,861 | 3,861 | (2,116) | 1,746 | ||||
| Other changes | (0) | (0) | 0 | (0) | ||||
| Comprehensive income | 5,697 | 5,697 | 4,468 | 10,165 | ||||
| Equity at 30/06/2017 | 23,403 | 93,611 | 180,860 | 111,412 | 5,697 | 391,580 | 44,890 | 436,470 |
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF CONSOLIDATION
The Board of Directors reviewed the condensed interim consolidated financial statements for the six-month period ending 30 June 2017 on 5 September 2017.
The interim consolidated financial statements of GL events and its subsidiaries ("The Group") were prepared in compliance with IAS 34. As condensed financial statements, they do not include all information required by IFRS to produce annual financial statements and as such must be read in conjunction with the consolidated annual financial statements of the Group prepared in accordance with IFRS (International Financial Standards), as adopted by the European Union on 31 December 2016.
The accounting methods applied are identical to those used to prepare the consolidated financial statements for the period ended 31 December 2016, with the exception of corporate income tax.
The tax expenses are calculated for the interim consolidated financial statements by applying to profit for the period the average income tax rate estimated for the fiscal year in progress for each entity or the tax group.
The Group has adopted the following amendments and interpretations which entered into force on 1 January 2017. Their application date coincides with that of the IASB:
- IFRS annual improvements 2014-2016 cycle;
- Amendments to IAS 7 Disclosures on financing activities;
- Amendments to IAS 12 Recognition of deferred tax assets for unrealised losses;
These texts do not have a material impact on the Group's consolidated financial statements.
The Group has not opted to apply in advance standards and interpretations in issue not yet mandatory for periods beginning on or after 1 January 2017.
- The impacts of the application of IFRS 15 (applicable for periods beginning on or after 1 January 2018) on revenue recognition is currently being analysed. The impacts are not expected to be significant for the Exhibitions and Venues businesses. The recognition of revenue from contracts for Jumbo Events may be impacted.
- IFRS 16 "Leases"(applicable for periods beginning on or after 1 January 2019) will have a significant impact on the presentation of the financial statements given the number of operating leases maintained by the Group (warehouses, offices, transport vehicles, etc.).
NOTE 2 – CONSOLIDATED COMPANIES AND PRO FORMA FINANCIAL DATA
The following companies were consolidated for the first time or deconsolidated in the 2017 interim consolidated financial statements:
| Subsidiaries | Date of consolidation or deconsolidation |
|---|---|
| • Agence CCC | Fully consolidated as of 1 February 2017 |
| • AVS C ongrès LTEE | Fully consolidated as of 1 February 2017 |
| • GL events Exhibitions Fuarcilik | Fully consolidated as of 1 June 2017 |
| • GL events Live Chile | Fully consolidated as of 1 April 2017 |
| • Medobjectif | Fully consolidated as of 1 February 2017 |
| • Tarpulin Ingenieria de Proteccion SPA | Fully consolidated as of 1 April 2017 |
| • Tarpulin Montajes SPA | Fully consolidated as of 1 April 2017 |
| • Foodconnexion | Accounted for using the equity method on 1 January 2017 |
| • Spaciotempo UK | Merged on 1 May 2017 with GL events UK |
| • Light Events | Merged on 1June 2017 with GL events Audiovisual |
Because changes in Group structure have not had any material effect on the consolidated financial statements, no pro forma information has been provided in consequence.
> NOTES TO THE FINANCIAL STATEMENTS
| Subsidiaries | Company Location of trade registration or registration incorporation number |
Controlling interest (%) |
Ownership interest (%) |
||||
|---|---|---|---|---|---|---|---|
| 2017 | 2016 | 2017 | 2016 | ||||
| P arent co mpany | |||||||
| GL events | Lyon | 351 571 757 | |||||
| F rench subsidiaries | |||||||
| Adecor | Chilly M azarin | 378 230 569 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Agence CCC (1) | Paris | 433 592 813 | 100.00 | 100.00 | FC | ||
| Alpha 1 Altitude Expo |
Brignais M itry M ory |
535 301 956 379 621 220 |
51.00 100.00 |
51.00 100.00 |
51.00 100.00 |
51.00 100.00 |
FC FC |
| Auvergne Evénements | Cournon d'Auvergne | 449 076 900 | 59.00 | 59.00 | 59.00 | 59.00 | FC |
| Auvergne Evénements Spectacles | Cournon d'Auvergne | 449 077 767 | 100.00 | 100.00 | 59.00 | 59.00 | FC |
| Bleu Royal | Paris | 750 800 625 | 70.00 | 70.00 | 70.00 | 70.00 | FC |
| Brelet | Nantes | 857 803 084 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Brelet Centre Europe Chorus |
Strasbourg Vannes |
437 742 059 414 583 039 |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
FC FC |
| Continental Expo | Paris | 490 659 737 | 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 |
| Fabric Expo | M itry M ory | 379 666 449 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Financière Jaulin | Chilly M azarin | 414 121 731 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Fonction M eubles | Chilly M azarin | 378 230 676 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Foodconnexion (1) GL events Audiovisual |
