INTERIM FINANCIAL REPORT JUNE 30, 2020

TABLE OF CONTENT

1.HALF-YEARLY ACTIVITY REPORT AND SIGNIFICANT EVENTS ...........................................

p.3

2. CERTIFICATION BY THE PERSON RESPONSIBLE OF THE HALF-YEAR FINANCIAL

REPORT .................................................................................................................................

p.7

3. INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ...............................

p.9

3.1. INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ........................

p.10

3.1.1. Interim consolidated statement of financial position .......................................................

p.10

3.1.2. Interim consolidated statement of comprehensive income ............................................

p.11

3.1.3. Interim consolidated statement of changes in equity ....................................................

p.12

3.1.4. Interim consolidated cash flow statement..........................................................................

p.13

3.2. NOTES ..........................................................................................................................................

p.14

Note 1 : Information on the company and group.........................................................................

p.14

Note 2 : Basis of preparation and changes in group accounting principles .............................

p.14

Note 3 : Scope of consolidation .......................................................................................................

p.16

Note 4 : Revenue and customers .....................................................................................................

p.17

Note 5 : Operating income ...............................................................................................................

p.18

Note 6 : Income tax ............................................................................................................................

p.19

Note 7 : Intangible assets and property, plant and equipment .................................................

p.19

Note 8 : Financial instruments..........................................................................................................

p.20

Note 9 : Cash .......................................................................................................................................

p.21

Note 10 : Related party disclosures ................................................................................................

p.21

Note 11 : Important events after the end of the reporting period ..........................................

p.21

4. REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL

p.23

STATEMENTS ..................................................................................................................................

1

HALF-YEARLY ACTIVITY REPORT AND SIGNIFICANT EVENTS

1. Half-yearly activity report and significant events

Key figures

1

In millions of euros

06/30/2020

06/30/2019

Change

Revenue

363.7

318.8

+14.1%

Adjusted EBITDA

41.5

As a % of revenue

11.4%

Adjusted EBIT

21.8

As a % of revenue

6.0%

Consolidated net income

10.5

As a % of revenue

2.9%

Net income, group share

10.5

As a % of revenue

2.9%

40.6 +2.4%

12.7%

24.5 -11.0%

7.7%

15.3 -31.4%

4.8%

15.5 -32.0%

4.9%

Financial structure data

06/30/2020

12/31/2019

Change

In millions of euro

Equity

148.8

138.3

+10.5

Net debt

26.7

91.8

-65.1

Net bank debt

-45.9

3.0

-48.9

14% revenue growth

After a strong start to the year, lockdown measures, travel restrictions, and the closure of some businesses disrupted Solutions 30's activities from mid-March to mid-May. Over these two months, revenue was 35% lower than pre-Covid levels. As soon as the lockdown ended, most of the group's markets quickly bounced back to their pre-crisis levels and Solutions 30 returned to sustainable growth by June.

For the first six months of the year, revenue was up 14.1% (+6.9% organic growth) compared to the same period in 2019. Maintenance activities, which are recurrent by na- ture, acted as a buffer against the decline, or even temporary interruption, of installations and roll-outs.

In France, revenue grew by 10.4% (9.2% organic growth) in the first six months of 2020 to reach €224.3 million, compared with €203.3 million for the same period in 2019. This performance is a result of excellent momentum in the Tel-

ecom business, up 37% over the first six months, while the group's other business sectors suffered from the context. In the Benelux countries, revenue for the half-year was up 13.2% (2.0% organic growth) to €66.2 million, compared with €58.5 million for the same period in 2019, largely due to resilience in the Telecom business.

In other countries, revenue for the first half of 2020 was up by 28.2% (3.9% organic growth) to €73.1 million, compared with €57.0 million one year ago. The impact of pandemic-related restrictions has varied from country to country. Ger- many and Poland were relatively unscathed, while Italy and Spain were hit hard.

