Pargesa : Consolidated results 3Q 2019 (unaudited)

PRESS RELEASE

Geneva, 31 October 2019

Results at 30 September 2019

Key financial data

	30 September	30 September	31 December	Variation *
CHF million	2019	2018	2018	2019/2018
Consolidated net result (Group share)	316	251	361	+65
Net debt **	113	171	175	-62
Loan To Value ***	1.1%	1.6%	1.9%
Net asset value	10'330	10'723	8'973	+15.1%
Market capitalization	6'501	6'678	6'001	+8.3%

• Variation between September 2019 and September 2018 for the consolidated net result and between September 2019 and December 2018 for net debt, net asset value and market capitalization.
• Pargesa's net debt (when including 50% of GBL's net debt, the net debt amounts to CHF 404 million at end of September 2019 against CHF 566 million at end of December 2018 - see table under Point 4. Net asset value).
• The Loan To Value ratio is calculated on the basis of (i) Pargesa's direct net debt relative to (ii) Pargesa's portfolio value.

Pargesa's consolidated net result (Group share) increased by 26% at 30 September 2019 compared to 30 September 2018 and amounts to CHF 316 million. The increase in the contribution from non-consolidated shareholdings, from private equity and other investment funds as well as the positive variation in net financial income and expenses was partially offset by the decrease from Imerys' contribution and the Parques Reunidos' negative contribution.

During the first half of 2019, GBL took advantage of favourable market conditions to sell 0.6% of Total's capital, through forward sales, maturing in January 2020, and 1% of adidas' capital. The sale of Total shares will generate, for GBL, a capital gain of EUR 411 million and adidas' transaction generated a EUR 333 million gain. These two capital gains totalling EUR 744 million (GBL's share) are recorded directly in equity (adidas in 2019 and Total in 2020, at maturity of the forward contracts) in compliance with IFRS 9, and therefore without any impact on the consolidated net result.

Pargesa's net financial debt significantly decreased to CHF 113 million at 30 September 2019 against CHF 175 million at 31 December 2018.

Since the beginning of the year, Pargesa's net asset value rose by 15% to reach CHF 10.3 billion at the end of September 2019. The evolution of the portfolio during this period was mainly focused on private and alternative assets.

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In summary, the economic result is broken down as follows:

Operating income: CHF 353.0 million at 30 September 2019 compared with CHF 259.8 million at 30 September 2018. Economic operating income in 2019 included a CHF 371.4 million contribution from the participation portfolio compared with CHF 304.8 million in 2018, reflecting:

• The operating contribution from Imerys for CHF 71.5 million compared with CHF 100.0 million in the previous year;
• The dividends received from non-consolidated shareholdings of CHF 267.1 million in 2019, an increase of CHF 79.5 million compared to 2018 (CHF 187.6 million). The change is due to:
• • an increase in the dividends per share paid by some of the portfolio companies (CHF +10 million),
  • the monetization of LafargeHolcim's dividend in shares (CHF +5 million),
  • additional investments made by GBL in Umicore and GEA (CHF +3 million),
  • reimbursements by the French tax authorities of withholding taxes on dividend (CHF +62 million),
  • the decrease in the EUR/CHF exchange rate;
• A contribution in 2019 of CHF 39.2 million from private equity and other funds activities, compared with CHF 20.4 million in 2018;
• A positive contribution in 2019 of CHF 5.0 million from net financial income and expenses, compared with net financial expenses of CHF 20.9 million in 2018.

Non-operatingincome (loss): CHF -36.7 million at 30 September 2019 which represents Pargesa's share of Imerys' and of Parques Reunidos' non-operating result, compared with CHF -8.5 million at 30 September 2018.

As a result of the above, Pargesa's net income(Group share) amounts to CHF 316.3 million at 30 September 2019, compared with CHF 251.3 million at 30 September 2018, marking a growth of 26%.

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1. Group structure

The organisation chart below reflects the Group structure at 30 September 2019 a.:

50.0% b.

Sienna

Capital c.

EUR 1'696 e.

54.0%		6.8%		7.5%		16.7%		9.3%		18.0%		0.6%		8.5%		20.0%		23.3%	f.

EUR 17'401 d.

1. The chart shows the main shareholdings of the portfolio. Shareholdings are expressed as a percentage of the capital held.
2. 51.7% of voting rights (and of economic interest), taking into account the suspended voting rights related to GBL treasury shares.
3. Comprising shareholdings in alternative investment funds.
4. Market value in EUR millions of the main investments held by GBL at 30 September 2019.
5. Estimated value in EUR millions at 30 September 2019.
6. Indirect holding of GBL in Parques Reunidos.

