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1 press release Rollout of new operating models strengthens competitiveness and lowers cost base by 38 million; financing structure optimised Second-quarter 2013 results Almere, 26 July 2013 Second-quarter 2013 highlights Revenue amounted to million (Q2 2012: million); revenue per working day was down 8% compared to the year-earlier period Underlying operating expenses were 9% lower than a year earlier Underlying EBITA 1 totalled 11.4 million (Q2 2012: 20.1 million); EBITA margin: 1.7% (Q2 2012: 2.8%) Underlying net income was 0.3 million (Q2 2012: 5.3 million) Sale of General Staffing activities in six countries successfully completed The further optimisation of the business models and the simplification of the organisation will lower the annual cost base by 38 million Financing structure optimised with 60 million subordinated loan The sale of our General Staffing activities in six countries and of USG Energy completes an important transition in the first half of this year, said USG People CEO Rob Zandbergen. Our organisation is now focused on markets in which we have substantial scale and promising earnings potential. We will strengthen our competitive position by refining our positioning with a simplified management structure. We will further reinforce our services by developing a clearly distinct distribution structure and proposition for each brand, at the same time making our organisation more versatile and adjusting it to the changing dynamics in our markets. This will structurally lower the cost base. We have also optimised our financing structure by securing a 60 million subordinated loan, for which three banks already are committed. Following the repayment of the 115 million subordinated convertible loan in October 2012 our operation was fully financed with the syndicated bank facility. With the new non-convertible subordinated loan our financing structure is back in balance again. Key figures Underlying results (in millions of euros) 3 months to 30 June months to 30 June months to 30 June months to 30 June 2012 Revenue % % Gross result % % Operating expenses % % EBITDA % % EBITA % % Net income Gross margin 19.9% 21.0% 20.1% 21.3% Expense ratio 17.5% 17.6% 17.9% 17.9% EBITA margin 1.7% 2.8% 1.6% 2.7% 1 Underlying results have been adjusted for non-recurring results. 1

2 press release Pro forma results (excluding divested activities) Underlying results (in millions of euros) 3 months to 30 June months to 30 June months to 30 June months to 30 June 2012 Revenue % % Gross result % % Operating expenses % % EBITDA % % EBITA % % Net income Gross margin 21.0% 22.2% 21.3% 22.5% Expense ratio 18.6% 18.7% 19.1% 19.0% EBITA margin 1.8% 2.7% 1.5% 2.7% The notes to the pro forma results in this press release are based on the results of USG People s continuing operations and exclude the results of the business units sold in the first half of the year - USG Energy and the General Staffing operations Spain, Italy, Austria, Switzerland, Poland and Luxembourg. The comparative figures for 2012 have been adjusted accordingly. The results of USG Energy have been included in the interim financial in accordance with IFRS 5. Notes to the pro-forma second-quarter 2013 results Revenue USG People achieved revenue of million in the second quarter (Q2 2012: million). The number of working days in the second quarter was virtually unchanged from last year. The decline in revenue per working day compared to a year earlier was virtually unchanged compared to the previous quarter (Q1: -8.2%, Q2: -8.0%). In June revenue per working day was 6.3% lower than in the same month last year. Gross margin The underlying gross result totalled million in the second quarter (Q2 2012: million). As a percentage of revenue the gross margin was 21.0% (Q2 2012: 22.2%). The drop in gross margin compared to a year earlier was the result of mix effects and price pressure. There was a shift in revenue towards large clients where the development of demand was more favourable than in the small and medium-sized business segment. This creates a negative mix effect given that larger volumes are supplied at lower margins, with large clients being more inclined to use low-cost delivery models such as in-house, outsourcing and payrolling service models. There was also an impact from a drop in revenue at units that provide higher margin services, such as USG Restart in France, USG Professionals and at our call centres. In addition to this change in the revenue mix, price pressure also drove down margins. There was a positive effect from the tax credit scheme in France in the form of a reduction in wage costs. The negative impact on the margin of the aforementioned changes in the mix and pricing was 1.2%. Furthermore revenue from recruitment and selection fell 16% to 1.1% of group revenue (Q2 2012: 1.2%). This had a 0.1% negative impact on the gross margin of the group. A difference in the number of public holidays in Germany compared to last year had a small positive impact of 0.1% in the second quarter. In addition to the underlying gross margin the reported gross result includes a non-recurring charge of 0.9 million related to the creation of a provision relating to own risk bearer status for payments under the Dutch sickness benefit (ZW) act. 2

