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Vicat

Quarterly Report Aug 5, 2014

1749_ir_2014-08-05_4dbffd28-5ea4-4c84-bc43-f730faba65ca.pdf

Quarterly Report

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1 Consolidated financial statements at June 30, 2014 3

1.1. Consolidated statement of financial position 4
1.2. Consolidated income statement 5
1.3. Consolidated statement of comprehensive income 6
1.4. Consolidated cash flows statement 7
1.5. Statement of changes in consolidated shareholders' equity 8
1.6. Notes to the consolidated financial statements
at June 30, 2014
9

Half year report 41

2

2.1. Change in consolidated sales 42
2.2. Change in operating income 44
2.3. Change in financial income 49
2.4. Change in income taxes 50
2.5. Change in net income 50
2.6. Change in financial position 50
2.7. Recent events 51
2.8. Outlook for 2014 52

Declaration by the natural persons responsible for the half year financial report 55

3

4

Statutory auditors' review report on the condensed halfyearly consolidated financial statements 57

Bharati Cement factory in Kapada, Andhra Pradesh (India).

Consolidated financial statements at June 30, 2014 1

1.1. Consolidated statement of financial position 4
1.2. Consolidated income statement 5
1.3. Consolidated statement of comprehensive income 6
1.4. Consolidated cash flows statement 7
1.5. Statement of changes in consolidated
shareholders' equity
8
1.6. Notes to the consolidated financial
statements at June 30, 2014
9

1.1 Consolidated statement of financial position

1.1. Consolidated statement of financial position

(in thousands of euros) Notes June 30, 2014 December 31, 2013
Assets
Non current assets
Goodwill 3 967,319 946,569
Other intangible assets 4 113,288 100,103
Property, plant and equipment 5 2,070,603 2,102,012
Investment properties 19,046 19,107
Investments in associated companies 37,140 38,213
Deferred tax assets 111,367 101,671
Receivables and other non current financial assets 110,175 133,738
Total non current assets 3,428,938 3,441,413
Current assets
Inventories and work in progress 352,776 359,712
Trade and other accounts 446,259 348,309
Current tax assets 29,569 29,866
Other receivables 150,244 127,963
Cash and cash equivalents 6 231,765 241,907
Total current assets 1,210,613 1,107,757
Total assets 4,639,551 4,549,170
Liabili
ties
Shareholders' equity
Share capital 7 179,600 179,600
Additional paid in capital 11,207 11,207
Consolidated reserves 1,789,662 1,818,942
Shareholders' equity 1,980,469 2,009,749
Minority interests 265,631 282,216
Shareholders' equity and minority interests 2,246,100 2,291,965
Non current liabilities
Provisions for pensions and other post employment benefits 8 94,612 87,584
Other provisions 8 82,068 77,208
Financial debts and put options 9 1,279,779 1,201,953
Deferred tax liabilities 204,687 215,751
Other non current liabilities 12,027 10,394
Total non current liabilities 1,673,173 1,592,890
Current liabilities
Provisions 8 10,527 12,494
Financial debts and put options at less than one year 9 193,321 172,604
Trade and other accounts payable 297,392 276,633
Current taxes payable 28,076 25,354
Other liabilities 190,962 177,230
Total current liabilities 720,278 664,315
Total liabilities 2,393,451 2,257,205
Total liabilities and shareholders' equity 4,639,551 4,549,170

1.2. Consolidated income statement

(in thousands of euros) Notes June 30, 2014 June 30, 2013
Sales 11 1,217,811 1,147,683
Goods and services purchased (810,599) (751,809)
Added value 1.22 407,212 395,874
Personnel costs (187,974) (183,598)
Taxes (25,539) (22,314)
Gross operating income 1.22 & 14 193,699 189,962
Depreciation, amortization and provisions 12 (91,571) (92,206)
Other income and expenses 13 10,292 9,279
Operating income 14 112,420 107,035
Cost of net financial debt 15 (23,514) (19,521)
Other financial income 15 5,832 3,414
Other financial expenses 15 (12,004) (5,368)
Net financial income (expense) 15 (29,686) (21,475)
Earnings from associated companies 1,712 2,140
Profit (loss) before tax 84,446 87,700
Income tax 16 (28,438) (28,516)
Consolidated net income 56,008 59,184
Portion attributable to minority interests 5,292 4,307
Portion attributable to the Group 50,716 54,877
EBI
TDA
1.22 & 14 207,674 201,374
EBI
T
1.22 & 14 115,199 105,282
Cash flow from operations 1.22 143,733 138,247
Earnings per share (in euros)
Basic and diluted Group share of net earnings per share 7 1.13 1.22

1.3 Consolidated statement of comprehensive income

1.3. Consolidated statement of comprehensive income

(in thousands of euros) June 30, 2014 June 30, 2013
Consolidated net income 56,008 59,184
Other comprehensive income items
Items not recycled to profit or loss:
Remeasurement of the net defined benefit liability (8,566) 20,918
Tax on non-recycled items 2,998 (6,045)
Items recycled to profit or loss:
Net income from change in translation differences (868) (79,743)
Cash flow hedge instruments (10,782) (6,299)
Tax on recycled items 3,510 2,237
Other comprehensive income (after tax) (13,708) (68,932)
Total comprehensive inc
ome
42,300 (9,748)
Portion attributable to minority interests 6,180 (16,036)
Portion attributable to the Group 36,120 6,288

1.4. Consolidated cash flows statement

(in thousands of euros) Notes June 30, 2014 June 30, 2013
Cash flo
ws fro
m op
erating
ac
tivities
Consolidated net income 56,008 59,183
Earnings from associated companies (1,712) (2,140)
Dividends received from associated companies 969 331
Elimination of non cash and non operating items:
- depreciation, amortization and provisions 91,833 93,860
- deferred taxes (13,394) (10,090)
- net (gain) loss from disposal of assets 282 (1,906)
- unrealized fair value gains and losses 1,097 (985)
- other 8,650 (7)
Cash flows from operating activities 1.22 143,733 138,246
Change in working capital requirement (58,724) (73,226)
Net cash flows from operating activities (1) 18 85,009 65,020
Cash flo
ws fro
m investing
ac
tivities
Outflows linked to acquisitions of non-current assets:
- property, plant and equipment and intangible assets (81,155) (90,449)
- financial investments (9,815) (1,398)
Inflows linked to disposals of non-current assets:
- property, plant and equipment and intangible assets 2,781 5,228
- financial investments 4,554 1,290
Impact of changes in consolidation scope (17,822) (314)
Net cash flows from investing activities 19 (101,457) (85,643)
Cash flo
ws fro
m financing
ac
tivities
Dividends paids (80,588) (79,839)
Increases in capital 122
Proceeds from borrowings 113,530 84,402
Repayments of borrowings (43,569) (21,931)
Acquisitions of treasury shares (9,203) (5,240)
Disposals or allocations of treasury shares 13,127 8,642
Net cash flows from financing activities (6,581) (13,966)
Impact of changes in foreign exchange rates 1,940 (8,428)
Change in cah position (21,089) (43,017)
Net cash and cash equivalents – opening balance 20 225,812 225,079
Net cash and cash equivalents – closing balance 20 204,723 182,062

(1) Including cash flows from income taxes € (33,419) thousand in 2014 and € (32,854) thousand in 2013.

Including cash flows from interests paid and received € (23,833) thousand in 2014 and € (19,643) thousand in 2013.

1.5 Statement of changes in consolidated shareholders' equity

1.5. Statement of changes in consolidated shareholders' equity

(in thousands of euros) Capital Additional
paid in
capital
Treasury
shares
Consolidated
reserves
Translation
reserves
Share
holders'
equity
Minority
interests
Total share
holders'
equity and
minority
interests
At January 1, 2013 179,600 11,207 (78,681) 2,076,581 (107,896) 2,080,811 334,036 2,414,847
Consolidated net income 54,877 54,877 4,307 59,184
Other comprehensive income 10,558 (59,147) (48,589) (20,343) (68,932)
Total comprehensive income 65,435 (59,147) 6,288 (16,036) (9,748)
Dividends paids (66,016) (66,016) (14,055) (80,071)
Net change in treasury shares 3,927 (344) 3,583 3,583
Changes in consolidation scope
and additional acquisitions
(51) (51)
Increase in share capital
Other changes 920 920 17 937
At June 30, 2013 179,600 11,207 (74,754) 2,076,576 (167,043) 2,025,586 303,911 2,329,497
At January 1, 2014 179,600 11,207 (73,945) 2,155,752 (262,865) 2,009,749 282,216 2,291,965
Consolidated net income 50,716 50,716 5,292 56,008
Other comprehensive income (21,190) 6,594 (14,596) 888 (13,708)
Total comprehensive income 29,526 6,594 36,120 6,180 42,300
Dividends paids (66,064) (66,064) (14,876) (80,940)
Net change in treasury shares 4,713 (517) 4,196 4,196
Changes in consolidation scope
and additional acquisitions
(3,304) (3,304) (7,875) (11,179)
Increases in share capital
Other changes (228) (228) (14) (242)
At June 30, 2014 179,600 11,207 (69,232) 2,115,165 (256,271) 1,980,469 265,631 2,246,100

Group translation differences at June 30th, 2014 are broken down by currency as follows (in thousands of euros):

US dollar: (13,786)
Swiss franc: 130,976
Turkish new lira: (123,071)
Egyptian pound: (57,001)
Kazakh tengue: (52,978)
Mauritanian ouguiya: (3,894)
Indian rupee: (136,517)
(256,271)

1.6. Notes to the consolidated financial statements at June 30, 2014

Note 1 Acc
ounting policies and valuation methods
10
Note 2 Changes in consolidation scope and other significant events 17
Note 3 Goodwill 18
Note 4 Other intangible assets 19
Note 5 Property, plant and equipment 21
Note 6 Cash and cash equivalents 22
Note 7 Share capital 22
Note 8 Provisions 23
Note 9 Debts and put options 23
Note 10 Financial instruments 25
Note 11 Sales 28
Note 12 Depreciation, amortization and provisions 28
Note 13 Other income (expense) 28
Note 14 Financial performance indicators 29
Note 15 Financial income (expense) 29
Note 16 Income tax 30
Note 17 Segment information 30
Note 18 Net cash flows generated from operating activities 32
Note 19 Net cash flows from investing activities 33
Note 20 Analysis of net cash balances 33
Note 21 Transactions with related companies 33
Note 22 Subsequent events 34
Note 23 List of main consolidated companies as at June 30, 2014 34

Note 1 Accounting policies and valuation methods

1.1. Statement of compliance

In compliance with European Regulation (EC) 1606/2002 issued by the European Parliament on July 19, 2002 on the enforcement of International Accounting Standards, Vicat's consolidated financial statements have been prepared, since January 1, 2005 in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. The Vicat Group has adopted those standards in force on June 30, 2014 for its benchmark accounting policies.

Standards and interpretations published by the IASB but not yet in effect as at June 30, 2014 were not applied ahead of schedule in the Group consolidated financial statements at the closing date. This mainly involves IFRIC 21 Interpretation "Levies", which is going to be studied in order to assess the potential impact on the consolidated financial statements.

The consolidated financial statements at June 30, 2014 were prepared in accordance with IAS 34 "Interim Financial Reporting". As condensed financial statements, they have to be read in relation with those prepared for the annual year ended December 31, 2013 in accordance with International Financial Reporting Standards (IFRS). Moreover they present comparative data for the previous year prepared under these same IFRS's. The accounting policies and methods applied in the financial statements as at June 30, 2014 are consistent with those applied for the annual financial statements as at December 31, 2013.

The standards that are mandatory for annual periods beginning on or after January 1, 2014 have no impact on the 2014 consolidated financial statements. These mainly concern IFRS 10 "Consolidated financial statements", IFRS 11 "Joint arrangements" and IFRS 12 "Disclosure of interests in other entities" and their impact on IAS 27 "Separate financial statements" and IAS 28 "Investments in associated and joint ventures".

These financial statements were finalized and approved by the Board of Directors in its meeting of August 1st, 2014.

1.2. Basis of preparation of financial statements

The financial statements are presented in thousands of euros.

The consolidated statement of comprehensive income is presented by type in two separate statements: the consolidated income statement and the consolidated statement of other comprehensive income.

The consolidated statement of financial position segregates current and non-current asset and liability accounts and splits them according to their maturity (divided, generally speaking, into maturities of less than and more than one year).

The statement of cash flows is presented according to the indirect method.

The financial statements are prepared using the historical cost method, except for the following assets and liabilities, which are recognized at fair value: derivatives, assets held for trading, assets available for sale, and the portion of assets and liabilities covered by hedging transactions.

The accounting policies and measurement methods described hereinafter have been applied on a permanent basis to all of the financial years presented in the consolidated financial statements.

The establishment of consolidated financial statements under IFRS's requires the Group's management to make a number of estimates and assumptions, which have a direct impact on the financial statements. These estimates are based on the going concern principle and are established on the basis of the information available at the date they are carried out. They concern mainly the assumptions used to:

  • W value provisions (notes 1.17 and 8), in particular those for pensions and other post-employment benefits (notes 1.15 and 8);
  • W value the put options granted to third parties on shares in consolidated subsidiaries (notes 1.16 and 9.2);
  • W measure financial instruments at their fair value (notes 1.14 and 10);
  • W perform the valuations adopted for impairment tests (notes 1.4, 1.11. and 3);
  • W define the accounting principle to be applied in the absence of a definitive standard (notes 1.7 and 4 concerning emission quotas).

The estimates and assumptions are reviewed regularly, whenever justified by the circumstances, at least at the end of each year, and the pertinent items in the financial statements are updated accordingly.

1.3. Consolidation principles

When a company is acquired, its assets and liabilities are measured at their fair value at the acquisition date.

The earnings of the companies acquired or disposed of during the year are recorded in the consolidated income statement for the period subsequent or previous to the date of the acquisition or disposal, as appropriate.

The statutory financial statements of the companies at June 30, 2014 are consolidated, and any necessary adjusting entries are made to restate them in accordance with the Group accounting policies. All intercompany balances and transactions are eliminated during the preparation of the consolidated financial statements.

Subsidiaries

Companies that are controlled exclusively by Vicat, directly or indirectly, are fully consolidated.

