HALF-YEARLY

FINANCIAL REPORT

2019

CONTENTS

A - 2019 HALF-YEARLY FINANCIAL STATEMENTS

3

1

SCOPE AND CONSOLIDATION METHODS

9

1.1

REPORTING STANDARDS

9

1.2

NEW IFRS STANDARDS AND INTERPRETATIONS

9

1.3

MANAGEMENT ESTIMATES

12

1.4

CONSOLIDATION METHODS

12

1.5

SIGNIFICANT ACCOUNTING POLICIES

12

1.6

SCOPE OF CONSOLIDATION

13

2

NOTES TO THE INCOME STATEMENT

15

2.1

SEGMENT INFORMATION

15

2.2

EXTERNAL EXPENSES

16

2.3

EMPLOYEES

16

2.4

DEPRECIATION AND PROVISIONS

17

2.5

INVESTMENTS IN ASSOCIATES

17

2.6

OTHER NON-CURRENT INCOME AND EXPENSES

17

2.7

FINANCIAL INCOME

17

2.8

INCOME TAX

18

3.

NOTES TO THE BALANCE SHEET

19

3.1

GOODWILL

19

3.2

INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT

19

3.3

RIGHTS OF USE (IFRS16)

20

3.4

OTHER NON-CURRENT ASSETS

20

3.5

TRADE RECEIVABLES AND RELATED ACCOUNTS

20

3.6

OTHER RECEIVABLES

20

3.7

CASH AND CASH EQUIVAELNTS

20

3.8

SHARE CAPITAL AND SHARE PREMIUM

21

3.9

CURRENT AND NON-CURRENT PROVISIONS

22

3.10

FINANCIAL LIABILITIES

22

3.11

OTHER LIABILITIES

24

4

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS

25

4.1

CHANGE IN NET WORKING CAPITAL

25

4.2

IMPACT OF CHANGES IN THE SCOPE OF CONSOLIDATION

25

4.3

DIVIDENDS

25

5.

SUBSEQUENT EVENTS

26

6.

OTHER INFORMATION

27

6.1

FINANCIAL INSTRUMENTS

27

6.2

INFORMATION ON RELATED PARTIES

27

6.3

INFORMATION RELATING TO RISK MANAGEMENT

27

B - HALF-YEARLY ACTIVITY REPORT

28

C - STATEMENT BY THE PERSON RESPONSIBLE FOR THE HALF-YEARLY FINANCIAL REPORT

30

D - REPORT OF THE STATUTORY AUDITOR ON THE LIMITED REVIEW OF THE CONDENSED

HALF-YEARLY CONSOLIDATED FINANCIAL STATEMENTS OF AKKA TECHNOLOGIES SE FOR

31

THE SIX MONTHS TO 30 JUNE 2019

This document is an English translation of the RAPPORT FINANCIER SEMESTRIEL 2019 that was issued in French and drafted in accordance with Belgian law. This document is provided solely for the convenience of English readers and in case of any discrepancies with the French version, the French version prevails.

2

2019 HALF-YEARLY FINANCIAL REPORT

A - 2019 HALF-YEARLY FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENT

INCOME STATEMENT

Note no.

30 June 2019

30 June 2018

in thousands of euros

REVENUE

2.1

891,422

711,902

External expenses

2.2

(174,375)

(185,683)

Taxes and duties

2.3

(6,230)

(5,394)

Personnel expenses

(627,617)

(466,978)

Net depreciation and provisions

2.4

(25,647)

(9,900)

Other current expenses

(2,157)

(1,925)

Other current income

2.5

3,411

5,186

Income from equity affiliates

1,209

1,621

CURRENT OPERATING PROFIT

60,017

48,829

Free shares and stock options

3.8

(3,393)

(3,743)

RECURRING OPERATING PROFIT

56,625

45,086

Other non-current income and expenses

2.6

(11,522)

(7,997)

OPERATING PROFIT

45,103

37,089

Income from cash and cash equivalents

2.7

148

129

Cost of gross financial debt

2.7

(8,126)

(8,264)

COST OF NET FINANCIAL DEBT

(7,978)

(8,135)

Other financial income and expenses

2.7

(198)

(1,289)

PROFIT BEFORE TAX

36,926

27,665

Tax expense

2.8

(10,633)

(7,088)

CONSOLIDATED NET INCOME

26,293

20,577

Non-controlling interests

(40)

(1,926)

GROUP SHARE OF NET PROFIT

26,254

18,650

Earnings per share

€1.31

€0.95

Diluted earnings per share

€1.31

€0.93

Weighted average number of ordinary shares outstanding

20,033,086

19,665,442

Weighted average number of ordinary shares plus potential dilutive shares

20,082,061

20,015,882

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Note no.

30 June 2019

30 June 2018

in thousands of euros

CONSOLIDATED NET INCOME

26,293

20,577

Actuarial gains and losses on pension obligations

3.9

(1,687)

269

Tax effect of items not to be recycled to profit or loss in subsequent periods

475

(84)

Items not to be recycled to profit or loss in subsequent periods

(1,212)

185

Gains and losses on hedging instruments

3.10

266

223

Change in translation differences

665

(588)

Tax effect of items to be recycled to profit or loss in subsequent periods

(69)

(63)

Items to be recycled to profit or loss in subsequent periods

861

(427)

CONSOLIDATED COMPREHENSIVE INCOME

25,943

20,334

Non-controlling interests

39

1,747

Group share

25,903

18,587

2019 HALF-YEARLY FINANCIAL REPORT

3

A - 2019 HALF-YEARLY FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEET

ASSETS

Note no.

30 June 2019

30 June 2018

in thousands of euros

Goodwill

3.1

361,293

360,847

Intangible assets

3.2

20,412

19,990

Tangible assets

3.2

93,701

91,160

Rights of use - IFRS 16

3.3

155,674

-

Non-current financial assets

2.5

38,842

40,340

Securities of affiliated companies and joint ventures

47,439

46,230

Other non-current assets

3.4

35,098

31,109

Deferred tax assets

34,800

34,092

Non-current assets

787,259

623,767

Inventories and work in progress

3.5

9,359

12,716

Trade receivables

302,589

261,908

Other receivables

3.6

94,563

86,112

Cash and cash equivalents

3.7

187,320

271,785

Current assets

593,831

632,520

TOTAL ASSETS

1,381,090

1,256,289

LIABILITIES

Note no.

30 June 2019

31 Dec. 2018

in thousands of euros

Share capital

3.8

31,047

31,047

Share premium

3.8

656

656

Consolidation reserves

209,857

176,520

Group share of net profit

26,254

50,145

Group share of equity

267,813

258,368

Non-controlling interests

344

305

Shareholders' equity

268,157

258,673

Non-current provisions

3.9

28,731

26,689

Non-current financial liabilities

3.10

472,704

479,860

Non-current IFRS 16 lease liabilities

3.10

128,700

-

Deferred tax liabilities

14,511

13,667

Non-current liabilities

644,646

520,215

Current provisions

3.9

2,905

4,307

Current financial liabilities

3.10

83,479

71,155

Current IFRS 16 lease liabilities

3.10

28,769

-

Trade payables

102,379

118,055

State - income taxes

5,350

7,822

Tax and social security liabilities excluding income tax

3.11

198,068

212,806

Other liabilities

47,338

63,255

Current liabilities

468,287

477,401

TOTAL LIABILITIES

1,381,090

1,256,289

4

2019 HALF-YEARLY FINANCIAL REPORT

A - 2019 HALF-YEARLY FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CASH FLOWS

CONSOLIDATED STATEMENT OF CASH FLOWS

Section

30 June 2019

30 June 2018

in thousands of euros

Consolidated net income

26,293

20,577

Reintegration of expenses (+) or elimination of income (-) connected to depreciation and impairment

25,962

9,439

(excluding working capital)

Elimination of income from equity affiliates

(1,209)

(1,621)

Dividends received by equity affiliates

-

857

Reintegration of tax expenses (+) or elimination of tax income (-)

10,727

7,090

Reintegration of expenses (+) or elimination of income (-) calculated under IFRS (1)

3,669

2,464

Reintegration of expenses (+) or elimination of income (-) from net disposals

2.7

(151)

(1,903)

Reintegration of expenses (+) or elimination of income (-) associated with net financial debt