3 press release Operating expenses excluding depreciation and amortisation of acquisition-related intangible assets The underlying operating expenses fell by 10.0 million compared to a year earlier to million (Q2 2012: million). Compared to the previous quarter underlying operating expenses were down by 0.8 million (Q1 2013: million). In addition to the underlying expenses a 21.5 million charge for organisational changes under the simplification plan was recognised under reported expenses, with 15.0 million of this amount relating to the integration of two head offices. This integration will reduce costs by an annual 4.0 million from October 2013 and will not result in a one-time cash-out of the expected amount. In addition there was an amount of 2.5 million in one-off expenses for the rebranding of the Professionals division and the launch of the USG Professionals umbrella brand, and an amount of 1.1 million in expenses for the rollout of Secretary Plus and USG Professionals. EBITA (in millions of euros) 3 months to 30 June months to 30 June 2012 EBITA underlying Non-recurring gross result -0.9 Non-recurring costs including depreciation reported pro forma EBITA EBITA USG Energy Reported EBITA (including USG Energy) Underlying EBITA amounted to 9.7 million (Q2 2012: 16.2 million). The EBITA margin was 1.8% compared to 2.7% in the second quarter of last year. Amortisation of acquisition-related intangible assets Amortisation of acquisition-related intangible assets amounted to 4.0 million in the second quarter, slightly down from 4.1 million a year earlier. Amortisation concerns brand rights, client portfolios and candidate databases valued at the time of acquisition. Financing results Underlying financing expenses improved to 4.4 million from 5.1 million in the same quarter of last year. An unrealised value adjustment of interest-rate derivatives was also recognised, equalling a positive 2.5 million (Q2 2012: positive 1.7 million). Reported financing expenses including unrealised value adjustments amounted to 1.9 million compared to 3.4 million in the same period last year. Net income from the sale of activities Net income from the sale of activities concerns the result of the General Staffing activities in Spain, Italy, Austria, Switzerland, Poland and Luxembourg that were sold in June. The total impact on the net result in the second quarter was -3.1 million exclusive of potential deferred tax assets arising from the transaction. Taxation Tax in the second quarter was a positive 5.1 million compared to a negative 5.0 million a year earlier. This figure includes a 1.6 million charge related to business tax in France. There was also a negative effect of 0.7 million relating to unrealised losses and adjustments from previous years. Excluding the aforementioned charges income tax was a positive 7.4 million, or 29.6% of the pre-tax result. 3

4 press release Net income attributable to company shareholders (in millions of euros) 3 months to 30 June months to 30 June 2012 Underlying net income Non-recurring results Unrealised value adjustment to derivatives Net income divested activities Non-recurring tax effects Reported net income Earnings per share Underlying net income totalled 0.3 million compared to 2.6 million in the second quarter last year. The reported net result was million (Q2 2012: 6.4 million). Balance sheet and cash flow Working capital remained virtually stable in the second quarter, up 1.6 million compared to the previous quarter. Factoring of trade receivables increased by 13.7 million to million (Q1 2013: million). Compared to the second quarter of last year factoring increased by 3.4 million. The distribution of holiday pay in the second quarter was largely offset by the increase in factoring. Working capital including factoring was million at the end of the quarter. The operating cash flow totalled 6.2 million in the second quarter (Q2 2012: -3.5 million). Net debt rose in the second quarter to million (Q1 2013: million). The senior leverage ratio (net debt / 12- month underlying EBITDA) was 2.5. Second-quarter 2013 results by segment General Staffing General Staffing achieved revenue of million in the second quarter (Q2 2012: million). The decline in revenue per working day was unchanged from the previous quarter. In line with the trend of the market the decline in revenue in the Netherlands widened slightly to 10% from 8% in the previous quarter. Belgium reported a further improvement in the decline in revenue per working day from 6% in the previous quarter to 3% in the second quarter. In France the decline in revenue remained stable at 7%, mainly as a result of a drop in government projects at USG Restart. Start People reported a slight reduction in revenue decline. In June revenue per working day at General Staffing was down 6% compared to a year earlier. The gross margin level declined compared to a year earlier as a result of mix effects and price pressure. Revenue from recruitment and selection was lower than last year and there was growth in in-house services, which have lower gross margins in line with the lower cost level. Underlying expenses were 10% lower than last year, which largely offset the decline in revenue and margin. EBITA amounted to 9.1 million, down from 11.1 million in the second quarter of last year. The EBITA margin was 2.8% (Q2 2012: 3.2%). Specialist Staffing The Specialist Staffing division generated revenue of million in the second quarter (Q2 2012: million). Revenue per working day fell by 8% compared to the year-earlier quarter (Q1 2013: -10%). In the Netherlands the decline in revenue per working day continued to narrow from 6% in the first quarter to 4% in the second quarter. The revenue decline in Belgium remained stable at 13%. Germany reported a further improvement for the third quarter running, with the commercial initiatives undertaken earlier to close 4