Viroflay Brignais |
808 332 035 317 613 180 |
50.00 100.00 |
100.00 | 50.00 100.00 |
100.00 | EM : FC |
| GL events Campus | Lyon | 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 Live | Brignais | 378 932 354 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| GL events Parc Expo M etz M étropole | M etz | 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 SI GL events Support |
Brignais Brignais |
480 214 766 480 086 768 |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
FC FC |
| GL events Venues | Lyon | 495 014 524 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| GL M obilier | 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 |
| Jaulin | Chilly M azarin | 335 187 605 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Light Events(2) | Chilly M azarin | 484 963 046 | 100.00 | 100.00 | FC | ||
| Live! by GL events Lou Rugby |
Paris Venissieux |
780 153 862 432 723 559 |
100.00 83.44 |
100.00 69.31 |
100.00 83.44 |
100.00 69.31 |
FC FC |
| Lou Rugby Groupe | Venissieux | 432 723 559 | 89.16 | 74.06 | 89.16 | 74.06 | FC |
| M edobjectif (1) | Paris | 529 065 864 | 100.00 | 100.00 | FC | ||
| M enuiserie Expo | Brignais | 353 672 835 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| M ont Expo | Brignais | 342 071 461 | 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 | Lyon | 403 131 956 | 48.76 | 48.76 | 48.76 | 48.76 | FC |
| Profil PV Corporate |
Lyon Lyon |
378 869 846 807 946 181 |
100.00 48.76 |
100.00 48.76 |
100.00 48.76 |
100.00 48.76 |
FC FC |
| Ranno Entreprise | Chilly M azarin | 391 306 065 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Secil | Lyon | 378 347 470 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Sepel | 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 |
| Sté exploit. Centre Congrès M etz métropole | M etz | 790 342 497 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Sté exploit. Centre Congrès Pierre Baudis Sté exploit. Centre Congrès St-Etienne |
Toulouse Saint Etienne |
444 836 092 488 224 718 |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
FC FC |
| Sté exploit. Centre Congrès Valenciennes | Anzin | 817 786 460 | 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. d'Amiens M égacité | Amiens | 518 869 011 | 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. de Parcs d'Exposition | Paris | 398 162 263 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Sté exploit. Palais Brongniart | Paris | 518 805 809 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Sté exploit. M aison de la M utualité Sté exploit. Parc des Expositions de Troyes |
Brignais Troyes |
517 468 138 510 029 648 |
100.00 100.00 |
100.00 98.50 |
100.00 100.00 |
100.00 98.50 |
FC FC |
| Sté exploit. Polydôme Clermont Ferrand | Clermont-Ferrand | 488 252 347 | 100.00 | 100.00 | 100.00 | 100.00 | FC |
| Strasbourg Evenements | Strasbourg | 384 911 129 | 46.36 | 46.36 | 46.36 | 46.36 | FC |
| Toulouse Evenements | Toulouse | 752 926 923 | 99.00 | 99.00 | 99.00 | 99.00 | FC |
| Toulouse Expo | Toulouse | 580 803 880 | 92.02 | 92.02 | 92.02 | 92.02 | FC |
| Vachon | Gonesse | 343 001 772 | 85.00 | 85.00 | 85.00 | 85.00 | FC |
> NOTES TO THE FINANCIAL STATEMENTS
| Subsidiaries | Location of registration or incorporation |
Controlling interest (%) |
Ownership interest (%) |
|||
|---|---|---|---|---|---|---|
| 2017 | 2016 | 2017 | 2016 | |||
| F o reign subsidiaries | ||||||
| Adors | Ankara | 76.00 | 76.00 | 76.00 | 76.00 | FC: |
| Aedita Latina | Rio de Janeiro | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Ankara Uluslararasi Kongre | Ankara | 76.00 | 76.00 | 76.00 | 76.00 | FC: |
| AVS Congrès LTEE(1) | Port Louis | 100.00 | 100.00 | FC: | ||
| Cabestan | M onaco | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Diagonal Food | Barcelona | 92.00 | 92.00 | 92.00 | 92.00 | FC: |
| Fagga Promoçao de eventos | Rio de Janeiro | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Food Service y Hosteleria | M exico | 52.00 | 52.00 | 52.00 | 52.00 | FC: |
| Frame | Ankara | 76.00 | 76.00 | 76.00 | 76.00 | FC: |
| GL events Algérie | Algiers | 90.00 | 90.00 | 90.00 | 90.00 | FC: |
| GL events Asia | Hong Kong | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Belgium | Brussels | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Brazil Participacoes | Rio de Janeiro | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Brussels | Brussels | 85.00 | 85.00 | 85.00 | 85.00 | FC: |
| GL events CCIB | Barcelona | 80.00 | 80.00 | 80.00 | 80.00 | FC: |
| GL events Centro de Convençoes | Rio de Janeiro | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Chili | Santiago de Chile | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Empredimentos Immobiliaro | Rio de Janeiro | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Exhibitions Shanghai | Shanghai | 93.10 | 93.10 | 93.10 | 93.10 | FC: |
| GL events Exhibitions Fuarcilik(1) | Ankara | 100.00 | 100.00 | FC: | ||
| GL events Exponet | Sydney | 50.00 | 50.00 | 50.00 | 50.00 | FC: |