4 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

An agile and solid business model

Despite the sudden drop in activity followed by a sharp rebound, Solutions 30 has proven the effectiveness of its business model, as well as its ability to adapt quickly. From the outset of the lockdown, all measures were taken to pro-

Reconciliation between operating income and EBITDA

tect the health of employees, while guaranteeing business

continuity and adapting the group's cost structure to pre-

serve its future capacity to capture structural growth in its

1

markets.

In thousands of euros

06/30/2020

06/30/2019

Operating income

16,382

19,774

Depreciation of IFRS 16 rights of use

11,136

10,893

Increases in operational provisions

8,582

5,160

Customer relationship amortization

5,703

4,732

Other non-current operating income

(270)

-

Adjusted EBITDA

41,533

40,559

As a % of revenue

11.4%

12.7%

Thanks to a highly variable cost structure and the implementation of temporary furlough measures, adjusted EBIT- DA was €41.5 million at the end of June 2020, or 11.4% of revenue, compared to €40.6 million, or 12.7% of revenue one year earlier. Operating costs represented 78.2% of revenue, the same as a year earlier, while structural costs amounted to 10.4% of revenue (10.2% excluding costs related to the adoption of IFRS standards and transfer to Eu- ronext), compared with 9.1% in the first half of 2019.

In step with the limited decline in the adjusted EBITDA mar- gin, adjusted EBIT was €21.8 million, or 6.0% of revenue. It includes €8.6 million of depreciation and operating provisions tied to the increase in IT platform investments over the last two years, and €11.1 million of depreciation for right-of-use leased assets (IFRS 16).

Customer relationship amortization amounted to €5.7 million in 2020, compared to €4.7 million a year earlier. Net financial income, consisting mainly of financial expenses, represented an expense of €2.0 million, compared with €1.0 million for 2019. This variation is explained by the change in bank debt and by exchange losses of €0.7 million recorded on loans in local currency granted by the group to

its Polish subsidiary (acquisition of Elmo assets and liabili- ties) and on transactions with its Tunisian subsidiary, while the euro appreciated. Taxes amounted to €3.8 million, compared to €3.5 million the previous year.

Taking these factors into account, the group share of net income reached €10.5 million, compared to €15.5 million in the first half of 2019.

Financial structure bolstered by diligently managing working capital requirements

At the end of June 2020, the group's equity amounted to €148.8 million, compared with €138.3 million at December 31, 2019. The group's gross cash position reached €151.8 million, compared to €84.2 million at the end of December 2019. Gross bank debt was €106.0 million compared with €87.1 million six months earlier. The group posted a net cash position (excluding IFRS 16) of €45.9 million at the end of June 2020, compared to a net debt of €3.0 million at the end of December 2019.

Net bank debt

In thousands of euros

06/30/2020

12/31/2019

Loans from credit institutions, long-term

77,126

65,827

Bank overdrafts

28,839

21,326

Cash and cash equivalents

(151,833)

(84,162)

Net bank debt

(45,868)

2,991

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 5

Total net debt, including €57.8 million in leasing liabilities and €14.8 million of potential financial debt on future call options and earnouts, amounted to €26.7 million:

Net debt

1

In thousands of euros

06/30/2020

12/31/2019

Bank debt

105,965

87,153

Lease liabilities

57,771

61,594

Future liabilities from earnouts and put options

14,771

27,179

Cash and cash equivalents

(151,833)

(84,162)

Net debt

26,674

91,764

Operating cash flow amounted to €34.8 million for the first half of 2020. Throughout the crisis, Solutions 30 took care to protect its cash flow. In addition, and in the context of an unprecedented health crisis, the group's main customers have accelerated their invoice payment terms, resulting in

a decrease in receivables of up to 2 months of revenue for some customers. As a result, working capital requirements decreased by €49.6 million. After taking into account a net investment of €6.0 million, free cash flow reached €78.4 million over the six-month period.