7,978

8,363

Cash flow before net interest expenses and taxes

73,270

45,265

Tax paid

4.1

(8,981)

(6,167)

Change in net working capital

(101,011)

(40,308)

Net cash flow from operating activities

(36,722)

(1,209)

Acquisitions of fixed assets

3.2

(14,873)

(18,777)

Disposals of fixed assets

537

570

Change in financial assets

4.2

1,330

(1,630)

Impact of changes in the scope of consolidation

(14,217)

(20,844)

Net cash flow from investment activities

(27,223)

(40,679)

Dividends paid to shareholders of the parent company

4.3

-

-

Purchase of treasury shares

3.10

(3,859)

-

Proceeds from new borrowings

10,000

304

Repayment of loans

3.10

(6,894)

(102,496)

Repayment of IFRS 16 lease liabilities

3.10

(13,848)

-

Net interest received

148

129

Net interest paid

(6,314)

(8,561)

Net cash flow from financing activities

(20,767)

(110,624)

Impact of changes in foreign currency exchange rates

247

(189)

CHANGE IN CASH AND CASH EQUIVALENTS

(84,465)

(152,702)

Cash, cash equivalents and bank overdrafts at the start of the year

271,785

430,892

Cash, cash equivalents and bank overdrafts at year end

187,320

278,191

CHANGE IN CASH AND CASH EQUIVALENTS

(84,465)

(152,702)

(1) Expenses calculated on the basis of IFRS consist of the valuation of stock options and free shares (IFRS2) and the capitalisation of loan issue expenses.

2019 HALF-YEARLY FINANCIAL REPORT

5

6

REPORT FINANCIAL YEARLY-HALF 2019

Number of shares

Share

Share

Consolidated

Profit

Translation

Group share

Non-

Consolidated

Amounts in thousands of euros

Components

Treasury

Outstanding

for

capital

premium

reserves

the

adjustments

of equity

controlling

shareholders'

of equity

shares

shares

period

interests

equity

Shareholders' equity as at 1 January 2018

20,291,990

626,263

19,665,728

31,047

-

162,394

39,253

(938)

231,756

34,501

266,258

Income for the period

-

-

-

-

-

-

18,650

-

18,650

1,926

20,577

Other comprehensive income

-

-

-

-

-

291

-

(354)

(63)

(179)

(243)

Consolidated comprehensive income

-

-

-

-

-

291

18,650

(354)

18,587

1,747

20,334

Change in the share capital of the parent

-

-

-

-

-

-

-

-

-

-

-

company

Purchase of own shares

-

-

-

-

-

-

-

-

-

-

-

Change in the scope of consolidation

-

-

-

-

-

(2,357)

-

-

(2,357)

-

(2,357)

Appropriation of earnings

-

-

-

-

-

39,253

(39,253)

-

-

-

-

Dividends

-

-

-

-

-

(13,768)

-

-

(13,768)

-

(13,768)

Impact of free shares and stock options

-

-

-

-

-

2,907

-

-

2,907

-

2,907

Other changes

-

285

(285)

-

-

(6)

-

-

(8)

-

(8)

Shareholders' equity as at 30 June 2018

20,291,990

626,548

19,665,443

31,047

-

188,714

18,650

(1,292)

237,119

36,249

273,368

Shareholders' equity as at 1 January 2019

20,291,990

650,960

19,641,031

31,047

656

178,275

50,145

(1,755)

258,368

305

258,673

Income for the period

-

-

-

-

-

-

26,254

-

26,254

40

26,293

Other comprehensive income (1)

-

-

-

-

-

(1,015)

-

665

(350)

(0)

(351)

Consolidated comprehensive income

-

-

-

-

-

(1,015)

26,254

665

25,903

39

25,943

Change in the share capital of the parent

-

-

-

-

-

(0)

-

-

(0)

-

(0)

company

Purchase of own shares

-

61,445

(61,445)

-

-

(3,859)

-

-

(3,859)

-

(3,859)

Change in the scope of consolidation

-

-

-

-

-

(0)

-

-

(0)

-

(0)

Appropriation of earnings

-

-

-

-

-

50,145

(50,145)

-

-

-

-

Dividends

-

-

-

-

-

(14,026)

-

-

(14,026)

-

(14,026)

Impact of free shares and stock options

-

(421,459)

421,459

-

-

1,610

-

-

1,610

-

1,610

Other changes

-

(32,042)

32,042

-

-

(184)

-

-

(186)

-

(186)

Shareholders' equity as at 30 June 2019

20,291,990

258,904

20,033,086

31,047

656

210,945

26,254

(1,090)

267,813

344

268,157

(1) As at 30 June 2019, the amount of actuarial gains and losses was €(4,057) thousand, and that of hedging reserves was €(332) thousand.

EQUITY CONSOLIDATED IN CHANGES OF STATEMENT

STATEMENTS FINANCIAL YEARLY-HALF 2019 - A

NOTES TO THE INTERIM CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

These notes contain additional information regarding the consolidated balance sheet, the total of which is €1,381,090 thousand, and the consolidated income statement, which shows a Group share of comprehensive income of €25,903 thousand.

Such information is only included when its importance is material.

Unless otherwise stated, all figures are expressed in thousands of euros.

The Board of Directors of the AKKA Technologies Group approved the financial statements on 4 September 2019.

AKKA Technologies' business operations:

AKKA ranks as the European leader in engineering consulting and R&D services in the mobility sector. As an innovation accelerator for its clients, AKKA supports leading industry players in the automotive, aerospace, rail and life sciences sectors throughout the life cycle of their products A dynamic force in innovation for its clients, AKKA offers them all the benefits of its unique dual expertise in both engineering and state-of-the-art digital technologies (AI, ADAS, IoT, Big Data, robotics, embedded computing, machine learning, etc.).

Founded in 1984, AKKA has a strong entrepreneurial culture and is pursuing its fast-paced growth and international development in line with its CLEAR 2022 strategic plan. With over 20,000 employees, who are passionate about technology and dedicated to advancing the future of industry, the Group recorded revenues of €1.5 billion in 2018.

The company's registered office is located at 143 avenue Louise, 1050 Brussels, Belgium.

AKKA Technologies is listed on Euronext Paris - Segment A - ISIN code: FR0004180537.

Significant events and transactions during the first half:

Not applicable.

2019 HALF-YEARLY FINANCIAL REPORT

7

8

2019 HALF-YEARLY FINANCIAL REPORT

01

CONSOLIDATED FINANCIAL STATEMENTS

1. SCOPE AND CONSOLIDATION METHODS

1.1 Reporting standards

The interim condensed consolidated financial statements of the AKKA Technologies Group are prepared in accordance with the standards, amendments and interpretations issued by the IASB (International Accounting Standards Board) and adopted by the European Union as of the reporting date.

The standards, amendments and interpretations used to prepare the consolidated financial statements for the six months to 30 June 2019 and comparative data for 2018 are those published in the Official Journal of the European Union (OJEU) before 30 June 2019 and whose application was mandatory as of that date.

These standards are available on the European Commission website at the following address: https://ec.europa.eu/info/ business-economy-euro/company-reporting-and-auditing/company-reporting/financial-reporting_fr

The interim condensed consolidated financial statements of the AKKA Technologies Group are prepared in accordance with IAS 34 "Interim Financial Reporting", the IFRS framework adopted in the European Union for interim financial reporting.

These interim consolidated financial statements have been prepared and presented in condensed form. The notes cover the significant features of the half-year, and should be read in conjunction with the consolidated financial statements for the year ended 31 December 2018 included in the registration document filed with the French financial markets authority (Autorité des Marchés Financiers - AMF) on 30 April 2019, and available on the company's website, at www.akka-technologies.com, in the investors area, under "Access all financial reports".

1.2 New IFRS standards and interpretations

1.2.1 IFRS 16 - Leases

IFRS 16 "Leases", issued by the IASB in 2016 and adopted by the European Union in November 2017, is applicable for financial years beginning on, or after, 1 January 2019.

Before that date, each lease was classified as either an operating lease or a finance lease, with a specific accounting treatment for each category.

Under IFRS 16, for leases not subject to an exemption under the standard, lessees are now required to recognise as:

  • Assets, a depreciable Right of Use;
  • Liabilities, a Lease Liability which corresponds to the present value of future payments.