| GL events Field&Lawn | Edinburgh | 82.50 | 82.50 | 82.50 | 82.50 | FC: |
| GL events Food Turquie | Ankara | 76.00 | 76.00 | 76.00 | 76.00 | FC: |
| GL events Fuarcilk | Ankara | 76.00 | 76.00 | 76.00 | 76.00 | FC: |
| GL events Hong Kong | Hong Kong | 85.00 | 85.00 | 85.00 | 85.00 | FC: |
| GL events Italia | Bologna | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Live Chile(1) | Las Condes | 100.00 | 100.00 | FC: | ||
| GL events M acau | M acau | 99.00 | 99.00 | 99.00 | 99.00 | FC: |
| GL events M aroc GL events Production LLC |
Casablanca Dubai Jebel Ali |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
100.00 100.00 |
FC: FC: |
| GL events PVT | New Delhi | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events South Africa | Johannesburg | 69.39 | 69.39 | 69.39 | 69.39 | FC: |
| GL events Turquie | Istanbul | 76.00 | 76.00 | 76.00 | 76.00 | FC: |
| GL events UK (Ex Owen Brown) (3) | Derby | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events USA | New York | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL events Vostok | M oscow | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL Furniture (Asia) | Hong Kong | 60.00 | 60.00 | 60.00 | 60.00 | FC: |
| GL Litmus events | New Delhi | 70.00 | 70.00 | 70.00 | 70.00 | FC: |
| GL M iddle East | Dubai Jebel Ali | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| GL M iddle East Tent & Trading | Dubai Jebel Ali | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Grand Hôtel M ercure | Rio de Janeiro | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Hungexpo | Budapest | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Istanbul Fuarcilik | Istanbul | 24.50 | 24.50 | 24.50 | 24.50 | EM : |
| LPR | Londrina | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| M af Servizi | Bologna | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| New Affinity | Brussels | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Padova Fiere | Padua | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Perfexpo | Brussels | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Premiere Vision Inc. | New York | 48.76 | 48.76 | 48.76 | 48.76 | FC: |
| Sao Paulo Expo (Ex GL events Immigrantes) | Sao Paulo | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Serenas | Ankara | 76.00 | 76.00 | 76.00 | 76.00 | FC: |
| Spaciotempo Arquitecturas Efimeras | Barcelona | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Spaciotempo UK(3) | Uttoxeter | 100.00 | 100.00 | FC: | ||
| Tarpulin Ingenieria de Proteccion SPA (1) | Santiago de Chile | 63.20 | 63.20 | FC: | ||
| Tarpulin M ontajes SPA (1) | Santiago de Chile | 63.20 | 63.20 | FC: | ||
| Top Gourmet | Rio de Janeiro | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
| Traiteur Loriers Luxembourg | Brussels | 60.00 | 60.00 | 60.00 | 60.00 | FC: |
| World Forum | The Hague | 100.00 | 100.00 | 100.00 | 100.00 | FC: |
(1) First-time consolidation in 2017
(2) Light Events merged with GL events Audiovisual on 1 June 2017
(3) Spaciotempo UK merged with GL events UK on 1 M ay 2017
EM : Equity-accounted method
FC: Full consolidation
NOTE 3 SEGMENT REPORTING
GL events Group is organised into three business divisions:
GL events Live offers expertise covering all business line specialisations and services for corporate, institutional and sports events to provide turnkey solutions from consulting and design to staging the event itself.
GL events Exhibitions manages and coordinates the Group's large portfolio of trade shows and consumer fairs covering a wide range of sectors (food industry, culture, textiles, etc.)
GL events Venues manages a network of venues that includes convention centres, exhibition centres, concert halls and multi-purpose facilities located in major French cities and international destinations:
REVENUE
| (€ thousands) | 30/06/17 | 30/06/16 | Change 2017/2016 | |
|---|---|---|---|---|
| GL events Live | 229,471 | 258,327 | (28,857) | -11.2% |
| % of Total Revenue | 46.3% | 52.7% | ||
| GL events Exhibitions | 100,957 | 78,476 | 22,481 | 28.6% |
| % of Total Revenue | 20.4% | 16.0% | ||
| GL events Venues | 165,626 | 153,136 | 12,490 | 8.2% |
| % of Total Revenue | 33.4% | 31.3% | ||
| Revenue | 496,054 | 489,940 | 6,114 | 1.2% |
CURRENT OPERATING INCOME
| (€ thousands) | 30/06/17 | 30/06/16 |
|---|---|---|
| GL events Live | 9,557 | 17,870 |
| GL events Exhibitions | 15,817 | 7,895 |
| GL events Venues | 25,161 | 14,989 |
| Current operating income | 50,535 | 40,755 |
NET INVESTMENTS IN THE PERIOD IN PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS
| (€ thousands) | 30/06/17 | 30/06/16 |
|---|---|---|
| GL events Live | 5,707 | 11,707 |
| GL events Exhibitions | 233 | 126 |
| GL events Venues | 13,081 | 37,068 |
| Net investments | 19,020 | 48,902 |
ALLOWANCES AND REVERSALS OF AMORTISATION, DEPRECIATION AND PROVISIONS
| (€ thousands) | 30/06/17 | 30/06/16 |
|---|---|---|
| GL events Live | 13,799 | 13,507 |
| GL events Exhibitions | 379 | (819) |
| GL events Venues | 11,078 | 8,024 |
| Amortisation, depreciation and provisions | 25,256 | 20,712 |
GOODWILL
Goodwill is presented below by sector of activity in Note 4.1.
