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Rubis Interim / Quarterly Report 2017

Sep 7, 2017

1636_ir_2017-09-07_f5e1f73e-80ff-48d2-a79e-74690160eeec.pdf

Interim / Quarterly Report

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STORAGE DISTRIBUTION RESPONSIBILITY INDEPENDENCE NICHE OPERATOR LEADERSHIP MULTI-LOCAL EXPERTISE MAINTENANCE RISK CONTROL

2017 HALF-YEAR F I N A N C I A L REPORT

TABLE OF CONTENTS

I – GROUP ACTIVITY REPORT FOR THE FIRST HALF OF 2017 1
ACTIVITY REPORT 2
OUTLOOK FOR THE SECOND HALF OF 2017 5
DESCRIPTION OF THE MAIN RISKS AND CONTINGENCIES
FOR THE REMAINING SIX MONTHS OF THE YEAR
6
POST-BALANCE SHEET EVENTS 6
KEY TRANSACTIONS WITH RELATED PARTIES 7
II – CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2017 8
III –
STATUTORY AUDITORS' REPORT
35
IV – DECLARATION OF RESPONSIBLE OFFICERS 36

I – GROUP ACTIVITY REPORT FOR THE FIRST HALF OF 2017

ACTIVITY REPORT 2
OUTLOOK FOR THE SECOND HALF OF 2017 5
DESCRIPTION OF THE MAIN RISKS AND CONTINGENCIES
FOR THE REMAINING SIX MONTHS OF THE YEAR
6
POST-BALANCE SHEET EVENTS 6
KEY TRANSACTIONS WITH RELATED PARTIES 7

ACTIVITY REPORT

The first half of 2017 benefited from robust organic growth, reflected in an 8% increase in total business volumes at constant scope. Acquisitions made in the first half of 2017 (Haiti and Turkey) made a positive contribution, boosting EBIT by 10% (stable on a like-for-like basis).

The finalization of the acquisition of the partners' shares in Turkey resulted in a non-recurrent profit of €ͳͶ million. Overall, the Group posted record net income of €ͳ͵ͻ million, an increase of 34% (+8% on a like-for-like basis).

Each of the Group's ͵ business lines contributed to this growth, on both an organic basis and through acquisitions, which made a strong contribution in terms of profitability:

  • Rubis Énergie enjoyed an 8% increase in volumes distributed (+4% at constant scope) and generated growth of 13% in EBIT (+6% on a like-for-like basis), driven notably by a rebound in activity and margins in the bitumen segment in Africa;
  • Rubis Support and Services recorded a convincing rebound in volumes handled thanks in particular to growth in the bitumen segment. However, the structure of the unit margin, which was down, left EBIT stable excluding non-recurring charges;
  • Rubis Terminal enjoyed strong growth (+11%) in storage revenues (all terminals at 100%). Rubis Terminal Petrol (Turkey) has been fully consolidated since January 1. It made a substantial contribution to earnings, allowing EBIT to increase by 31% (+7% at comparable scope, excluding non-recurring charges).
ȋ€ millionȌ 2017 2016 Change
Sales revenue 1,815 1,453 25%
Gross operating profit (EBITDA) 238 213 12%
Current operating income (EBIT), of which 177 160 10%
Rubis Énergie 126 112 13%
Rubis Support and Services 31 33 -7%
Rubis Terminal 31 24 31%
Net income, Group share 139 104 34%
Cash flow 189 165 15%
Capital expenditure 80 76

CONSOLIDATED FIGURES AS OF JUNE 30, 2017

The ͳͷ% increase in cash flow generated over the period reflects the quality of the Group's results.

At the end of April, Rubis finalized the acquisition of Dinasa in Haiti, becoming the island's leading distributor of petroleum products and ramping up its business in the Caribbean.

In July, Rubis announced the acquisition of Galana, the leading distributor of petroleum products in Madagascar, thereby expanding its operations in the Indian Ocean. It also announced the acquisition of a number of LPG distribution assets from Repsol in Portugal.

The Group's financial position remained sound following these transactions, with the ratio of net debt to annualized EBITDA standing at 1.4.

Propane prices were up sharply compared with the first half of 2016 (+41% in USD). This change had no effect at the overall level (unit margin: +2%). Its only impact was in Europe, where a slight contraction of the unit margin was observed in the LPG segment (-3%).

ȋin '000 m 3
)
2017 2016 Change Change at
constant scope
Europe 426 425 0% 1%
Caribbean 908 818 11% -3%
Africa 496 451 10% 10%
TOTAL 1,830 1,694 8% 2%

CHANGE IN VOLUMES SOLD BY GEOGRAPHIC ZONE IN THE FIRST HALF

CHANGE IN VOLUMES SOLD BY GEOGRAPHIC ZONE IN THE SECOND QUARTER

ȋin '000 m 3
)
Q2-2017 Q2-2016 Change Change at
constant scope
Europe 185 194 -4% -4%
Caribbean 498 415 20% -7%
Africa 242 234 3% 3%
TOTAL 926 844 10% -3%

Volumes as reported were up 8% at current scope. Changes in the scope of consolidation over the period affected the Caribbean, with the acquisition of Dinasa (Haiti). Adjusted for the impact of changes in the scope of consolidation, volumes were up 2% despite the decline in LPG volumes in Europe (-1%) on the back of unfavorable weather conditions (below the 30-year average and less favorable than 2016).

Adjusted for one-off items in the Caribbean, namely the termination of a bulk fuel supply contract for EDF at a low margin in Martinique and strikes in Guyana, volumes in the Caribbean grew by 2%, and total volumes were up 4% (on a like-for-like basis).

Looking at unit margins, the decline observed in LPG in Europe (-3%) was offset by the sharp rebound in the bitumen segment in Africa (+9%), keeping the overall number healthy.

Rubis Énergie division results

Rubis Énergie delivered record EBIT of €ͳʹ million, an increase of ͳ͵%: the decline in Europe (-12%), resulting from the weather and a negative unit margin effect in Europe, was offset by the rebound in results in the bitumen segment in Africa (+75%). At constant scope (excluding Haiti), EBIT was up 6%.

RESULTS OF THE RUBIS ÉNERGIE DIVISION FOR THE SIX MONTHS TO JUNE 30, 2017

ȋ€ millionȌ 2017 2016 Change Change at
constant scope
Volumes distributed ȋ'ͲͲͲ m3
)
1,830 1,694 8% 2%
Sales revenue 1,270 1,043 22% 17%
EBITDA 153 140 9% 4%
EBIT 126 112 13% 6%
Europe 38 43 -12% -11%
Caribbean 42 33 30% -1%
Africa 47 36 33% 33%
Cash flow 120 108 12%
Capital expenditure 44 27

RUBIS SUPPORT AND SERVICES

This subgroup includes Rubis Énergie's supply tools for petroleum products:

  • the 71% interest in the refinery in the French Antilles (Sara);
  • the trading-supply activity (excluding retail distribution), based in Barbados and operating in international markets; and
  • shipping, in support-logistics (12 chartered vessels).

The results of the Sara refinery are recognized using the calculation formula set by decree (9% of equity at the end of the prior year) and were stable year on year.

Volumes handled in trading-supply-shipping were up sharply (+59%), but with unit margins below those of 2016. This resulted in stable EBIT excluding non-recurring provisions.

ȋ€ millionȌ 2017 2016 Change
Sales revenue 374 268 39%
EBITDA 48 46 4%
EBIT 31 33 -7%
- Sara 15 15 -2%
- Trading-supply, shipping 16 18 -11%
Cash flow 44 43 1%
Capital expenditure 9 14

RESULTS OF THE RUBIS SUPPORT AND SERVICES DIVISION FOR THE SIX MONTHS TO JUNE 30, 2017

The storage business recorded revenue growth of 35% on a reported basis thanks to the full consolidation of Rubis Terminal Petrol (Turkey). However, business measured in revenue was up 11%, including 100% of the assets in the scope of consolidation (unchanged), with storage billings totaling €ͻ.ͻ million, representing a ͳͶ% increase in traffic across all products to .͵ million metric tons.

This growth (11%) breaks down by geographic zone as follows:

  • Storage France: +3%, driven by petroleum product revenues (+5%);
  • Storage Northern Europe: +27%, resulting from capacity increase at the end of 2016, with a utilization rate close to 90%;
  • Turkey: +19%, characterized by strong growth in flows to and from Northern Iraq (Kurdistan).

Change in EBIT over time

Reported current operating income (EBIT) was up 31%. However, an analysis of the performance on a like-for-like basis, including the contribution to EBIT from Antwerp (equity associate) and adjusted for non-recurring expenses, puts growth at 7%.

ȋ€ millionȌ 2017 2016 Change
Sales revenue 171 142 20%
- Storage 85 63 35%
- Distribution 85 79 8%
EBITDA 48 34 39%
EBITDA including associates 52 41 24%
EBIT 31 24 31%
EBIT including associates 34 28 21%
Cash flow 36 22 63%
Capital expenditure 27 34

RESULTS OF THE RUBIS TERMINAL DIVISION FOR THE SIX MONTHS TO JUNE 30, 2017

OUTLOOK FOR THE SECOND HALF OF 2017

The increase in activity and the consolidation of acquisitions in the second half should consolidate earnings growth over the full year in 2017.