Joint ventures and associated companies

Joint ventures, which are jointly controlled and operated by a limited number of shareholders, and associated companies, over which Vicat exercises notable control are reported using the equity method. Any goodwill generated on the acquisition of these investments is presented on the line "Investments in associated companies (equity method)".

The list of the main companies included in the consolidation scope as at June 30, 2014 is provided in note 23.

1.4. Business combinations – goodwill

With effect from January 1, 2010, business combinations are reported in accordance with IFRS 3 "Business Combinations" (revised) and IAS 27 "Consolidated and Separate Financial Statements" (revised). As these revised standards apply prospectively, they do not affect business combinations carried out before January 1, 2010.

Business combinations carried out before January 1, 2010

These are reported using the acquisition method. Goodwill corresponds to the difference between the acquisition cost of the shares in the acquired company and the purchaser's pro-rata share in the fair value of all identified assets, liabilities and contingent liabilities at the acquisition date. Goodwill on business combinations carried out after January 1, 2004 is reported in the currency of the company acquired. Applying the option offered by IFRS 1, business combinations completed before the transition date of January 1, 2004 have not been restated, and the goodwill arising from them has been maintained at its net value in the balance sheet prepared according to French GAAP as at December 31, 2003.

In the event that the pro-rata share of interests in the fair value of net assets, liabilities and contingent liabilities acquired exceeds their cost ("negative goodwill"), the full amount of this negative goodwill is recognized in the income statement of the reporting period in which the acquisition was made, except for acquisitions of minority interests in a company already fully consolidated, in which case this amount is recognized in the consolidated shareholders' equity.

The values of assets and liabilities acquired through a business combination must be definitively determined within 12 months of the acquisition date. These values may thus be adjusted at any closing date within that time frame.

Minority interests are valued on the basis of their pro-rata share in the fair value of the net assets acquired.

If the business combination takes place through successive purchases, each material transaction is treated separately, and the assets and liabilities acquired are so valued and goodwill thus determined.

Business combinations carried out on or after January 1, 2010

IFRS 3 "Business Combinations" (revised), which is mandatory for business combinations carried out on or after January 1, 2010, introduced the following main changes compared with the previous IFRS 3 (before revision):

W goodwill is determined once, on the date the acquirer obtains control.

The Group then has the option, in the case of each business combination, upon obtaining control, to value the minority interests:

  • • either at their pro-rata share in the identifiable net assets of the company acquired ("partial" goodwill option),
  • • or at their fair value ("full" goodwill option).

Measurement of minority interests at fair value has the effect of increasing the goodwill by the amount attributable to such minority interests, resulting in the recognition of a "full" goodwill;

  • W any adjustment in the acquisition price at fair value from the date of acquisition is to be reported, with any subsequent adjustment occurring after the 12-month appropriation period from the date of acquisition to be recorded in the income statement;
  • W the costs associated with the business combination are to be recognized in the expenses for the period in which they were incurred;
  • W in the case of combinations carried out in stages, upon obtaining control, the previous holding in the company acquired is to be revalued at fair value on the date of acquisition and any gain or loss which results is to be recorded in the income statement.

In compliance with IAS 36 (see note 1.11), at the end of each year, and in the event of any evidence of impairment, goodwill is subjected to an impairment test, consisting of a comparison of its net carrying cost with its value in use as calculated on a discounted projected cash flow basis. When the latter is below carrying cost, an impairment loss is recognized for the corresponding loss of value.

1.5. Foreign currencies

Transactions in foreign currencies

Transactions in foreign currencies are translated into the operating currency at the exchange rates in effect on the transaction dates. At the end of the year, all monetary assets and liabilities denominated

in foreign currencies are translated into the operating currency at the year-end exchange rates, and the resulting exchange rate differences are recorded in the income statement.

Translation of financial statements of foreign companies

All assets and liabilities of Group companies denominated in foreign currencies that are not hedged are translated into euros at the year-end exchange rates, while income and expense and cash flow statement items are translated at average exchange rates for the year. The ensuing translation differences are recorded directly in shareholders' equity.

In the event of a later sale, the cumulative amount of translation differences relating to the net investment sold and denominated in foreign currency is recorded in the income statement. Applying the option offered by IFRS 1, translation differences accumulated before the transition date were zeroed out by allocating them to consolidated reserves at that date. They will not be recorded in the income statement in the event of a later sale of these investments denominated in foreign currency.

The following foreign exchange rates were used:

Closing rate Average rate
June 30, 2014 December 31,2013 June 30, 2014 June 30, 2013
USD 1.3658 1.3791 1.3705 1.3178
CHF 1.2156 1.2276 1.2213 1.2297
EGP 9.7911 9.5597 9.6203 8.9537
TRL 2.8969 2.9605 2.9675 2.3873
KZT 250.6380 211.8400 242.6083 198.2833
MRO 397.6710 400.5829 406.8400 389.2570
INR 82.2023 85.3660 83.2930 72.3067
CFA 655.9570 655.9570 655.9570 655.9570

1.6. Other intangible assets

Intangible assets (mainly patents, rights and software) are recorded in the consolidated statement of financial position at historical cost less accumulated amortization and any impairment losses. This cost includes acquisition or production costs and all other directly attributable costs incurred for the acquisition or production of the asset and for its commissioning.

Assets with finite lives are amortized on a straight-line basis over their useful lives (generally not exceeding 15 years).

Research costs are recognized as expenses in the period in which they are incurred. Development costs meeting the criteria defined by IAS 38 are capitalized.

1.7. Emission quotas

In the absence of a definitive IASB standard or interpretation concerning greenhouse gas emission quotas, the following accounting treatment has been applied:

  • W quotas allocated by the States related to National Quota Allocation Plans are not recorded, either as assets or liabilities;
  • W only the quotas held in excess of the cumulative actual emissions are recorded in the intangible assets at year end;
  • W surpluses, quota sales and quota swaps (EUA) against Emission Reduction Certificates (ERC) are recognized in the income statement for the period.

1.8. Property, plant and equipment

Property, plant and equipment are reported in the consolidated statement of financial position at historical cost less accumulated depreciation and any impairment losses, using the component approach provided for in IAS 16. When an article of property, plant and equipment comprises several significant components with different useful lives, each component is amortized on a straight-line basis over its respective useful life, starting at commissioning.

The main amortization periods are presented below depending on the assets category:

Cement assets Concrete & Aggregates assets
Civil engineering 15 to 30 years 15 years
Major installations 15 to 30 years 10 to 15 years
Other industrial equipment 8 years 5 to 10 years
Electricity 15 years 5 to 10 years
Controls and instruments 5 years 5 years

Quarries are amortized on the basis of tonnage extracted during the year in comparison with total estimated reserves.

Certain parcels of land owned by French companies acquired prior to December 31, 1976 were revalued, and the adjusted value was recognized in the financial statements, but without a significant impact on the lines concerned.

Interest expenses on borrowings incurred to finance the construction of facilities during the period prior to their commissioning are capitalized. Exchange rate differences arising from foreign currency borrowings are also capitalized in so far as they are treated as an adjustment to interest costs and within the limit of the interest charge which would have been paid on borrowings in local currency.

1.9. Leases

In compliance with IAS 17, leases on which nearly all of the risks and benefits inherent in ownership are transferred by the lessor to the lessee are classified as finance leases. All other contracts are classified as operating leases.

Assets held under finance leases are recorded in property, plant and equipment at the lower of their fair value and the current value of the minimum rent payments at the starting date of the lease and amortized over the shortest duration of the lease and its useful life, with the corresponding debt recorded as a liability.

1.10. Investment properties

The Group recognizes its investment properties at historical cost less accumulated depreciation and any impairment losses. They are depreciated on a straight-line basis over their useful life (10 to 25 years). The fair value of investment properties is calculated by the Group's qualified departments. It is based primarily on valuations made by capitalizing rental income or taking into account market prices observed on transactions involving comparable assets, and is presented in the notes at each year-end.

1.11. Impairment

In accordance with IAS 36, the book values of assets with indefinite lives are reviewed at each year-end, and during the year, whenever there is an indication that the asset may be impaired. Those with finite lives are only reviewed if impairment indicators show that a loss is likely.

An impairment loss has to be recorded as an expense on the income statement when the carrying cost of the asset is higher than its recoverable value. The latter is the higher of the fair value less the costs of sale and the value in use. The value in use is calculated primarily on a discounted projected cash flow basis over 10 years, plus the terminal value calculated on the basis of a projection to infinity of the cash flow from operations in the last year. This time period corresponds to the Group's capital-intensive nature and the longevity of its industrial plant.

The projected cash flows are calculated on the basis of the following components that have been inflated and then discounted:

  • W the EBITDA from the Long Term Plan over the first 5 years, then projected to year 10;
  • W the sustaining capital expenditure;
  • W and the change in the working capital requirement.

The assumptions used in calculating impairment tests are derived from forecasts made by operational staff reflecting as closely as possible their knowledge of the market, the commercial position of the businesses and the performance of the industrial plant. Such forecasts include the impact of foreseeable developments in cement consumption based on macroeconomic and industry sector data, changes likely to affect

the competitive position, technical improvements in the manufacturing process and expected developments in the cost of the main production factors contributing to the cost price of the products.

In the case of countries subject to social tensions and security concerns, the assumptions used also include the potential improvement resulting from the progressive and partial easing of some of these tensions and concerns, based on recent data and an examination of the effect of these tensions on current business conditions.

Projected cash flows are discounted at the weighted average capital cost (WACC) before tax, in accordance with IAS 36 requirements. This calculation is made per country, taking into account the cost of risk-free long-term money, market risk weighted by a sector volatility factor, and a country premium reflecting the specific risks of the market in which the concerned cash generating unit in question operates.

When it is not possible to estimate the fair value of an isolated asset, it is assessed at the level of the cash generating unit that the asset is part of (defined by IAS 36 as the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets) insofar as the industrial installations, products and markets form a coherent whole. The analysis was thus carried out for each geographical area/market/business, and the cash generating units were determined depending on the existence or not of vertical integration between the Group's activities in the area concerned.

The value of the assets thus tested, at least annually using this method for each cash generating unit comprises the intangible and tangible non-current assets and the Working Capital Requirement.

These impairment tests are sensitive to the assumptions held for each cash generating unit, mainly in terms of:

  • W the discount rate as previously defined;
  • W the inflation rate, which must reflect sales prices and expected future costs;
  • W the growth rate to infinity.

Tests are conducted at each year-end on the sensitivity to an increase or decrease of one point in the discount rate applied, in order to assess the effect on the value of goodwill and other intangible and tangible assets included in the Group's consolidated financial statements. Moreover, the discount rate includes a country risk premium and an industry sector risk premium reflecting the cyclical nature of certain factors inherent in the business sector, enabling an understanding of the volatility of certain elements of production costs, which are sensitive in particular to energy costs.

Recognized impairments can be reversed and are recovered in the event of a decrease, except for those corresponding to goodwill, which are definitive.

1.12. Inventories

Inventories are valued using the weighted average unit cost method, at the lower of purchase price or production cost, and net market value (sales price less completion and sales costs).

The gross value of merchandise acquired for resale and of supplies includes both the purchase price and all related costs.

Manufactured goods are valued at production cost, including the cost of goods sold, direct and indirect production costs and the depreciation on all consolidated fixed assets used in the production process.

In the case of inventories of manufactured products and work in progress, the cost includes an appropriate share of fixed costs based on the standard conditions of use of the production plant.

Inventory depreciations are recorded when necessary to take into account any probable losses identified at year-end.

1.13. Cash and cash equivalents

Cash and cash equivalents include both cash and short-term investments of less than 3 months that do not present any risk of a change in value. The latter are marked to market at the end of the period. Net cash, the change in which is presented in the statement of cash flows, consists of cash and cash equivalents less any bank overdrafts.

1.14. Financial instruments

Financial assets

The Group classifies its non-derivative financial assets, when they are first entered in the financial statements, in one of the following four categories of financial instruments in accordance with IAS 39, depending on the reasons for which they were originally acquired:

  • W long-term loans and receivables, financial assets not quoted on an active market, the payment of which is determined or can be determined; these are valued at their amortized cost;
  • W assets available for sale which include in particular, in accordance with the standard, investments in non-consolidated affiliates; these are valued at the lower of their carrying value and their fair value less the cost of sale as at the end of the period;
  • W financial assets valued at their fair value through the income, since they are held for transaction purposes (acquired and held for the purpose of selling in the short term);
  • W investments held to term, including securities quoted on an active market associated with defined payments at fixed deadlines; the Group does not own such assets at the year-end of the reporting periods in question.

All acquisitions and disposals of financial assets are reported at the transaction date. Financial assets are reviewed at the end of each year in order to identify any evidence of impairment.

Financial liabilities

The Group classifies its non-derivative financial assets, when they are first entered in the financial statements, as financial liabilities valued at amortized cost. These comprise mainly borrowings, other financings, bank overdrafts, etc. The Group does not have financial liabilities at fair value through the income statement.

Treasury shares

In compliance with IAS 32, Vicat's treasury shares are recognized net of shareholders' equity.

Derivatives and hedging

The Group uses hedging instruments to reduce its exposure to changes in interest and foreign currency exchange rates resulting from its business, financing and investment operations. These hedging transactions use financial derivatives. The Group uses interest rate swaps and caps to manage its exposure to interest rate risks. Forward FX contracts and currency swaps are used to hedge exchange rate risks.

The Group uses derivatives solely for financial hedging purposes and no instrument is held for speculative ends. Under IAS 39, however, certain derivatives used are not, not yet or no longer, eligible for hedge accounting at the closing date.

Financial derivatives are valued at their fair value in the balance sheet. Except for the cases detailed below, the change in fair value of derivatives is recorded as an offset in the income statement of the financial statement ("Change in fair value of financial assets and liabilities"). The fair values of derivatives are estimated by means of the following valuation models:

  • W the market value of interest rate swaps, exchange rate swaps and forward purchase/sale transactions is calculated by discounting the future cash flows on the basis of the "zero coupon" interest rate curves applicable at the end of the preceding reporting periods, restated if applicable to reflect accrued interest not yet payable;
  • W interest rate options are revalued on the basis of the Black and Scholes model incorporating the market parameters as at year-end.