With respect to geographic segment information, Europe as a region accounts for 84 % of Group revenue and Brazil 6%.
NOTE 4 BALANCE SHEET INFORMATION
4.1 INTANGIBLE ASSETS
| (€ thousands) | 31/12/16 | Increase | Decrease or Translation impairment adjustments |
Changes in Group structure & reclassifications |
30/06/17 | |
|---|---|---|---|---|---|---|
| Goodwill - GL events Live | 180,236 | (160) | (1,857) | 3,410 | 181,631 | |
| Goodwill - GL events Exhibitions | 218,544 | (481) | 218,062 | |||
| Goodwill - GL events Venues | 66,561 | 196 | 66,758 | |||
| Goodwill | 465,343 | 0 | (160) | (2,142) | 3,410 | 466,452 |
| Other intangible assets | 102,917 | 894 | (241) | (3,622) | 311 | 100,259 |
| Amortisation, depreciation and impairment | (43,635) | (2,088) | 245 | 644 | (62) | (44,896) |
| Other intangible assets | 59,283 | (1,194) | 4 | (2,978) | 249 | 55,363 |
| Intangible assets | 524,625 | (1,194) | (156) | (5,121) | 3,659 | 521,814 |
For unamortised intangible assets and goodwill, a depreciation test is carried out at least once a year at the end of the annual reporting period or whenever there is an indication of impairment. Value in use is the present value of estimated future cash flows to be generated by the assets tested for impairment. Estimated future cash flows are based on assumptions about economic conditions and forecasts by Group management of future operating conditions.
The CGUs consist of operating companies. For the purpose of impairment tests, goodwill is allocated at the level of groups of CGUs defined as homogeneous groups of assets generating cash inflows and outflows from continuing use largely distinct from cash inflows from other CGUs.
These CGUs are classified on this basis according to the Group's three business divisions: Live, Exhibitions, Venues This approach is consistent with the Group's internal organisation, strategic priorities and monitoring of performance.
At 30 June 2017, the Group has not identified any indications of impairment. Budget assumptions adopted in connection with the construction of impairment tests at 31 December 2016 have not been altered to date.
4.2 PROPERTY, PLANT AND EQUIPMENT
| (€ thousands) | 31/12/16 | Increase | Decrease | Translation adjustments |
Changes in Group structure & reclassifications |
30/06/17 |
|---|---|---|---|---|---|---|
| Land | 227 | 227 | ||||
| Buildings | 329,524 | 3,324 | (1,961) | (18,598) | 100 | 312,389 |
| Total | 329,752 | 3,324 | (1,961) | (18,598) | 100 | 312,616 |
| Amortisation, depreciation and impairment | (30,246) | (6,348) | 2,023 | 991 | (1) | (33,581) |
| Net total | 299,506 | (3,024) | 62 | (17,607) | 99 | 279,036 |
Translation adjustments are mainly the result of the Brazilian real's decline in value in relation to the euro between 31 December 2016 and 30 June 2017.
| (€ thousands) | 31/12/16 | Increase | Decrease | Translation adjustments |
Changes in Group structure & reclassifications |
30/06/17 |
|---|---|---|---|---|---|---|
| Installations, machinery and equipment | 39,080 | 1,172 | 315 | (1,077) | 10,895 | 50,385 |
| Other fixed assets | 86,180 | 1,570 | (742) | (431) | 485 | 87,063 |
| Fixed assets under construction | 2,288 | 1,090 | (3) | (415) | 2,960 | |
| Capitalised rental equipment | 257,459 | 4,484 | (4,363) | (2,721) | (1) | 254,857 |
| Total | 385,007 | 8,316 | (4,790) | (4,232) | 10,964 | 395,266 |
| Installations, machinery and equipment | (28,719) | (1,587) | (539) | 503 | (2,678) | (33,020) |
| Other fixed assets | (64,643) | (3,814) | 889 | 167 | (195) | (67,597) |
| Capitalised rental equipment | (167,871) | (10,556) | 3,797 | 1,459 | 0 | (173,171) |
| Total | (261,233) | (15,956) | 4,146 | 2,129 | (2,873) (273,788) | |
| Property, plant and equipment | 123,774 | (7,640) | (644) | (2,104) | 8,091 | 121,478 |
4.3 FINANCIAL ASSETS
| (€ thousands) | 31/12/16 | Increase | Decrease | Translation adjustments |
Changes in Group structure & reclassifications |
30/06/17 |
|---|---|---|---|---|---|---|
| Available-for-sale securities | 42,302 | 159 | (1,556) | (22) | (499) | 40,384 |
| Loans and receivables | 28,989 | 5 | (134) | (2) | 41 | 28,899 |
| Impairment | (2,032) | (111) | 45 | (2,098) | ||
| Financial assets | 69,259 | 53 | (1,645) | (24) | (458) | 67,185 |
4.4 EQUITY-ACCOUNTED INVESTMENTS
| (€ thousands) | 30/06/17 | 31/12/16 |
|---|---|---|
| Value of securities at opening | 172 | 1,690 |
| Change in structure | 300 | (553) |
| Dividends | (61) | |
| Translation reserves | (9) | (18) |
| Share of income in associates | (287) | (885) |
| Investments in associates | 176 | 172 |
4.5 TRADE RECEIVABLES
| (€ thousands) | 30/06/17 | 31/12/16 |
|---|---|---|
| Trade receivables | 186,667 | 195,398 |
| Impairment charges | (12,678) | (13,057) |
| Trade receivables | 173,988 | 182,341 |
4.6 OTHER RECEIVABLES
| $(E$ thousands) | 30/06/17 | 31/12/16 |
|---|---|---|
| Advances and instalments | 29,959 | 24,281 |
| Social security receivables | 3,569 | 3,472 |
| Tax receivables | 63,609 | 64,153 |
| Current account advances to non- consolidated companies |
4,184 | 5,186 |
| Other trade receivables and equivalent | 22,862 | 21,391 |
| Deferred charges | 31,406 | 32,236 |
| Provision for current accounts | (2, 482) | (3, 325) |
| Provision for other receivables | (226) | (226) |
| Other receivables | 152,881 | 147,167 |
4.7 SHAREHOLDERS' EQUITY
4.7.1 Capital stock
The share capital at 30 June 2017 of GL events was €93,610,844 divided by 23,402,711 shares issued and fully paid up of 4 euros per share.