5 press release the gap with the market having a catch-up effect. The decline in revenue per working day narrowed further to 10%, close to the contraction of the market, which stood at around 9% midway through the second quarter. The gross margin level fell compared to the year-earlier period as a result of negative mix effects, including lower revenue from recruitment and selection, and price pressure. There was a slight positive effect compared to last year from there being one less public holiday in the second quarter, which had an impact in Germany in particular. Underlying expenses were reduced by a further 7% as a result of ongoing cost savings. EBITA amounted to 4.7 million, down from 7.4 million in the second quarter of last year. The EBITA margin was 2.5% (Q2 2012: 3.6%). Professionals Professionals saw revenue decline by 13% to 38.1 million (Q2 2012: 43.6 million). Demand was mainly weak in Finance, particularly in Belgium and France. Engineering also reported lower revenue. The revenue decline at ICT remained virtually stable, while Legal and Marketing, Communication & Sales saw an improvement and Marketing Communication & Sales returned to year-on-year revenue growth in the second quarter. The underlying gross margin at Professionals declined as a result of mix effects, including lower revenue from recruitment and selection, and price pressure. Underlying operating expenses declined. EBITA amounted to 1.9 million (Q2 2012: 2.6 million). The EBITA margin came in at 5.0% (Q2 2012: 6.0%). Exceptional developments USG People takes next step in strategic reorientation USG People has already taken considerable steps towards safeguarding its competitive position in the current landscape by implementing efficiency improvements and a more flexible cost structure. This has resulted in a significantly lower cost structure that is able to expand and contract more effectively throughout the cycle. The divestments in the first half of the year of the General Staffing activities in six countries and of USG Energy marks a clear move towards a positioning focused on fundamentally strong markets that offer the company plenty of perspective. USG People will now seek to boost its competitiveness in these markets by creating even more distinct positions for the services its divisions provide. It will do so by investing in the further development and rollout of new operating concepts and propositions in such a way that each brand provides even more clearly unique services in the market segment in which it operates and specialises in. This focused approach will enable the divisions to enhance their commercial and operational excellence, with the planned organisational changes improving the cost structure at the same time. The investments in the aforementioned organisational improvements, totalling 28 million, will be effected gradually from the second quarter and during A provision of 7 million was already taken in the second quarter. The cost level will be structurally lowered by an annual 34 million. Including the aforementioned integration of two head offices the planned cost savings will reach 38 million. Financing USG People aspires to a comfortable borrowing capacity and a robust financing structure. Following the recent divestments and the cash repayment of the 115 million subordinated convertible bond in October last year the financing structure is being aligned to the current organisation. On 25 July USG People secured a commitment for a subordinated loan of 60 million. The loan maturing on 31 December 2016 was extended by ABN AMRO, ING and Rabobank. The new subordinated loan reinforces our financing without causing any dilution for USG People shareholders. The loan would reduce the pro forma senior leverage ratio to 1.7 as at 30 June, giving us ample financial scope for the further implementation of our strategic plans. 5