Derivative instruments may be designated as hedging instruments, depending on the type of hedging relationship:

W fair value hedging is hedging against exposure to changes in the fair value of a booked asset or liability, or of an identified part of that asset or liability, attributable to a particular risk, in particular interest and exchange rate risks, which would affect the net income presented;

W cash flow hedging is hedging against exposure to changes in cash flow attributable to a particular risk, associated with a booked asset or liability or with a planned transaction (e.g. expected sale or purchase or "highly probable" future transaction), which would affect the net income presented.

Hedge accounting for an asset/liability/firm commitment or cash flow is applicable if:

  • W the hedging relationship is formally designated and documented at its date of inception;
  • W the effectiveness of the hedging relationship is demonstrated at the inception and then by the regular assessment and correlation between the changes in the market value of the hedging instrument and that of the hedged item. The ineffective portion of the hedging instrument is always recognized in the income statement.

The application of hedge accounting results as follows:

  • W in the event of a documented fair value hedging relationship, the change in the fair value of the hedging derivative is recognized in the income statement as an offset to the change in the fair value of the underlying financial instrument hedged. Income is affected solely by the ineffective portion of the hedging instrument;
  • W in the event of a documented cash flow hedging relationship, the change in the fair value of the effective portion of the hedging derivative is recorded initially in shareholders' equity, and that of the ineffective portion is recognized directly in the income statement. The accumulated changes in the fair value of the hedging instrument previously recorded in shareholders' equity are transferred to the income statement at the same rate as the hedged cash flows.

1.15. Employee benefits

The Group recognizes the entire amounts of its commitments relating to post-employment benefits in accordance with IAS 19 (revised).

Regulations, standard practices and agreements in force in countries where the Group's consolidated companies have operations provide for various types of post-employment benefits: lump-sum payments on retirement, supplemental pension benefits, guaranteed supplemental pension benefits specifically for executives, etc., and other long-term benefits (such as medical cover, etc.).

Defined contribution plans are those for which the Group's commitment is limited only to the payment of contributions recognized as expenses when they are incurred.

Defined benefit plans include all post-employment benefit programs, other than those under defined contribution plans, and represent a future liability for the Group. The corresponding liabilities are calculated

on an actuarial basis (wage inflation, mortality, employee turnover, etc.) using the projected unit credit method, in accordance with the clauses provided for in the collective bargaining agreements and with standard practices.

Dedicated financial assets, which are mainly equities and bonds, are used to cover all or a part of these liabilities, principally in the United– States and Switzerland.

The net position of each pension plan is fully provided for in the statement of financial position less, where applicable, the fair value of these invested assets, within the limit of the asset ceiling cap. Any surplus (in the case of overfunded pension plans) is only recognized in the statement of financial position to the extent that it represents a future economic benefit that will be effectively available to the Group, within the limits defined by the standard.

Actuarial variances arise due to changes in actuarial assumptions and/or variances observed between these assumptions and the actual figures. Actuarial gains and losses on post-employment benefits are recognized under "Other comprehensive income" and are not recycled to profit or loss.

The Group has chosen to apply the IFRS 1 option and to zero the actuarial variances linked to employee benefits not yet recognized on the transition balance sheet by allocating them to shareholders' equity.

1.16. Put options granted on shares in consolidated subsidiaries

Under IAS 27 and IAS 32, put options granted to minority third parties in fully consolidated subsidiaries are reported in the financial liabilities at the present value of their estimated price with an offset in the form of a reduction in the corresponding minority interests.

The difference between the value of the option and the amount of the minority interests is recognized:

  • W in goodwill, in the case of options issued before January 1, 2010;
  • W as a reduction in the Group shareholders' equity (options issued after January 1, 2010).

The liability is estimated based on the contract information available (price, formula, etc.) and any other factor relevant to its valuation. Its value is reviewed at each year end and the subsequent changes in the liability are recognized:

  • W either as an offset to goodwill (options granted before January 1, 2010);
  • W or as an offset to the Group shareholders' equity (options issued after January 1, 2010).

No impact is reported in the income statement other than the impact of the annual discounting of the liability recognized in the financial income; the income share of the Group is calculated on the basis of the percentage held in the subsidiaries in question, without taking into account the percentage holding attached to the put options.

1.17. Provisions

In accordance with IAS 37, a provision is recognized when the Group has a current commitment, whether statutory or implicit, resulting from a significant event prior to the closing date which would lead to a use of resources without offset after the closing date, which can be reliably estimated.

These include, notably, provisions for site reinstatement, which are set aside progressively as quarries are used and include the projected costs related to the Group's obligation to reinstate such sites.

In accordance with IAS 37, provisions whose maturities are longer than one year are discounted when the impact is significant. The effects of this discounting are recorded under net financial income.

1.18. Sales

In accordance with IAS 18, sales are reported at the fair value of the consideration received or due, net of commercial discounts and rebates and after deduction of excise duties collected by the Group under its business activities. Sales figures include transport and handling costs invoiced to customers.

Sales are recorded at the time of transfer of the risk and significant benefits associated with ownership to the purchaser, which generally corresponds to the date of transfer of ownership of the product or performance of the service.

1.19. Other income and expenses

Other income and expenses are those arising from the Group's operating activities that are not received or incurred as part of the direct production process or sales activity. These other income and expenses consist mainly of insurance payments, patent royalties, surplus greenhouse gas emission rights, and certain charges relating to losses or claims.

1.20. Income taxes

Deferred taxes are calculated at the tax rates passed or virtually passed at the year-end and expected to apply to the period when assets are sold or liabilities are settled.

Deferred taxes are calculated, based on an analysis of the balance sheet, on timing differences identified in the Group's subsidiaries and joint ventures between the values recognized in the consolidated statement of financial position and the values of assets and liabilities for tax purposes.

Deferred taxes are recognized for all timing differences, including those on restatement of finance leases, except when the timing difference results from goodwill.

Deferred tax assets and liabilities are netted out at the level of each company. When the net amount represents a receivable, a deferred tax asset is recognized if it is probable that the Company will generate future taxable income against which to allocate the deferred tax assets.

1.21. Segment information

In accordance with IFRS 8 "Operating Segments" the segment information provided in note 17 is based on information taken from the internal reporting. This information is used internally by the Group management responsible for implementing the strategy defined by the Chairman of the Board of Directors for measuring the Group's operating performance and for allocating capital expenditure and resources to business segments and geographical areas.

The operating segments defined pursuant to IFRS 8 comprise the three segments in which the Vicat Group operates: Cement, Concrete & Aggregates and Other Products & Services.

The management indicators presented were adapted in order to be consistent with those used by the Group management, while complying with IFRS 8 disclosure requirements: operating and consolidated sales, EBITDA and EBIT (see note 1.22), total non-current assets, net capital employed (see note 17), industrial investments, depreciation and amortization and number of employees.

The management indicators used for internal reporting are identical for all the operating segments and geographical areas defined above and are determined in accordance with the IFRS principles applied by the Group in its consolidated financial statements.

1.22. Financial indicators

The following financial performance indicators are used by the Group, as by other industrial players and notably in the building materials sector, and presented with the income statement:

Added value: the value of production less the cost of goods and services purchased;

Gross operating income: added value less personnel costs, taxes and duties (except income taxes and deferred taxes), plus grants and subsidies;

EBITDA (Earnings Before Interest, Tax, Depreciation and Amortization): gross operating income plus other ordinary income and expenses;

EBIT (Earnings Before Interest and Tax): EBITDA less depreciation, amortization and operating provisions;

Cash flows from operations: net income before adjusting for noncash charges (mainly depreciation, amortization and provisions, deferred taxes, gains or losses on asset disposals and changes in fair value).

1.23. Seasonality

Demand in the Cement, Ready-mixed Concrete & Aggregates businesses is seasonal and tends to decrease in winter in temperate countries and during the rainy season in tropical countries. The Group therefore generally records lower sales in the first and fourth quarters i.e. the winter season in its main markets in Western Europe and North America. In the second and third quarters, in contrast, sales are higher, due to the summer season being more favorable for construction work.

Note 2 Changes in consolidation scope and other significant events

Macro-economic environment and activity

The Vicat Group displayed during the first half of 2014 a solid performance, with an increase in sales at a constant scope and exchange rates of nearly + 11 %. This performance is due to the improved economic conditions in emerging countries where the Group is present, with the exception of Kazakhstan, which, affected by this year's relatively harsh winter compared to 2013, posted a stable level of activity. To note, the second quarter in this country was characterized by a sharp rebound in activity. The Group continues its successful deployment in the Indian market, with relatively strong sales volume in a context of price improvement in the second quarter after a low point in February 2014. In Egypt, the improving safety environment, the dynamic market and the good pricing trends, as well as better technical plant performances have enabled the Group to resume a solid growth in activity during this semester. West Africa has also benefited from a favourable market environment, in a still tense competitive context. Finally, Turkey performs well and is sustained by a solid growth in sale prices, despite volumes being affected due to unfavourable weather during the second quarter.

In mature markets, the situation remains mixed. The Group recorded a slight increase in its activity in France, supported by very favourable weather conditions early in the year. However, the macro-economic and sector conditions remain difficult. In Switzerland, the activity continues to increase, supported also by favourable weather conditions early in the year and a still dynamic macro-economic and industrial environment. To note, that following the exceptional strong level of activity in the first quarter, the Group posted a decrease in revenue in the second quarter in this country. Conversely, the environment in Italy again weighed on the Group's business during this semester. Finally, in the US, the Group's activity continues to gain traction, in line with the gradual improvement in sector and macro–economic conditions.

Exchange rate volatility and their impact on the consolidated income statement

The income statement as at June 30, 2014 was significantly affected by the exchange currencies depreciation against euro, except for the Swiss franc. This resulted for the first half of 2014 in a foreign exchange loss amounting to € (59) million on the consolidated turnover and to € (11) million on the EBITDA.

The devaluation of the kazakh tengue against US dollar occured in February 2014 resulted also in a foreign exchange loss accounted for € (19) million, € (9) million recorded in the financial result and € (10) million recorded in the other comprehensive income.

Note 3 Goodwill

The change in the net goodwill by business sector is analyzed in the table below:

(in thousands of euros) Cement Concrete and
aggregates
Other products
and services
Total
At December 31, 2012 725,444 247,851 22,025 995,320
Acquisitions/Additions 1 100 101
Disposals/Decreases (116) (116)
Change in foreign exchange rates and other (43,869) (4,491) (376) (48,736)
At December 31, 2013 681,575 243,245 21,749 946,569
Acquisitions/Additions 8,778 8,725 17,503
Disposals/Decreases (1,453) (1,453)
Change in foreign exchange rates and other 3,238 1,292 170 4,700
At June 30, 2014 693,591 251,809 21,919 967,319

Impairment test on goodwill:

In accordance with IFRS 3 and IAS 36, at the end of each year and in the event of any evidence of impairment, goodwill is subject to an impairment test using the method described in notes 1.4 and 1.11.

Considering the very difficult macro-economic environment, the Group carried out a review of any evidence of impairment in respect to goodwill at June 30, 2014, which did not result in any recognition of impairment.

At June 30, 2014, goodwill are broken down by cash generating unit (CGU) as follows:

(in thousands of euros) June 30, 2014 December 31,
2013
UGT India 227,793 219,734
UGT West Africa Cement 150,693 150,455
UGT France-Italy 178,650 164,029
UGT Switzerland 134,797 132,875
Other cumulated CGU 275,386 279,476
Total 967,319 946,569

Note 4 Other intangible assets

Gross value
(in thousands of euros)
Concessions,
patents &
similar rights
Software Other
intangible
assets
Intangible
assets
in progress
Total
At December 31, 2012 85,421 20,576 49,323 4,974 160,294
Acquisitions 2,147 6,651 1,449 580 10,827
Disposals (14) (14)
Changes in consolidation scope 0
Change in foreign exchange rates (2,606) (343) (2,782) (12) (5,743)
Other movements 4,460 242 (1,548) 3,154
At December 31, 2013 84,962 31,344 48,218 3,994 168,518
Acquisitions 10,923 484 16 3,456 14,879
Disposals (10) (136) (146)
Changes in consolidation scope 165 11 10 187 373
Change in foreign exchange rates (1,540) 74 327 18 (1,121)
Other movements 2 1,067 1,069
At June 30, 2014 94,510 31,905 49,638 7,519 183,572
Depreciation and impairment
(in thousands of euros)
Concessions,
patents &
similar rights
Software Other intangible
assets
Intangible assets
in progress
Total
At December 31, 2012 (19,100) (15,572) (25,205) 0 (59,877)
Increase (2,535) (3,361) (4,966) (10,862)
Decrease 6 6
Changes in consolidation scope 0
Change in foreign exchange rates 569 178 1,606 2,353
Other movements (74) (20) 59 (35)
At December 31, 2013 (21,140) (18,775) (28,500) 0 (68,415)
Increase (1,322) (1,466) (1,105) (5) (3,898)
Decrease 10 2,191 2,201
Changes in consolidation scope 5 (12) (9) (16)
Change in foreign exchange rates 146 (47) (255) (156)
Other movements 0
At June 30, 2014 (22,311) (20,290) (27,678) (5) (70,284)
Net book value at December 31, 2013 63,822 12,569 19,718 3,994 100,103
Net book value at June 30, 2014 72,199 11,615 21,960 7,514 113,288

No development costs were capitalized during the 1st semester 2014 and the year 2013.

as at December 31, 2013), corresponding to 2,210 thousand tones (1,957 thousand tonnes at the year-end 2013).

With regard to greenhouse gas emission quotas, only the quotas held at year-end in excess of the cumulative actual emissions were recorded in other intangible assets at € 12,767 thousand (€ 9,198 thousand Recording of surpluses, quota sales and quota swaps (EUA) against Emission Reduction Certificates (ERC) were recognized in the income statement for the semester at € 1,382 thousand (€ 1,759 thousand at June 30, 2013).