4.7.2 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.
In the 2017 first half, changes in "Reserves and additional paid in capital" broke down as follows:
| $(C$ thousands) | 30/06/17 | 31/12/16 |
|---|---|---|
| Opening reserves and additional paid in capital | 308,820 | 281,335 |
| Capital increase | 8,222 | |
| Net income appropriation | 31,863 | 30,804 |
| Dividends | (15,213) | (13, 416) |
| Impact of fair value measurement of financial instruments | 834 | 1,223 |
| Portion of assets contributed by non-controlling interests | 3,861 | (451) |
| IAS 19 amendment: | 217 | (317) |
| Cancellation of treasury shares | (867) | (97) |
| Stock option expenses | 1,002 | 1,812 |
| Other changes | (0) | (294) |
| Closing reserves and additional paid in capital | 330,517 | 308,820 |
4.7.3 Translation adjustments
Translation adjustments represent the difference between the historic and average exchange rates and the closing rate. At 30 June 2017, currency translation adjustments represented a negative currency difference of €53,327,000.
4.7.4 Treasury shares
Within the framework of the share repurchase programme, renewed by the General Meeting of 28 April 2017, transactions occurring in the 2017 first half were as follows:
| (number of shares) | 31/12/16 | Acquisitions | Disposals | 30/06/17 |
|---|---|---|---|---|
| - Treasury shares | 321,439 | 62,650 | (214,560) | 169,529 |
| Liquidity agreement | 7,365 | 169,178 | (169,357) | 7,186 |
At 30 June 2017, the number of shares held in treasury and within the framework of the liquidity agreement was 176,715.
4.7.5 Analysis of capital and voting rights
At 30 June 2017, the total number of voting rights was 36,986,730.
Share capital is divided into two classes of shares, shares with single voting rights and shares with double voting rights.
Information on the break down for share capital and voting rights, stock options and bonus share plans is provided in the chapter "Shareholder information" on pages 162 of the 2016 registration document.
To the best of the company's knowledge, share capital and voting rights break down as follows:
| Number of shares |
Percentage of capital |
Percentage of voting rights |
Aggregate Shareholders Agreement - % Capital |
Aggregate Shareholders Agreement - % Voting Rights |
||
|---|---|---|---|---|---|---|
| Polygone SA * | 12,533,652 | 53.56% | 64.35% | |||
| Sofina * | 3,603,029 | 15.40% | 15.07% | 68.95% | 79.43% | |
| Free float | 7,266,030 | 31.05% | 20.57% | |||
| Total share capital | 23,402,711 | 100.00% | 100.00% |
Sofina SA, a company incorporated under and governed by Belgian law, reported having in an individual capacity crossed above the 15% threshold of the share capital of GL Events on 19 June 2017 and of the voting rights on 20 June 2017.
The concert party comprised of Messrs. Olivier Ginon and Olivier Roux and Polygone that they control, Le Grand Rey and the Belgian company Sofina reported having crossed above on 10 March 2017 the threshold of two thirds of the share capital of GL events.
4.8 PROVISIONS FOR RETIREMENT SEVERANCE PAYMENTS
| (€ thousands) | 30/06/17 | 31/12/16 | Relevant line item |
|---|---|---|---|
| Opening balance | 11,962 | 10,855 | |
| Service costs – benefit payments | 337 | 365 | Operating profit |
| Expense recognised under income | 337 | 365 | |
| Actuarial gains or losses of the period from changes in assumptions | (342) | 492 | |
| Changes in Group structure and reclassifications | 65 | 249 | |
| Provisions for retirement severance benefits | 12,022 | 11,962 |
4.9 CURRENT PROVISIONS FOR CONTINGENCIES AND EXPENSES
| Decrease | |||||||
|---|---|---|---|---|---|---|---|
| (€ thousands) | 31/12/16 | Increase | Provisions used in the period |
Reversal of unused provisions |
Translation adjustments |
Changes in Group structure & reclassifications |
30/06/17 |
| Provisions for employee-related contingencies | 2,589 | 196 | (303) | 0 | (103) | 223 | 2,602 |
| Other provisions (1) | 16,274 | 887 | (72) | (220) | (10) | 219 | 17,079 |
| Current prov isions | 18,864 | 1,083 | (375) | (220) | (113) | 442 | 19,680 |
(1) A provision of €15.7 million for country risk was recorded in 2011 after the Organising Committee and the Delhi Development Authority suspended payments of amounts owed to suppliers for the Delhi Commonwealth Games held in India in 2010. Of this initial provision, €4.6 million have been used at 30 June 2017.