The lease term is defined on a contract-by-contract basis and corresponds to the firm period of the commitment taking into account any optional periods that are reasonably certain to be exercised.

Lease payments for low-value assets (less than USD 5,000) or a short-term lease (less than 12 months) were recognised directly as expenses.

In addition, the following simplification measures were applied at the transition date:

  • Leases with a residual term of less than 12 months as of 1 January 2019, are not recognised as an asset and a liability;
  • The discount rates applied at the transition date are based on the Group's marginal borrowing rate. These discount rates were determined with respect to the remaining terms of leases from the date of first-time application, namely 1 January 2019, and also to the geographical area:

Europe

  • < 3 years: 1.00%
  • 3 to 6 years: 1.50%
  • 6 to 9 years: 2.00%
  • > 9 years: 2.60%

2019 HALF-YEARLY FINANCIAL REPORT

9

01

CONSOLIDATED FINANCIAL STATEMENTS

North America

  • 0 to 6 years: 3.90%
  • > 6 years: 4.10%

1.2.2 Impacts of IFRS 16 and comparability of financial statements at opening

The Group leases its offices in most of the cities where it operates. The leases that come under the scope of IFRS 16 also apply to vehicles and certain computer equipment.

ASSETS

31 Dec. 2018

First-time

1 Jan. 2019

in thousands of euros

application of IFRS 16

Goodwill

360,847

-

360,847

Intangible assets

19,990

-

19,990

Tangible assets

91,160

-

91,160

Rights of Use (IFRS 16)

-

166,113

166,113

Non-current financial assets

40,340

-

40,340

Securities of affiliated companies and joint ventures

46,230

-

46,230

Other non-current assets

31,109

-

31,109

Deferred tax assets

34,092

-

34,092

Non-current assets

623,767

166,113

789,880

Inventories and work in progress

12,716

-

12,716

Trade receivables

261,908

-

261,908

Other receivables

86,112

-

86,112

Cash and cash equivalents

271,785

-

271,785

Current assets

632,520

-

632,520

TOTAL ASSETS

1,256,289

166,113

1,422,401

LIABILITIES

31 Dec. 2018

First-time

1 Jan. 2019

in thousands of euros

application of IFRS 16

Share capital

31,047

-

31,047

Share premium

656

-

656

Consolidation reserves

176,520

-

176,520

Group share of net profit

50,145

-

50,145

Group share of equity

258,368

-

258,368

Non-controlling interests

305

-

305

Shareholders' equity

258,673

-

258,673

Non-current provisions

26,689

-

26,689

Non-current financial liabilities

479,860

-

479,860

Non-current IFRS 16 lease liabilities

-

139,344

139,344

Deferred tax liabilities

13,667

-

13,667

Non-current liabilities

520,215

139,344

659,559

Current provisions

4,307

-

4,307

Current financial liabilities

71,155

-

71,155

Current IFRS 16 lease liabilities

-

26,769

26,769

Trade payables

118,055

-

118,055

State - income taxes

7,822

-

7,822

Tax and social security liabilities excluding income tax

212,806

-

212,806

Other liabilities

63,255

-

63,255

Current liabilities

477,401

26,769

504,170

TOTAL LIABILITIES

1,256,289

166,113

1,422,401

Rental expenses for leases that come under the scope of IFRS 16 are now replaced by depreciation expenses and financial expenses; other contracts are still recognised as external expenses as previously.

10

2019 HALF-YEARLY FINANCIAL REPORT

01

CONSOLIDATED FINANCIAL STATEMENTS

The expenses published in note 9.2 of the 2018 consolidated financial statements are reconciled with the new accounting treatment as follows:

in thousands of euros

31 Dec. 2018

Rental expenses 31 December 2018

(55,550)

Rental expenses adjusted under IFRS 16:

(32,682)

2018 lease payments

Rental expenses not adjusted under IFRS 16:

(9,370)

IT and software leases

Real estate rental expenses

(4,819)

Vehicles - commitment < 12 months

(4,721)

Real estate - commitment < 12 months

(2,586)

Others

(1,372)

The impact on the main income statement aggregates at 30 June 2019 is as follows:

in thousands of euros

Excluding IFRS 16

30 June 2019

Published

IFRS 16 impact

Operating profit

59,168

849

60,017

Financial income/(expense)

(6,519)

(1,657)

(8,176)

Consolidated net income

27,101

(808)

26,293

1.2.3 Other IFRS standards and interpretations

IFRIC 23 interpretation "Uncertainty over Income Tax Treatments", published by the IASB in June 2017, is applicable for financial years beginning on, or after, 1 January 2019.

This interpretation of IAS 12 "Income Taxes" clarifies the treatment of any situation of uncertainty regarding the acceptability of a tax treatment relating to income tax. The first-time application of this standard had no significant impact on the Group's financial statements.

The other standards applicable from 1 January 2019 had no significant impact on the Group's financial statements:

  • Amendments to IFRS 9 "Prepayment Features with Negative Compensation"
  • Amendments to IAS 28 "Long-Term Interests in Associates and Joint Ventures"
  • Annual improvements to IFRS standards, 2015-2017 cycle
    Amendments to IFRS 3 "Business Combinations" & IFRS 11 "Joint Arrangements"
    Amendments to IAS 12 "Income Taxes"
    Amendments to IAS 23 "Borrowing Costs"
  • Amendments to IAS 19 "Plan Amendment, Curtailment or Settlement"

The Group has elected not to early-adopt the standards, interpretations and amendments adopted by the European Union before 30 June 2019, for which early application was possible, but which become effective after that date. This relates primarily to the following standards:

  • IFRS 17 "Insurance Contracts"
  • IFRS 3 amendments "Change in Definition of a Business"
  • IAS 1 and IAS 8 amendments "Change in Definition of 'Material' "

2019 HALF-YEARLY FINANCIAL REPORT

11

01

CONSOLIDATED FINANCIAL STATEMENTS

1.3 Management estimates

The preparation of consolidated financial statements under IFRS requires the use of estimates and assumptions that have an impact on the financial statements. These estimates and assumptions are based on information available when they are drawn up. Estimates may be revised in the event of change in the circumstances on which they were based. Actual results may therefore differ from the initial estimate.

The consolidated financial statements for the year were prepared taking into account the prevailing macroeconomic environment and the financial market parameters available as of the reporting date, in particular for the estimates below.

The use of estimates impacts the following information in particular:

  • the assumptions used for asset impairment testing,
  • the calculation of deferred tax assets,
  • the assessment of earnings based on the state of progress of contracts,
  • the measurement of the expense related to the allocation of free and performance shares,
  • the measurement of provisions and pension commitments,
  • the estimate of projects eligible for research tax credits.

1.4 Consolidation methods

The companies over which the Group directly or indirectly exercises exclusive control are consolidated by the full consolidation method.

Exclusive control is assessed in accordance with the criteria set out in IFRS 10 (power over the relevant activities, exposure to variable returns and ability to use power to affect the amount of returns). This is presumed to be the case in companies in which the Group directly or indirectly holds at least 50% of voting rights. Immediately exercisable potential voting rights, including those held by another entity, are taken into account in assessing control.

The analysis of joint arrangements pursuant to the criteria set out in IFRS 11 has resulted in the identification of joint ventures, but no joint activities. Joint ventures are consolidated by the equity method.

As at 30 June 2019, similarly to 30 June 2018, only one company was consolidated by the equity method (notes 1.6 and 2.5).

1.5 Significant accounting policies

1.5.1 Impairment of non-currentnon-financial assets

Impairment testing is performed at the close of the financial year, as described in Note 2.10 to the consolidated financial statements for the year ending 31 December 2018, which is included in the 2018 Registration Document. Impairment testing was only performed as of 30 June in cases where indications of impairment existed as of 31 December 2018 or were identified during the half-year to 30 June 2019.

The application of these policies did not result in the recognition of impairment in the six months under review.

1.5.2 Tax expense

In accordance with IAS 34, tax expense on earnings is recognised in the interim financial statements on the basis of the best estimate of the weighted average annual income tax rate expected for the full year. Deferred tax assets are recognised only when their recovery is deemed likely.

1.5.3 Subsidies

In accordance with IAS 20, subsidies (including research tax credits) are deducted from the expense to which they relate.

The amount recognised in regard to the six months to 30 June 2019 is calculated based on the estimated eligible expenses.