Calculation of free cash flow

In thousands of euros

06/30/2020

12/31/2019

Net cash flow from operating activities

84,427

65,825

Acquisition of non-current assets

(12,214)

(20,346)

Acquisition of Elmo assets

5,238

-

Disposal of non-current assets after tax

976

1,223

Free cash flow

78,427

46,702

Over the six-month period, working capital was negative at €40.9 million. Already on the path to especially high levels of growth since 2015, the group rolled out a non-recourse factoring program in 2018 for all subsidiaries to finance its working capital requirements. This program allowed it to trade receivables and to transfer to a factor (1) contractual rights to receive cash flows and (2) the near totality of any risks associated with the receivables. In the context of such an agreement, receivables for which nearly all of the risks and benefits have been transferred are not maintained under the "Customers" heading. A factoring program basically reduces the time it takes to collect on receivables, freeing up cash flow to finance the group's growth strategy, and on average costs less than 1% of the value of the traded receivables, given the quality of these receivables and the solvency of the group's customers.

Receivables that are transferred in this manner and are therefore deconsolidated, were worth €43 million at the end of June 2020, compared with €54 million at December 31, 2019.

Risks and uncertainties

The risk factors are of the same nature as those described in section 1.7 of the 2019 annual report, including the risks related to the Covid-19 health crisis described in section 3.2 of the 2019 annual report. The group's management team

does not anticipate any significant change in these risks and uncertainties or any new elements of risk and uncertainty in the second half of 2020.

Outlook

On the back of strong performance during the first six months of the year, Solutions 30 confirms that organic growth will be sustained in the 3rd quarter. At this stage, as long as the situation does not worsen further, the group is confident in its ability to combine both double-digit growth and profitability.

Solutions 30 has a confident outlook for the coming months and years ahead. The group's business model has demonstrated its effectiveness during a crisis that was unprecedented in terms of its nature but also its speed and scale. The health crisis is acting as a catalyst for economic change. In this context, the group is stronger than ever, having asserted its competitive positioning and consolidated its relationships with its customers. The digital transformation and the energy transition are accelerating under the combined effect of necessity and economic stimulus plans being approved by the main European countries.

In markets driven by positive long-term trends, the group intends to pursue its strategy of balancing organic growth and acquisitions, while relying on its solid foundation of recurring activities to position itself in new markets and duplicate its French model throughout Europe.

6 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

2

CERTIFICATION BY THE PERSON RESPONSIBLE OF THE HALF-YEAR FINANCIAL REPORT

2. Certification by the person responsible of the half-year financial report

2

This is a free translation into English of the certification by the person responsible for the half-year financial report and is

provided solely for the convenience of English-speaking users.

"I hereby declare that, to the best of my knowledge, the condensed consolidated financial statements for the first half of

2020 have been prepared in accordance with applicable accounting principles and give a true and fair view of the assets and liabilities, financial situation and results of the Group. I further declare that the half year Management Report gives a true and fair view of the material events occurring during the first six months of the financial year and of their impact on the half year financial statements, of the principal related party transactions, and of the principal risks and uncertainties for the remaining six months of 2020."  

Luxembourg, September30th, 2020

Gianbeppi Fortis

Chief Executive Officer

8 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

3

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

  1. INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  1. Interim consolidated statement of financial position
  2. Interim consolidated statement of comprehensive income
  3. Interim consolidated statement of changes in equity
  4. Interim consolidated cash flow statement
  1. NOTES

Note 1: Information on the company and group

Note 2: Basis of preparation and changes in group accounting principles

Note 3: Scope of consolidation

Note 4: Revenue and customers

Note 5: Operating income

Note 6: Income tax

Note 7: Intangible assets and property, plant and equipment

Note 8: Financial instruments

Note 9: Cash

Note 10: Related party disclosures

Note 11: Important events after the end of the reporting period

3.1. INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

3.1.1. Interim consolidated statement of financial position

Assets1

3

(in thousands of euros)