6 press release The subordinated loan also enables us to lower our senior facility to 500 million, bringing it more into line with the size of the organisation following the recent divestments. We expect to complete the documentation and start using the subordinated loan at the same time as reducing our current credit facility, before the end of the third quarter of Notes to the pro-forma first-half 2013 results Revenue In the first half of the year USG People achieved revenue of 1,074.4 million (H1 2012: 1,187.2 million). Revenue was down 10% compared to the first six months of last year and revenue per working day was down 8% on the same period last year. The year-on-year decline in revenue narrowed compared to the previous six-month period (H2 2012: -13%). Gross margin The underlying gross result was million in the first half of the year (H1 2012: million). As a percentage of revenue the gross margin was 21.3% compared to 22.5% in the same period last year. The drop in the gross margin compared to last year was due to changes in the revenue mix, including lower revenue from recruitment and selection, as well as price pressure. There was also a positive effect from the CICE tax credit scheme in France, which came into force in 2013 as a means of stimulating the economy. The scheme reduces the wage costs for those employees on salaries of up to 2.5 times the minimum wage. The tax credit concerns a reduction in wage costs which is deducted from company income tax, with the part that is non-deductible being refunded after three years. The reduction is intended for training, innovation and other initiatives to promote employee development. In addition to the underlying gross margin the reported gross result includes a non-recurring charge of 1.4 million related to the creation of a provision for payments under the Dutch sickness benefit (ZW) act. Operating expenses excluding depreciation and amortisation of acquisition-related intangible assets The underlying operating expenses fell by 9% compared to a year earlier from million to million. In addition to the underlying expenses a 21.5 million charge for organisational changes under the simplification plan was recognised under reported expenses, with 15.0 million of this relating to the integration of two head offices. In addition there was an amount of 3.3 million in one-off expenses, mainly for the rebranding of the Professionals division and the launch of the USG Professionals umbrella brand. There was also an amount of 2.1 million in expenses for the rollout of Secretary Plus and USG Professionals. Furthermore an amount of 1.0 million was released from the provision for the AMP case in Germany which was not included in the underlying expenses. 6

7 press release EBITA (in millions of euros) 6 months to 30 June months to 30 June 2012 Underlying EBITA Non-recurring gross result -1.4 Non-recurring costs Non-recurring depreciation -2.4 Reported pro forma EBITA EBITA USG Energy Reported EBITA (including USG Energy) Underlying EBITA amounted to 16.2 million (H1 2012: 32.3 million). The EBITA margin was 1.5% against 2.7% in the first six months of Amortisation of acquisition-related intangible assets Amortisation amounted to 8.8 million in the first half of the year and was up on last year due to an accelerated amortisation of 0.7 million on Professionals brands that started operating under the new name of USG Professionals during the first half of the year. In the first half of 2012 amortisation equalled 8.3 million. Amortisation of acquisition-related intangible assets concerns brand rights, client portfolios and candidate databases valued at the time of acquisition. Financing results Underlying financing expenses improved to 8.4 million from 9.9 million in the first half of last year. An unrealised value adjustment to interest-rate derivatives was also recognised, equalling a positive 5.0 million (H1 2012: positive 2.5 million). Reported financing expenses including these unrealised value adjustments totalled 3.4 million compared to 7.4 million in the same period of Net result from the sale of activities Net result from the sale of activities concerns the result from the sale of USG Energy and the General Staffing activities in Spain, Italy, Austria, Switzerland, Poland and Luxembourg. The total net book result on these divestments was million in the first half of This book result does not yet take account of deferred tax assets arising from the transaction. The net cash proceeds from the divestments total 74.7 million. Taxation Income tax in the first half of the year was a positive 4.6 million compared to a negative 9.3 million a year earlier. This figure includes a 2.9 million charge related to business tax in France. There was also a negative effect of 0.8 million relating to unrealised losses and adjustments from previous years. Excluding the aforementioned charges income tax was a positive 8.3 million. 7