1.5.4 Leases

Leases are recognised on the balance sheet at the outset of the lease at the present value of future payments. These leases are recognised under "Lease liabilities (IFRS 16)" on the liabilities side, offset by "Rights-of-use IFRS 16" on the assets side.

12

2019 HALF-YEARLY FINANCIAL REPORT

01

CONSOLIDATED FINANCIAL STATEMENTS

They are amortised over the term of the lease, which is typically the fixed period of the lease unless there is a stated intention to renew or terminate. In the Income Statement, depreciation and amortisation expenses are recognised in the operating result and interest expenses in the financial income. The tax effect of this consolidation restatement is accounted for through the recognition of deferred taxes. Leases of low-value assets (less than USD 5,000) or short-term leases (less than 12 months) are recognised directly as expenses.

1.6 Scope of consolidation

Companies

%

%

Consolidation

Country in which the

control

interest

method (1)

company is based

AKKA TECHNOLOGIES SE

-

-

CE

Belgium

AEROCONSEIL SAS

100%

100%

FC

France

AKKA ENERGY SAS

100%

100%

FC

France

AKKA I&S SAS

100%

100%

FC

France

AKKA INFORMATIQUE ET SYSTEMES SAS

100%

100%

FC

France

AKKA INGENIERIE PRODUIT SAS

100%

100%

FC

France

AKKA LIFE SCIENCE SAS

100%

100%

FC

France

AKKA MANAGER SARL

100%

100%

FC

France

AKKA RESEARCH SAS

100%

100%

FC

France

AKKA SERVICES SAS

100%

100%

FC

France

EKIS FRANCE SAS

100%

100%

FC

France

EKIS SAS

100%

100%

FC

France

ELRON CONSULTING SARL

100%

100%

FC

France

ERDIMAT SAS

100%

100%

FC

France

AKKA HIGH TECH SAS

100%

100%

FC

France

MATIS HOLDING SAS

100%

100%

FC

France

MODELISATION ASSISTANCE TECHNIQUE INFORMATIQUE SCIENTIFIQUE (MATIS) SA

100%

100%

FC

France

OPERANTIS SAS

100%

100%

FC

France

OPERANTIS-SI SARL

100%

100%

FC

France

REAL FUSIO SAS

100%

100%

FC

France

SOLIANTIS SARL

100%

100%

FC

France

AKKA DEUTSCHLAND GmbH

100%

100%

FC

Germany

AKKA EMV GmbH

100%

100%

FC

Germany

AKKA GERMANY GmbH

100%

100%

FC

Germany

AKKA SERVICES GmbH

100%

100%

FC

Germany

ATP AUTOMOTIVE TESTING PAPENBURG GmbH

100%

100%

FC

Germany

ELEKTRONISCHE FAHRWERKSYSTEME GmbH

51%

51%

EM

Germany

AKKA MANAGEMENT SERVICES GmbH (formerly GIGATRONIK HOLDING GmbH)

100%

100%

FC

Germany

AKKA DNO GmbH (formerly GIGATRONIK KOLN GmbH)

100%

100%

FC

Germany

AKKA DSO GmbH (formerly GIGATRONIK MUNCHEN GmbH)

100%

100%

FC

Germany

AKKA DSW GmbH (formerly GIGATRONIK STUTTGART GmbH)

100%

100%

FC

Germany

AKKA Consulting GmbH (formerly MBTECH CONSULTING GmbH)

100%

100%

FC

Germany

AKKA EMC GmbH (formerly MBTECH EMC GmbH)

100%

100%

FC

Germany

AKKA GmbH & Co. KGaA (formerly MBTECH GROUP GmbH & Co. KGaA)

100%

100%

FC

Germany

AKKA Verwaltungs GmbH (formerly MBTECH VERWALTUNGS - GmbH)

100%

100%

FC

Germany

AKKA CONCEPT GmbH (formerly PROCEDA GmbH)

100%

100%

FC

Germany

SYSTEM DESIGN GmbH

100%

100%

FC

Germany

2019 HALF-YEARLY FINANCIAL REPORT

13

01

CONSOLIDATED FINANCIAL STATEMENTS

Companies

%

%

Consolidation

Country in which the

control

interest

method (1)

company is based

AKKA Austria GmbH (formerly GIGATRONIK Austria GmbH)

100%

100%

FC

Austria

AKKA BELGIUM SA

100%

100%

FC

Belgium

AKKA FINANCE SPRL

100%

100%

FC

Belgium

AKKA INTERNATIONAL SA

100%

100%

FC

Belgium

AKKA GROUPE AMERIQUE DU NORD INC

100%

100%

FC

Canada

AKKA TECHNOLOGIES BEIJING Ltd.

100%

100%

FC

China

ERLKONIG MANAGEMENT CONSULTING BEIJING Ltd.

100%

100%

FC

China

MB SIM TECHNOLOGY Co. Ltd.

100%

100%

FC

China

AKKA CONGO SA

70%

70%

FC

Congo

AKKA MIDDLE EAST DMCC

100%

100%

FC

Dubai

AKKA MIDDLE EAST LLC

100%

100%

FC

Qatar

AKKA TECHNOLOGIES SPAIN SL

100%

100%

FC

Spain

ALL ENERGY CORIALIS WEST AFRICA SL

51%

51%

FC

Spain

CORIALIS ANGOLA SL

100%

100%

FC

Spain

EDELWAY SPAIN SL

100%

100%

FC

Spain

AKKA DEVELOPMENT UK LTD

100%

100%

FC

Great Britain

AKKA RESOURCING LIMITED *

100%

100%

FC

Great Britain

MBTECH HUNGARY ENGINEERING AND CONSULTING LLC

100%

100%

FC

Hungary

BERTONE DIGITAL MOBILITY SRL

100%

100%

FC

Italy

AKKA ENERGY Srl

100%

100%

FC

Italy

AKKA ITALIA SRL

100%

100%

FC

Italy

CTP SYSTEM SRL

100%

100%

FC

Italy

AKKA JAPAN K.K

100%

100%

FC

Japan

AKKA DEVELOPMENT SARL

100%

100%

FC

Luxembourg

AKKA NETHERLANDS BV

100%

100%

FC

The Netherlands

AEROCONSEIL PACIFIC SAS

100%

100%

FC

French Polynesia

MBTECH BOHEMIA s.r.o.

100%

100%

FC

Czech Republic

AKKA ROMSERV SRL

100%

100%

FC

Romania

AKKA TECHNOLOGIES SINGAPORE LTD

100%

100%

FC

Singapore

AKKA SLOVAKIA s.r.o.

100%

100%

FC

Slovakia

AKKA SWITZERLAND SA

100%

100%

FC

Switzerland

EDELWAY AG

100%

100%

FC

Switzerland

THE AKKADEMY SWITZERLAND SA

100%

100%

FC

Switzerland

AKKA DIGITAL SWISS AG (formerly GIGATRONIK TECHNOLOGIES AG)

100%

100%

FC

Switzerland

LEORA HUMAN CAPITAL SA

100%

100%

FC

Switzerland

AKKA TECHNOLOGIES MUHENDISLIK VE DANISMANLIK Limited Sirketi LLC

100%

100%

FC

Turkey

MBTECH MUHENDISLIK VE DANISMANLIK Limited Sirketi LLC

100%

100%

FC

Turkey

AKKA DEV US INC

100%

100%

FC

USA

AKKA GROUP NORTH AMERICA Inc.

100%

100%

FC

USA

MBTECH NORTH AMERICA Inc.

100%

100%

FC

USA

MB-TECHNOLOGY NA LLC.

100%

100%

FC

USA

PDS TECH Inc.

100%

100%

FC

USA

(1) CE = Consolidating Entity; FC = Full Consolidation; EM = Equity Method

Changes in the scope of consolidation in the first half of 2019

There was no significant change in the scope of consolidation in the first half of 2019.

Changes in percentage interests

There was no significant change in percentage interests held in the first half of 2019.

14

2019 HALF-YEARLY FINANCIAL REPORT

02

CONSOLIDATED FINANCIAL STATEMENTS

2. NOTES TO THE INCOME STATEMENT

2.1 Segment information

Segment information is provided pursuant to IFRS 8. The information provided in the segment breakdown is based on the internal reporting used by the chief operating decision-maker (Group Executive Committee) to assess the performance of the various segments.