Notes

06/30/2020

12/31/2019

Uncalled share capital

1

1

Goodwill

7.1

55,034

55,034

Other intangible assets

7.1

128,420

131,499

Property, plant and equipment

7.1

14,031

13,697

Right-of-use assets

57,889

61,884

Non-current contract assets

4.2

1,100

1,102

Investments in associates

259

197

Non-current financial assets

1,942

1,998

Deferred tax assets

6,445

5,240

NON-CURRENT ASSETS

265,121

270,652

Inventory and work in progress

21,168

15,050

Trade receivables and related accounts

4.2

135,280

173,138

Current contract assets

4.2

642

571

Other receivables

88,003

100,143

Prepaid expenses

700

143

Cash and cash equivalents

9

151,833

84,162

CURRENT ASSETS

397,626

373,207

TOTAL ASSETS

662,747

643,859

Liabilities1

(in thousands of euros)

Notes

06/30/2020

12/31/2019

Subscribed capital

13,659

13,659

Share premiums

17,376

17,376

Legal reserve

1,362

1,362

Consolidated reserves

92,744

53,616

Net income for the period

10,519

39,223

EQUITY, GROUP SHARE

135,660

125,236

Minority interests

13,152

13,111

EQUITY

148,812

138,347

Debt, long-term

91,897

80,664

Lease liabilities

38,018

40,987

Non-current provisions

19,640

18,856

Deferred tax liabilities

28,319

28,801

Other non-current financial liabilities

207

836

NON-CURRENT LIABILITIES

178,081

170,144

Debt, short-term

28,839

33,668

Current provisions

1,090

757

Lease liabilities

19,753

20,607

Trade payables

123,216

111,073

Tax and social security liabilities

149,032

152,271

Other current liabilities

9,921

14,013

Deferred income

4,003

2,979

CURRENT LIABILITIES

335,854

335,368

TOTAL EQUITY & LIABILITIES

662,747

643,859

1Financial statements reviewed according to the international standard ISRE 2410

10 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

3.1.2. Interim consolidated statement of comprehensive income1

Earnings for the 6-month period ending June 30, 2020

(in thousands of euros)

Notes

06/30/2020

06/30/2019

Revenue

4.1

363,678

318,760

Other current operating income

7,748

13,815

Net change in inventory and raw materials and consumables used

(39,544)

(23,380)

Staff costs

(91,490)

(89,714)

3

Taxes, duties, and similar payments

(28,845)

(27,668)

Other current operating expenses

(170,015)

(151,254)

Operating margin

41,532

40,559

Depreciation, amortization and impairment of fixed assets

(24,022)

(20,479)

Charges to and reversals of provisions

(1,398)

(306)

Other non-current operating income

270

-

Operating income

16,382

19,774

Financial income

79

113

Financial expenses

(2,117)

(1,133)

Net financial income

(2,038)

(1,020)

Income taxes

6

(3,846)

(3,452)

Income from associates

62

(51)

Consolidated net income

10,560

15,251

Group share

10,519

15,481

Minority interests

41

(230)

Basic earnings per share, group share (in euros)

0.098

0.145

Diluted earnings per share, group share (in euros)

0.098

0.145

(in thousands of euros)

06/30/2020

06/30/2019

CONSOLIDATED NET INCOME

10,560

15,251

Translation differences recognized in equity

(66)

37

Changes in actuarial gains and losses

(45)

(805)

Deferred taxed on changes in actuarial gains and losses

12

222

COMPREHENSIVE INCOME RECOGNIZED IN EQUITY

(99)

(546)

COMPREHENSIVE INCOME

10,461

14,705

Group share

10,420

14,935

Minority interests

41

(230)

1 Financial statements reviewed according to the international standard ISRE 2410

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 11

3.1.3. Interim consolidated statement of changes in equity1

Share

Legal

Group

Cumulative

Equity,

Minority

Total

(in thousands of euros)

Capital

translation

group

premium

reserve

reserves

interests

equity

adjustments

share

POSITION AT 01/01/2019

13,267

15,860

1,269

58,325

(533)

88,188

10,687

98,875

Net income for 2019

15,481

15,481

(230)

15,251

3

Income recognized in equity

(583)

37

(546)

(546)

Comprehensive income for

-

-

-

14,898

37

14,935

(230)

14,705

2019

Other changes

(101)

(101)

33

(68)