Note 5 Property, plant and equipment

Gross values
(in thousands of euros)
Lands &
Buildings
Industrial
equipment
Other property,
plant and
equipment
Fixed assets
work-in-progress
and advances/
down payments
Total
At December 31, 2012 1,025,104 2,655,633 184,238 313,111 4,178,086
Acquisitions 16,409 39,850 9,157 97,501 162,917
Disposals (7,091) (17,495) (5,934) (76) (30,596)
Changes in consolidation scope 0
Changes in foreign exchange rates (50,508) (150,576) (5,227) (24,854) (231,165)
Other movements 67,685 189,095 (3,429) (257,013) (3,662)
At December 31, 2013 1,051,599 2,716,507 178,805 128,669 4,075,580
Acquisitions 8,269 21,295 3,175 24,399 57,138
Disposals (955) (7,614) (4,749) (362) (13,680)
Changes in consolidation scope 1,144 3,438 2,650 489 7,721
Changes in foreign exchange rates 553 2,029 (2,371) 2,294 2,505
Other movements 2,141 7,310 840 (10,621) (330)
At June 30, 2014 1,062,751 2,742,965 178,350 144,868 4,128,934
Depreciations and impairment
(in thousands of euros)
Lands &
Buildings
Industrial
equipment
Other property,
plant and
equipment
Fixed assets
work-in-progress
and advances/
down payments
Total
At December 31, 2012 (380,686) (1,419,023) (107,167) 0 (1,906,876)
Acquisitions (32,324) (135,905) (10,249) (58) (178,536)
Disposals 4,926 17,231 4,411 26,568
Changes in consolidation scope 0
Changes in foreign exchange rates 11,491 66,637 2,398 5 80,531
Other movements 1,840 (6,321) 9,226 4,745
At December 31, 2013 (394,753) (1,477,381) (101,381) (53) (1,973,568)
Acquisitions (15,676) (65,640) (5,014) (86,330)
Disposals 903 9,276 2,680 12,859
Changes in consolidation scope (1,199) (2,915) (1,835) (5,949)
Changes in foreign exchange rates (844) (4,190) (404) (2) (5,440)
Other movements 305 (208) 97
At June 30, 2014 (411,569) (1,540,545) (106,162) (55) (2,058,331)
Net book value at December 31, 2013 656,846 1,239,126 77,424 128,616 2,102,012
Net book value at June 30, 2014 651,182 1,202,420 72,188 144,813 2,070,603

Fixed assets work-in-progress amounted to € 140 million as at June 30, 2014 (€ 118 million as at December 31, 2013) and advances/down payments on plant, property and equipment represented € 5 million as at June 30, 2014 (€ 11 million as at December 31, 2013).

Contractual commitments to acquire tangible and intangible assets amounted to € 49 million as at June 30, 2014 (€ 40 million as at December 31, 2013).

The total amount of interest capitalized as at June 30, 2014 was € 0.5 million (€ 8.4 million as at June 30, 2013), determined on the basis of local interest rate of 11.6 %.

Note 6 Cash and cash equivalents

(in thousands of euros) June 30, 2014 December 31, 2013
Cash 96,487 79,089
Marketable securities and term deposits < 3 months 135,278 162,818
Cas and cash equivalents 231,765 241,907

Note 7 Share capital

Vicat share capital is composed of 44,900,000 fully paid-up ordinary shares with a nominal value of € 4 each, including 778,917 treasury shares as at June 30, 2014 (846,027 as at December 31, 2013) acquired under the share buy-back programs approved by the Ordinary General Meetings, and through Heidelberg Cement's disposal of its 35 % stake in Vicat in 2007.

These are registered shares or bearer shares, at the shareholder's option. Voting rights attached to shares are proportional to the share of the capital which they represent and each share gives the right to one vote, except in the case of fully paid-up shares registered for at least 4 years in the name of the same shareholder, to which two votes are assigned.

The dividend paid in 2014 in respect of 2013 amounted to € 1.50 per share, amounted to a total of € 67,350 thousand, equal to € 1.50 per share paid in 2013 in respect of 2012 and amounted to a total of € 67,350 thousand.

In the absence of any dilutive instrument, diluted earnings per share are identical to basic earnings per share, and are obtained by dividing the Group's net income by the weighted average number of Vicat ordinary shares outstanding during the year.

Since January 4, 2010, for a period of 12 months renewable by tacit agreement, Vicat has engaged Natixis Securities to implement a liquidity agreement in accordance with the AMAFI (French financial markets professional association) code of ethics of September 20, 2008.

The following amounts were allocated to the liquidity agreement for its implementation: 20,000 Vicat shares and € 3 million in cash.

As at June 30, 2014, the liquidity account is composed with 3,784 Vicat shares and € 3,801 thousand in cash.

Note 8 Provisions

Provisions break down as follows by type:

(in thousands of euros) June 30, 2014 December 31, 2013
Provisions for pensions and other post-employment benefits 94,612 87,584
Restoration of sites 40,982 40,251
Demolitions 1,153 1,133
Other risks (1) 28,261 28,225
Other charges 22,199 20,094
Other provisions 92,595 89,702
O.w. less than one year 10,527 12,494
O.w. more than one year 82,068 77,208

(1) At June 30, 2014, other risks included:

an amount of € 5.3 million (€ 5.1 million at December 31, 2013) corresponding to the current estimate of gross expected costs for repair of damage that occurred in 2006 following deliveries of concrete mixtures and concrete made in 2004 whose sulfate content exceeded applicable standards. This amount corresponds to the current estimate of the Group's pro rata share of liability for repair of identified damages before the residual insurance indemnity of € 1.8 million recognized in non-current assets in the balance sheet as at June 30, 2014 and December 31, 2013;

an amount of € 8.3 million (€ 7.3 million as at December 31, 2013) corresponding to the estimated amount of the deductible at year-end relating to claims in the United States in the context of work accidents and which will be covered by the Group;

the remaining amount of other provisions amounting to about € 14.8 million as at June 30, 2014 (€ 15.8 million as at December 31, 2013) corresponds to the sum of other provisions that, taken individually, are not material.

Note 9 Debts and put options

The financial liabilities as at June 30, 2014 and December 31st, 2013 are analyzed as follows:

(in thousands of euros) June 30, 2014 December 31, 2013
Debts at more than one year 1,267,792 1,189,972
Put options at more than one year 11,987 11,981
Debts and put options at more than one year 1,279,779 1,201,953
Asset derivative instruments at more than one year (1) (42,024) (50,086)
Total financial liabilities net of asset derivative instruments at more
than one year
1,237,755 1,151,867
Debts at less than one year 193,321 172,604
Put options at less than one year 0 0
Debts and put options at less than one year 193,321 172,604
Asset derivative instruments at less than one year (1) (4,785) (5,886)
Total financial liabilities net of asset derivative instruments at less
than one year
188,536 166,718
Total debts net of asset derivative instruments (1) 1,414,304 1,306,604
Total put options 11,987 11,981
Total financ
ial liabilities net of asset derivative instruments
1,426,291 1,318,585

(1) As at June 30, 2014 financial instrument assets (€ 46.8 million) are presented under non-current assets for the part at more than 1 year (€ 42 million) and under other receivables for the part at less than 1 year (€ 4.8 million). They accounted for € 56.0 million as at December 31, 2013.

9.1. Financial debts

Analysis of debts by category and maturity

June 30, 2014

(in thousands of euros) Total June 2015 June 2016 June 2017 June 2018 June 2019 More than
5 years
Bank borrowings and financial liabilities 1,348,967 133,990 410,742 36,888 169,310 263,939 334,098
Incl. Derivative financial instruments – Assets (46,809) (4,784) (7,025) (7,025) (7,025) (7,025) (13,925)
Incl. Derivative financial instruments – Liabilities 58,157 1,261 18,112 4,747 4,094 75 29,868
Other borrowings and debts 21,449 14,075 6,231 297 227 166 453
Debts on fixed assets under finance leases 4,147 1,885 1,367 714 109 12 60
Current bank lines and overdrafts 39,741 39,741
Debts 1,414,304 189,691 418,340 37,899 169,646 264,117 334,611
Of which commercial paper 300,000 60,000 240,000

Debts at less than one year are mainly comprised of bank overdrafts, as well as the Sococim Industries bilateral credit lines and a tranche of the Jambyl Cement, Vicat Sagar Cement Limited and Vigier Holding loans.

December 31, 2013

(in thousands of euros) Total 2014 2015 2016 2017 2018 More than
5 years
Bank borrowings and financial liabilities 1,256,391 126,321 151,296 445,082 167,226 30,727 335,739
Incl. Derivative financial instruments – Assets (55,973) (5,887) (8,422) (8,422) (8,422) (8,422) (16,398)
Incl. Derivative financial instruments – Liabilities 51,727 707 21,060 3,978 25,982
Other borrowings and debts 20,002 13,400 5,695 89 126 216 476
Debts on fixed assets under finance leases 5,541 2,327 1,763 1,031 340 20 60
Current bank lines and overdrafts 24,670 24,670
Debts 1,306,604 166,718 158,754 446,202 167,692 30,963 336,275
of which commercial paper 290,000 290,000

Analysis of loans and debts by currency and type of interest rate

By currency (net of currency swaps)

(in thousands of euros) June 30, 2014 December 31, 2013
Euro 787,793 754,337
US dollar 183,229 164,337
Turkish new lira 4,017 1,257
CFA Franc 70,150 71,874
Swiss franc 117,317 64,637
Mauritanian ouguiya 0 1
Indian rupee 244,792 220,625
Kazakh Tengue 0 29,536
Egyptian pound 7,006 -
Total 1,414,304 1,306,604

By interest rate

(in thousands of euros) June 30, 2014 December 31, 2013
Fixed rate 908,530 898,361
Floating rate 505,774 408,243
Total 1,414,304 1,306,604

The average interest rate for gross debt as at June 30, 2014 is 4.11 %. It was 4.42 % as at December 31, 2013.

9.2. Put options granted to the minority shareholders on the shares in consolidated subsidiaries

Agreements have been concluded in the past between Vicat and the International Finance Corporation in order to arrange their relationship within the company Mynaral Tas, under which the group granted put options to its partner on its stake in Mynaral Tas.

The put option granted to the International Finance Corporation was exercisable at the earliest in December 2013. Reporting this option resulted in recognition of a liability of € 12 million at more than one year as at June 30, 2014 and December 31, 2013). This liability corresponds to the present value of the exercise price of the option granted to the International Finance Corporation.

Note 10 Financial instruments

Foreign exchange risk

The Group's activities are carried out by subsidiaries operating almost entirely in their own country and local currency. This limits the Group's exposure to foreign exchange risk. These companies' imports and exports denominated in currencies other than their own local currency are generally hedged by forward currency purchases and sales. The foreign exchange risk on intercompany loans is hedged, where possible, by the companies when the borrowing is denominated in a currency other than their operating currency.

Moreover the principal and interest due on loans originally issued by the Group in US dollars (US\$ 240 million and US\$ 450 million for Vicat, US\$ 70 million for Vicat Sagar Cement Private Limited) and in euros (€ 138.8 million for Vicat Sagar Cement Private Limited) were converted into euros (for Vicat), into Indian rupees (for Vicat Sagar Cement Private Limited) through a series of cross currency swaps, included in the portfolio presented below (see point a).

Interest rate risk

All floating rate debt is hedged through the use of caps on original maturities of 2, 3, 4 and 12 years and of swaps on original maturities of 3 and 5 years.

The Group is exposed to interest rate risk on its financial assets and liabilities and its short-term investments. This exposure corresponds to the price risk for fixed-rate assets and liabilities, and cash flow risk related to floating-rate assets and liabilities.

Liquidity risk

As at June 30, 2014, the Group had € 236 million in unused confirmed lines of credit that have not been allocated to the hedging of liquidity risk on commercial paper (€ 326 million as at December 31, 2013).

The Group also has a € 300 million commercial paper issue program. As at June 30, 2014, commercial paper issued by the Group amounted to € 300 million. Commercial paper consists of short-term debt instruments backed by confirmed lines of credit in the amounts issued and classified as medium-term borrowings in the consolidated balance sheet.

Unused confirmed lines of credit are used to cover the risk of the Group finding itself unable to issue its commercial paper through market transactions. As at June 30, 2014, these lines matched the short term notes they covered, at € 300 million.

Some medium-term or long-term loan agreements contain specific covenants especially as regards compliance with financial ratios, reported each half year, which can lead to an anticipated repayment (acceleration clause) in the event of non-compliance. These covenants are based on a profitability ratio (leverage: net debt/consolidated EBITDA) and a capital structure ratio (gearing: net debt/consolidated equity) of the Group or its subsidiaries concerned. For the purposes of calculating these covenants, the net debt is determined excluding put options granted to minority shareholders. Furthermore, the margin applied to some financing operations depends on the level reached on one of these ratios.

Considering the small number of companies concerned, essentially Vicat SA, the parent company of the Group, the low level of gearing (52.7 %) and leverage (2.7) and the liquidity of the Group's balance sheet, the existence of these covenants does not constitute a risk for the Group's financial position. As at June 30, 2014, the Group is compliant with all ratios required by covenants included in financing agreements.

Analysis of the portfolio of derivatives as at June 30, 2014:

Current maturity
Nominal
value
Nominal
value
Market
value
< 1 year 1 - 5 years > 5 years
(in thousands of currency units) (currency) (euros) (euros) (euros) (euros) (euros)
Fait valu
e hedg
es (a)
Composite instruments
- Cross Currency Swap \$ fixed/€ floating \$ 60,000 43,930 (7,000) (1) (7,000)
Cash flo
w hedg
es (a)
Composite instruments
- Cross Currency Swap \$ fixed/€ fixed \$ 60,000 43,930 (9,358) (1) (9,358)
- Cross Currency Swap \$ fixed/€ fixed \$ 450,000 329,477 (33,939) (1) (4,070) (29,869)
- Interest rate swap € floating/€ fixed € 150,000 150,000 (4,731) (1) (4,731)
- Cross Currency Swap \$ floating/INR fixed \$ 70,000 51,252 13,012 (1) 867 6,940 5,205
- Cross Currency Swap € floating/INR fixed € 133,265 133,265 33,717 (1) 3,837 21,160 8,720
Other derivatives
Interest rate instruments
- Euro Caps € 50,000 50,000 (277) (277)
- Dollar US Caps \$ 65,000 47,591 (117) (2) (115)
- Dollar US swaps \$ 15,000 10,983 (5) (5)
For
eign
exchang
e instru
ments (a)
Hedging for foreign exchange risk on intra-group loans
- Forward Sales \$ \$ 183,000 133,987 10 10
- Forward Sales CHF Chf 95,000 78,151 70 70
- Forward Purchases € € 38,114 38,114 (2,497) (1) (1,027) (1,470)
- NDF €/INR INR 7,000,000 85,156 (235) (235)
(11,350)

(1) The difference between the value of the liability at the hedged rate and at amortized cost deteriorates by € 11.8 million.