As of the end of June 2019, the Group had identified 4 segments within the meaning of IFRS 8 on segment reporting, representing geographic regions, namely France, Germany, North America and International (excluding Germany and North America).

With the exception of France, Germany and the United States, no country has reached the threshold of 10% in terms of revenue or profit cited in IFRS 8.

June 2019 - in thousands €

France

Germany

International

North America

Other

TOTAL

INCOME STATEMENT

330,823

255,393

152,771

152,435

(0)

891,422

External revenue

% of revenue

37.1%

28.7%

17.1%

17.1%

0.0%

100.0%

Inter-segment revenue

9,029

6,068

11,575

319

26,222

53,212

Revenue

339,852

261,461

164,346

152,753

26,222

944,634

Operating income and expenses

(305,930)

(235,705)

(135,787)

(146,875)

(7,108)

(831,404)

Operating profit

24,893

19,688

16,984

5,560

(7,108)

60,017

Free shares and stock options

(3,393)

Other non-current income and expenses

(11,522)

Cost of net financial debt

(7,978)

Other financial income and expenses

(198)

Tax expense

(10,633)

Net profit

26,293

June 2018 - in thousands €

France

Germany

International

North America

Other

TOTAL

INCOME STATEMENT

306,042

251,970

143,810

10,078

1

711,902

External revenue

% of revenue

43.0%

35.4%

20.2%

1.4%

0.0%

100.0%

Inter-segment revenue

10,092

3,665

7,755

1,172

20,037

42,720

Revenue

316,134

255,635

151,565

11,250

20,038

754,622

Operating income and expenses

(284,143)

(233,465)

(128,430)

(9,966)

(7,070)

(663,074)

Operating profit (3)

21,901

18,504

15,380

112

(7,069)

48,829

Free shares and stock options

(3,743)

Other non-current income and expenses

(7,997)

Cost of net financial debt

(8,135)

Other financial income and expenses

(1,289)

Tax expense

(7,088)

Net profit

20,577

June 2019 - in thousands €

France

Germany

International

North America

Other

TOTAL

REVENUE BY ACTIVITY

252,383

240,431

87,599

135,896

-

716,310

Mobility

Others

78,439

14,962

65,172

16,539

-

175,112

External revenue

330,823

255,393

152,771

152,435

-

891,422

June 2018 - in thousands €

France

Germany

International

North America

Other

TOTAL

REVENUE BY ACTIVITY

231,260

238,959

76,120

9,973

-

556,311

Mobility

Others

74,783

13,011

67,690

105

1

155,591

External revenue

306,043

251,970

143,810

10,078

1

711,902

2019 HALF-YEARLY FINANCIAL REPORT

15

02

CONSOLIDATED FINANCIAL STATEMENTS

June 2019 - in thousands €

France

Germany

International

North

Other

TOTAL

America

BALANCE SHEET

211,601

288,274

99,052

76,801

37,888

713,616

Segment assets (1)

Segment financial liabilities (2)

59,723

78,865

20,613

16,507

537,945

713,652

  1. Goodwill, intangible assets and property, plant and equipment, IFRS 16 rights of use, other non-current assets accounted for by the equity method
  2. Financial liabilities including IFRS 16 leases

December 2018 - in thousands of euros

France

Germany

International

North

Other

TOTAL

America

BALANCE SHEET

151,280

214,076

80,322

71,454

32,204

549,335

Segment assets (1)

Segment financial liabilities

259

4,927

2,659

18,476

524,694

551,015

(1) Goodwill, intangible assets and property, plant and equipment, other non-current assets accounted for by the equity method

2.2 External expenses

Amounts in thousands of euros

30 June 2019

30 June 2018

Sub-contracting

(72,781)

(73,497)

Other external expenses*

(101,594)

(112,186)

External expenses

(174,375)

(185,683)

* Including restatement of the IFRS 16 rental expense of €16,236 thousand in 2019.

2.3 Employees

2.3.1 Workforce of consolidated companies

Workforce at end of period

Average workforce

30 June 2019

30 June 2018

30 June 2019

30 June 2018

France

7,721

7,595

7,861

7,399

Germany

4,911

4,880

4,944

4,874

International

3,907

3,844

3,974

3,756

North America

3,991

214

3,935

198

Others

94

86

92

86

TOTAL

20,624

16,619

20,806

16,313

2.3.2 Personnel expenses

Amounts in thousands of euros

30 June 2019

30 June 2018

Wages and salaries

(502,827)

(358,832)

Social security contributions

(124,790)

(108,144)

Personnel expenses

(627,617)

(466,976)

Subsidies were deducted from personnel expenses in the amount of €11,239 thousand for the period ending 30 June 2019, compared with €15,917 thousand in the period ending 30 June 2018.

This lower amount is as a result of changes to the French tax credit for competitiveness and employment (CICE) reducing social security contributions in 2019.

16

2019 HALF-YEARLY FINANCIAL REPORT

02

CONSOLIDATED FINANCIAL STATEMENTS

2.4 Depreciation and provisions

Amounts in thousands of euros

30 June 2019

30 June 2018

Net depreciation, amortisation and impairment of assets

(11,629)

(10,202)

Depreciation, amortisation and impairment of rights of use - IFRS 16

(15,387)

-

Net impairment of current assets

(225)

(460)

Provisions for risks and expenses

1,594

762

Net depreciation and provisions

(25,647)

(9,900)

2.5 Investments in associates

Elektronische Fahrwerksysteme GmbH (EFS) is jointly owned by AKKA DSO GmbH (51%) and AEV GmbH (subsidiary of the Audi Group) (49%); it has been accounted for by the equity method at 51% since 1 January 2017.

Amounts in thousands of euros

EFS

Percentage interest in equity associates

51%

1 January 2019 *

46,230

Share of net income of equity associates

1,209

Dividends received from associates

-

30 June 2019

47,439

* of which goodwill allocated to associates

2.6 Other non-current income and expenses

30 June 2019

30 June 2018

Acquisitions, integrations and restructuring

886

374

Transformation and strategic programmes

4,977

4,601

Launch of new activities

3,216

2,132

Others

2,445

890

Other non-current income and expenses

11,523 374

7,997

Other non-current income and expenses consist primarily of expenses intended to consolidate and accelerate the Group's profitable and sustainable development over the next few years, as defined in its strategic plan.

2.7 Financial income 2.7.1 Cost of net financial debt

Amounts in thousands of euros

30 June 2019

30 June 2018

Income from cash and cash equivalents

148

129

Interest expenses

(6,471)

(8,264)

Interest expenses - IFRS 16

(1,655)

-

Cost of gross financial debt

(8,126)

(8,264)

COST OF NET DEBT

(7,978)

(8,135)

2.7.2 Other financial income and expenses

Amounts in thousands of euros

30 June 2019

30 June 2018

Other financial income and expenses

(198)

(1,289)

2019 HALF-YEARLY FINANCIAL REPORT

17

02

CONSOLIDATED FINANCIAL STATEMENTS

2.8 Income tax

Amounts in thousands of euros

30 June 2019

30 June 2018

Current tax

(6,713)

(3,658)

CVAE (French business tax based on added value)

(3,920)

(3,430)

Total corporation tax

(10,633)

(7,088)

In accordance with IAS 34, the current tax expense for the period under review was recognised on the basis of the average effective rate expected over the full year in 2019.

18

2019 HALF-YEARLY FINANCIAL REPORT

03

CONSOLIDATED FINANCIAL STATEMENTS

3 NOTES TO THE BALANCE SHEET

3.1 Goodwill

Cash-generating unit

30 June 2019

Change in the scope

Translation

Other changes

31 Dec. 2018

of consolidation

adjustments

France

131,291

-

-

-

131,291

Germany

97,455

-

-

-

97,455

USA

70,516

-

431

-

70,085

Italy

32,011

-

-

-

32,011

Benelux

14,117

-

-

-

14,117

Spain

10,610

-

-

-

10,610

Switzerland

5,193

-

16

-

5,176

Romania

100

-

(2)

-

102

Amount of goodwill

361,293

-

446

-

360,847

The implementation of the procedures defined in Note 1.5.1 did not result in the recognition of any impairment in the financial statements for the six months to 30 June 2019, as was the case for the year ending 31 December 2018.

No significant acquisitions were made during the first half of 2019.