At 31 December 2016, this provision amounted to €11.1 million.
4.10 FINANCIAL LIABILITIES
| (€ thousands) | 31/12/16 | Increase | Decrease | Translation adjustments |
Changes in Group structure & reclassifications |
30/06/17 |
|---|---|---|---|---|---|---|
| Non-current borrowings | 555,740 | 101,197 | (90,608) | (373) | 3,094 | 569,050 |
| Financial instruments | 5,040 | (1,250) | 3,790 | |||
| Other financial liabilities | 4,013 | 14,810 | (18) | (11,085) | 7,721 | |
| Long-term financial debt (1) | 564,793 | 116,008 | (91,877) | (373) | (7,990) | 580,561 |
| Cash liabilities | 30,228 | 12,882 | (1,611) | 2,025 | 43,524 | |
| Total financial liabilities | 595,022 | 128,890 | (91,877) | (1,984) | (5,965) | 624,086 |
| Marketable securities | (36,547) | 4,147 | 80 | (550) | (32,870) | |
| Bank and cash | (166,751) | (8,733) | 832 | (2,068) | (176,719) | |
| Cash and cash equivalents | (203,298) | (4,586) | 0 | 912 | (2,618) | (209,589) |
| Net debt | 391,724 | 124,304 | (91,877) | (1,072) | (8,583) | 414,496 |
(1) Of which at 30 June 2017 Non-current portion of medium and long-term debt 463,252 Current portion of long and medium term debt 117,309
4.11 OTHER FINANCIAL LIABILITIES
| (€ thousands) | 30/06/17 | 31/12/16 |
|---|---|---|
| Current accounts | 7,516 | 4,858 |
| Dividends payable | 20,285 | 55 |
| Other payables | 44,244 | 48,370 |
| Prepaid income | 73,302 | 134,752 |
| Other liabilities | 145,347 | 188,035 |
NOTE 5 INCOME STATEMENT INFORMATION
5.1 RAW MATERIALS, CONSUMABLES AND EXTERNAL CHARGES
Raw materials, consumables and external charges break down as follows:
| (€ thousands) | 2017 | 2016 |
|---|---|---|
| Raw materials and consumables | (31,675) | (31,410) |
| Subcontracting and external personnel, equipment rental and rent payments |
(177,769) | (194,764) |
| Travel and entertainment expenses | (24,645) | (20,707) |
| Other purchases and external expenses | (54,659) | (58,887) |
| Purchases and other external charges | (288,747) | (305,768) |
5.2 OTHER CURRENT OPERATING INCOME AND EXPENSES
Other current operating income and expenses break down as follows:
| (€ thousands) | 2017 | 2016 |
|---|---|---|
| Investment grants | 939 | 808 |
| Other income and expenses | (666) | 1,067 |
| Other current operating income and expenses | 273 | 1,875 |
5.3 OTHER OPERATING INCOME AND EXPENSES
Other operating income and expenses break down as follows:
| $(\epsilon thousandb>$ | 2017 | 2016 |
|---|---|---|
| Business restructuring costs | (2, 193) | (1,713) |
| Other income and expenses | (1, 385) | (1, 399) |
| Other operating income and expenses | (3,578) | (3, 112) |
5.4 NET FINANCIAL INCOME (EXPENSE)
| (€ thousands) | 2017 | 2016 |
|---|---|---|
| Net income from the sale of marketable securities | 426 | 262 |
| Interest expense | (8,913) | (8,448) |
| Net interest expense | (8,487) | (8,187) |
| Other investment income | 1,381 | 57 |
| Currency gains and losses | (368) | 92 |
| Provision on financial assets | 8 | (64) |
| Other financial income and expenses | 1,020 | 85 |
| Net financial income (expense) | (7,467) | (8,101) |
5.5 INCOME TAX EXPENSE
In accordance with IAS 34, the estimated effective tax rate for fiscal 2017 is 34.4%.
> NOTES TO THE FINANCIAL STATEMENTS
NOTE 6 OFF-BALANCE SHEET COMMITMENTS
6.1 COMMITMENTS
No commitments (security, guarantees) to third parties and unconsolidated companies have been given or received at 30 June 2017.
Off-balance sheet commitments between consolidated companies are eliminated as are all intercompany transactions and balances.
6.2 CONCESSION ROYALTIES AND PROPERTY LEASE PAYMENTS – NON-CANCELLABLE PORTIONS
These commitments (see note 8.2, page 138 of the 2016 registration document) did not change significantly at 30 June 2017.