DESCRIPTION OF THE MAIN RISKS AND CONTINGENCIES FOR THE REMAINING SIX MONTHS OF THE YEAR

The main risks and contingencies to which the Group could be exposed are described in Chapter 4 "Risk Factors and Insurance" of the Annual Financial Report - 2016 Registration Document. To Rubis' knowledge, there are no extraordinary items, litigation, risks or off-balance sheet commitments liable to have a significant impact on the financial position, the assets and liabilities, the income or the businesses of the Group.

POST-BALANCE SHEET EVENTS

ACQUISITION OF THE LEADING DISTRIBUTOR OF PETROLEUM PRODUCTS IN MADAGASCAR

In July ʹͲͳ, Rubis completed the acquisition of the Galana group, Madagascar's largest distributor of petroleum products.

With 260,000 m3 of petroleum products distributed in 2016, Galana operates in each of the main market segments: networks (71 gas stations), commercial (including mining and power generation), LPG and lubricants. In support of its distribution activity, the company has strategic and autonomous import logistics capacity, consisting of the island's only storage terminal for imports of petroleum products (260,000 m3) with dedicated maritime access, located in Tamatave.

Galana accordingly combines all of the strategic criteria sought by Rubis in distribution: a leading position (30% market share) combined with a unique position in logistics.

Rubis, already present in the distribution of petroleum products (240,000 m3) on Réunion (SRPP), is increasing its operations in the distribution of fuel and fuel oil in the Indian Ocean through the acquisition of the Galana group. The pooling of volumes carried out in this growing area should allow for the eventual generation of economies of scale (trading and shipping).

In 2016, the Galana group generated sales revenue of US\$215 million.

Consolidation in Rubis' financial statements was effective as of July ͳ, ʹͲͳ.

ACQUISITION OF LPG DISTRIBUTION ASSETS IN PORTUGAL FROM REPSOL

At the end of July 2017, Rubis acquired LPG distribution assets in Madeira and the Azores (Portugal) and continental pipeline distribution networks from Repsol.

This acquisition enabled Rubis to extend its offering to the pipeline network segment and to reach critical mass in its existing operations in Madeira and the Azores.

These activities represent an annual volume of approximately 15,000 metric tons, i.e. 12% of the volumes marketed by the Group locally, and generate approximately € million in gross operating profit.

The assets acquired cover various segments: packaged, bulk and pipeline distribution networks, and associated operational facilities.

The contribution of continental pipeline network assets to the Group's results has been effective since the transaction was finalized on July 1, 2017. In Madeira and the Azores, the transaction remains subject to the approval of the local competition authority.

2-FOR-1 SPLIT OF THE PAR VALUE OF THE RUBIS SHARE

The Combined Shareholders' Meeting of June ͺ, ʹͲͳ, by adopting the ͳ͵th resolution, resolved to perform a 2-for-1 split of the par value of the Rubis share, delegating all powers to the Board of Management to set the date of the split and to make any necessary adjustments.

As a result, the Board of Management, meeting on July 13, 2017, decided to split the par value of the share from €ʹ.ͷͲ to €ͳ.ʹͷ, with each shareholder receiving ʹ new shares for ͳ existing share.

The new shares have the same rights as the existing shares that they replace, and the amount of the share capital remains unchanged.

ESTABLISHMENT OF NEW EQUITY LINES

Rubis has renewed its equity lines so as to bolster its financial resources while maintaining a sound balance sheet.

Under the delegations granted by the Combined Shareholders' Meeting and the General Partners' Meeting of June ͺ, ʹͲͳ, Rubis established ʹ equity lines on July ʹͳ, ʹͲͳ, in the form of issues of warrants, split between Crédit Agricole Corporate and Investment Bank (Crédit Agricole CIB) and Société Générale, enabling it to carry out successive capital increases up to the authorized ceiling of €ͷ,ͷͲͲ,ͲͲͲ in par value ሺcorresponding to Ͷ,ͶͲͲ,ͲͲͲ shares of €ͳ.ʹͷ eachሻ, i.e. less than ͷ% of the Company's share capital as of the date of the Meeting.

Crédit Agricole CIB and Société Générale each signed an agreement with Rubis on July 21, 2017 enabling them to subscribe 2,200,000 warrants. These warrants may be exercised solely at Rubis' discretion for a period of ͶͲ months, in successive installments, with each bank undertaking to purchase, either directly or through one of its subsidiaries, the Rubis shares resulting from the exercise of the warrants.

The subscription price of the shares issued in respect of these warrants will be the average share price over the 3 trading days prior to its fixing, weighted by trading volumes, less a discount of 5%.

On the basis of the current share price, the potential increase in shareholders' equity could be as much as €ʹͳͲ million.

The 2 banks, acting in their capacity as financial intermediaries, do not intend to become longterm shareholders of the Company.

KEY TRANSACTIONS WITH RELATED PARTIES

There was no significant variation in the nature of transactions with related parties in the first half of 2017 compared with December 31, 2016 (see note 10.3 to the consolidated financial statements for the year ended December 31, 2016).

II – CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2017

CONSOLIDATED BALANCE SHEET

ASSETS

12/31/2016
(in thousands of euros) Note
NON-CURRENT ASSETS
Intangible assets 8.2 21,996 22,905
Goodwill 8.1 984,731 773,013
Property, plant and equipment 9 1,406,381 1,192,340
Investments in joint ventures 3; 7 36,336 129,922
Other financial assets 10.1 24,855 92,598
Deferred tax assets and liabilities 9,720 12,521
Other non-current assets 5,940 322
TOTAL NON-CURRENT ASSETS (I) 2,489,959 2,223,621
CURRENT ASSETS
Inventory and work in progress 260,317 246,615
Trade and other receivables 418,699 381,595
Income tax receivables 26,884 9,870
Other current assets 10.2 35,674 19,243
Cash and cash equivalents 830,807 833,652
TOTAL CURRENT ASSETS (II) 1,572,381 1,490,975
TOTAL GROUP OF ASSETS FOR DISPOSAL (III)
TOTAL ASSETS (I + II + III) 4,062,340 3,714,596

CONSOLIDATED BALANCE SHEET

LIABILITIES

06/30/2017 12/31/2016
(in thousands of euros) Note
SHAREHOLDERS' EQUITY, GROUP SHARE
Share capital 12 117,173 113,637
Share premium 12 1,195,903 1,084,251
Retained earnings 587,025 659,503
TOTAL 1,900,101 1,857,391
NON-CONTROLLING INTERESTS 122,913 129,044
SHAREHOLDERS' EQUITY (I) 2,023,014 1,986,435
NON-CURRENT LIABILITIES
Borrowings and financial debt 14 1,033,354 798,874
Deposit/consignment 107,062 102,967
Provisions for pensions and other employee benefit obligations 43,165 47,702
Other provisions 15 86,370 77,165
Deferred tax assets and liabilities 61,155 49,597
Other non-current liabilities 3,783 3,847
TOTAL NON-CURRENT LIABILITIES (II) 1,334,889 1,080,152
CURRENT LIABILITIES
Borrowings and bank overdrafts (portion due in less than one year) 14 286,880 262,464
Trade and other payables 359,046 355,243
Current tax liabilities 13,428 7,343
Other current liabilities 45,083 22,959
TOTAL CURRENT LIABILITIES (III) 704,437 648,009
TOTAL LIABILITIES RELATED TO A GROUP OF ASSETS FOR DISPOSAL (IV)
TOTAL LIABILITIES (I + II + III + IV) 4,062,340 3,714,596

CONSOLIDATED INCOME STATEMENT

Note 06/30/2017 06/30/2016
(in thousands of euros) %
Sales of merchandise 1,194,832 907,291
Revenue from manufacturing of goods and services 620,523 546,107
NET REVENUE 4 25% 1,815,355 1,453,398
Other operating income 1,326 573
Consumed purchases (1,275,982) (967,580)
External expenses (163,069) (147,056)
Payroll expenses (94,544) (88,513)
Taxes (43,648) (37,694)
Net depreciation and provisions (62,179) (52,844)
Other operating income and expenses (728) (378)
EBITDA 12% 238,112 212,555
CURRENT OPERATING INCOME (EBIT) 4 10% 176,531 159,906
Other operating income and expenses 16 14,270 (1,850)
OPERATING INCOME BEFORE PROFIT/LOSS FROM JOINT
VENTURES
21% 190,801 158,056
Share of net income from joint ventures 1,849 2,429
OPERATING INCOME AFTER PROFIT/LOSS FROM JOINT
VENTURES
4 20% 192,650 160,485
Income from cash and cash equivalents 1,863 2,002
Gross cost of financial debt (9,553) (8,044)
COST OF NET FINANCIAL DEBT 27% (7,690) (6,042)
Other financial income and expenses 2,923 (2,092)
INCOME BEFORE TAX 23% 187,883 152,351
INCOME TAX (40,845) (37,725)
NET INCOME 28% 147,038 114,626
NET INCOME, GROUP SHARE 34% 139,497 104,337
NET INCOME, MINORITY INTERESTS -27% 7,541 10,289
Undiluted earnings per share (in euros) 11 27% 3.07 2.41
Diluted earnings per share (in euros) 11 27% 3.03 2.38