2. 2019 highlights

• In a favourable market context, GBL sold, in March and April 2019 0.6% of Total's capital through forward sales
  maturing in January 2020. Sales were executed at an average spot price of EUR 50.52 per share and at an average forward price of EUR 48.37 per share. They have been prepaid1 in May 2019 for a total amount of EUR 771 million. The capital gain generated by these sales will amount to EUR 411 million at GBL's level and will not impact the consolidated net income in 2020, in accordance with IFRS 9. GBL continues to receive dividends on the disposed shares until the maturity date of the forward sales.
• GBL also seized this market window to monetize 1% of adidas' capital for a net amount of EUR 499 million and generate a capital gain of EUR 333 million which does not impact the income statement under the accounting standard IFRS 9. At the end of September 2019, the participation in adidas, being 6.8% of the capital, was valued at EUR 3'895 million.
• In 2019, GBL continued to strengthen its position in Umicore. At 30 September 2019, GBL holds an 18.0% stake in Umicore (17.7% at the end of 2018), representing a market value of EUR 1'535 million.
• GBL completed its share buyback program (announced in October 2018) of EUR 250 million. Following these purchases, the economic interest of Pargesa in GBL stands at 51.7% at 30 September 2019 against 50.8% at 31 December 2018. On 19 September 2019, GBL's board of directors has authorised the company to put in place a

1 The prepayment of the forward sales of Total shares doesn't impact GBL's net financial position until their maturity in January 2020.

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complementary share buyback program up to EUR 250 million of its own shares. This authorization is valid until 2021.

• On 26 April 2019, Piolin Bidco, S.A.U. announced its intention to launch a voluntary public takeover bid paid in cash

for the shares of Parques Reunidos, alongside EQT AB and Corporación Financiera Alba ("Alba"). On 24 July 2019, the CNMV (Comisión Nacional del Mercado de Valores) authorized the offer, which began on 26 July 2019 and successfully closed on 6 September 2019. In line with their irrevocable commitment in the event of a successful offer, GBL and Alba brought their Parques Reunidos shares to the offer. At the outcome of the offer, GBL indirectly held 23.3% of Parques Reunidos. The delisting of Parques Reunidos is expected to be completed in Q4 2019.

This transaction will speed up the implementation of the value creation strategy within the Parques Reunidos group, focused on optimizing existing parks and further diversifying its portfolio, in particular through acquisitions.

• On 2 August 2019, following the entry into exclusive negotiations on 9 July 2019, GBL announced that it had concluded the contract for the acquisition of the Webhelp group, through an investment vehicle controlled by GBL alongside the co-founding shareholders, Frédéric Jousset and Olivier Duha, and the management team. GBL will invest up to EUR c. 0.8 billion to hold up to 61% of the share capital of the acquiring investment vehicle, based on an estimated Webhelp enterprise value of EUR 2.4 billion. The co-founding shareholders and Webhelp's management team will reinvest a significant portion of their shares alongside GBL and will indirectly hold the balance of the share capital of the acquiring holding company. Frédéric Jousset and Olivier Duha will remain in their role as Executive Chairmen. The acquisition is expected to be completed, after obtaining the required regulatory approvals, during Q4 2019.
  GBL's aim, in partnership with the co-founders and the management team, is to speed up the Webhelp group's organic and external growth strategy in order to support it in its transition from a European player to a world leader. The investment, up to EUR c. 0.8 billion, which represents around c. 4% of GBL's net asset value, is in line with its objective of gradually increasing its exposure to private and controlled assets.
• On 6 September 2019, GBL announced the completion of an offering by its subsidiary Eliott Capital of a EUR 750 million bond exchangeable for existing LafargeHolcim shares guaranteed by GBL. This offering initially relates to approximately 13.2 million LafargeHolcim shares representing approximately 2.1% of the company's share capital and nearly 23% of the LafargeHolcim shares held by the issuer at the date of the offering. The bonds do not bear any interest and have a date of maturity on 30 December 2022, except in the event of early redemption. The bonds have been offered at an issue price of 101% of par and will be redeemed at par at maturity, which corresponds to an annual gross yield of -0.3%. The proceeds of the offering will be used for GBL's general corporate purposes. At 30 September 2019, the participation in LafargeHolcim, being 9.3% of the issued capital, is valued at EUR 2'584 million.
• At the level of Sienna Capital:
  On 13 September 2019, GBL, through its subsidiary Sienna Capital, undertook to co-invest EUR c. 100 million, alongside funds affiliated to the investment company Carlyle in connection with the acquisition of an approximately 37% stake (GBL's share as well as the share of the funds affiliated to the investment company Carlyle) in Compañía Española de Petróleos, S.A.U ("Cepsa"). Headquartered in Spain, Cepsa is an integrated global player operating throughout the oil and gas value chain, generating sales of EUR 22 billion in 2018. Sienna Capital made a commitment of EUR c. 50 million in the Carlyle International Energy Partners II fund, an investment vehicle specialized in the energy sector. In October 2019, Sienna Capital invested EUR 90 million in the Cepsa transaction maintaining a residual uncalled commitment of EUR c. 10 million.
  Ergon Capital
  The closing of the Capital Partners IV fund, launched in December 2017, took place at the end of March 2019 with total commitments of EUR 581 million, exceeding the fundraising objective of EUR 500 million. Sienna Capital committed EUR 200 million in this new fund.
  In October 2019, Ergon Capital announced its intention to sell Looping, a leading operator of regionally anchored leisure parks in Europe, to its management team, in partnership with Mubadala Capital. The transaction is subject to consultation with employee representative bodies and approval by the German merger control authorities.
  Marcho Partners
  On 16 July 2019, Sienna Capital invested EUR 150 million in Marcho Partners LLP, a London-based hedge fund specializing in innovation and technology.