In accordance with IFRS 13, counterparty risks were taken into account. This mainly relates to derivatives (cross currency swaps) intended to hedge the foreign exchange risk of debts in currencies other than the Group's operating currency, notably in US dollars and Indian rupees. The impact of the credit value adjustment (CVA, or the Group's exposure in the event of counterparty default) and of the debit value adjustment (DVA, or the counterparty's exposure in the event of Group default) on the measurement of derivatives was determined by assuming an exposure at default calculated using the add-on method, a 40 % loss given default, and a probability of default based on the credit ratings of banks or the estimated credit rating of the Group. The impact on fair value was not material and was not included in the market value of financial instruments as presented above.

In application of IFRS 7, the breakdown of financial instruments valued at fair value by hierarchical level of fair value in the consolidated statement of financial position is as follows as of June 30, 2014:

(in millions of euros) June 30, 2014
Level 1: instruments quoted on an active market 4.1
Level 2: valuation based on observable market information (11.3) see above
Level 3: valuation based on non-observable market information 28.4

Note 11 Sales

(in thousands of euros) June 30, 2014 June 30, 2013
Sales of goods 1,043,171 980,357
Sales of services 174,640 167,326
Sales 1,217,811 1,147,683

Change in sales on a like-for-like basis

(in thousands of euros) June 30, 2014 Changes in
consolidation scope
Change in foreign
exchange rate
June 30, 2014
Constant structure
and exchange rates
June 30, 2013
Sales 1,217,811 (5,154) 59,493 1,272,150 1,147,683

Note 12 Depreciation, amortization and provisions

(in thousands of euros) June 30, 2014 June 30, 2013
Net charges to amortization of fixed assets (88,427) (94,343)
Net charges to provisions (1,062) (1,105)
Net charges to other asset depreciation (2,986) (644)
Net charges to operating
depreciation, amortization and provisions
(92,475) (96,092)
Other net charges to non-operating depreciation, amortization and provisions (1) 904 3,886
Net charges to depreciation, amortization and provisions (91,571) (92,206)

(1) Including a net allowance of € 0.2 million as at June 30, 2014 (reversal of € 3.8 million as at June 30, 2013) related to the update of the Group responsibility pro-rata share over compensation by the insurers in the incident occurred in 2006.

Note 13 Other income (expense)

(in thousands of euros) June 30, 2014 June 30, 2013
Net income from disposal of assets 962 1,553
Income from investment properties 1,415 1,570
Other 11,598 8,289
Other operating income (expense) 13,975 11,412
Other non operating income (expense) (1) (3,683) (2,133)
Total other inc
ome (expense)
10,292 9,279

(1) Including as at June 30, 2014 an expense of € 0.7 million (€ 0.8 million as at June 30, 2013) recorded by the Group, corresponding to the files recognized as expenses in the first semester 2014 in connection with the incident occurred in 2006.

Note 14 Financial performance indicators

The rationalization of the passage between Gross Operating Earnings, EBITDA, EBIT and Operating Income is as follows:

(in thousands of euros) June 30, 2014 June 30, 2013
Gross Operating Income 193,699 189,962
Other operating income (expense) 13,975 11,412
EBI
TDA
207,674 201,374
Net charges to operating depreciation, amortization and provisions (92,475) (96,092)
EBI
T
115,199 105,282
Other non-operating income (expense) (3,683) (2,133)
Net charges to non-operating depreciation, amortization and provisions 904 3,886
Operating
inc
ome (expense)
112,420 107,035

Note 15 Financial income (expense)

(in thousands of euros) June 30, 2014 June 30, 2013
Interest income from financing and cash management activities 7,351 8,442
Interest expense from financing and cash management activities (30,865) (27,963)
Cost of net borrowings and financial liabilities (23,514) (19,521)
Dividends 1,795 1,181
Foreign exchange gains 3,014 894
Fair value adjustments to financial assets and liabilities - 985
Net income from disposal of financial assets - 354
Write-back of impairment of financial assets 1,023 -
Other income - -
Other financial income 5,832 3,414
Foreign exchange losses (7,609) (2,436)
Fair value adjustments to financial assets and liabilities (1,097)
Impairment on financial assets (7) (28)
Net income from disposal of financial assets (1,245)
Discounting expenses (2,021) (2,888)
Other expenses (25) (16)
Other financial expenses (1) (12,004) (5,368)
Net financ
ial inc
ome (expense)
(29,686) (21,475)

(1) Including at June 30, 2014 an exchange loss of € (8.7) million due to the kazakh tengue devaluation in February 2014.

Note 16 Income tax

Analysis of the income tax expense

(in thousands of euros) June 30, 2014 June 30, 2013
Current taxes (41,831) (38,606)
Deferred taxes 13,393 10,090
Total (28,438) (28,516)

Deferred tax assets not recognized in the financial statements

Deferred tax assets not recognized in the financial statements as at June 30, 2014, owing either to their planned recognition during the exemption periods enjoyed by the entities concerned or to the probability of their not being recovered, amounted to € 9.4 million (€ 8.1 million as at December 31, 2013). These relate essentially to a company benefiting from a tax exemption scheme for a period of ten years with effect from January 1, 2011.

Tax dispute in Senegal

Sococim Industries was notified of a tax reassessment under a tax introduced by the 2012 Senegalese Finance Act entitled "Contribution Spéciale sur les produits des Mines et Carrières - CSMC" (special levy on products from mines and quarries). The company disputes the legality of this tax and its applicability in accordance with the mining agreement it entered into with the government of Senegal. As a result, no provision has been recognized in respect of this reassessment, and the company has provided financial guaranties amounting to € 12.3 million as at June 30, 2014.

Note 17 Segment information

a) Business segment

June 30, 2014
(in thousands of euros except number of employees)
Cement Concrete and
aggregates
Other products
and services
Total
Income statement
Operating sales 743,337 440,046 204,867 1,388,250
Inter – segment eliminations (110,041) (10,414) (49,984) (170,439)
Consolidated net sales 633,296 429,632 154,883 1,217,811
EBITDA (cf. 1.21 & 14) 155,309 35,817 16,548 207,674
EBIT (cf. 1.21 & 14) 94,626 13,540 7,033 115,199
Balance sheet
Total non-current assets 2,648,278 620,903 159,759 3,428,939
Net capital employed (1) 2,653,781 602,564 195,891 3,452,235
Other informations
Acquisitions of intangible and tangible assets 51,907 15,534 5,341 72,782
Net depreciation and amortization charges 61,261 20,767 6,399 88,427
Average number of employees 3,499 2,929 1,374 7,802

(1) Net capital employed corresponds to the sum of non-current assets, assets and liabilities held for sale, and working capital requirement, after deduction of provisions and deferred taxes.

June 30, 2013 Concrete and Other products
(in thousands of euros except number of employees) Cement aggregates and services Total
Income statement
Operating sales 693,405 432,112 198,188 1,323,705
Inter – segment eliminations (112,797) (13,764) (49,461) (176,022)
Consolidated net sales 580,608 418,348 148,727 1,147,683
EBITDA (cf. 1.21 & 14) 147,077 36,902 17,395 201,374
EBIT (cf. 1.21 & 14) 79,649 14,769 10,864 105,282
Balance sheet
Total non-current assets 2,756,778 630,381 158,326 3,545,485
Net capital employed (1) 2,787,101 615,698 194,435 3,597,234
Other informations
Acquisitions of intangible and tangible assets 60,869 12,279 5,145 78,293
Net depreciation and amortization charges 66,492 21,553 6,298 94,343
Average number of employees 3,375 2,972 1,349 7,696

(1) Net capital employed corresponds to the sum of non-current assets, assets and liabilities held for sale, and working capital requirement, after deduction of provisions and deferred taxes.

b) Geographical sectors

Information relating to geographical areas is presented according to the geographical location of the entities concerned.

June 30, 2014
(in thousands of euros except number of employees)
France Europe
(excluding
France)
USA Turkey,
Kazakhstan
& India
West
Africa & the
Middle East
Total
Income statement
Operating sales 451,261 203,238 115,621 254,456 211,993 1,236,569
Inter – country eliminations (14,362) (162) 0 (561) (3,673) (18,758)
Consolidated net sales 436,899 203,076 115,621 253,895 208,320 1,217,811
EBITDA (cf. 1.21 & 14) 67,709 46,612 2,305 45,426 45,622 207,674
EBIT (cf. 1.21 & 14) 42,488 29,101 (9,413) 23,660 29,363 115,199
Balance sheet
Total non-current assets 654,520 545,994 423,900 1,145,420 659,106 3,428,939
Net capital employed (1) 728,187 530,326 340,255 1,175,467 678,001 3,452,235
Other informations
Acquisitions of intangible and tangible assets 18,053 11,243 7,206 24,840 11,440 72,782
Net depreciation and amortization charges 25,063 14,375 12,038 20,657 16,293 88,427
Average number of employees 2,585 1,128 1,028 1,943 1,118 7,802

(1) Net capital employed corresponds to the sum of non-current assets, assets and liabilities held for sale, and working capital requirement, after deduction of provisions and deferred taxes.

June 30, 2013
(in thousands of euros except number of employees)
France Europe
(excluding
France)
USA Turkey,
Kazakhstan
& India
West
Africa & the
Middle East
Total
Income statement
Operating sales 440,260 197,628 103,425 244,350 180,513 1,166,176
Inter – country eliminations (14,519) (155) (335) (3,485) (18,494)
Consolidated net sales 425,741 197,473 103,425 244,015 177,028 1,147,682
EBITDA (cf. 1.21 & 14) 75,960 47,284 (800) 39,907 39,023 201,374
EBIT (cf. 1.21 & 14) 46,066 32,690 (13,322) 19,022 20,826 105,282
Balance sheet
Total non-current assets 642,125 538,438 445,450 1,239,561 679,911 3,545,485
Net capital employed (1) 716,063 540,012 355,424 1,281,242 704,493 3,597,234
Other informations
Acquisitions of intangible and tangible assets 25,406 10,389 3,976 34,332 4,189 78,292
Net depreciation and amortization charges 30,166 13,697 13,316 20,142 17,022 94,343
Average number of employees 2,529 1,109 1,018 1,870 1,170 7,696

(1) Net capital employed corresponds to the sum of non-current assets, assets and liabilities held for sale, and working capital requirement, after deduction of provisions and deferred taxes.

c) Information about major customers

The Group is not overly dependent on any of its major customers, and no single customer accounts for more than 10 % of sales.

Note 18 Net cash flows generated from operating activities

Net cash flows from the Group's operating activities during the first semester 2014 came to € 85 million, compared with € 65 million at June 30, 2013.

This increase in cash flows from operating activities between the first semesters 2013 and 2014 results from a € 5.5 million increase in cash flow from operations and a € 14.5 million improvement in working capital requirement variation (increase of € 58.7 million as at June 30, 2014 and increase of € 73.2 million as at June 30, 2013) .

The components of the working capital requirement (WCR) by type are as follows:

(in thousands of euros) WCR at
December 31,
2012
Change in
WCR in 2013
Other
changes (1)
WCR at
December 31,
2013
Change in
WCR in 2014
Other
changes (1)
WCR at
June 30, 2014
Inventories 381,893 (4,732) (17,449) 359,712 (7,347) 411 352,776
Other WCR components 94,262 (40,794) (7,440) 46,028 66,071 (2,489) 109,610
WCR 476,155 (45,526) (24,889) 405,740 58,724 (2,078) 462,386

(1) Exchange rates, consolidation scope and miscellaneous.

Note 19 Net cash flows from investing activities

Net cash flows used in the Group's investing activities in the first semester 2014 came to € (101.5) million, compared with € (85.6) million at June 30, 2013.

Acquisitions of intangible and tangible assets

These reflect outflows for industrial investments, which amounted to € (81.2) million in the first semester 2014, compared with € (90.4) million in the first semester 2013, mainly corresponding to the following:

  • W the main intangible and tangible investments at June 30, 2014 were realized in France, Turkey, Switzerland and India;
  • W the main intangible and tangible investments at June 30, 2013 were realized in India for the Vicat Sagar Cement greenfield plant and, to a lesser extent, in France, Senegal, Switzerland, and in Kazakhstan.

Acquisition/disposal of shares in consolidated companies

Consolidated company share acquisitions during the first semester of 2014 resulted in a total cash outflow of € (17.8) million.

The main cash outflow by the Group during the first semester 2014 was for the acquisition of an additional stake in a company already fully consolidated and to a lesser extent, to acquire shareholdings interests in new French companies active in the concrete and aggregates segment.

The additional stakes in consolidated company during the first semester of 2013 resulted in a total cash outflow of € (0.3) million.

Note 20 Analysis of net cash balances

June 30, 2014 June 30, 2013
(in thousands of euros) Net Net
Cash and cash equivalents (see. note 6) 231,765 206,979
Bank overdrafts (27,042) (24,917)
Net cash balanc
es
204,723 182,062

Note 21 Transactions with related companies

Related parties with whom transactions are carried out include affiliated companies and joint ventures in which Vicat directly or indirectly holds a stake, and entities that hold a stake in Vicat.

These related party transactions were not material in the 1st semester 2014 and all were on an arm's length basis.

These transactions have all been recorded in compliance with IAS 24 and their impact on the Group's consolidated financial statements at June 30, 2014 and 2013 is as follows, broken down by type and by related party:

June 30, 2014 June 30, 2013
(in thousands of euros) Sales Purchases Receivables Debts Sales Purchases Receivables Debts
Affiliated companies 376 1,090 5,794 694 631 1,260 6,936 2,130
Other related parties 18 1,532 - - 19 1,189 - -
Total 394 2,622 5,794 694 650 2,449 6,936 2,130

Note 22 Subsequent events

Acquisition of 47 % of the stake held by Sagar Cements in the Vicat Sagar India Joint Venture

The Group announced on July 15th to having completed the acquisition of the minority stake of 47 % held by Sagar Cements in Vicat Sagar. Following this transaction, the Vicat Group now owns 100 % of the company, which operates a plant with the latest technology and an annual nominal capacity of 3 million tons of cement. The net amount of the transactions enabling the untying of all ownership links between the Vicat Group and Sagar Cements will be approximately € 46 million.