STATEMENT OF OTHER COMPREHENSIVE INCOME

(in thousands of euros) 06/30/2017 06/30/2016
Total consolidated net income (I) 147,038 114,626
Foreign exchange differences (85,813) (28,692)
Hedging instruments (1,090) (2,050)
Income tax on hedging instruments 378 714
Items recyclable in P&L from joint ventures (1,678)
Items that will subsequently be recycled in P&L (II) (86,525) (31,706)
Actuarial gains and losses 718 (3,409)
Income tax on actuarial gains and losses (357) 778
Items not recyclable in P&L from joint ventures
Items that will not subsequently be recycled in P&L (III) 361 (2,631)
Comprehensive income for the period (I+II+III) 60,874 80,289
Share attributable to the owners of the Group's parent company 54,515 69,556
Share attributable to non-controlling interests 6,359 10,733

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

Shares
outstanding
including
treasury
shares
Share
capital
Share
premium
Treasury
shares
Consolidated
reserves and
earnings
Foreign
exchange
differences
Shareholders'
equity
attributable
to the owners
of the
Group's
parent
company
Non
controlling
interests
(minority
interests)
Total
consolidated
shareholders'
equity
(number of shares) (in thousands of euros)
Shareholders'
equity as of
December 31,
2015
43,216,952 15,762 108,042 962,398 (1,090) 387,888 100,605 1,557,845 99,514 1,657,359
Comprehensive
income for the
period
100,479 (30,923) 69,556 10,733 80,289
Percentage
change in
interest
70,442 70,442 17,873 88,315
Share-based
payments
2,440 2,440 2,440
Capital increase 1,839,310 4,599 100,477 460 105,536 105,536
Treasury shares
Dividend
2,382 (120) (19) (139) (139)
payment (124,900) (124,900) (9,811) (134,711)
Other changes 44 44 40 84
Shareholders'
equity as of June
30, 2016
45,056,262 18,144 112,641 1,062,875 (1,210) 436,836 69,682 1,680,824 118,350 1,799,173
Comprehensive
income for the
period
108,645 42,907 151,552 11,961 163,513
Percentage
change in
interest
487 487 379 866
Share-based
payments
1,709 1,709 1,709
Capital increase 398,626 (3,753) 996 21,376 99 22,471 (334) 22,137
Treasury shares 122 257 379 379
Dividend
payment
(1,291) (1,291)
Other changes (31) (31) (21) (52)
Shareholders'
equity as of
December 31,
2016
45,454,888 14,391 113,637 1,084,251 (1,088) 548,002 112,589 1,857,391 129,044 1,986,435
Comprehensive
income for the
period
138,880 (84,365) 54,515 6,359 60,874
Percentage
change in
interest
Share-based
payments
4,977 4,977 4,977
Capital increase 1,414,399 (8,338) 3,536 111,652 354 115,542 115,542
Treasury shares 469 228 697 697
Dividend
payment (133,009) (133,009) (12,500) (145,509)
Other changes (12) (12) 10 (2)
Shareholders'
equity as of June
30, 2017
46,869,287 6,053 117,173 1,195,903 (619) 559,420 28,224 1,900,101 122,913 2,023,014

CONSOLIDATED STATEMENT OF CASH FLOWS

06/30/2017 12/31/2016 06/30/2016
(in thousands of euros)
Total consolidated net income from continuing operations 147,038 227,377 114,626
Net income from discontinued operations
Adjustments:
Elimination of income of joint ventures (1,849) (6,798) (2,429)
Elimination of depreciation and provisions 58,172 110,951 51,864
Elimination of profit and loss from disposals and dilution 282 (3,820) (345)
Elimination of dividend earnings (258) (272) (259)
Other income and expenditure with no impact on cash and cash (14,143) (1,286) 1,160
equivalents(1)
Cash flow after cost of net financial debt and tax
189,242 326,153 164,617
Elimination of tax expenses 40,845 64,320 37,725
Elimination of cost of net financial debt 7,690 13,173 6,042
Cash flow before cost of net financial debt and tax
237,777 403,646 208,384
Impact of change in working capital(*) (67,800) (18,288) 18,488
Tax paid (51,703) (74,033) (39,351)
Cash flow related to operations 118,274 311,325 187,522
Impact of changes to consolidation scope (cash acquired – cash disposed) 57,724 833 1,457
Acquisition of financial assets: Rubis Énergie division(2) (285,767) (16,131) (15,928)
Acquisition of financial assets: Rubis Terminal division(2) (17,614)
Disposal of financial assets: Rubis Support and Services division(3) 1,306
Disposal of financial assets: Rubis Énergie division 15,783
Acquisition of property, plant and equipment and intangible assets (80,290) (162,545) (75,890)
Change in loans and advances granted 19,469 (6,079) (3,419)
Disposal of property, plant and equipment and intangible assets 1,468 2,800 972
(Acquisition)/disposal of other financial assets (71) (203)
Dividends received 258 272 241
Other cash flow from investment operations
Cash flow related to investment activities (303,518) (165,270) (92,567)

(1) Including change in fair value of financial instruments, goodwill (impairment, badwill), etc.

(2) The impact of changes in the scope of consolidation is described in note 3 to the interim consolidated financial statements.

(3) Disposal of a bitumen services company.

CONSOLIDATED STATEMENT OF CASH FLOWS

Continued Note 06/30/2017 12/31/2016 06/30/2016
(in thousands of euros)
Capital increase 12 114,118 127,967 104,320
(Acquisition)/disposal of treasury shares 469 2 (119)
Borrowings issued 380,333 237,175 104,339
Borrowings repaid (173,124) (291,631) (158,385)
Net interest paid (7,217) (13,272) (6,249)
Dividends payable (103,705) (124,900) (97,302)
Dividends payable to non-controlling interests (8,704) (11,040) (9,605)
Acquisition of financial assets: Rubis Énergie Africa division (38,256) (38,256)
Disposal of financial assets: Rubis Énergie Africa division 12,392 12,392
Other cash flow from investment operations (2) (585)
Cash flows related to financing activities 202,168 (102,147) (88,865)
Impact of exchange rate changes (19,769) 3,289 (13,316)
Impact of change in accounting principles
Change in cash and cash equivalents (2,845) 47,196 (7,226)
CASH AND CASH EQUIVALENTS FROM CONTINUING
OPERATIONS
Opening cash and cash equivalents(4) 833,652 786,456 786,456
Change in cash and cash equivalents (2,845) 47,196 (7,226)
Closing cash and cash equivalents(4) 830,807 833,652 779,230
Financial liabilities 14.1 (1,320,234) (1,061,338) (1,061,433)
Cash and cash equivalents net of financial debt 14.2 (489,427) (227,686) (282,203)
(4) Cash and cash equivalents net of bank overdrafts.

(*) Breakdown of the impact of change in working capital:

Impact of change in inventories and work in progress 4,446
Impact of change in trade and other receivables (34,293)
Impact of change in trade and other payables (37,953)
Impact of change in working capital (67,800)

NOTES TO THE 2017 HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS

1. ACCOUNTING POLICIES

The Group's financial statements for the six months to June 30, 2017 were finalized by the Board of Management on September 6, 2017, and approved by the Supervisory Board on September 7, 2017.

The condensed consolidated financial statements for the first half of 2017 of Rubis and its subsidiaries (the Group) were prepared in accordance with IAS 34 "Interim Financial Reporting." The condensed financial statements do not include all the information required under IFRS, and should be read in conjunction with the Group's consolidated annual financial statements published for the year ended December 31, 2016. With the exception of specific provisions of IAS 34, the accounting policies applied in the preparation of the interim consolidated financial statements for the six months to June 30, 2017 are consistent with those applied for the annual consolidated financial statements for the year ended December 31, 2016 and described in note 2 and the subsequent notes to the consolidated financial statements provided in the 2016 Registration Document.

The main areas of judgment and estimates used in the preparation of the half-yearly condensed financial statements are identical to those described in note 2 to the 2016 consolidated financial statements.

The Group experiences seasonal changes in its business activities that can, from one six-month period to another, affect the level of revenue and operating income. As such, half-year results are not necessarily indicative of what may be expected for the full year in 2017.

Standards, interpretations and amendments applicable in advance

The Group has not early adopted the standards, interpretations and amendments not yet adopted by the European Union (unless mentioned below).

Date of mandatory
Standard/Interpretation application subject to
adoption by the EU
Amendments to IAS 7 Disclosures on financing activities January 1, 2017
Amendments to IAS 12 Recognition of deferred tax assets for unrealized
losses
January 1, 2017
Annual improvements Annual IFRS improvements, cycle 2014-2016.
Standard concerned: IFRS 12
January 1, 2017
IFRS ͻ DzFinancial Instrumentsdz New standard concerning the recognition and
measurement of financial instruments
January 1, 2018*
IFRS ͳͷ DzRevenue from Contracts
with Customersdz
New standard concerning revenue recognition January 1, 2018*
Amendments to IFRS 15 Clarifications January 1, 2018
IFRS ͳ͸ DzLeasesdz New standards concerning the recognition of leases January 1, 2019
Amendments to IFRS 2 Classification and measurement of share-based
payment transactions
January 1, 2018
Amendments to IFRS 4 Interactions between IFRS 4 and IFRS 9 January 1, 2018
Annual improvements Annual IFRS improvements, cycle 2014-2016.
Standards concerned: IFRS 1 and IAS 28.
January 1, 2018
IFRIC ʹʹ DzForeign Currency
Transactions and Advance
Considerationdz
Foreign currency transactions and non-refundable
advances paid or received
January 1, 2018
IFRIC ʹ͵ DzUncertainty over Income
Tax Treatmentsdz
Clarifications regarding the accounting for
contingencies in respect of income taxes
January 1, 2019

* Standards adopted by the European Union in 2016.