6.3 DEBT GUARANTEED BY COLLATERAL
| (€ thousands) | Guaranteed debt |
Nature of the guarantee |
|---|---|---|
| - Bank borrowings | 2,000 | Pledge of financial instruments |
| - Bank guarantees | 683 | Pledge of financial instruments |
6.4 OTHER CAPITAL COMMITMENTS
Capital investments are broken down below by the budgeted period of expenditure:
| (€ thousands) | < 1 year | 1 to 5 years | > 5 years |
|---|---|---|---|
| Capital commitments | 20,240 | 19,513 | 98,474 |
NOTE 7 TRANSACTIONS WITH RELATED PARTIES
The consolidated financial statements include all companies within the Group structure of consolidated operations (see Note 2). Related party transactions concern primarily management services invoiced by Polygone SA to GL events, where Olivier Ginon, Olivier Roux and Erick Rostagnat serve as directors for both companies, and property rental costs invoiced by Foncière Polygone to the Group, with Olivier Ginon serving as Chair, Anne-Sophie Ginon, Managing Director and Erick Rostagnat as Deputy Managing Director of this company.
There are no other pension liabilities or similar benefits in favour of current and former directors and officers. In addition, no advances or loans have been granted to directors and officers.
Summary of transactions with related parties in the 2017 first half:
| Description | Income (expenses) |
|---|---|
| General management services(1) | (1,617) |
| Allowances and expenditures for missions, travel expenses and insurance |
163 |
| Property lease payments and land taxes(2) | (8,548) |
| Balance at 30/06/2017 |
|
| Rent deposit guarantees (3) | 18,585 |
| Customers | 402 |
| Suppliers | (11,553) |
(1) General management services include remuneration paid to Messrs. Ginon and Roux, associated employer charges and travel costs incurred in the performance of their duties. These amounts are renewed each year by tacit renewal and approved by the annual general meeting under regulated agreements.
(2) Rental payments concern 13 operating sites including the Turin exhibition centre that Foncière Polygone acquired from GL events in 2009. These rental amounts were determined on an arm's-length basis at market prices according to rental yields or prices per square meter for comparable properties.
(3) The amount for deposit guarantees corresponds to one year's rent including tax.
INTERIM MANAGEMENT REPORT
1 MATERIAL EVENTS AND OPERATING HIGHLIGHTS OF THE 2017 FIRST HALF
Despite an unfavourable comparison base reflecting revenue contributions from the Rio Olympic Games and the Euro 2016 held in France, the Group registered growth in revenue in the 2017 first half: in relation to 30 June 2016, revenue was up 1.2%, the current operating margin rose 1.9 points to 10.2% and net income attributable to equity holders of the parent rose 22.6%.
First-half operating highlights included:
- a good performance by Sirha,
- the strengthening of the convention business by the acquisition of the agency CCC,
- the consolidation of the Group's presence in Chile with the acquisition of Tarpulin
- accelerating business momentum for Sao Paulo Expo.
INCOME STATEMENT HIGHLIGHTS
GL events had revenue in the 2017 first half of €496.1 million, with the euro zone accounting for 81% of which 57% from France. By business division, this revenue breaks down as follows:
| $(C$ thousands) | 30/06/17 | 30/06/16 | 30/06/15 |
|---|---|---|---|
| GL events Live | 229,471 | 258,327 | 221,604 |
| % of Total Revenue | 46.3% | 52.7% | 47.5% |
| GL events Exhibitions | 100,957 | 78,476 | 100,084 |
| % of Total Revenue | 20.4% | 16.0% | 21.4% |
| GL events Venues | 165,626 | 153,136 | 145,239 |
| % of Total Revenue | 33.4% | 31.3% | 31.1% |
| Revenue | 496,054 | 489,940 | 466,927 |
GL events Live was impacted by the negative base effect linked to the Rio Olympic Games and COP 22, down 11.2% from the 2016 first half. Bolstered by steady performances from recurrent events like Sirha, Première Vision, the Cannes Festival, the International Agricultural Show, the Saut Hermès show jumping competition or the International Paris Air Show, but also important corporate events (the Nissan Micra launch, Loxam's 50th anniversary) or services provided for the Africa Cup of Nations in Gabon, revenue at 30 June 2017 was up 3.5% from the first half of 2015, a year without major jumbo events and thus providing a better basis of comparison.
GL events Exhibitions had growth in revenue of 0.9% in relation to the benchmark period of the 2015 first half (€101 million). Following a first quarter with strong growth linked to a very high quality edition of Sirha, many trade shows were held in France and in international markets: Première Vision, the Lyon International Fair, CFIA Rennes, Industrie Lyon that registered significant gains, Expobiogaz in Bordeaux, Gaming Istanbul or the Geek and Game Rio Festival.
GL events Venues registered growth of 8.2% in relation to 30 June 2016. This increase was notably driven by the performances of São Paulo Expo (Plastico Brasil, Salao Moda Brasil, Automec and Feicon Batimat), but also Eurexpo (developments by Sirha and the International Plastics Industry Forum), Palais Brongniart (with namely Paris Fintech Forum, Tranoi and Xpair.com), Genesys International at the Square – Brussels Meeting Centre and the Mondial de la Bière at Maison de La Mutualite.