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At 30 September 2019, GBL's uncalled commitments to Sienna Capital amounted to EUR 561 million (EUR 528 million at 31 December 2018). Sienna Capital's estimated value amounted to EUR 1'696 million at 30 September 2019 (EUR 1'374 million at 31 December 2018).

3. Consolidated financial results at 30 September 2019 (unaudited)

The board of Pargesa Holding SA met today and reviewed the unaudited consolidated financial results for the nine-month period ended 30 September 2019.

3.1. Presentation of results in accordance with IFRS

The simplified consolidated income statement in accordance with IFRS is as follows:

	30 September	30 September
CHF million	2019	2018
Operating income	4'429.9	4'685.2
Operating expenses	(4'131.3)	(4'255.8)
Other income and expenses	6.9	4.2
Operating profit	305.5	433.6
Dividends and interest from equity investments	515.0	363.9
Other financial income and expenses	16.4	(84.1)
Taxes	(98.7)	(126.0)
Income from associates and joint ventures	(21.7)	26.0
Net profit from continuing operations	716.5	613.4
Net profit from discontinued operations	-	56.2
Consolidated net profit (before non-controlling interests)	716.5	669.6
Attributable to non-controlling interests	(400.2)	(418.3)
Attributable to Pargesa shareholders (Group share)	316.3	251.3
Basic earnings per share attributable to Pargesa shareholders (CHF)	3.73	2.97
Average number of shares (thousands)	84'700	84'680
Average EUR/CHF exchange rate	1.118	1.161

The operating profit amounts to CHF 305.5 million at 30 September 2019 compared with CHF 433.6 million at 30 September 2018. This change reflects the decrease of Imerys' operating profit, which notably includes restructuring costs of CHF 56 million, related to the implementation of Imerys' group transformation program.

The dividends and interest from equity investments of CHF 515.0 million at 30 September 2019 against CHF 363.9 million at 30 September 2018 comprises the net dividends recorded by the Group from its non-consolidated investments. The variation is due to the increase in the dividends per share paid by some of the portfolio companies, the monetization of LafargeHolcim's dividend in shares, additional investments made by GBL in Umicore and GEA and reimbursements by the French tax authorities of withholding taxes which had been applied to Total and ENGIE dividends received between 2013 and 2016 (CHF 120.1 million). These different elements more than compensate the decrease in the EUR/CHF exchange rate.

The other financial income and expenses of CHF +16.4 million at 30 September 2019 compared with CHF -84.1 million at 30 September 2018 reflects notably the cashing of default interest on withholding taxes on dividends mentioned above, the positive change in the fair value of private equity and other non-consolidated funds and the results from trading activities.

The decrease in the item income from associates and joint ventures relates primarily to the increase of the negative contribution of Parques Reunidos in 2019 compared to last year.

The net profit from discontinued operations of CHF 56.2 million in 2018 represents the contribution from Imerys' Roofing division, which was sold in October 2018.

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