The Group has not opted for the early adoption of IFRS ͳ, DzLeasesdz, applicable to fiscal years beginning on or after January 1, 2019. The Group has nevertheless continued its preparatory work. Analysis of the accounting treatment of leases began in June 2017. At the same time, the Group is in the process of choosing the information system necessary for the collection of contractual data, the calculation of adjustments and the identification of information to be disclosed in the notes.

Work on IFRS ͳͷ DzRevenue from Contracts with Customersdz is ongoing. To date, no major impact has been identified.

Lastly, in late September 2017, the Group held a training session for employees tasked with the local deployment of these standards.

2. SCOPE OF CONSOLIDATION AS OF JUNE 30, 2017

The consolidated financial statements for the six months ended June 30, 2017 include the Rubis financial statements and those of its subsidiaries listed in the table below.

Name Registered office 06/30/2017
% Control
12/31/2016
% Control
06/30/2017
% Interest
12/31/2016
% Interest
Consolidation
method
Rubis 105, av. Raymond Poincaré
75116 Paris
Parent Parent Parent Parent
Coparef SIREN: 784 393 530
105, av. Raymond Poincaré
75116 Paris
100.00% 100.00% 100.00% 100.00% FC
Rubis Terminal SIREN: 309 265 965
33, av. de Wagram
75017 Paris
99.44% 99.44% 99.44% 99.44% FC
CPA SIREN: 775 686 405
33, av. de Wagram
75017 Paris
100.00% 100.00% 99.44% 99.44% FC
Stockbrest SIREN: 789 034 915
Z.I. Portuaire St Marc
29200 Brest
SIREN: 394 942 940
100.00% 100.00% 99.44% 99.44% FC
Société du Dépôt
de St Priest
16, rue des Pétroles
69800 Saint Priest
SIREN: 399 087 220
100.00% 100.00% 99.44% 99.44% FC
Société des Pipelines de
Strasbourg
33, av. de Wagram
75017 Paris
SIREN: 648 501 260
62.50% 62.50% 32.60% 32.60% FC
Société Européenne de
Stockage
28, rue de Rouen
67000 Strasbourg-Robertsau
SIREN: 304 575 194
52.45% 52.45% 52.16% 52.16% FC
Dépôt Pétrolier de La
Corse
33, av. de Wagram
75017 Paris
SIREN: 652 050 659
53.50% 53.50% 53.23% 53.23% FC
Wagram Terminal 33, av. de Wagram
75017 Paris
SIREN: 509 398 749
77.09% 77.09% 76.66% 76.66% FC
Rubis Terminal BV Welplaatweg 26
3197 KS Botlek-Rotterdam
The Netherlands
100.00% 100.00% 99.44% 99.44% FC
ITC Rubis Terminal
Antwerp
Blikken, Haven 1662
B-9130 Beveren (Doel),
Belgium
50.00% 50.00% 49.72% 49.72% JV (EM)
Rubis Tankmed BV
(formerly Rubis Med
Energy BV)
Prins Bernhardplein 200
1097 JB Amsterdam,
The Netherlands
100.00% 50.00% 99.44% 49.72% FC
Rubis Terminal Petrol
Ticaret ve Sanayi A.Ş.
(formerly Delta Rubis
Petrol)
Büyükdere Caddesi
N°127 Astoria Kuleleri A Block
Kat : 26-27, 34394 Esentepe
Istanbul, Turkey
100.00% 50.00% 99.44% 49.72% FC
Rubis Énergie Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 552 048 811
100.00% 100.00% 100.00% 100.00% FC
Vitogaz France Tour Franklin
100,T Boieldieu
92800 Puteaux
SIREN: 323 069 112
100.00% 100.00% 100.00% 100.00% FC
Sicogaz Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 672 026 523
100.00% 100.00% 100.00% 100.00% FC
Sigalnor Route du Hoc
͹͸͹ͲͲ Gonfreville l'Orcher
SIREN: 353 646 250
35.00% 35.00% 35.00% 35.00% JO
Name Registered office 06/30/2017
% Control
12/31/2016
% Control
06/30/2017
% Interest
12/31/2016
% Interest
Consolidation
method
Starogaz Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 418 358 388
100.00% 100.00% 100.00% 100.00% FC
Norgal Route de la Chimie
͹͸͹ͲͲ Gonfreville l'Orcher
SIREN: 777 344 623
20.94% 20.94% 20.94% 20.94% JO
Frangaz Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 491 422 127
100.00% 100.00% 100.00% 100.00% FC
ViTO Corse Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 518 094 784
100.00% 100.00% 100.00% 100.00% FC
Rubis Restauration et
Services
Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 793 835 430
100.00% 100.00% 100.00% 100.00% FC
Vitogaz Switzerland A Bugeon
CH – 2087 Cornaux, Switzerland
100.00% 100.00% 100.00% 100.00% FC
Propagaz Bremblens (VD)
Switzerland
100.00% 100.00% 100.00% 100.00% FC
Rubis Energia Portugal Lagoas Park Edificio 11, Piso 1,
2740
270 Porto Salvo Oeiras
Portugal
100.00% 100.00% 100.00% 100.00% FC
Rubis II Distribuição
Portugal S.A.
Lagoas Park Edificio 11, Piso 1,
2740
270 Porto Salvo Oeiras
Portugal
100.00% 100.00% 100.00% 100.00% FC
Sodigas Lagoas Park Edificio 11, Piso 1,
2740
270 Porto Salvo Oeiras
Portugal
100.00% 100.00% 100.00% 100.00% FC
Vitogas España Avda. Baix Llobregat 1-3, 2A
Poligono Industrial Màs Blau II
08820 El Prat de Llobregat
Barcelona, Spain
100.00% 100.00% 100.00% 100.00% FC
Fuel Supplies Channel
Islands Ltd
PO Box 85
Bulwer Avenue, St Sampson
Guernsey GY1 3EB
Channel Islands
100.00% 100.00% 100.00% 100.00% FC
La Collette Terminal Ltd La Collette, Saint Helier
Jersey JE1 0FS
Channel Islands
100.00% 100.00% 100.00% 100.00% FC
St Sampson Terminal
Ltd
Bulwer Avenue, St Sampson
Guernsey GY1 3EB
Channel Islands
100.00% 100.00% 100.00% 100.00% FC
Vitogaz Maroc Immeuble n°7 Ghandi Mall
Boulevard Ghandi
20380 Casablanca, Morocco
100.00% 100.00% 100.00% 100.00% FC
Lasfargaz Immeuble n°7 Ghandi Mall
Boulevard Ghandi
20380 Casablanca, Morocco
82.89% 82.89% 82.89% 82.89% FC
Kelsey Gas Ltd c/o Interface International Ltd
9th Floor Standard Chartered
Tower, 19 Cybercity Ebene
Republic of Mauritius
100.00% 100.00% 100.00% 100.00% FC
Name Registered office 06/30/2017
% Control
12/31/2016
% Control
06/30/2017
% Interest
12/31/2016
% Interest
Consolidation
method
Vitogaz Madagascar 122, rue Rainandriamampandry
Faravohitra - BP 3984
100.00% 100.00% 100.00% 100.00% FC
Eccleston Co. Ltd Antananarivo 101, Madagascar
c/o Interface International Ltd
9th Floor Standard Chartered
Tower, 19 Cybercity Ebene
Republic of Mauritius
100.00% 100.00% 100.00% 100.00% FC
Vitogaz Comores Voidjou BP 2562
Moroni
Union of the Comoros Islands
100.00% 100.00% 100.00% 100.00% FC
Gazel 122, rue Rainandriamampandry
Faravohitra
BP 3984 – Antananarivo 101
Madagascar
49.00% 49.00% 49.00% 49.00% FC
Rubis Antilles
Guyana
Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 542 095 591
100.00% 100.00% 100.00% 100.00% FC
Société Industrielle de
Gaz et de Lubrifiants
Voie principale ZI de Jarry
97122 Baie – Mahaut
Guadeloupe
SIREN: 344 959 937
100.00% 100.00% 100.00% 100.00% FC
Stocabu L'avenir du Morne Caruel
Route des Abymes
97139 Abymes
Guadeloupe
50.00% 50.00% 50.00% 50.00% JO
Société Anonyme de la
Raffinerie des Antilles
SIREN: 388 112 054
California
97232 Lamentin
Martinique
SIREN: 692 014 962
71.00% 71.00% 71.00% 71.00% FC
Société Antillaise des
Pétroles Rubis
Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 303 159 875
100.00% 100.00% 100.00% 100.00% FC
Rubis Guyane Française Tour Franklin 100, Terrasse Boieldieu
92800 Puteaux
SIREN: 351 571 526
100.00% 100.00% 100.00% 100.00% FC
Rubis Caraïbes
Françaises
Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 428 742 498
100.00% 100.00% 100.00% 100.00% FC
Société Réunionnaise
de Produits Pétroliers
Tour Franklin
100, Terrasse Boieldieu
92800 Puteaux
SIREN: 310 837 190
100.00% 100.00% 100.00% 100.00% FC
Rubis Energy Bermuda
Ltd
ʹ, Ferry Road, Saint George's GE
01, Bermuda
100.00% 100.00% 100.00% 100.00% FC
Rubis Eastern
Caribbean SRL
One Rubis Plaza Welches
St James BB 23027
Barbados
100.00% 100.00% 100.00% 100.00% FC
Rubis Caribbean
Holdings Inc.
One Rubis Plaza Welches
St James BB 23027
Barbados
100.00% 100.00% 100.00% 100.00% FC
Rubis West Indies Ltd One Rubis Plaza Welches
St James BB 23027
Barbados
100.00% 100.00% 100.00% 100.00% FC
06/30/2017 12/31/2016 06/30/2017 12/31/2016 Consolidation
Name Registered office % Control % Control % Interest % Interest method
Rubis Guyana Inc. Ramsburg, Providence East
Bank, Demerara,
100.00% 100.00% 100.00% 100.00% FC
Rubis Bahamas Ltd Guyana
H&J Corporate Services
100.00% 100.00% 100.00% 100.00% FC
Ocean center, Montague
Foreshore, East Bay Street
PO Box SS 19084 Nassau
The Bahamas
Rubis Cayman Islands H&J Corporate Services 100.00% 100.00% 100.00% 100.00% FC
Ltd Cayman Limited
Willow House 2nd Floor
Cricket Square Grand Cayman
KY1-1103, Cayman Islands
Rubis Turks & Caicos
Ltd
Caribbean Management
Services Ltd c/o Misick &
Stanbrook
PO Box 127, Richmond House
Annex, Leeward Highway,
Providentiales,
Turks and Caicos Islands
100.00% 100.00% 100.00% 100.00% FC
Rubis Energy Jamaica
Ltd
236 Windward Road
Rockfort, Kingston 2
Jamaica
100.00% 100.00% 100.00% 100.00% FC
Easigas (Pty) Ltd Gate 5, Hibiscus Road
Alrode 1451 Gauteng
South Africa
60.00% 60.00% 60.00% 60.00% FC
Easigas Botswana
(Pty) Ltd
Acumen Park, Plot 50370,
Fairground Office Park,
PO Box 1157, Gaborone
Botswana
60.00% 60.00% 60.00% 60.00% FC
Easigas Swaziland
(Pty) Ltd
PO Box 24 Mbabane H100
Swaziland 7441
60.00% 60.00% 60.00% 60.00% FC
Easigas Lesotho (Pty)
Ltd
2nd Floor, Metropolitan Life
Building Kingsway
PO Box 1176 Maseru
Lesotho
60.00% 60.00% 60.00% 60.00% FC
European Railroad
Established Services
Schaliënstraat 5
2000 Antwerpen,
Belgium
100.00% 100.00% 100.00% 100.00% FC
Maritec NV Schaliënstraat 5
2000 Antwerpen,
Belgium
100.00% 100.00% 100.00% 100.00% FC
De Rode Beuk NV Schaliënstraat 5
2000 Antwerpen,
Belgium
100.00% 100.00% FC
Ringardas Nigeria Ltd 49 Mamman Nasir Street
Asokoro Abuja,
Nigeria
100.00% 100.00% 100.00% 100.00% FC
Marbach Global
Company Ltd
49 Mamman Nasir Street
Asokoro Abuja,
Nigeria
100.00% 100.00% 100.00% 100.00% FC
Zimrich Trading
Company Nigeria Ltd
49 Mamman Nasir Street
Asokoro Abuja, Nigeria
100.00% 100.00% 100.00% 100.00% FC
Startac Global
Forwarding Ltd
49 Mamman Nasir Street
Asokoro Abuja,
Nigeria
100.00% 100.00% 100.00% 100.00% FC
European Rail Road
Established Services
(Senegal) SA
Zone des Hydrocarbures
Port Autonome de Dakar Mole
8, BP 844,
100.00% 100.00% 100.00% 100.00% FC
Name Registered office 06/30/2017
% Control
12/31/2016
% Control
06/30/2017
% Interest
12/31/2016
% Interest
Consolidation
method
Dakar, Senegal
European Rail Road
Established Services
Togo SA
Zone Industrielle du Port
Autonome de Lomé
Route C4 – BP 9124,
100.00% 100.00% 100.00% 100.00% FC
REC Bitumen SRL Lomé, Togo
One Rubis Plaza Welches
St James BB 23027, Barbados
100.00% 100.00% 100.00% 100.00% FC
Dora Mar NV Dianastraat 4 100.00% 100.00% FC
(liquidated) Curacao, Dutch West Indies
Briska Shipping NV
(liquidated)
Van Engelenweg 23
Curacao, Dutch West Indies
100.00% 100.00% FC
Pickett Shipping Corp. Via España n°122
Torre Delta
Piso 14 Apartado
0823-05658 Panama
Republic of Panama
100.00% 100.00% 100.00% 100.00% FC
Blue Round Shipping
Corp.
Via España n°122
Torre Delta
Piso 14 Apartado
0823-05658 Panama
Republic of Panama
100.00% 100.00% 100.00% 100.00% FC
Saunscape
International Inc.
Via España n°122
Torre Delta
Piso 14 Apartado
0823-05658 Panama
100.00% 100.00% 100.00% 100.00% FC
Maroni Shipping SA Republic of Panama
Via España n°122
Torre Delta
Piso 14 Apartado
0823-05658 Panama
Republic of Panama
100.00% 100.00% 100.00% 100.00% FC
Biskra Shipping SA Via España n°122
Torre Delta
Piso 14 Apartado
0823-05658 Panama
Republic of Panama
100.00% 100.00% 100.00% 100.00% FC
Woodbar CO Ltd c/o Interface International Ltd
9th Floor Standard Chartered
Tower, 19 Cybercity Ebene
Republic of Mauritius
85.00% 85.00% 85.00% 85.00% FC
Rubis Énergie Djibouti Avenue Georges Pompidou
BP 153, Djibouti
Republic of Djibouti
85.00% 85.00% 85.00% 85.00% FC
Sinders Limited 2, Ferry Road
Saint Georges's GE Ͳͳ,
Bermuda
100.00% 100.00% 100.00% 100.00% FC
Bermuda Gas & Utility
Limited
2, Ferry Road
Saint Georges's GE Ͳͳ
Bermuda
100.00% 100.00% 100.00% 100.00% FC
Distributeurs
Nationaux SA (Dinasa)
2 rue Jean Gilles
Route de l'Aéroport Delmas,
Port au Prince, Haiti
100.00% 100.00% FC
Caribbean Diversified
Investments Ltd
H&J Corporate Services
Cayman Limited
Willow House 2nd Floor
Cricket Square Grand Cayman
KY1-1103, Cayman Islands
100.00% 100.00% FC
Name Registered office 06/30/2017
% Control
12/31/2016
% Control
06/30/2017
% Interest
12/31/2016
% Interest
Consolidation
method
Chevron Haiti Inc. c/o Coverdale Trust Services 100.00% 100.00% FC
Limited
30 De Castro Street
Simmonds Building
PO Box 861
Road Town Tortola, VG 1110
British Virgin Islands
Société de Distribution 2 rue Jean Gilles 100.00% 100.00% FC
de Gaz Route de l'Aéroport Delmas,
Port au Prince, Haiti
Rubis Biofuel Jamaica 236 Windward Road 100.00% 100.00% FC
Ltd Rockfort, Kingston 2 in the
Parish of Kingston, Jamaica
Key
FC: full consolidation