8 press release Net income attributable to company shareholders (in millions of euros) 6 months to 30 June months to 30 June 2012 Underlying net income Non-recurring results Accelerated depreciation -0.7 Unrealised value adjustments to derivatives Net result divested activities Non-recurring tax effects Reported net income Earnings per share The underlying net result fell to -1.1 million from 5.5 million in the first half of last year. The reported net result was million (H1 2012: 12.9 million). Balance sheet and cash flow Working capital fell by 21.4 million in the first six months of the year compared to end The decline was mainly due to the divestments. Factoring of trade receivables rose by 3.4 million to million (H1 2012: million). Working capital including factoring stood at million at 30 June. Operating cash flow was 0.6 million in the first half (H1 2012: million). Net bank debt fell by 47.3 million to million in the first half (end-2012: million). The senior leverage ratio (net debt / 12- month underlying EBITDA) was 2.5. Outlook No improvement in revenue had yet materialised in the second quarter. Despite the persistence of challenging market conditions we are seeing positive signs. Revenue development in the second quarter was slightly better than in the first quarter and revenue development in June was better than for the second quarter as a whole. Several operating companies were able to return to revenue growth in June. We expect this positive trend to continue in the third and fourth quarters. In addition the organisational structure is being further adapted to improve our competitiveness and to facilitate growth. Returning to growth is the top priority within our organisation. Risks and uncertainties The elements of the risk management and control systems and the main risks that pose a potential threat to the realisation of our objectives are discussed in detail in USG People s 2012 annual report. The group has reviewed the risks identified in the light of the continued restrained economic developments, the completion of the sale of the General Staffing operations in Spain, Italy, Austria, Switzerland, Poland and Luxembourg and the securing of a subordinated loan commitment. The main risks identified in the first half of 2013 continue to persist. The sale of the General Staffing activities in Spain, Italy, Austria, Switzerland, Poland and Luxembourg has led to a changed economic dependence in Europe: USG People has become less dependent on the economy in southern European countries, but as a result has become more dependent on the economy in a more limited number of countries. By securing a subordinated loan commitment USG People has improved the leverage. The group has identified no additional risks and uncertainties. A description of the risks and uncertainties can be found in the risk section of the 2012 Annual Report and note 3 to the consolidated financial for the year ended 31 December

9 press release Executive Board statement The Executive Board of USG People N.V. hereby declares that, to the best of its knowledge, the interim financial give a true and fair view of the assets, liabilities, financial position and profit or loss of USG People and the companies jointly included in the consolidation, and that the interim report gives a true and fair view of the information referred to in the eighth and, insofar as applicable, the ninth subsection of Section 5:25d of the Dutch Act on Financial Supervision and with reference to the section on related parties in the interim financial. Almere, 26 July 2013 USG People N.V. R. Zandbergen L. Geirnaerdt A. Jongsma E. de Jong H. Vanhoe Working days (weighted average) First quarter Second quarter Third quarter Fourth quarter For more information about this press release please contact: Leen Geirnaerdt, CFO Telephone: +31 (0) lgeirnaerdt@usgpeople.com Rob Zandbergen, CEO Telephone: +31 (0) rzandbergen@usgpeople.com Additional information Pages 12 up to and including 15 of this press release contain additional information with respect to the breakdown used in USG People s interim financial. This additional information serves to assist the understanding of the quarterly figures for users of this press release. Financial calendar 25 October 2013 Publication of third-quarter results 28 February 2014 Publication of fourth-quarter and full-year results Presentation to analysts and press Today USG People will present its results to analysts and the press at a meeting at the Crowne Plaza Hotel in Amsterdam Zuid. The event will also be webcast. The event for analysts and the press commences at 9.30 CET and can be accessed externally using the link posted on the website. The number to call to participate in the conference call is +31 (0) A replay of the presentation and the Q&A session will be available from our website from CET today via the link: 9