The amount of goodwill related to earn-out payments and associated holdbacks came to €3,327 thousand, offsetting a debt to the vendors recorded in the "Other liabilities" line of the balance sheet for the same amount.

3.2 Intangible assets and property, plant and equipment

Amounts in thousands of euros

Gross

Depreciation on

Total

intangible fixed assets

intangible fixed assets

1 January 2018

60,819

(43,451)

17,368

Changes in the scope of consolidation

1,450

(950)

500

Acquisitions

5,707

-

5,707

Transfers

(1,126)

1,091

(35)

Depreciation

-

(5,149)

(5,149)

Translation adjustments

(38)

29

(9)

Other changes

1,618

(11)

1,607

31 December 2018

68,430

(48,440)

19,990

Changes in the scope of consolidation

-

-

-

Acquisitions

3,217

-

3,217

Disposals

(49)

47

(2)

Depreciation and amortisation

-

(2,941)

(2,941)

Translation adjustments

26

(19)

6

Other changes

(262)

404

142

30 June 2019

71,361

(50,949)

20,412

Amounts in thousands of euros

Gross

Depreciation on

Total

intangible fixed assets

intangible fixed assets

1 January 2018

201,236

(118,309)

82,927

Changes in the scope of consolidation

11,737

(9,094)

2,643

Acquisitions

29,286

-

29,286

Transfers

(27,583)

22,060

(5,524)

Depreciation

-

(16,532)

(16,532)

Translation adjustments

(326)

174

(152)

Other changes

(1,637)

148

(1,489)

31 December 2018

212,713

(121,553)

91,160

Changes in the scope of consolidation

(18)

18

-

Acquisitions

11,656

-

11,656

Disposals

(1,619)

1,235

(384)

Depreciation and amortisation

-

(8,626)

(8,626)

Translation adjustments

255

(138)

117

Other changes

(235)

13

(222)

30 June 2019

222,752

(129,052)

93,701

2019 HALF-YEARLY FINANCIAL REPORT

19

03

CONSOLIDATED FINANCIAL STATEMENTS

3.3 Rights of use (IFRS 16)

Analysis of rights of use per category of underlying assets:

Amounts in thousands of euros

Real

Vehicle

Other

Total

estate

rights of

rights of

rights of use

use

use

31 December 2018

-

-

-

-

First-time application of IFRS 16

154,858

10,646

608

166,113

Changes in the scope of consolidation

-

-

-

-

Acquisitions

3,193

1,895

-

5,088

Disposals

-

(1)

-

(1)

Depreciation and amortisation

(12,729)

(2,526)

(131)

(15,385)

Translation adjustments

(27)

1

(0)

(26)

Other changes

(91)

(24)

-

(115)

30 June 2019

145,204

9,992

477

155,674

3.4 Other non-current assets

This item mainly includes receivables in respect of R&D subsidies for the amount of €35,098 thousand (compared with €31,109 thousand as at 31 December 2018).

3.5 Trade receivables and related accounts

Amounts in thousands of euros

30 June 2019

31 Dec. 2018

Work in progress for customers

124,964

131,696

Unbilled work

186,518

139,100

Gross trade receivables

311,481

270,796

Provisions

(8,892)

(8,888)

Net trade receivables

302,589

261,908

Unmatured receivables assigned to the factor and derecognised totalled €251,818 thousand as at 30 June 2019 compared with €208,775 thousand as at 31 December 2018. They represent the total amount of unmatured receivables assigned to the factor and not yet settled by customers, and are recorded as a credit in the trade receivables account.

3.6 Other receivables

Other net receivables amounted to €94,563 thousand as at 30 June 2019 consisting primarily of Treasury claims in the amount of €46,568 thousand.

Other net receivables amounted to €86,112 thousand as at 31 December 2018, including Treasury claims in the amount of €56,055 thousand.

In 2019, as in 2018, following analysis ofthe maturity ofotherreceivables, the portion due in more than one yearhas been reclassified in "Other non-current assets" (see Note 3.4).

3.7 Cash and cash equivalents

This item breaks down as cash in the amount of €187,225 and cash equivalents in the net amount of €95 thousand.

Cash includes funds which were made available by the factor but not used in the amount of €65,859 thousand as at 30 June 2019 (compared with €91,924 thousand as at 31 December 2018).

20

2019 HALF-YEARLY FINANCIAL REPORT

03

CONSOLIDATED FINANCIAL STATEMENTS

3.8 Share capital and share premium

As at 30 June 2019, the share capital of AKKA Technologies comprised 20,291,990 shares with a par value of €1.53 each, or a total of €31,047 thousand, and the share premium stood at €656 thousand. These items varied as follows in the first half of 2019:

Number of

Carrying

Amount

Share

Comment

shares

value

of share capital

premium

31 December 2017

20,291,990

1.53

31,047

-

Increase in capital

-

1.53

-

656

Contribution premium

31 December 2018

20,291,990

1.53

31,047

656

Capital increase

-

1.53

-

-

30 June 2019

20,291,990

1.53

31,047

656

Potentially dilutive instruments:

As part of the performance share plan introduced by the Combined Shareholders' Meeting of 16 June 2016, and put in place by AKKA Technologies SE's Board of Directors in 2016 and 2017, 392,898 shares were transferred to 248 beneficiaries in April 2019. This volume corresponds to an allocation of 117% of the initial objectives, based on performance criteria (operational profitability and cash generation).

Moreover, on 20 March 2018, the Board of Directors approved the allocation of 2 tranches of 10,000 shares to former shareholders of recently acquired companies in order to streamline integration into the Group. This allocation is subject to the condition of continued presence within the Group until 31 December 2019 for the 2nd tranche.

On 6 December 2018, the Board of Directors also approved the allocation of 20,000 shares to an employee, to be allocated in 2022 subject to cumulative conditions of continued presence in the workforce and the achievement of performance criteria, with a cap set at 200%.

Issuer

AKKA Technologies

AKKA Technologies

Decision of the Board of Directors

20/03/2018

06/12/2018

Type of plan

Allocation of free shares

Allocation of performance shares

Maximum number of shares that can be allocated

10,000

40,000

Number of shares to be allocated in the event of objectives being fully reached

2,975

20,000

Estimated number of shares to be allocated

2,975

20,000

Means of settlement

Issuance of securities

Issuance of shares

End of the vesting period

31/12/2019

31/03/2022

Conditions for beneficiaries leaving the Group's service

loss

loss

Share price on allocation (EUR)

46.30

49.10

Shares lost as at 30/06/2019

-

-

Lock-up period

None

None

On 15 June 2017, the Shareholders' Meeting approved the principle of stock option plans in a decision confirmed by the Shareholders' Meeting held on 22 February 2018; as such, two plans are being drawn up as at 30 June 2019:

Date allocated by the Board

19/11/2018

Stock options

07/12/2018

Number of remaining options

20,000

6,000

Potential number of corresponding shares

20,000

6,000

First date it can be exercised

01/01/2022

01/01/2022

Last date it can be exercised

30/06/23

30/06/23

First possible disposal date

01/01/22

01/01/22

Strike price in euros (per option)

62.40

58.70

2019 HALF-YEARLY FINANCIAL REPORT

21

03

CONSOLIDATED FINANCIAL STATEMENTS

The company is not subject to any specific regulatory or contractual obligations in respect of its share capital. The Group has no specific management policy in respect of share capital. The choice between funding through debt or capital increase is made depending on the prospective transaction. Shareholders' equity monitored by the Group contains the same components as consolidated equity.

Dilutive instruments represented 0.24% of share capital as at 30 June 2019.