JO: joint operation JV: joint venture (equity method) EM: equity method

Rubis Antilles Guyane holds a minority stake in 5 EIGs located in the French Antilles; these companies' accounts, which are not significant, are not consolidated.

Likewise, Rubis Energia Portugal held non-material and unconsolidated equity investments in 2017.

3. CHANGES IN THE SCOPE OF CONSOLIDATION

3.1. ACQUISITION OF THE LEADER IN THE DISTRIBUTION OF PETROLEUM PRODUCTS IN HAITI

In February 2017, Rubis signed an agreement to purchase all of the stock of Dinasa and its subsidiary Sodigaz, the leading distributors of petroleum products in Haiti.

With 600,000 m3 distributed, Dinasa operates the country's leading network of gas stations (125 units), trading under the National brand. It has operations in all segments of the petroleum products supply market, with leading positions in aviation fuel, LPG, commercial heating oil and lubricants. It has a strategic and autonomous import logistics tool (storage, maritime access).

The new subsidiaries have made a positive contribution to Group earnings since May 1, 2017, when they were fully consolidated.

The fair values of the main items of net assets acquired are summarized below:

Contribution as of the date of inclusion in the scope (in thousands of euros)
Goodwill 240,965
Fixed assets 27,459
Inventories 22,257
Trade and other receivables 28,015
Cash and cash equivalents 12,555
Provisions for dismantling and clean-up 7,509
Trade and other payables 37,621

The fair value of the assets acquired and liabilities assumed is subject to change in the 12 months following the acquisition (May 1, 2017).

3.2. ACQUISITION OF THE RESIDUAL 50% OF THE STOCK IN DELTA RUBIS PETROL

Under an agreement signed in early January 2017, Rubis purchased 50% of the shares of Delta Rubis Petrol from its partners, to own 100% of the share capital.

The company now trades as Rubis Terminal Petrol.

The final acquisition of the stock was subject to the approval of the local competition authority, which was obtained in February 2017.

The control of the share capital gives Rubis the full managerial independence necessary to redeploy the facilities, including the construction of an additional 120,000 m3, intended to optimize the use of the capacity to receive vessels on the new jetty.

The company has been fully consolidated since January 1, 2017. Previously, the Group treated the interest as a joint venture within the meaning of IFRS.