10 press release Disclaimer The predictions and forecasts made in this press release are provided without any form of guarantee as to their future realisation. This press release comprises or refers to forward-looking regarding the intentions, opinions or current expectations of USG People and its board or other management with respect to USG People and its business operations. In general, terms and concepts such as "may", "shall", "expect", "intend", "estimate", "foresee", "believe", "plan", "attempt", "continue" and similar refer to forward-looking. Forward-looking of this nature are no guarantee of future performance. They are based on current views and assumptions, and are subject to known and unknown risks, uncertainties and other factors which are largely outside USG People s control, as a result of which actual results or developments can be materially different from the future results or developments as set out implicitly or explicitly in these forward-looking. USG People assumes no liability whatsoever with respect to the updating or amending of forward-looking based on new information or future events or for any other reason whatsoever, other than insofar it is required to do so under relevant legislation and regulations or on the authority of a competent regulatory body. This press release is available in both Dutch and English. In the event of ambiguities, the Dutch text shall prevail. About USG People With revenue of 2.9 billion in 2012 USG People is one of the largest providers of HR services in Europe with established and recognisable national and international brands. Headquartered in the Dutch city of Almere, USG People is active in Belgium, France, Germany, Italy, Luxembourg, the Netherlands, Austria and Switzerland. The brand portfolio of USG People comprises Start People, Call-IT, USG Restart (General Staffing) Unique, Technicum, Secretary Plus, ASA, Creyf s, Vakcollege Groep (Specialist Staffing) USG Engineering Professionals, USG Legal Professionals, USG Finance Professionals, USG Marketing, Communication & Sales Professionals, USG ICT Professionals, USG HR Professionals and USG Science Professionals, Adver-Online (Professionals). USG People is listed on the NYSE Euronext Amsterdam stock exchange and is included in the Amsterdam Midcap Index (AMX). For more information on USG People or any of its operating companies, please visit our website at 10

11 press release Interim financial Page Underlying results Additional information by activity 12 Additional information by country 14 Consolidated interim financial Consolidated income statement 17 Consolidated statement of comprehensive income 18 Consolidated balance sheet 19 Consolidated statement of change in shareholders equity 20 Consolidated statement of cash flows 21 Notes to the consolidated interim financial 22 11

12 press release Additional information by activity (excluding divested activities) (unaudited) 3 months ended 30 June Revenue 1 (in millions of euros) Growth Organic growth General Staffing % -7% The Netherlands % -10% Belgium % -3% France % -7% Specialist Staffing % -8% The Netherlands % -4% Belgium % -14% Germany % -9% Other % -4% Professionals % -13% The Netherlands % -9% Belgium % -15% Other % -50% Group % -8% Underlying EBITA (in millions of euros) Growth Organic growth 2013 EBITA margin 2012 EBITA margin General Staffing % -18% 2.8% 3.2% Specialist Staffing % -36% 2.5% 3.6% Professionals % -27% 5.0% 6.0% Corporate % -22% Group % -40% 1.8% 2.7% 1 Segmentation has changed in The turnover of Call-IT in the Netherlands is disclosed under General Staffing from 2013 onwards. The comparative figures for 2012 have been adjusted accordingly. 12

13 press release Additional information by activity (excluding divested activities) (unaudited) 6 months ended 30 June Revenue 1 (in millions of euros) Growth Organic growth General Staffing % -9% The Netherlands % -10% Belgium % -6% France % -8% Specialist Staffing % -11% The Netherlands % -7% Belgium % -15% Germany % -13% Other Professionals % -14% The Netherlands % -10% Belgium % -17% Other % -49% Group % -10% Underlying EBITA (in millions of euros) Growth Organic growth 2013 EBITA margin 2012 EBITA margin General Staffing % -24% 2.5% 3.0% Specialist Staffing % -42% 2.6% 4.0% Professionals % -45% 3.9% 6.4% Corporate % -15% Group % -50% 1.5% 2.7% 1 Segmentation has changed in The turnover of Call-IT in the Netherlands is disclosed under General Staffing from 2013 onwards. The comparative figures for 2012 have been adjusted accordingly. 13

14 press release Additional information by country (excluding divested activities) (unaudited) 3 months ended 30 June Revenue 1 (in millions of euros) Growth Organic growth The Netherlands % -8% Belgium % -8% France % -8% Germany % -9% Other Group % -8% Underlying EBITA (in millions of euros) Growth Organic growth 2013 EBITA margin 2012 EBITA margin The Netherlands % -19% 3.0% 3.3% Belgium % -46% 4.6% 7.9% France % 19% 2.8% 2.1% Germany % 59% -1.3% -2.9% Other % 50% -17.6% -35.3% Corporate % -22% Group % -40% 1.8% 2.7% 1 Segmentation has changed in The turnover of Call-IT in the Netherlands is disclosed under General Staffing from 2013 onwards. The comparative figures for 2012 have been adjusted accordingly. 14