3.9 Current and non-current provisions

Amounts in thousands of euros

Current

Non-Current

Maturity

30 June 2019

31 Dec. 2018

30 June 2019

31 Dec. 2018

Provisions for litigations and risks

2,228

3,264

7,365

7,471

Provisions for pensions

-

-

19,409

17,268

Provisions for taxes

-

-

1,099

1,099

Provisions for other expenses

677

1,043

858

851

Total

2,905

4,307

28,731

26,689

Change in provisions

Amounts in thousands of euros

Litigations and risks

Pensions

Taxes

Other provisions

Total

1 January 2018

11,540

16,849

1,099

1,968

31,457

Changes in the scope of consolidation

-

-

-

-

-

Allowances

1,628

1,291

-

251

3,170

Reversals of used provisions

(2,275)

(167)

-

(313)

(2,755)

Reversals of unused provisions

(169)

(143)

-

(11)

(323)

Translation adjustments

(1)

-

-

(1)

(3)

Actuarial gains (losses)

-

(563)

-

-

(563)

Reclassifications and other

12

-

-

-

12

31 December 2018

10,735

17,268

1,099

1,894

30,996

Changes in the scope of consolidation

-

-

-

-

-

Allowances

543

713

-

337

1,593

Reversals of used provisions

(1,638)

(230)

-

(696)

(2,564)

Reversals of unused provisions

(50)

-

-

-

(50)

Translation adjustments

4

-

-

-

4

Actuarial gains (losses)

-

1,687

-

-

1,687

Reclassifications and other

-

(29)

-

-

(29)

30 June 2019

9,592

19,410

1,099

1,535

31,636

3.10 Financial liabilities

The financial liabilities shown below exclude the debt resulting from external growth described in 3.11.

Amounts in thousands of

Borrowings and

Leases

IFRS 16 lease liabilities

Total financial liabilities*

euros

other financial liabilities

Maturity

30 June 2019

31 Dec. 2018

30 June 2019

31 Dec. 2018

30 June 2019

31 Dec. 2018

30 June 2019

31 Dec. 2018

Current (less than one year)

82,833

70,299

646

856

28,769

-

112,248

71,155

1 to 5 years

336,553

343,493

1,478

1,490

76,070

-

414,101

344,983

More than 5 years

132,500

132,500

2,173

2,377

52,630

-

187,303

134,877

Total

551,886

546,292

4,297

4,723

157,469

-

713,652

551,015

*Including the IFRS 16 lease liability

The portion of financial liabilities due within one year appears on the balance sheet under "current financial liabilities". The portion due in more than a year appears under "non-current financial liabilities".

22

2019 HALF-YEARLY FINANCIAL REPORT

03

CONSOLIDATED FINANCIAL STATEMENTS

Change in financial liabilities between 31 December 2018 and 30 June 2019 breaks down as follows:

Amounts in thousands of euros

1 January

Cash variations

Translation

Non-cash variations

Other non-

30 June

Incr.

Decr.

Change in

Change of

2019

adjustments

fair value

method

cash var.

2019

Loans from credit institutions

545,624

10,000

(6,449)

166

(208)

-

2,082

551,215

Restatement of leasing contracts

4,723

-

(426)

-

-

-

-

4,297

Bonds

-

-

-

-

-

-

-

-

Other borrowings

668

-

(19)

2

-

-

20

671

Financial liabilities

551,015

10,000

(6,894)

168

(208)

-

2,102

556,183

Cash equivalents

(243)

-

148

-

-

-

-

(95)

Cash

(271,542)

-

84,317

-

-

-

-

(187,225)

Cash and cash equivalents

(271,785)

-

84,465

-

-

-

-

(187,320)

Net debt excluding IFRS 16 lease liability

279,230

10,000

77,571

168

(208)

-

2,102

368,863

IFRS 16 lease liabilities

-

-

(13,848)

(22)

141

166,113

5,086

157,470

Net debt

279,230

10,000

63,723

146

(67)

166,113

7,188

526,333

Note that on 30 October 2014, the Group further restructured its medium-term financing by placing a Schuldscheindarlehen- type loan (placement subject to German law). The €140 million placement matures in five to seven years. It includes a fixed tranche and a variable tranche, fully hedged by a swap contract. At the end of December 2017, partial payments were made for all variable parts, i.e. €67.0 million for the 5-year tranche and €13.5 million for the 7-year tranche.

On 31 October 2017, the Group issued a further Schuldscheindarlehen-type loan for an amount of €450 million, comprising 5 fixed and variable tranches of 5-, 7- and 10-year maturities, with an average cost of financing slightly below 1.5%.

With regard to short-term financing:

  • on 30 June 2016, AKKA Technologies signed a new five-year €200 million revolving credit facility, replacing the 2012 contract;
  • AKKA Technologies also implemented a €300 million NEU CP (Negotiable European Commercial Paper) in the first quarter of 2017.

As at 30 June 2019, €25 million were drawn against this NEU CP facility.

Pledges and guarantees amounted to €0 as of 30 June 2019, compared with €110,002 as of 31 December 2018.

  • In the context of acquisitions, no vendor guarantee nor any collateral clause covering assets and liabilities through sureties is in force as of 30 June 2019;
  • With the application of IFRS 16, off-balance sheet commitments related to real estate lease guarantees are no longer required, since these commitments are included in liabilities on the balance sheet.

As of 30 June 2019, the covenants negotiated with the Group's banks were as follows:

Leverage Ratio: Consolidated Net Debt/Consolidated EBITDA < 3.5x as of 30 June and 31 December each year;

Gearing Ratio: Consolidated Net Debt/Equity < 1.5 x as at 30 June and 31 December each year.

These two covenants are defined according to the IFRS standards applicable at the date of signature of the bank contracts, therefore excluding the impact of IFRS 16. The Group was in compliance with both covenants as at 30 June 2019.

Hedging instruments

On 30 October 2014, the Group signed an interest rate hedging contract on the Schuldschein loan to protect itself against a possible increase in 6-month Euribor. The derivative financial instrument is a SWAP contract with the following characteristics:

SWAP at a fixed rate of 0.465% (matures on 30 October 2019) for an amount of €67.0 million;

SWAP at a fixed rate of 0.710% (matures on 30 October 2021) for an amount of €13.5 million;

2019 HALF-YEARLY FINANCIAL REPORT

23

03

CONSOLIDATED FINANCIAL STATEMENTS

This hedging instrument meets the definition of a cash flow hedge; the hedging qualification was maintained given that the variable rate tranches of the new Schuldschein loan have the same underlying characteristics and the same interest payment dates as the previous one, with higher notional amounts. The change in its fair value was recorded in the amount of €208 thousand in other comprehensive income as at 30 June 2019.

3.11 Other liabilities

Amounts in thousands of euros

30 June 2019

31 Dec. 2018

Other liabilities related to external growth

3,327

17,510

Deferred income

17,576

31,698

Dividends payable

14,026

-

Other items

12,410

14,047

Total other liabilities

47,338

63,255

24

2019 HALF-YEARLY FINANCIAL REPORT

04

CONSOLIDATED FINANCIAL STATEMENTS

4. NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS

4.1 Change in net working capital

Amounts in thousands of euros

30 June 2019

30 June 2018

Inventories

3,358

(1,934)

Trade receivables

(39,686)

(21,277)

Other receivables

(36,088)

(9,656)

Trade payables

(15,998)

12,453

Tax and social security liabilities

(17,697)

(20,609)

Other liabilities (excluding debt related to acquisitions of fixed assets)

4,019

716

Change in net working capital

(102,092)

(40,308)

4.2 Impact of changes in the scope of consolidation

The impact of changes in the scope of consolidation corresponds to earn-out and purchase price payments net of cash contributed by the acquired companies.

4.3 Dividends

Dividends in respect of 2018 due in July 2019 amounted to €14,026 thousand or €0.70 per share, compared with €13,768 thousand or €0.70 per share paid in 2018.

2019 HALF-YEARLY FINANCIAL REPORT

25

05

CONSOLIDATED FINANCIAL STATEMENTS

5. SUBSEQUENT EVENTS

On 1 August 2019, AKKA Technologies took out a new €300 million syndicated loan with 4 participating banks. This new syndicated loan matures in 5 years with two possible one-year extensions and will be used primarily to finance the Group's acquisitions.

26

2019 HALF-YEARLY FINANCIAL REPORT

06

CONSOLIDATED FINANCIAL STATEMENTS

6. OTHER INFORMATION

6.1 Financial instruments

As at 30 June 2019, there was no reclassification between the various categories of financial instruments.

6.2 Information on related parties

The following companies meet the definition of related parties within the meaning of IAS 24:

  • Idéactive Events (event organisation);
  • Saône Valley, Andromède Valley, Ralosa (property leasing);
  • BMC Management & Investment, HR Management & Investment, Valvest Management (professional assistance and consulting services).

As transactions with these three companies are not considered material, they are not disclosed in these notes.