This change in scope (increase in the percentage interest having an impact on the consolidation method) was carried out in accordance with IFRS. First, the legacy interest of 50% was removed from the scope of consolidation as if it had been sold to a third party. Second, the entity was Dzreconsolidateddz in full ሺbefore calculation of non-controlling interests), as if the Group had purchased all of its shares in the second transaction.

This change in change in scope generated a gain of €ͳͶ million, recognized in other operating income and expenses.

Given that the acquisition was only made recently, the fair value of the assets acquired and liabilities assumed had not been entirely finalized at the end of the half-year. This gain is therefore subject to change until the purchase price allocation has been finalized.

4. SUMMARY SEGMENT INFORMATION

In accordance with IFRS ͺ, operating segments are those examined by the Group's main operational decision-makers (the Managers).

Information by business segment

Rubis Rubis Rubis Parent Total
06/30/2017 Terminal Énergie Support and company
(in thousands of euros) Services
Sales revenue 170,782 1,270,470 374,103 1,815,355
EBITDA 47,870 153,381 48,208 (11,347) 238,112
EBIT 31,202 126,191 30,604 (11,466) 176,531
Operating income after profit/loss from joint
ventures
46,068 127,126 30,921 (11,465) 192,650
Net income 36,943 95,647 25,484 (11,036) 147,038
Capital expenditure 27,451 43,836 8,934 69 80,290
Rubis Rubis Rubis Parent Total
06/30/2016 Terminal Énergie Support and company
(in thousands of euros) Services
Sales revenue 142,454 1,042,638 268,306 1,453,398
EBITDA 34,406 140,109 46,435 (8,395) 212,555
EBIT 23,893 111,572 32,898 (8,457) 159,906
Operating income after profit/loss from joint
ventures
24,836 111,208 32,898 (8,457) 160,485
Net income 15,234 79,742 27,911 (8,261) 114,626
Capital expenditure 34,043 27,314 14,486 47 75,890

Information by geographic zone

06/30/2017 Europe Caribbean Africa Total
(in thousands of euros)
Sales revenue 447,544 1,062,588 305,223 1,815,355
EBITDA 86,386 98,235 53,491 238,112
EBIT 57,497 71,847 47,187 176,531
Operating income after profit/loss from joint
ventures
71,996 73,165 47,489 192,650
Capital expenditure 43,368 27,939 8,983 80,290
06/30/2016 Europe Caribbean Africa Total
(in thousands of euros)
Sales revenue 398,048 813,058 242,292 1,453,398
EBITDA 81,161 88,180 43,214 212,555
EBIT 58,467 65,995 35,444 159,906
Operating income after profit/loss from joint
ventures
59,384 65,511 35,590 160,485
Capital expenditure 47,177 22,976 5,737 75,890

5. NON-CONTROLLING INTERESTS

Sara

Since June 1, 2015, the Group has consolidated the 71%-owned Sara using the full consolidation method; the 29% non-controlling interests are held by Sol Petroleum Antilles SAS.

Easigas entities

The Group has consolidated the Easigas entities using the full consolidation method, with a Group ownership rate of 60%, since January 1, 2016.

Rubis Énergie Djibouti

On October 1, 2015, the Group acquired the assets of Total in Djibouti, with a 15% noncontrolling interest. The corresponding non-controlling interests are not material.

5.1. CONDENSED FINANCIAL INFORMATION – SUBSIDIARY WITH NON-CONTROLLING INTERESTS: SARA

The amounts presented below are before the elimination of intercompany transactions and accounts:

(in thousands of euros) 06/30/2017 12/31/2016
Fixed assets 126,855 128,879
Net financial debt (cash and cash equivalents – liabilities) 53,265 49,261
Current liabilities (including loans due in less than 1 year and short-term bank borrowings) 126,693 102,769
(in thousands of euros) 06/30/2017 06/30/2016
Net revenue 374,457 313,786
Total Net income 9,022 9,745
Group share 6,010 6,595
Share attributable to non-controlling interests 3,012 3,150
Other comprehensive income 976 (346)
Group share 693 (246)
Share attributable to non-controlling interests 283 (100)
Comprehensive income for the period 9,998 9,399
Group share 6,703 6,349
Share attributable to non-controlling interests 3,295 3,050
Dividends paid to non-controlling interests 6,061 4,154
Cash flow related to operations 34,282 41,098
Cash flow related to investment activities (9,186) (9,779)
Cash flows related to financing activities (25,797) (53,442)
Change in cash and cash equivalents (701) (22,123)

5.2. CONDENSED FINANCIAL INFORMATION – SUBSIDIARY WITH NON-CONTROLLING INTERESTS: EASIGAS SA AND ITS SUBSIDIARIES

The amounts presented below are before the elimination of intercompany transactions and accounts:

(in thousands of euros) 06/30/2017 12/31/2016
Fixed assets 57,797 56,130
Net financial debt (cash and cash equivalents – liabilities) (2,258) 1,638
Current liabilities (including loans due in less than 1 year and short-term bank borrowings) 14,598 12,010
(in thousands of euros) 06/30/2017 06/30/2016
Net revenue 65,501 51,596
Total Net income 5,195 5,103
Group share 2,986 2,959
Share attributable to non-controlling interests 2,209 2,144
Other comprehensive income (3) (2)
Group share (2) (1)
Share attributable to non-controlling interests (1) (1)
Comprehensive income for the period 5,192 5,101
Group share 2,984 2,958
Share attributable to non-controlling interests 2,208 2,143
Dividends paid to non-controlling interests 2,457
Cash flow related to operations 6,336 6,401
Cash flow related to investment activities (5,435) (2,666)
Cash flows related to financing activities (4,583) (3,517)
Impact of exchange rate changes (925) 1,218
Change in cash and cash equivalents (4,607) 1,436

6. INTERESTS IN JOINT OPERATIONS

Group interests in joint operations refer only to Rubis Énergie and involve all of its business lines. These entities were not material as of June 30, 2017.

7. INTERESTS IN JOINT VENTURES

Following the acquisition of Turkish storage operations ሺsee note ͵.ʹ DzChanges in the scope of consolidationdzሻ, the Group has only one joint venture within the meaning of IFRS.

CONDENSED FINANCIAL INFORMATION – ITC RUBIS TERMINAL ANTWERP JOINT VENTURE

The figures below were prepared in accordance with IFRS at 100%.

Company statement of financial position 06/30/2017 12/31/2016
(in thousands of euros)
Current assets 4,214 3,248
Non-current assets 212,541 202,476
TOTAL ASSETS 216,755 205,724
Current liabilities 141,282 133,955
Non-current liabilities 2,801 2,800
TOTAL LIABILITIES 144,083 136,755

Current liabilities mainly include current account financing by the 2 joint venturers.

The assets and liabilities of the joint venture specifically include the following:

(in thousands of euros) 06/30/2017 12/31/2016
Cash and cash equivalents 758 654
Current financial liabilities (excl. trade payables and provisions) 494 802
Non-current financial liabilities (excl. trade payables and provisions) 2,800 2,800
(in thousands of euros) 06/30/2017 06/30/2016
Net revenue 12,487 9,037
Total Net income 3,699 1,526
Other comprehensive income
Comprehensive income for the period 3,699 1,526

Net income for the period given above includes the following items:

(in thousands of euros) 06/30/2017 06/30/2016
Depreciation expense (2,767) (2,111)
Interest income and expense (308) (257)
Income tax (353) (591)
(in thousands of euros) 06/30/2017 12/31/2016
Net assets in the joint venture 72,672 68,969
Rubis percentage held in the joint venture 50% 50%
Goodwill
Other adjustments
Net book value of the Group's interest in the joint venture 36,336 34,485

The Group received no dividends in respect of the period from the ITC Rubis Terminal Antwerp joint venture.

8. GOODWILL AND INTANGIBLE ASSETS

8.1. GOODWILL

The net book value of goodwill and other intangible assets is reviewed at least once a year and when events or circumstances indicate that a loss of value may have occurred. An impairment loss is recorded when the recoverable value of the assets tested becomes permanently lower than their net book value.

12/31/201 Changes in Foreign Impairment 06/30/201
(in thousands of euros) 6 consolidatio exchange 7
n differences
Bulk liquid Storage business (Europe) 57,446 57,446
Petroleum products Distribution business (Europe) 241,452 (1,347) 240,105
Petroleum products Distribution business (Africa) 165,580 (1,934) 163,646
Petroleum products Distribution business
(Caribbean)
225,663 240,965 (22,995) 443,633
Support and Services (Caribbean) 82,872 (2,971) 79,901
Goodwill 773,013 240,965 (29,247) 984,731

Changes in the scope of consolidation recognized during the period correspond to the acquisition of the Dinasa distribution operations in Haiti (the finalization of the fair value of assets acquired and liabilities assumed will be completed in the second half of 2017).

The material items are described in note 3, "Changes in the scope of consolidation".