15 press release Additional information by country (excluding divested activities) (unaudited) 6 months ended 30 June Revenue (in millions of euros) Growth Organic growth The Netherlands % -9% Belgium % -10% France % -9% Germany % -13% Other % 16% Group % -10% Underlying EBITA (in millions of euros) Growth Organic growth 2013 EBITA margin 2012 EBITA margin The Netherlands % -38% 2.8% 4.1% Belgium % -42% 4.3% 6.5% France % 37% 2.2% 1.5% Germany % -83% -1.0% -0.5% Other % 73% -8.1% -34.4% Corporate Group % -50% 1.5% 2.7% 15

16 Consolidated interim financial 16

17 Consolidated income statement (unaudited) amounts in thousands of euros 6 months 6 months ended ended 30 June June 2012 Revenue 1,090,166 1,216,646 Cost of sales -859, ,353 Gross profit 230, ,293 Selling expenses -182, ,621 Amortisation of acquisition-related intangible assets -8,770-8,280 Total selling expenses -191, ,901 General and administrative expenses -59,138-48,325 Other income and expenses Total operating expenses -250, ,156 Operating income -19,995 28,137 Finance costs -8,620-10,639 Finance income 5,211 3,281 Income before taxes -23,404 20,779 Income tax expense 4,061-10,314 Net income from continuing operations -19,343 10,465 Net income from discontinued operations -20,012 2,479 Net income -39,355 12,944 Attributable to: Equity holders of the company -39,448 12,902 Minority interests Earnings per share attributable to equity holders of the company (in euros, per share of 0.50 nominal) -39,355 12,944 Basic Diluted

18 Consolidated statement of comprehensive income (unaudited) amounts in thousands of euros 6 months 6 months ended ended 30 June June 2012 Net income -39,355 12,944 Other comprehensive income after tax, may be reclassified to income statement: Currency translation differences Other comprehensive income after tax Total comprehensive income -38,883 13,158 Attributable to: Equity holders of the company -38,976 13,116 Minority interests ,883 13,158 18

19 Consolidated balance sheet (unaudited) amounts in thousands of euros 30 June Dec 2012 Non-current assets Property, plant and equipment 19,791 26,869 Goodwill 678, ,950 Other intangible assets 63,164 69,983 Financial fixed assets 18,018 14,742 Deferred income tax assets 60,046 72, , ,724 Current assets Trade and other receivables 294, ,750 Current income tax receivables 7,261 6,628 Cash and cash equivalents 64,967 35, , ,733 Total assets 1,206,247 1,344,457 Capital and reserves attributable to equity holders of the company Share capital 406, ,390 Legal reserves 1,648 1,137 Retained earnings 37,496 81, , ,447 Minority interests 1, Total equity 446, ,998 Non-current liabilities Borrowings 216, ,671 Pension-related liabilities 4,450 5,027 Provisions 27,350 16,236 Deferred income tax liabilities 9,072 11, , ,426 Current liabilities Bank overdrafts and borrowings 43,670 62,587 Trade and other payables 398, ,349 Current income tax liabilities 16,806 15,989 Derivative financial instruments 1,162 6,228 Provisions 41,548 38, , ,033 Total liabilities 759, ,459 Total equity and liabilities 1,206,247 1,344,457 19

20 Consolidated statement of change in shareholders equity (unaudited) amounts in thousands of euros Attributable to equity holders of the company Share Legal Retained capital reserves earnings Minority interests Total equity Balance as at 31 December ,390 14, , ,795 IAS 19 adjustment , ,304 Balance as at 1 January ,390 14, , ,491 Net income HY , ,512 IAS 19 adjustment Currency translation differences Total comprehensive income , ,158 Change share plan Dividend for , , , ,830 Balance per 30 June ,390 15, , ,819 Balance as at 1 January ,390 1,137 81, ,998 Net income HY , ,355 Currency translation differences Currency translation differences from discontinued operations realised Total comprehensive income , ,883 Change share plan Acquisition of subsidiary Dividend for , , , ,214 Balance per 30 June ,390 1,648 37,496 1, ,901 20