Note 23 List of main consolidated companies as at June 30, 2014

Fully consolidated: France

Company Address Siren n° % control
June 30, 2014
% control
December 31, 2013
VICAT Tour Manhattan, 6 place de l'Iris
92095 PARIS LA DEFENSE
057 505 539 ---- ----
ALPES INFORMATIQUE 4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
073 502 510 99.92 99.92
ANNECY BET
ON CARRIERES
14 chemin des Grèves
74960 CRAN GEVRIER
326 020 062 50.00 50.00
LES ATELIERS DU GRANIER Lieu-dit Chapareillan
38530 PONTCHARRA
305 662 504 100.00 100.00
BET
ON CHATILLONAIS
Champ de l'Allée – ZI Nord
01400 CHATILLON SUR
CHALARONNE
485 069 819 100.00 100.00
BET
ON CONTROLE COTE D'AZUR
217 route de Grenoble
06200 NICE
071 503 569 97.12 97.12
BET
ON DE L'OISANS
4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
438 348 047 60.00 60.00
LES
BET
ONS DU GOLFE
Quartier les Plaines
83480 PUGET SUR ARGENS
501 192 785 100.00 100.00
LES
BET
ONS DU RHONE
La petite Craz
69720 SAINT LAURENT DE MURE
503 728 164 100.00 100.00
% control % control
Company Address Siren n° June 30, 2014 December 31, 2013
BET
ON VICAT
4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
309 918 464 99.99 99.99
BET
ON TRAVAUX
Tour Manhattan, 6 place de l'Iris
92095 PARIS LA DEFENSE
070 503 198 99.98 99.98
CONDENSIL 1327 av. de la Houille-Blanche
73000 CHAMBE
RY
342 646 957 60.00 60.00
DELTA POMPAGE 1327 av. de la Houille-Blanche
73000 CHAMBE
RY
316 854 363 100.00 100.00
ETABLISSEME
NT ANTOINE FOURNIER
4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
586 550 147 100.00 100.00
ETABLISSEME
NTS TRUCHON
Route du Grésivaudan
38530 Chapareillan
068 500 768 100.00 NC
GRANULATS VICAT 4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
768 200 255 100.00 100.00
MONACO BET
ON
Le Palais Saint James
5, avenue Princesse Alice
98000 MONACO
326 MC 161 100.00 100.00
PARFICIM Tour Manhattan, 6 place de l'Iris
92095 PARIS LA DEFENSE
304 828 379 100.00 100.00
SATMA 4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
304 154 651 100.00 100.00
SATM 1327 av. de la Houille-Blanche
73000 CHAMBE
RY
745 820 126 100.00 100.00
SIGMA BET
ON
4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
343 019 428 100.00 100.00
SOCIETE
L. THIRIET ET COMPAGNIE
Lieudit Chaufontaine
54300 LUNEVILLE
762 800 977 99.98 99.98
PAPETE
RIES DE VIZILLE
Tour Manhattan, 6 place de l'Iris
92095 PARIS LA DEFENSE
319 212 726 100.00 100.00
VICAT INTERNATIONAL TRADING Tour Manhattan, 6 place de l'Iris
92095 PARIS LA DEFENSE
347 581 266 100.00 100.00
VICAT PRODUITS INDUSTRIELS 4 rue Aristide-Bergès
38080 L'ISLE D'ABEAU
655 780 559 100.00 100.00

Fully consolidated: rest of the world

Company Country State/city % control
June 30, 2014
% control
December 31 , 2013
SINAI CEME
NT COMPANY
EGYPTE LE CAIRE 56.37 52.62
MYNARAL TAS COMPANY LLP KAZAKHST
AN
ALMATY 90.00 90.00
JAMBYL CEME
NT PRODUCTION COMPANY LLP
KAZAKHST
AN
ALMATY 90.00 90.00
BUILDERS CONCRETE ETATS-UNIS D'AMERIQUE CALIFORNIA 100.00 100.00
KIRKPATRICK ETATS-UNIS D'AMERIQUE ALABAMA 100.00 100.00
NATIONAL CEME
NT COMPANY
ETATS-UNIS D'AMERIQUE ALABAMA 100.00 100.00
NATIONAL CEME
NT COMPANY
ETATS-UNIS D'AMERIQUE DELAWARE 100.00 100.00
NATIONAL CEME
NT COMPANY OF CALIFORNIA
ETATS-UNIS D'AMERIQUE DELAWARE 100.00 100.00
NATIONAL READY MIXED ETATS-UNIS D'AMERIQUE CALIFORNIA 100.00 100.00
UNITED READY MIXED ETATS-UNIS D'AMERIQUE CALIFORNIA 100.00 100.00
VIKING READY MIXED ETATS-UNIS D'AMERIQUE CALIFORNIA 100.00 100.00
CEME
NTI CENTRO SUD Spa
ITALIE GENOVA 100.00 100.00
CIMENTS & MATERIAUX DU MALI MALI BAMAKO 94.89 94.89
GECAMINES SENEGAL THIES 70.00 70.00
POSTOUDIOKOUL SENEGAL RUFISQUE
(DAKAR)
100.00 100.00
SOCOCIM INDUSTRIES SENEGAL RUFISQUE
(DAKAR)
99.91 99.91
SODEVIT SENEGAL BANDIA 100.00 100.00
ALTOTA AG SUISSE OLTEN
(SOLOTHURN)
100.00 100.00
KIESWE
RK AEBISHOLZ AG (ex ASTRADA KIES AG)
SUISSE AEBISHOLZ
(SOLEURE)
100.00 100.00
BET
ON AG BASEL
SUISSE BALE (BALE) 100.00 100.00
BET
ON AG INTERLAKEN
SUISSE MATTE
N BEI
INTERLAKEN
(BERN)
76.53 75.42
BET
ONPUMPEN OBERLAND AG
SUISSE WIMM
IS (BERN)
93.33 93.33
CEWAG SUISSE DUTINGEN
(FRIBOURG)
(1) 100.00
COVIT SA SUISSE SAINT-BLAISE
(NEUCHATEL)
100.00 100.00
CREABET
ON MATERIAUX SA
SUISSE LYSS (BERN) 100.00 100.00
EMME
KIES + BET
ON AG
SUISSE LÜTZELFLÜH
(BERN)
66.66 66.66
FRISCHBET
ON AG ZUCHWIL
SUISSE ZUCHWIL
(SOLOTHURN)
88.94 88.94
FRISCHBET
ON LANGENTHAL AG
SUISSE LANGENTHAL
(BERN)
78.67 78.67
FRISCHBET
ON THUN
SUISSE THOUNE (BERN) 54.26 54.26
GRANDY AG SUISSE LANGENDORF
(SOLEURE)
100.00 100.00

(1) Companies merged in 2014.

Consolidated financial statements at June 30, 2014

1.6 Notes to the consolidated financial statements at June 30, 2014

Company Country State/city % control
June 30, 2014
% control
December 31 , 2013
KIEST
AG STE
INIGAND AG
SUISSE WIMM
IS (BERN)
98.55 98.55
MATERIALBEW
IRTTS
CHFTUNG MITHOLZ AG
SUISSE KANDERGRUND
(BERN)
(1) 98.55
KIESWE
RK NEUENDORF
SUISSE NEUENDORF
(SOLEURE)
100.00 100.00
SABLES + GRAVIERS TUFFIERE SA SUISSE HAUTERIVE
(FRIBOURG)
50.00 50.00
SHB
STE
INBRUCH + HARTSCHOTTE
R BLAUSEE
MITHOLZ AG
SUISSE FRUTIGEN
(BERN)
98.55 98.55
STE
INBRUCH VORBERG AG
SUISSE BIEL (BERN) 60.00 60.00
VIGIER BET
ON JURA SA
(ex BET
ON FRAIS MOUTIER SA)
SUISSE BELPRAHON
(BERN)
90.00 90.00
VIGIER BET
ON KIES
SEE
LAND AG
(ex VIBET
ON KIES AG)
SUISSE LYSS (BERN) 100.00 100.00
VIGIER BET
ON MITTE
LLAND AG
(ex WYSS KIESWE
RK AG)
SUISSE FELDBRUNNEN
(SOLOTHURN)
100.00 100.00
VIGIER BET
ON ROMANDIE SA
(ex VIBET
ON FRIBOURG SA)
SUISSE ST. URSEN
(FRIBOURG)
100.00 100.00
VIGIER BET
ON SEE
LAND JURA AG
(ex VIBET
ON SAFNERN AG)
SUISSE SAFNERN
(BERN)
90.47 90.47
VIGIER CEME
NT AG
SUISSE PERY (BERN) 100.00 100.00
VIGIER HOLDING AG SUISSE DEITINGEN
(SOLOTHURN)
100.00 100.00
VIGIER MANAGEME
NT AG
SUISSE DEITINGEN
(SOLOTHURN)
100.00 100.00
VIRO AG SUISSE DEITINGEN
(SOLOTHURN)
(1) 100.00
VITRANS AG SUISSE PERY (BERN) 100.00 100.00
AKTAS TURQUIE ANKARA 100.00 100.00
BASTAS BASKENT CIMENTO TURQUIE ANKARA 91.58 91.58
BASTAS HAZIR BET
ON
TURQUIE ANKARA 91.58 91.58
KONYA CIMENTO TURQUIE KONYA 83.34 83.34
TAMTAS TURQUIE ANKARA 100.00 100.00
BSA Ciment SA MAURITANIE NOUAKCHOTT 64.91 64.91
BHARATHI CEME
NT
INDE HYDERABAD 51.00 51.00
VICAT SAGAR INDE HYDERABAD 53.00 53.00

(1) Companies merged in 2014.

Proportionate consolidation: France

Company Address Siren n° % control
June 30, 2014
% control
December 31, 2013
CARRIERES
BRESSE
BOURGOGNE
Port Fluvial Sud de Chalon
71380 EPERVANS
655 850 055 (2) 49.95
DRAGAGES
ET CARRIERES
Port Fluvial sud de Chalon
71380 EPERVANS
341 711 125 (2) 50.00
SABLIERES DU CENTRE Les Genévriers Sud
63430 LES
MARTRES
D'ARTIERE
480 107 457 (2) 50.00

(2) Equity method in 2014 (IFRS 10).

Proportionate consolidation: rest of the world

Company Country State/city % control
June 30, 2014
% control
December 31, 2013
FRISHBET
ON TAFERS AG
SUISSE Tafers (Fribourg) (3) 49.50

(3) Fully consolidated in 2014 (IFRS 10).

Equity method: France

Company Address Siren n° % control
June 30, 2014
% control
December 31, 2013
CARRIERES
BRESSE
BOURGOGNE
Port Fluvial Sud de Chalon
71380 EPERVANS
655 850 055 33.27 (4)
DRAGAGES
ET CARRIERES
Port Fluvial sud de Chalon
71380 EPERVANS
341 711 125 50.00 (4)
SABLIERES DU CENTRE Les Genévriers Sud
63430 LES
MARTRES
D'ARTIERE
480 107 457 50.00 (4)

(4) Proportionate consolidation in 2013 (IFRS 10).

Equity method: rest of the world

Company Country State/city % control
June 30, 2014
% control
December 31, 2013
HYDROELECTRA SUISSE AU
(ST. GALLEN)
50.00 50.00
SILO TRANSPORT AG SUISSE BERN (BERN) 50.00 50.00
SINAI WHITE CEME
NT
EGYPTE LE CAIRE 25.40 25.40

Recreation of the Veyleriverbed in the Saint-Denis-Lès-Bourg quarry in Ain (France).

Half year report 2

2.1. Change in consolidated sales 42
2.2.
2.2.1.
2.2.2.
Change in operating income
Change in operating income by business segment
Change in operating income by geographical region
44
45
46
2.3. Change in financial income 49
2.4. Change in income taxes 50
2.5. Change in net income 50
2.6. Change in financial position 50
2.7. Recent events 51
2.8. Outlook for 2014 52

2.1. Change in consolidated sales

The Vicat Group's consolidated sales for the first half of 2014 amounted to € 1,218 million, representing an increase of 6.1 % compared with the same period in 2013.

This increase is due to:

W sustained organic growth of nearly 11 % of sales (at constant consolidation scope and exchange rates) related to increased business activity in France and Switzerland, where weather conditions were very good in the first quarter; to the ongoing ramp-up in the Group business in India, strong growth in West Africa, Turkey and the United States, and lastly to renewed business growth in Egypt on account of an improved security situation. Kazakhstan recorded a nearly stable level of business activity at a constant exchange rate, which was affected in the first quarter by less favorable weather conditions than in 2013, but with a sharp increase in sales recorded in the second quarter. In Italy, the drop in activity is due to the continued deterioration of the macro-economic environment in general and of the construction sector in particular;

  • W a highly negative exchange rate effect of more than 5 %, representing nearly € 60 million and resulting from the depreciation of all foreign currencies against the euro, except for the Swiss franc;
  • W a slightly positive consolidation scope effect of + 0.4 %.

The change in consolidated sales as at June 30, 2014 by division compared with June 30, 2013 was as follows:

Comprising
(in millions of euros except %) June 30, 2014 June 30, 2013 Change Change (%) Exchange
rate effect
Change in
consolidation scope
Internal
growth
Cement 633 581 + 53 + 9.1 % (47) - + 99
Concrete & Aggregates 430 418 + 11 + 2.7 % (13) + 5 + 19
Other Products and Services 155 149 + 6 + 4.1 % - - + 6
Total 1,218 1,148 + 70 + 6.1 % (59) + 5 + 124

During the first half of 2014, consolidated sales in the Cement business increased by 17.1 % at constant consolidation scope and exchange rates. With the exception of Europe, all regions contributed to this growth, especially Africa, the Middle East and Asia, where the slight decline in Kazakhstan was more than offset by the strong growth recorded in India and Turkey.

Concrete & Aggregates business sales were up by a more moderate 4.6 % at constant consolidation scope and exchange rates. Only France recorded a very slight decline in sales for this division.

Lastly, the Other Products and Services business sales grew by 4.0 % at constant consolidation scope and exchange rates.

The breakdown of the Group's operational sales by business segment (before inter-segment elimination) was as follows:

(percentage) June 30, 2014 June 30, 2013
Cement 53.5 52.4
Concrete & Aggregates 31.7 32.6
Other Products and Services 14.8 15.0
Total 100.0 100.0

The share of the Group's main businesses, Cement, Concrete & Aggregates, remained stable overall at more than 85 % of operational sales.