8.2. INTANGIBLE ASSETS

Gross value
(in thousands of euros)
12/31/2016 Changes in
consolidation
Acquisitions Decreases Reclassifications Foreign
exchange
differences
06/30/2017
Port lease rights (Rubis
Terminal)
2,319 2,319
Other concessions,
patents and similar
rights
18,008 288 155 (209) (181) (134) 17,927
Lease 412 144 556
Other intangible assets 23,435 295 78 (103) 184 (199) 23,690
TOTAL 44,174 583 377 (312) 3 (333) 44,492
Depreciation
(in thousands of euros)
12/31/2016 Changes in
consolidation
Increases Decreases Reclassifications Foreign
exchange
06/30/2017
differences
Other concessions,
patents and similar
rights
(4,624) (282) (446) 209 35 (5,108)
Other intangible assets (16,645) (190) (738) 103 20 62 (17,388)
TOTAL (21,269) (472) (1,184) 312 20 97 (22,496)

Changes in the scope of consolidation correspond to the acquisition of the additional 50% of Rubis Terminal Petrol (formerly Delta Rubis Petrol).

9. PROPERTY, PLANT AND EQUIPMENT

Gross value 12/31/2016 Change Acquisitions Decreases Reclassifications Foreign 06/30/2017
(in thousands of euros) in scope exchange
differences
Other property, plant and
equipment
237,493 6,455 7,380 (2,643) 7,391 (3,469) 252,607
Prepayments and down
payments on property, 252 111 1,945 (532) 578 (7) 2,347
plant and equipment
Assets in progress 166,648 7,470 48,760 (35,677) (1,869) 185,332
Machinery and 1,745,301 262,052 12,989 (6,882) 10,340 (42,867) 1,980,933
equipment and tools
Land and buildings 612,535 110,514 3,589 (901) 16,509 (12,713) 729,533
TOTAL 2,762,229 386,602 74,663 (10,958) (859) (60,925) 3,150,752
Depreciation 12/31/2016 Change Increases Decreases Reclassifications Foreign 06/30/2017
(in thousands of euros) in scope exchange
differences
Other property, plant and
equipment
(119,601) (5,179) (6,628) 2,528 (4,107) 1,524 (131,463)
Facilities and equipment (1,151,664) (113,649) (42,728) 4,972 8,741 21,428 (1,272,900)
Land and buildings (298,624) (31,291) (9,975) 826 (3,832) 2,888 (340,008)
TOTAL (1,569,889) (150,119) (59,331) 8,326 802 25,840 (1,744,371)
NET VALUE 1,192,340 236,483 15,332 (2,632) (57) (35,085) 1,406,381

The main changes in scope are as follows:

  • the acquisition of the additional 50% of Rubis Terminal Petrol (formerly Delta Rubis Petrol) for €͵Ͷͳ. million gross and €ͳ͵ʹ.ͳ million in accumulated depreciation;
  • the acquisition of Dinasa's operations in Haiti for €Ͷ million gross and €ͳͺ.ͷ million in accumulated depreciation;

• the sale of De Rode Beuk for €ͳ.ʹ million gross and €Ͳ.ͷ million in accumulated depreciation.

10. OTHER FINANCIAL ASSETS AND OTHER CURRENT ASSETS

10.1. OTHER FINANCIAL ASSETS

"Other financial assets" as of June 30, 2017 include:

Gross value (in thousands of euros) 06/30/2017 12/31/2016
Equity interests 3,425 3,340
Other receivables from investments 12,953 51,066
Long-term securities 1,578 1,602
Loans, deposits and guarantees 8,254 37,968
Total other financial assets 26,210 93,976
Impairment (1,355) (1,378)
Net value 24,855 92,598

Investments in non-controlled entities correspond mainly to:

  • shares of the EIG held by Rubis Antilles Guyane;
  • non-controlling interests held by Rubis Energia Portugal in two entities in Portugal.

Other receivables from investments include the effects of earn-out clauses included in certain transactions undertaken by the Group as well as the non-current prepayments and down payments paid during external growth transactions. The change recognized during the period is attributable in the amount of €͵ͺ million to the purchase of the additional ͷͲ% of Rubis Terminal Petrol (formerly Rubis Delta Petrol), as described in note 3.2. It corresponds to the unwinding of receivables on the former joint venture partner.

The change in loans, deposits and guarantees paid corresponds essentially to the repayment of a deposit of US\$32.5 million established in 2014 as collateral for a bank loan in US dollars received by the Rubis Terminal Petrol entity while it was a joint venture. This funding was repaid and the guarantee was removed following the acquisition.

10.2. OTHER CURRENT ASSETS

"Other current assets" as of June 30, 2017 include:

(in thousands of euros) 06/30/2017 12/31/2016
Other receivables from investments
Loans, deposits and guarantees 12,922 2,010
Gross current financial assets 12,922 2,010
Impairment
Net current financial assets 12,922 2,010
Fair value of financial instruments 276 3,172
Other receivables – advances and deposits
Prepaid expenses 22,476 14,061
Current assets 22,752 17,233
Total other current assets 35,674 19,243

Loans, deposits and guarantees paid include advances and deposits paid for the acquisition of future investments.

11. EARNINGS PER SHARE

Earnings per share(in thousands of euros) 06/30/2017 06/30/2016
Consolidated net income, Group share 139,497 104,337
Impact of stock options on income 3 202
Consolidated net income after recognition of the impact of stock
options on income
139,500 104,539
Number of shares at the beginning of the period 45,454,888 43,216,952
Company savings plan 10,726 6,553
Equity line
Preferential subscription rights 36,816 23,009
Dividend in shares
Bonus shares 437,893 229,909
Average number of stock options 151,686 450,496
Average number of shares (including stock options) 46,092,008 43,926,919
Diluted earnings per share (in euros) 3.03 2.38
Undiluted earnings per share (in euros) 3.07 2.41

12. SHAREHOLDERS' EQUITY

As of June 30, 2017, Rubis' share capital comprised 46,869,287 fully paid-up shares with a par value of €ʹ.ͷͲ each, i.e. a total amount of €ͳͳ,ͳ͵ thousand.

The various transactions impacting the share capital in the period are set out in the table below:

Number of Share capital Share premium
shares (in thousands of (in thousands of
euros) euros)
As of January 1, 2017 45,454,888 113,637 1,084,251
Payment of the dividend in shares 1,142,129 2,854 100,851
Exercise of stock options 177,445 444 6,030
Bonus shares 5,852 15 (15)
Company savings plan 88,973 222 5,241
Equity line (Crédit Agricole CIB)
Capital increase
Capital increase expenses (101)
Legal reserve allocation (354)
As of June 30, 2017 46,869,287 117,173 1,195,903

As of June 30, 2017, Rubis held 6,053 treasury shares.

Reconciliation of the capital increase with the statement of cash flows

Increase in the share capital 3,536
Increase in issue premiums 111,652
Reintegration of the allocation to the legal reserve 354
Change in receivables related to called but unpaid capital (1,424)
Capital increase in the statement of cash flows 114,118

13. STOCK OPTIONS AND BONUS SHARES

The terms of the stock option and bonus share plans outstanding as of June 30, 2017 are set out in the tables below.

Stock options - characteristics of the plans

Date of the Board of
Management
meeting
Outstanding as
of 12/31/2016
Rights issued Rights
exercised
Rights
canceled
Outstanding as
of 06/30/2017
July 9, 2012 185,833 (177,445) 8,388
TOTAL 185,833 (177,445) 8,388
Date of the Board of Outstanding options Options eligible
Management Number for exercise
meeting of options date price(in euros)
July 9, 2012 8,388 7/8/2017 36.48 8,388
TOTAL 8,388 8,388

Bonus shares

Date of the Board of Outstanding as Rights issued Rights Rights Outstanding as
Management of 12/31/2016 exercised canceled of 06/30/2017
meeting
July 9, 2012 3,093 3,093
January 3, 2014 5,101 (5,101)
March 31, 2014 751 (751)
August 18, 2014 56,558 56,558
April 17, 2015 8,811 8,811
TOTAL 74,314 (5,852) 68,462

Preferred shares

Date of the Board of
Management
meeting
Outstanding as
of 12/31/2016
Rights issued Rights
exercised
Rights
canceled
Outstanding as
of 06/30/2017
September 2, 2015 1,442 1,442
July 11, 2016 1,932 1,932
March 13, 2017 966 966
TOTAL 3,374 966 4,340

Preferred shares will be converted into ordinary shares at the end of a retention or vesting period based on the extent to which the performance conditions have been achieved.

14. NET FINANCIAL DEBT

14.1. CHANGE IN FINANCIAL DEBT

12/31/2016 Changes in
consolidation
Issue Repayment Foreign
exchange
06/30/2017
(in thousands of euros) differences
Current and non-current
borrowings and financial debt
1,061,338 62,600 375,672 (173,121) (6,255) 1,320,234

The main changes in the scope of consolidation are as follows:

  • the acquisition of the additional 50% of Rubis Terminal Petrol (formerly Delta Rubis Petrol) for €ͳ.ͺ million;
  • the acquisition of Dinasa's operations in Haiti for €Ͳ.ͺ million.

Issues made during the period are mainly explained by the financing of capital expenditure and changes in the structure of the 3 divisions.

14.2. NET FINANCIAL DEBT

06/30/2017 12/31/2016
(in thousands of euros)
Current and non-current borrowings and financial debt 1,320,234 1,061,338
Cash 689,430 692,716
Investment and other securities 141,377 140,936
Net financial debt 489,427 227,686

15. PROVISIONS

Non-current(in thousands of euros) 06/30/2017 12/31/2016
Provisions for contingencies and expenses 47,095 43,027
Provisions for clean-up and asset renovation 39,275 34,138
Total 86,370 77,165

Provisions for contingencies and expenses include:

  • a provision relating to the Rubis Group's obligation to customize some of the assets obtained from its acquisitions, recorded as of June ͵Ͳ, ʹͲͳ in the amount of €ͳͲ million;
  • provisions relating to risks or disputes that could potentially lead to action being taken against the Rubis Group.