Consolidated current operating income in the 2017 first half rose to €50.5 million, up 24% from the last year's same period. The operating margin was accordingly 10.2%.
| (€ thousands) | 30/06/17 | 30/06/16 | 30/06/15 |
|---|---|---|---|
| GL events Live | 9,557 | 17,870 | 8,180 |
| GL events Exhibitions | 15,817 | 7,895 | 16,008 |
| GL events Venues | 25,161 | 14,989 | 13,700 |
| Current operating income | 50,535 | 40,755 | 37,888 |
The breakdown of current operating income by major business line was as follows:
GL events Live, was impacted by a negative base effect from the 2016 calendar of events. Despite this, results were up in relation to the 2015 first-half (4.2% vs. 3.7% in 2015) driven by steady performances of recurring events (trade shows, festivals conventions).
GL events Exhibitions, registered strong growth linked to the very high quality edition of Sirha, with revenue up 28.6% in relation to the 2016 first half and up 0.9% from 30 June 2015, reflecting the biennial nature of the business. Operating profit remained stable in relation to the 2015 first half.
GL events Venues registered growth in revenue of 8.2% driven by international markets (Brazil, Hungary, Paris, Brussels) that also contributed to an improvement in the operating profit.
Net financial expense amounted to €7.5 million, up from €8.1 million at 30 June 2016.
Profit before tax amounted to €39.5 million compared to €29.6 million at 30 June 2016. In light of a tax rate of 34.4% and losses from equity-accounted investees, net income amounted to €25.6 million compared to €18.9 million for the 2016 first half. After minority interests, net income attributable to the equity holders of the parent came to €20.8 million compared with €16.9 million one year earlier.
FINANCIAL POSITION HIGHLIGHTS
Capital spending in the first half (€21 million) related asset renewals for the Live division and outflows linked to the completion of the renovation work at the Brazilian sites (São Paulo, Rio Centro and Arena Rio).
2 SUBSEQUENT EVENTS
THE EMERGENCE OF A GLOBAL FRENCH TRADE SHOW DEVOTED TO INDUSTRY
As announced by the Group on 12 July, the acquisition of Midest and Tolexpo will enable GL events Exhibitions to implement all synergies required for this large-scale gathering for the benefit of French and international manufacturers, starting with the 2018 edition to be held from the 27th to 30th of March at Paris-Nord Villepinte. At an exhibition area exceeding 100,000 m², 2,700 exhibitors and more than 50,000 professional visitors are expected.
THE BOCUSE D'OR ASIA-PACIFIC IN GUANGZHOU
Guangzhou, China will host Bocuse d'Or Asia-Pacific on 8 and 9 May 2018. This event organized by GL events Exhibitions and Lingnam Group will bring together 12 teams that will compete for one of the five tickets to represent their country at the Grand Finale of the Bocuse d'Or to be held in Lyon on January 29 and 30, 2019 at Sirha, the world hospitality and food service event. This event will contribute to establishing the position of Guangzhou (the future location of the Convention Centre to be jointly operated by GL events) on the worldwide culinary map and providing a boost to its catering, tourism and event industries.
3 OUTLOOK AND UNCERTAINTIES
Based on the start of this year and events already scheduled for the second half, GL events maintains its objective for profitable growth in 2017. The Group furthermore intends to pursue its goal of reducing debt (excluding an external growth transaction).
RESPONSIBILITY STATEMENT FOR THE INTERIM FINANCIAL REPORT
To the best of my knowledge, and in accordance with applicable reporting principles for interim financial reporting, the interim condensed financial statements of the Company and all consolidated operations provide a fair view of its assets and liabilities, financial position and earnings, and the interim management report, included herein on page 20, provides a fair view of material events of the first six months, their impact on the interim financial statements, the main transactions with related parties and as well as a description of the key risks and uncertainties for the remaining six months.
Lyon, 8 September 2017
Olivier Ginon Chairman
> STATUTORY AUDITORS' REPORT
STATUTORY AUDITORS' REPORT ON INTERIM FINANCIAL INFORMATION
This is an unsigned free translation into English of the auditor's review report issued in the French language and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and is construed in accordance with, French law and professional standards applicable in France.
To the Shareholders:
In accordance with the terms of our appointment at your general meeting and the provisions of Article L.451-1-2 III of the French monetary and financial code, we hereby submit our report regarding:
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The review of the accompanying interim condensed consolidated financial statements of GL events SA for the sixmonth period from 1 January to June 30, 2017;
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The verification of the information given in the interim management report.
The preparation of these interim condensed consolidated financial statements is the responsibility of your board of directors. Our responsibility is to express a conclusion on these financial statements based on our review.
I – Review of the financial statements
We have conducted our limited review in accordance with the professional standards applicable in France.
A review consists mainly of making inquiries with persons responsible for financial and accounting matters and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France. As such, it provides a moderate assurance that the financial statements as a whole are free of material misstatements lower than that which would result from an audit.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements were not prepared in all material respects in accordance with IAS 34 – standard of the IFRS as adopted by the European Union governing interim financial reporting.
II – Specific procedures and disclosures
We have also verified the information in the interim management report commenting on the interim condensed consolidated financial statements that were the subject of our limited review.
We have no matter to report regarding its fair presentation and consistency with the interim condensed consolidated financial statements.
Villeurbanne and Oullins, 8 September 2017
The Statutory Auditors
MAZA SIMOENS MAZARS
Sébastien Belmont Paul-Armel Junne Thierry Colin Partner Partner Partner