The change in volumes in our main businesses was as follows:

June 30, 2014 June 30, 2013 Change
Cement (thousand t) 10,572 9,212 + 14.8 %
Concrete (thousand m3
)
4,150 4,134 + 0.4 %
Aggregates (thousand t) 11,002 11,133 - 1.2 %

The increase in cement sales volumes during the first half of 2014 is due to:

  • W the ongoing deployment of the Group's activities in India;
  • W renewed business growth in Egypt, due to the improved security situation;
  • W strong growth in West Africa and the United States;
  • W a slight increase in sales volumes in France and Switzerland, where weather conditions were very favourable, especially in the first quarter, and in Kazakhstan, where a sharp increase recorded during the second quarter offset the decline recorded in the first quarter due to weather conditions that were much more challenging this year than last year;
  • W lower sales volumes in Turkey due to adverse weather conditions in the second quarter and, lastly, a further substantial decrease in volumes sold in Italy on account of the continuously poor economic and sector conditions.

This sales volume growth was accompanied by a sharp rise in cement prices in Egypt, Turkey and the United States, together with concrete prices in these two latter countries.

By business segment:

W operational sales in the Cement business increased by 14.4 % at constant consolidation scope and exchange rates. This upward trend is due to sales volume growth of nearly + 15 % following significant growth in India, West Africa, Egypt and the United States. Sales

Breakdown of consolidated sales by geographical region;

volume is slightly up in France, Switzerland and Kazakhstan. The sharp increase recorded in the latter country during the second quarter offset the decline recorded in the first quarter due to adverse weather conditions. However, volume is slightly down in Turkey, due to extremely poor weather conditions in the second quarter, and in Italy, due to the continuously tough sector conditions. As for selling prices, the trend varies from one region to another, with strong growth recorded in Egypt, Turkey and the United States, and nearly stable prices in India, representing a sharp improvement in the average selling price during the second quarter, a slight decline in France, in particular due to an unfavorable product mix, in Switzerland, Kazakhstan, Senegal and, lastly, in Italy;

  • W in all, the price effect is roughly neutral throughout the first half of the year, despite an unfavourable geographical mix, with the highest sales volume growth in countries where prices are lowest;
  • W operational sales in the Concrete & Aggregates business grew by 3.9 % at constant consolidation scope and exchange rates. This was due to stable concrete sales volumes across all regions. The sharp increase in sales volumes in the United States, Switzerland and France offset the sharp drop recorded in Turkey. However, aggregate sales volumes fell slightly by a little more than 1 %. The growth recorded in France, Switzerland and India has not been sufficient to offset the sharp decline recorded in Turkey and a slight decrease in Senegal;
  • W operational sales for the Other Products and Services business are up by 5.2 % at constant scope of consolidation and exchange rates, with business growth in both France and Switzerland.
(in millions of euros) June 30, 2014 % June 30, 2013 %
France 437 35.9 % 426 37.1 %
Europe (excluding France) 203 16.7 % 197 17.2 %
U.S.A. 116 9.5 % 103 9.0 %
Asia 254 20.8 % 244 21.3 %
Africa, Middle East 208 17.1 % 177 15.4 %
Total 1,218 100.0 1,148 100.0

By geographical region, the share of consolidated sales achieved in France and Europe has dropped slightly. It is slightly down in Asia, since the strong organic growth recorded in India and Turkey was unable to offset the highly negative impact of the exchange rate fluctuations recorded in the three countries concerned.

The share of business generated in the United States increased slightly. The Africa and Middle East region saw the greatest increase in its contribution, marked by the strong business recovery in Egypt and the dynamic market in Senegal, Mali and Mauritania during this first half of the year.

2.2 Change in operating income

Breakdown of operational sales for the first half of 2014 by region and by business segment:

(in millions of euros) Cement Concrete &
Aggregates
Other
Products and
Services
Elimination of
inter-segment
sales
Consolidated
sales
France 189 217 124 (93) 437
Europe (excluding France) 85 83 63 (28) 203
USA 53 82 (19) 116
Asia 221 46 18 (30) 254
Africa, Middle East 196 13 - 208
Operational sales 743 440 205 (170) 1,218
Elimination of inter-segment sales (110) (10) (50) (170)
Consolidated sales 633 430 155 1,218

2.2. Change in operating income

(in millions of euros) June 30, 2014 June 30, 2013 Change Change at constant
consolidation scope
and exchange rates
Sales 1,218 1,148 + 6.1 % + 10.8 %
EBITDA 208 201 + 3.1 % + 8.8 %
EBIT 115 105 + 9.4 % + 15.8 %
Operating income 112 107 + 5.0 % + 11.3 %

Consolidated EBITDA came to € 208 million, an increase of + 3.1 %, or + 8.8 % at constant scope and exchange rates. It should be noted that exchange rates remained strongly negative over the first half, to the amount of nearly € 11 million.

This growth came from:

  • W a marked improvement in the performance in India, boosted by the steady increase in volumes and market conditions. Although the first quarter remained highly competitive, this was in large part offset by price rises in the second quarter;
  • W strong growth in EBITDA in Egypt, driven by a strong market, due in part to a gradually improved security situation in the country, but also to substantial increases in sales prices and improved operating conditions in the plant;
  • W the continued improvement in EBITDA in Turkey against a background of favourable prices and despite a drop in volumes;

W a move to positive EBITDA in the USA during the first half, compared to the loss recorded in the first half of 2013.

These positive factors more than offset:

  • W a fall in EBITDA in France, due in particular to a small reduction in sales prices in the Cement business and to a temporary increase in some operational costs and expenses;
  • W a slight dip in EBITDA in Western Africa, due to weaker prices, and in Europe and Kazakhstan, despite a significant improvement in the latter in the second quarter. Taken together, the fall in EBITDA in these countries totalled less than € 2 million.

EBITDA margin on consolidated sales was thus 17.1 %, compared with 17.5 % in the first half of 2013.

Given these factors and a smaller amortisation and depreciation charge than in 2013, EBIT rose by + 9.4 %, and by + 15.8 % at constant scope and exchange rates.

EBIT margin was thus 9.5 % of consolidated sales, compared with 9.2 % in the first half of 2013.

2.2.1. Change in operating income by business segment

2.2.1.1. Cement

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Volume (thousands of tonnes) 10,572 9,212 + 14.8 %
Operational sales 743 693 + 7.2 % + 14.4 %
Consolidated sales 633 581 + 9.1 % + 17.1 %
EBITDA 155 147 + 5.6 % + 12.7 %
EBIT 95 80 + 18.8 % + 26.4 %

Over the first half of 2014, operational sales in the Cement business rose by + 7.2 %, or + 14.4 % at constant scope and exchange rates. Average selling prices were stable overall, despite an unfavourable geographical mix, with the strongest volume growth coming in countries where prices are lowest. Thus the price increases seen in Egypt, the USA and Turkey served to offset the slight decline in France and Switzerland and the greater drops observed in West Africa, Kazakhstan and Italy. This overall trend in prices was coupled to an increase in volumes of nearly + 15 %. Volume growth was particularly strong in India, Egypt, Western Africa and the USA. It was slower in France and Switzerland. In contrast, volumes were down in Turkey and Italy.

EBITDA was + 12.7 % higher, at constant scope and exchange rates, at € 155 million. This was mainly the result of EBITDA growth in India, Egypt, Turkey and the USA, which offset the declines seen in France, the rest of Europe and Kazakhstan.

2.2.1.2. Concrete & Aggregates

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Concrete volumes (thousands of m3
)
4,150 4,134 + 0.4 %
Aggregates volumes (thousands of tonnes) 11,002 11,133 - 1.2 %
Operational sales 440 432 + 1.8 % + 3.9 %
Consolidated sales 430 418 + 2.7 % + 4.6 %
EBITDA 36 37 - 2.9 % - 0.3 %
EBIT 14 15 - 8.3 % - 3.5 %

The Concrete & Aggregates business saw a + 3.9 % growth in operational sales at constant scope and exchange rates compared to the first half of 2013. Driven mainly by strong sales growth in the USA and Switzerland, this also reflected improvements in market conditions in all the countries where the Group is active, with the exception of France, where operational sales in this segment were down slightly. As a result of these factors, EBITDA was more or less stable, dropping by - 0.3 % at constant scope and exchange rates.

2.2 Change in operating income

2.2.1.3. Other Products and Services

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Operational sales 205 198 + 3.4 % + 5.2 %
Consolidated sale 155 149 + 4.1 % + 4.0 %
EBITDA 17 17 - 4.9 % - 4.9 %
EBIT 7 11 - 35.3 % - 35.2 %

Operational sales grew by + 5.2 % at constant scope and exchange rates.

EBITDA was € 17 million, - 4.9 % lower than in the first half of 2013 at constant scope and exchange rates.

2.2.2. Change in operating income by geographical region

2.2.2.1. Income statement, France

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Consolidated sales 437 426 + 2.6 % + 1.5 %
EBITDA 68 76 - 10.9 % - 10.2 %
EBIT 42 46 - 7.8 % - 6.1 %

In France, consolidated sales grew by + 1.5 % at constant scope and exchange rates in the first half to € 437 million. This growth came from a sharp rise in volumes, driven by good weather conditions in the first quarter. EBITDA in France was - 10.2 % lower at constant scope, due mainly to a fall in average sales prices and a temporary increase in some operational costs and expenses.

W The Cement business saw consolidated sales grow by + 2.2 % at constant scope. Operational sales (before inter-segment eliminations) were up + 1.4 %. The first half saw growth in volumes of more than + 4 % thanks to good weather conditions in a market context that nevertheless remained depressed. Average selling prices were down, due in large part to an unfavourable product mix. Under these circumstances, and given the temporary increase in some operating cost items, the Group recorded a - 10.5 % decline in EBITDA in this business.

  • W The Concrete & Aggregates business saw its consolidated sales rise by + 1.5 % on a reported basis, although they were slightly lower at constant scope. Concrete volumes were up more than + 2 %, with aggregate volumes up by + 3 %, against a background of slightly lower prices. As a result, EBITDA in this business area in France was - 12.3 % lower.
  • W Other Products and Services saw consolidated sales growth of + 5.6 %, thanks to favourable weather conditions. EBITDA from this business segment was nearly stable.

2

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Consolidated sales 203 197 + 2.8 % + 1.9 %
EBITDA 47 47 - 1.4 % - 2.0 %
EBIT 29 33 - 11.0 % - 11.4 %

2.2.2.2. Income statement for Europe (excluding France)

Over the first half of 2014, sales in Europe (excluding France) grew by + 1.9 % at constant scope and exchange rates.

In Switzerland, consolidated Group sales rose by + 2.5 % at constant scope and exchange rates in the first half of 2014, driven by a dynamic construction market, the beginning of new infrastructure projects and favourable weather conditions. However, it should be noted that following an exceptionally strong sales performance in the first quarter (+ 24.3 %) due to favourable weather conditions, the second quarter saw a marked decline in sales, of - 9.9 %. The second quarter was also affected by an unfavourable basis of comparison created by the particularly strong performance of the second quarter of 2013, as the market made up lost ground to poor weather in the first quarter of 2013. Over the first half as a whole, EBITDA was - 1.3 % lower at constant scope and exchange rates.

  • W In the Cement business, consolidated sales fell by 6.8 % at constant scope and exchange rates. Operational sales were only slightly lower, dropping - 1.5 % at constant scope and exchange rates. Over the first half, volumes were stable, with prices down slightly, which was mainly the effect of the contraction seen in 2013 and a less favourable client mix. After a solid increase in operational sales in the first quarter (+ 13.0 %), the second quarter saw a fall of - 11.2 % due to an unfavourable basis of comparison. EBITDA from this business segment was down very slightly, dropping - 0.9 % at constant scope and exchange rates.
  • W In the Concrete & Aggregates business, consolidated sales rose by + 9.6 % at constant scope and exchange rates. Operational sales

were up + 9.4 %. This growth came from strong progress in volumes in both concrete (up + 12 %) and aggregates (+ 13 %), as the Group took advantage of good weather conditions, positive market trends and the beginning of new infrastructure projects within its catchment area. As in the Cement business, the second quarter saw a drop in operational sales (- 6.6 %), which was more than made up for by the strong first-quarter performance (up + 39.2 %). Selling prices were stable in concrete and higher in aggregates. EBITDA was nearly stable, falling just 0.7 % over the first half.

W The Precast business reported sales growth of + 2.7 % at constant scope and exchange rates. Sales were driven by volume growth (slightly over + 4 %), particularly in the rail sector, but in a pricing climate that came under a degree of pressure given the nature of the clients supplied. Thus EBITDA was 3.1 % lower at constant scope and exchange rates.

In Italy, consolidated sales fell by - 8.6 % at constant scope and exchange rates. The first half saw volumes fall by just over - 7 %, with higher export volumes only partially offsetting the fall in volumes in the domestic market, which continued to be affected by the significant deterioration in the macroeconomic and sector climates. Against this background, average selling prices fell over the course of the period. Even so, it should be noted that the sales trend in the second quarter (up + 0.1 %) marked a significant improvement on the - 17.4 % decline in the first. EBITDA fell by - 18.8 %.

2.2.2.3. Income statement for the United States

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Consolidated sales 116 103 + 11.8 % + 16.3 %
EBITDA 2 (1) n.s n.s
EBIT (9) (13) + 29.3 % + 26.5 %

2 Half year report

Business levels in the USA continued to improve against a background of favourable macroeconomic trends. In this environment, the Group's consolidated sales grew by + 16.3 % compared with the first half of 2013 and EBITDA moved back into positive territory (€ 2.3 million in the first half of 2014, up from € (0.8) million in the first half of 2013). It should be noted that the Group saw particularly solid growth in consolidated sales during the second quarter, at + 19.1 %, higher than the + 12.8 % recorded during the first quarter.