6.3 Information relating to risk management

In the course of their operations, companies within the Group are subject to audit by tax authorities and social security bodies. The Group is subject to regular audits of all of its accounting, tax (income tax, subsidies, research tax credits, VAT, etc.) and social security (social security contributions and taxes levied on wages) reporting obligations, for subsidiaries operating both in France and internationally.

Ongoing disputes with the tax administration relate chiefly to research tax credits ("CIR") and, in particular, to the manner in which expenses incurred by approved sub-contracting companies for the determination of their own Research Tax Credit are taken into account.

The Group has made provisions to cover all the ongoing checks as explained in note 9.3 of the notes to the 2018 consolidated financial statements.

The Group and its advisers believe that the changes in the various procedures that took place in the first half of 2019 do not call into question the risk analysis performed as of 31 December 2018.

2019 HALF-YEARLY FINANCIAL REPORT

27

B - HALF-YEARLY ACTIVITY REPORT

Significant events over the last six months

The first half of 2019 was marked by the following events:

1. Revenue and margins

The Group recorded revenue of €891.4 million during the first half of the year. Sales rose +25.2% in the first half of 2019, 5.9% of which was organic (+6.6% in Q1 and +5.1% in Q2) thanks to strong growth in the France Business Unit and AKKA North America.

  • The France Business Unit recorded strong economic growth of 9.0% in the first half of the year, with revenue of €330.8 million. Demand is strong in all sectors of activity. Growth was sustained in particular by the numerous digital projects won in the automotive, aerospace and rail sectors and this should continue to be the case over the next few quarters. After having significantly improved its staff activity rate (excluding holidays) in H1 and reaching its optimum in May, the BU is once again stepping up its recruitment momentum to foster future growth. The operating margin rose to 7.5% in the first half of 2018 (7.2% in H1 2018). The increase in revenue per employee offset the inherent weakness of the staff activity rate in the first quarter. The rise in the staff activity rate since late May and the strong growth momentum bode well for margins in the second half of the year.
  • The Germany Business Unit recorded first-half revenue of €255.4 million, with economic growth of 2.1%. This growth does not reflect the expected growth momentum. The seasonal impact is strong this year due to a low number of working days in H1, and activity has been duly slowed down with the establishment of the new organisation and the adoption of the AKKA one brand strategy. Improved productivity at the centres of excellence and an increased revenue per employee helped offset the negative seasonal impact. In total, the BU's operating margin increased by 40 basis points to reach 7.7% over the half-year. The BU should gradually, over the second half of the year, benefit from its close relations with the main German OEMs and from the expected acceleration in the digital sector.
  • Pro forma growth in North America (including PDS Tech) accelerated in the first half to 26.1%. The BU recorded revenue of €152.4 million in the first half of the year. AKKA North America is enjoying strong demand from US and European customers in the United States. Strong growth with Boeing, Honeywell, United Technologies, Daimler and Porsche confirms the relevance of the Group's offer for its US and European customers. The BU's profitability is improving significantly in line with the Group's objectives. It stands at 3.6% for the first half of the year. This improvement is driven by strong organic growth, better renegotiation of certain contracts and the initial effects of the Group's transformation plan. It confirms the Group's objective of achieving an operating margin of 7% in 2020 and 10% in 2022.

•The Group's International activities recorded revenue of €152.8 million the first half of the year, reflecting organic growth of 5.8%. The major hubs that make up the International BU, Northern Europe, Southern Europe and Asia are experiencing strong growth, masked by the specific difficulties faced in Switzerland and in the Energy sector in Italy. With adjustments made for Switzerland and for the Energy business in Italy, international activities posted a 10% growth in revenue, in line with the BU's historic growth. The BU's operating margin continues to bounce back and stands at 11.1% in the first half-year, up from 10.7% in H1 2018 (excluding North America).

2. Operating profit

Operating profit increased by 22.9% to €60 million (€48.8 million in the first half of 2018). The operating profit fell by 20 basis points to 6.7% compared with 6.9% in H1 2018. Excluding PDS Tech, the operating margin from ordinary activities rose by 40 basis points to 7.3%.

3. Cost of net financial debt

The cost of net financial debt stood at €8.0 million as at 30 June 2019, stable compared with 30 June 2018. It includes, in particular, €5.6 million in loan interest (compared with €7.3 million in 2018), a reduction due to repayment of the €100 million bond at the end of June 2018. Interest charges of €1.7 million were recognised as a result of the new IFRS 16 standard.

28

2019 HALF-YEARLY FINANCIAL REPORT

B - HALF-YEARLY ACTIVITY REPORT

4. Net income

The Group's share of consolidated net income was up 40.8%. It amounted to €26.3 million in H1 2019 compared with €18.7 million in H1 2018. The Group's consolidated net profitability stands at 2.9% (2.6% in the first half of 2018).

Main transactions with related parties

See Note 6.2 to the interim condensed financial statements above.

Significant events since 30 June 2019

See Note 5 to the interim condensed financial statements above.

Outlook

2019: the strong momentum in the first half of 2019 affirms the Group's objectives for the 2019 financial year: organic growth above 6%, operating margin from ordinary activities of 8% and free cash flow greater than or equal to 5%.

CLEAR 2022 will enable the company to benefit from the growth offered by the digital revolution and ensure continued improvement in financial performance, reaching the following targets by 2022:

Revenue of €2.5 billion

Current operating profit of €250 million

€150 million in free cash flow

Risks and uncertainties in the second half

See Note 6.3 to the interim condensed financial statements above.

No new risks liable to have a significant impact on the second half of 2019 have been identified since the filing of the 2018 Registration Document.

2019 HALF-YEARLY FINANCIAL REPORT

29

C - STATEMENT BY THE PERSON RESPONSIBLE FOR THE HALF-YEARLY FINANCIAL REPORT

I the undersigned, Mauro RICCI, Chairman and Chief Executive Officer of the AKKA Technologies Group, declare that to the best of my knowledge:

  • The consolidated financial statements for the six months to 30 June 2019 were prepared in accordance with IFRS and give a true and fair view of the financial position and consolidated results of the AKKA Technologies Group and its subsidiaries included in the consolidation;

•The management report for the year ending 30 June 2019 gives a true and fair view of the activities, results and position of the AKKA Technologies Group and its subsidiaries included in the consolidation, as well as a description of the main risks and uncertainties facing the AKKA Technologies Group.

Brussels, 4 September 2019

Mauro Ricci

Chairman and CEO

30

2019 HALF-YEARLY FINANCIAL REPORT

D - REPORT OF THE STATUTORY AUDITOR ON THE LIMITED REVIEW OF THE CONDENSED HALF-YEARLY CONSOLIDATED FINANCIAL STATEMENTS OF AKKA TECHNOLOGIES SE FOR THE SIX MONTHS TO 30 JUNE 2019

Introduction

We have reviewed the accompanying consolidated balance sheet of AKKA Technologies SE (the "Company") and its subsidiaries as of 30 June 2019, and the related consolidated statements of income, changes in equity and cash flows for the six- month period ended on that date together with the explanatory notes, commonly referred to as the "condensed half-yearly consolidated financial statements". These financial statements show a consolidated balance sheet total of €1,381,090 thousand and consolidated net income for the period of €26,293 thousand. The company's Board of Directors is responsible for the preparation and presentation of these condensed half-yearly consolidated financial statements in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union. Our responsibility is to express a conclusion on these condensed half-yearly consolidated financial statements based on our limited review.

Scope of the limited review

We conducted our limited review in accordance with International Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A limited review of the interim financial information consists of conducting interviews, primarily with the staff of the company responsible for financial and accounting matters, and applying analytical and other review procedures. The scope of this work is substantially less than that of an audit conducted in accordance with International Standards on Auditing (ISA), and consequently does not provide us with the assurance that we have identified all material matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our limited review, we have not identified any matters causing us to believe that the accompanying condensed half-yearly consolidated financial statements for the six-month period ended 30 June 2019 have not been prepared in all material respects in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union.

Brussels, 4 September 2019

Ernst & Young Réviseurs d'Entreprises SCCRL Statutory Auditor

represented by

Eric Van Hoof

Partner*

  • Acting for and on behalf of an SPRL [public limited liability company] 20EVH0022

2019 HALF-YEARLY FINANCIAL REPORT

31

AKKA-TECHNOLOGIES.COM

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AKKA Technologies SE published this content on 07 January 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 January 2020 17:22:01 UTC