These items are assessed using estimates of the amounts that may be needed to settle any related obligation, and by including the probabilities of the various scenarios envisaged taking place.

Provisions for the replacement of fixed assets are compliant with IAS 16. The Group has estimated its clean-up and dismantling costs largely based on the findings of outside consultants. In compliance with IAS 16, the present value of these expenses was incorporated into the cost of the corresponding facilities.

Employee benefits mainly relate to pension commitments and similar benefits (post employment benefits) and seniority bonuses relating to the granting of long-service awards (long-term benefit). These benefit plans are recognized in accordance with the method described in note 4.12 of the 2016 Registration Document.

12/31/2016 Changes in
consolidation
Allowances Reversals(1) Reclassifications Foreign
exchange
06/30/2017
(in thousands of euros) differences
Provisions for contingencies
and expenses
43,027 1,641 7,439 (4,638) 36 (410) 47,095
Provisions for clean-up and
asset renovation
34,138 7,509 226 (2,000) (598) 39,275
Total 77,165 9,150 7,665 (6,638) 36 (1,008) 86,370

ȋͳȌ Of which €ͷ million reversed and unused.

Changes in the scope of consolidation correspond to the acquisition of Dinasa's operations in Haiti (the fair value of liabilities assumed must be finalized before May 1, 2018).

16. OTHER OPERATING INCOME AND EXPENSES

"Other operating income and expenses" in the six months to June 30, 2017 are set out below.

06/30/2017 06/30/2016
(in thousands of euros)
Income from disposal of tangible and intangible assets 212 567
Strategic acquisition expenses (906) (101)
Other expenses, income and provisions (819)
Impact of business combinations and disposals 14,964 (1,497)
Total 14,270 (1,850)

The gain recognized following the acquisition of Rubis Terminal Petrol (formerly Delta Rubis Petrol) is recorded in the impact of business combinations and business disposals (see note 3 DzChanges in the scope of consolidationdzሻ.

17. TRANSACTIONS WITH RELATED PARTIES

There was no significant variation in the nature of transactions with related parties in the first half of 2017 compared with December 31, 2016 (see note 10.3 to the consolidated financial statements for the year ended December 31, 2016).

18. POST-BALANCE SHEET EVENTS

18.1. ACQUISITION OF THE LEADING DISTRIBUTOR OF PETROLEUM PRODUCTS IN MADAGASCAR

In July 2017, Rubis completed the acquisition of the Galana group, Madagascar's largest distributor of petroleum products.

With 260,000 m3 of petroleum products distributed in 2016, Galana operates in each of the main market segments: networks (71 gas stations), commercial (including mining and power generation), LPG and lubricants. In support of its distribution activity, the company has strategic and autonomous import logistics capacity, consisting of the island's only storage terminal for imports of petroleum products (260,000 m3) with dedicated maritime access, located in Tamatave.

Galana accordingly combines all of the strategic criteria sought by Rubis in distribution: a leading position (30% market share) combined with a unique position in logistics.

Rubis, already present in the distribution of petroleum products (240,000 m3) on Réunion (SRPP), is increasing its operations in the distribution of fuel and fuel oil in the Indian Ocean through the acquisition of the Galana group. The pooling of volumes carried out in this growing area should allow for the eventual generation of economies of scale (trading and shipping).

In 2016, the Galana group generated sales revenue of US\$215 million.

Consolidation in Rubis' financial statements is effective as of July ͳ, ʹͲͳ.

18.2. ACQUISITION OF LPG DISTRIBUTION ASSETS IN PORTUGAL FROM REPSOL

At the end of July 2017, Rubis acquired LPG distribution assets in Madeira and the Azores (Portugal) and continental pipeline distribution networks from Repsol.

This acquisition enables Rubis to extend its offering to the pipeline network segment and to reach critical mass in its existing operations in Madeira and the Azores.

These activities represent an annual volume of approximately 15,000 metric tons, i.e. 12% of the volumes marketed by the Group locally, and generate approximately € million in gross operating profit.

The assets acquired cover various segments: packaged, bulk and pipeline distribution networks, and associated operational facilities.

The contribution of continental pipeline network assets to the Group's results has been effective since the transaction was finalized on July 1, 2017. In Madeira and the Azores, the transaction remains subject to the approval of the Portuguese competition authority.

18.3. 2-FOR-1 SPLIT OF THE PAR VALUE OF THE RUBIS SHARE

The Combined Shareholders' Meeting of June ͺ, ʹͲͳ, by adopting the ͳ͵th resolution, resolved to perform a 2-for-1 split of the par value of the Rubis share, delegating all powers to the Board of Management to set the date of the split and to make any necessary adjustments.

As a result, the Board of Management, meeting on July 13, 2017, decided to split the par value of the share from €ʹ.ͷͲ to €ͳ.ʹͷ, with each shareholder receiving ʹ new shares for ͳ existing share.

The new shares have the same rights as the existing shares that they replace, and the amount of the share capital remains unchanged.

18.4. ESTABLISHMENT OF NEW EQUITY LINES

Rubis has renewed its equity lines so as to bolster its financial resources while maintaining a sound balance sheet.

Under the delegations granted by the Combined Shareholders' Meeting and the General Partners' Meeting of June ͺ, ʹͲͳ, Rubis established ʹ equity lines on July ʹͳ, ʹͲͳ, in the form of issues of warrants, split between Crédit Agricole Corporate and Investment Bank (Crédit Agricole CIB) and Société Générale, enabling it to carry out successive capital increases up to the authorized ceiling of €ͷ,ͷͲͲ,ͲͲͲ in par value ሺcorresponding to Ͷ,ͶͲͲ,ͲͲͲ shares of €ͳ.ʹͷ eachሻ, i.e. less than 5% of the Company's share capital as of the date of the Meeting.

Crédit Agricole CIB and Société Générale each signed an agreement with Rubis on July 21, 2017 enabling them to subscribe 2,200,000 warrants. These warrants may be exercised solely at Rubis' discretion for a period of 40 months, in successive installments, with each bank undertaking to purchase, either directly or through one of its subsidiaries, the Rubis shares resulting from the exercise of the warrants.

The subscription price of the shares issued in respect of these warrants will be the average share price over the 3 trading days prior to its fixing, weighted by trading volumes, less a discount of 5%.

On the basis of the current share price, the potential increase in shareholders' equity could be as much as €ʹͳͲ million.

The 2 banks, acting in their capacity as financial intermediaries, do not intend to become longterm shareholders of the Company.

III – STATUTORY AUDITORS' REPORT

STATUTORY AUDITORS' REPORT ON THE INTERIM FINANCIAL DISCLOSURES

To the Shareholders,

In executing the mission entrusted to us at your Shareholders' Meeting, and in accordance with Article L. 451-1-2 III of the French Monetary and Financial Code, we have performed:

  • a limited review of the accompanying interim condensed consolidated financial statements of Rubis, relating to the period from January 1 to June 30, 2017, as attached to this report;
  • a verification of the information provided in the half-year Management report.

These interim condensed consolidated half-yearly financial statements were prepared by the Board of Management. Our role is to express our opinion on these financial statements based on our limited review.

I – Opinion on the consolidated financial statements

We conducted our limited review in accordance with the professional standards applicable in France. A limited review essentially entails meeting with management staff responsible for accounting and financial aspects and implementing analytical procedures. These tasks are less extensive than those required for an audit carried out in accordance with the professional standards applicable in France. Consequently, a limited review can only provide moderate assurance that the financial statements, taken as a whole, contain no material misstatements. The level of assurance is lower than that offered by an audit.

On the basis of our review, we have not identified any significant misstatements liable to call into question, in view of IFRS as adopted by the European Union, the true and fair nature of the interim consolidated financial statements and the fairness of picture they present of the assets and financial position at the end of the half-year and the results of the last half-year of the group formed by the persons and entities included in the consolidation.

II – Specific verification

We also conducted a verification of the information in the half-year Management report commenting on the interim condensed consolidated half-yearly financial statements, which were the focus of our limited review.

We have no matters to report regarding its fairness and its consistency with the interim condensed consolidated half-yearly financial statements.

Meudon and Courbevoie, September 7, 2017

The Statutory Auditors

SCP Monnot & Guibourt Mazars

Laurent Guibourt Ariane Mignon

IV – DECLARATION OF RESPONSIBLE OFFICERS

PERSONS RESPONSIBLE FOR THE HALF-YEAR FINANCIAL REPORT

Gilles Gobin: Managing Partner Jacques Riou: Manager of Agena, co-managing company of Rubis

DECLARATION OF RESPONSIBILITY FOR THE HALF-YEAR FINANCIAL REPORT

We declare that, to the best of our knowledge, the condensed financial statements for the past half year have been prepared in compliance with applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and results of the Company and all companies included in the consolidated group, and that the half-year Management report gives a true and fair view of the important events that occurred during the first six months of the fiscal year, their impact on the financial statements, the principal transactions between related parties as well as a description of the main risks and contingencies for the remaining six months of the year.

Meudon and Paris, September 7, 2017

Jacques Riou Manager of Agena, co-managing company of Rubis

Gilles Gobin Managing Partner

The will to undertake, he the corporate commitment