W The Cement business saw consolidated sales grow by + 19.1 %. Operational sales were up + 18.0 %. Operational sales growth accelerated to + 21.1 % in the second quarter from + 13.9 % in the first. Over the first half as a whole, volumes continued to grow, rising by more than + 12 %. Growth was faster in California (+ 15 %) than in the South-East (+ 8 %), which was affected by poor weather conditions in the first quarter. Selling prices were higher than in the first half of 2013, with a greater increase in the South-East than in California, as the price increases that took place there in April 2014 held in part. As a result of these developments, Group EBITDA from this business rose to € 0.3 million, from a € 0.3 million loss in the first half of 2013.

W In the Concrete & Aggregates business, consolidated sales rose by + 15.1 % at constant scope and exchange rates. It should be noted that during the second quarter, operational sales growth remained strong at + 15.3 %. Volumes were up nearly + 9 % over the whole of the region, with growth in California proving stronger than that in the South-East, given weather conditions in the first quarter. Selling prices showed solid increases over the first half, reflecting the improvement in volumes and, more generally, in the macroeconomic and market climate. Against this background, EBITDA rose sharply to more than € 2 million over the period, compared to a loss of € 0.5 million in the first half of 2013.

2.2.2.4. Income statement for Turkey, India and Kazakhstan

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Consolidated sales 254 244 + 4.0 % + 24.9 %
EBITDA 45 40 + 13.8 % + 38.3 %
EBIT 24 19 + 24.4 % + 53.6 %

Sales for the region grew by + 24.9 % to € 254 million, at constant scope and exchange rates.

In Turkey, sales were € 109 million, a fall of - 7.2 % on reported figures but an increase of + 15.3 % at constant scope and exchange rates. Growth in consolidated sales remained strong in the second quarter of the year, gaining + 8.8 % at constant scope and exchange rates, even after the strong growth of + 25.8 % in the first quarter and the poor weather conditions in the second. As a result, EBITDA rose by + 26.3 % at constant scope and exchange rates.

  • W In the Concrete business, operational sales were + 16.6 % higher over the first half, at constant scope and exchange rates, with consolidated sales rising + 25.6 %. Operational sales growth was + 8.4 % in the second quarter compared to + 30.5 % in the first. Volumes were down by slightly more than 5 % over the first half, due mainly to the effects of heavy storms on the Anatolian plateau. However, these lower volumes were more than offset by solid increases in prices. As a result, EBITDA in this business segment grew by + 26.1 %.
  • W Consolidated sales in the Concrete & Aggregates business rose slightly, gaining + 1.3 %. Volumes dropped in both concrete and aggregates due to poor weather conditions in the second quarter. Selling prices remained on a good trend. As a result of these factors, EBITDA rose by + 34.1 %.

In India, sales totalled € 113 million in the first half of 2014, up + 49.4 % at constant scope and exchange rates. This reflected an acceleration in the revenue growth of + 71.7 % in the second quarter, at constant scope and exchange rates, up from + 27.2 % in the first. Volumes sold topped 2.5 million tonnes, up + 51.8 % over the first half of 2013. Selling prices remained very volatile due to competitive and market conditions early in the year. However, during the second quarter, and in particular following the national election, prices started to rise again, enabling prices in the first half overall to be more or less stable compared to the same period in 2013. EBITDA increased by a factor of 3.2 (growth of + 260.2 %) at constant scope and exchange rates.

Consolidated sales in Kazakhstan fell by - 19.2 % on reported figures, but, at € 31.4 million, were just - 1.2 % lower at constant scope and exchange rates. This was primarily the result of an unfavourable basis of comparison created by the particularly mild weather observed in the first half of 2013. The second quarter of 2014 saw the Group's sales grow by + 4.9 %, having fallen by - 14.0 % in the first quarter. Over the first half as a whole, volumes were + 4.3 % higher whilst prices were down slightly, reflecting weather conditions. On this basis, EBITDA for the period was - 3.7 % lower at € 11 million.

W In the West Africa region, sales rose by + 13.5 % at constant scope and exchange rates. Sales growth accelerated to + 15.4 % in the second quarter, from + 11.6 % in the first. Over the first half as a whole, volumes were significantly higher, growing by almost + 17 %, backed by favourable market conditions throughout the region. However, selling prices continued to fall, affected mainly by the decline seen over the course of 2013. Thus EBITDA fell by - 1.5 %.

2.2.2.5. Income statement for Africa and the Middle East

% change
(in millions of euros) June 30, 2014 June 30, 2013 Reported At constant scope
and exchange rates
Consolidated sales 208 177 + 17.7 % + 20.7 %
EBITDA 46 39 + 16.9 % + 20.3 %
EBIT 29 21 + 41.0 % + 45.5 %

Sales in the Africa and Middle East region were € 208 million, an increase of + 20.7 % at constant scope and exchange rates.

W In Egypt, sales came to € 61.8 million, up 40.6 % at constant scope and exchange rates. This solid performance came from significant growth in volumes, of more than + 19 %, helped by a fast-growing market and an improvement in security conditions in North Sinaï. Sales growth of + 26.7 % in the first quarter was followed by + 53.5 % growth in the second. Under these circumstances, prices rose substantially over the whole period. As a result, EBITDA rose by + 96.6 %.

2.3. Change in financial income

(in millions of euros) June 30, 2014 June 30, 2013
Cost of net borrowings and financial liabilities (23.5) (19.5)
Other financial income and expenses (6.2) (2.0)
financ
ial inc
ome (expense)
(29.7) (21.5)

The significant increase in net financial expense, which was € 8.2 million higher at € 29.7 million, was primarily due to the impact of the devaluation of the Kazakhstan tenge on external financing costs, to the amount of around € 9 million, which was partially offset by other income and costs (currency and actualisation). The increase also reflected, although to a smaller degree (around € 8 million), the end of the period of capitalisation of financial expenses relating to the start-up of Vicat Sagar and Gulbarga Power in India. This increase was partly offset by lower net financial expense in other countries, particularly France.

2.4 Change in income taxes

2.4. Change in income taxes

(in millions of euros) June 30, 2014 June 30, 2013
Current taxes (41.8) (38.6)
Deferred taxes 13.4 10.1
TOTAL (28.4) (28.5)

The tax charge was stable, despite a 3.3 % dip in ordinary pre-tax profits, due to an increase in the Group's average tax rate to 34.4 %, from 33.3 % in the first half of 2013.

The increase in the average tax rate was mainly due to:

  • W overall, a greater contribution to pre-tax profits in countries where tax rates are higher;
  • W a slight increase in tax rates in Western Africa;
  • W a sharp increase in the tax charge in Egypt due to higher operating profit there and also to an increase in the tax rate from 25 % to 30 % on January 1, 2014.

2.5. Change in net income

Despite the improvement in the operating result (EBIT) and the impact of the "non-cash" tengue devaluation in Kazakhstan, net income attributable to the Group fell by - 7.6 %, or by - 4.6 % at constant scope and exchange rates, to € 51 million.

2.6. Change in financial position

At June 30, 2014, the Group had a solid financial structure with significant shareholders' equity and well-controlled net debt which has increased compared with December 31, 2013 owing to the seasonal nature of the business (+ € 118 million), but down € 58 million compared with June 30, 2013. Gross debt, excluding put option and including financial instruments assets, was € 1,414 million.

On this basis, the Group's gearing ratio amounted to 52.7 % at June 30, 2014, compared with 53.3 % at June 30, 2013, and the leverage ratio amounted to 2.7 times EBITDA, compared with 2.8 times at June 30, 2013.

(in millions of euros) June 30, 2014 June 30, 2013
Gross financial debt 1,414 1,448
Cash (231) (207)
Net financial debt (excluding option) 1,183 1,241
Consolidated shareholders' equity 2,246 2,329
Gearing ratio 52.7 % 53.3 %
EBITDA 433 438
Leverage ratio 2.7 2.8

Medium and long-term financing agreements contain specific clauses (covenants) in particular requiring adherence to financial ratios. In view of the small number of companies concerned, basically Vicat SA, the Group parent company, the level of net debt and the liquidity of the Group's balance sheet, the existence of these covenants does not represent a risk to the Group's financial position. As at June 30, 2014, the Group adhered to all the ratios referred to in the covenants contained in the financing agreements.

The Group had confirmed credit lines which are not used and not assigned to hedge the liquidity risk on commercial papers, amounting to € 236 million as at June 30, 2014 (€ 326 million as at December 31, 2013).

The Group also has a € 300 million commercial paper issue program. As at June 30, 2014, € 300 million in commercial paper had been issued. The commercial papers which constitute these short-term credit instruments are backed by confirmed credit lines for the amount issued and as such are classified as medium-term debts in the consolidated balance sheet.

2.7. Recent events

  • W Vicat owns 100 % of Vicat Sagar Cement: on July 15, the Group announced the acquisition of Sagar Cement's stake in Vicat Sagar Cement, subject to the usual conditions being met. Following this operation, Vicat will own 100 % of Vicat Sagar Cement. Located in the north of Karnataka, this company operates a plant with capacity of 3 million tonnes of cement per year, equipped with all the latest production technologies, a captive generating station and access to the rail network. This increase in the Group's stake will be accompanied by the undoing of all ownership relationships between the two groups. The net cost of the operations relating to this transaction will be around € 46 million.
  • W Renegotiation of the Group's credit lines: The Vicat Group renewed its bilateral credit lines for € 240 million and a duration of five years, and had amended its syndicated loan of € 480 million to restore its five-year maturity. These renegotiations have enabled the Group to restore the average maturity of its debt to nearly five years. The average interest rate of Vicat debt is around 4.1 %.

2.8. Outlook for 2014

For 2014, the Group wishes to provide the following comments concerning its various markets:

  • W in France, in 2014, the Group expects market conditions to continue to be affected by a macroeconomic situation that is likely to stabilise only very slowly. Volumes are expected to fall slightly and the price environment should decline slightly;
  • W in Switzerland, the market is expected to remain dynamic, although volume growth will reflect the effects of a high basis of comparison from the strong year in 2013. Average prices are likely to be down very slightly;
  • W in Italy, the macroeconomic situation remains weakened by the recent recession, and volumes are expected to fall, although the pace should gradually slow. Given the low volumes expected this year, prices are likely to be affected by tougher competitive pressures;
  • W in the USA, volumes are expected to continue to rise, in line with the economic recovery in the country. Selling prices are also expected to rise;
  • W in Turkey, in a year marked by elections, the Group's performances will benefit from continued favourable market conditions albeit in a macroeconomic climate marked by exchange rate volatility and rising interest rates. Given these circumstances, the Group expects performance to continue improving in Turkey, although at a slower pace than in the past;

  • W in Egypt, the macroeconomic situation and the gradual improvement in security will help the Group to return to growth in more favourable market conditions. Thus the improvement in volumes and prices is likely to offset the sharp rise in energy costs and allow the Group to record a clear improvement in its performance over the course of 2014;

  • W in West Africa, the market should remain favourably oriented overall in terms of consumption. Prices are likely to remain under pressure, but the trend will depend, among other things, on the potential arrival in the market of a new competitor. In the medium term, the Group remains confident in its ability to reap the full benefits from its modern production facilities, its knowledge of the Senegalese market and its ability to export throughout the region;
  • W in India, following May's elections, and given the first elements of the economic stimulus package to have been announced, the Group is expecting a gradual improvement in the economic climate and market conditions over the course of the year. Against this background, and with continued gains being made by Bharathi Cement and Vicat Sagar Cement, the volumes delivered by the Group in this region are likely to grow strongly. Selling prices are likely to remain highly volatile, but should be bolstered by the gradual recommencement of infrastructure and housing projects in the second half of 2014. On a medium- to long-term view, the Group remains very confident that it can take full advantage of its high-quality positions in the Indian market, which continues to show excellent potential;
  • W in Kazakhstan, the Group's ideal geographical location and highly effective production base should enable it to benefit fully from a market poised for solid growth in terms of both volumes and prices;

Half year report

The front of a Swatch group building in Cormondrèche (Switzerland), built using Ultra-High Performance Fibre Reinforced Concrete (UHPFRC), six times more resistant than common concrete.

Declaration by the natural persons responsible for the half year financial report 3

"I hereby declare that, to the best of my knowledge, the consolidated accounts compiled for the last half year have been drawn up in accordance with the applicable accounting standards and are a true reflection of the assets and liabilities, financial position and income of the Company and all the firms within the consolidation scope and that the half year report on operations, attached on pages 41 ff., presents a true picture of the major events which occurred during the first six months of the year, their impact on the accounts and the main transactions between related parties and describes the main risks and the main uncertainties for the remaining six months of the year."

Paris La Défense, August 1st, 2014

Guy Sidos Chairman and CEO

Research and development at the Louis Vicat Technical Centre in l'Isled'Abeau (France).

Statutory auditors' review report on the condensed half-yearly consolidated financial statements

4

This is a free translation into English of the statutory auditors' review report on the condensed half-yearly consolidated financial statements issued in French and it is provided solely for the convenience of English speaking users. This report also includes information relating to the specific verification of information given in the Group's interim management report. This report should be read in conjunction with and construed in accordance with French law and professional standards applicable in France.

For the six-month period ended June 30, 2014

To the Shareholders,

In compliance with the assignment entrusted to us by your Annual General Meeting and in accordance with the requirements of article L. 451-1-2 III of the French Monetary and Financial Code (Code monétaire et financier), we hereby report to you on:

W the review of the accompanying condensed half-yearly consolidated financial statements of Vicat SA for the six-month period ended June 30, 2014;

W the verification of information contained in the half-year management report.

These condensed half-yearly consolidated financial statements are the responsibility of the Board of Directors. Our role is to express a conclusion on these financial statements based on our review.

I – Conclusion on the financial statements

We conducted our review in accordance with professional standards applicable in France. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 standard of the IFRSs as adopted by the European Union applicable to interim financial information.

II – Specific verification

We have also verified information given in the half-year management report on the condensed half-yearly consolidated financial statements that were subject to our review. We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.

The statutory auditors

French original signed by

Paris La Défense, August 1st, 2014 Chamalières, August 1st, 2014

KPMG Audit Wolff & Associés S.A.S.

Département de KPMG S.A. Bertrand Desbarrières Patrick Wolff Partner Partner

A French société anonyme with a share capital of €179,600,000 Registred Office: Tour Manhattan - 6, place de l'Iris 92095 Paris-La Défense Cedex - France Tel.: +33 (0)1 58 86 86 86 - Fax: +33 (0)1 58 86 87 87 Registred with the Trade and Companies Register of Nanterre under the number 057 505 539.

www.vicat.fr

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