POSITION AT 06/30/2019*

13,267

15,860

1,269

73,122

(496)

103,022

10,490

113,512

  • See note 2.3 Reconciliation of financial position at the end of the last interim reporting period in accordance with Luxembourg standards

Share

Legal

Group

Cumulative

Equity,

Minority

Total

(in thousands of euros)

Capital

translation

premium

reserve

reserves

group share

interests

equity

adjustments

POSITION AT 01/01/2020

13,659

17,376

1,362

93,288

(449)

125,236

13,111

138,347

Net income for 2020

10,519

10,519

41

10,560

Income recognized in equity

(33)

(66)

(99)

(99)

Comprehensive income for

-

-

-

10,486

(66)

10,420

41

10,461

2020

Other changes

4

4

4

POSITION AT 06/30/2020

13,659

17,376

1,362

103,778

(515)

135,660

13,152

148,812

1 Financial statements reviewed according to the international standard ISRE 2410

12 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

3.1.4. Interim consolidated cash flow statement1

For the 6-month period ending June 30, 2020

06/30/2020

06/30/2019

(in thousands of euros)

CONSOLIDATED NET INCOME

10,560

15,251

Net income, group share

10,519

15,481

Net income, minority interests

41

(230)

3

Elimination of non-cash or non-operating income and expenses:

Depreciation, amortization and impairment

24,022

20,479

Allocations to provisions

1,398

306

Change in deferred taxes

(1,688)

(280)

Elimination of income from associates

(62)

51

Change in fair value of non-current contract assets

2

(61)

Change in fair value of financial instruments

5

188

Elimination non-current transactions

(270)

-

Change in fair value of earnouts and put options

(98)

(135)

Elimination of interest expense

930

349

Operating cash flow from consolidated companies

34,799

36,148

Change in working capital requirements for operations

49,628

13,158

Decrease/(increase) in inventory and work in progress

(6,117)

(1,574)

Decrease/(increase) in trade & other receivables

37,787

2,058

Increase/(decrease) in trade & other payables

12,683

22,125

Increase/(decrease) in other receivables and debts

5,275

(9,451)

Net cash flow from operating activities

84,427

49,306

CASH FROM/(USED IN) INVESTING ACTIVITIES

Acquisition of non-current assets**

(12,214)

(8,112)

Contingent consideration on acquisitions of subsidiaries and businesses

(12,467)

(1,000)

Disposal of non-current assets after tax

976

1,463

Net cash from/(used in) investing activities

(23,705)

(7,649)

CASH FROM/(USED IN) FINANCING ACTIVITIES

Loan issuance*

18,783

856

Repayment of loans and borrowings and related financial expenses

(940)

(4,680)

Repayment of lease liabilities and related financial expenses

(11,217)

(11,144)

Net cash from/(used in) financing activities

6,626

(14,968)

Impact of changes in foreign exchange rates

323

(69)

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS

67,671

26,620

Opening cash balance

84,162

69,898

Closing cash balance

151,833

96,517

1Financial statements reviewed according to the international standard ISRE 2410

  • See note 8.3
  • Includes the acquisition of assets belonging to the Polish company ELMO

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 13

3.2. NOTES

Note 1 : Information on the company and group

The interim consolidated financial statements of Solutions 30 SE and its subsidiaries (collectively, the "group") for the year ended June 30, 2020, were closed by the Group Man-

3agement Board on September 30, 2020. Solutions 30 (the "company" or the "parent company") is a European company incorporated and domiciled in the Grand-Duchy of Lux- embourg with shares listed in compartment A on the Eu- ronext Paris market. Its registered office is located at:

3 rue de la Reine L-2418 Luxembourg

The group mainly provides support services for new digital technologies and helps its customers implement these new technologies throughout Europe: telecom service pro- viders, energy suppliers, manufacturers and distributors of computer hardware and digital devices, IT management companies, and digital equipment integrators.

Note 2 : Basis of preparation and changes in group accounting principles

2.1. Basis of preparation

The interim consolidated financial statements for the six months ended June 30, 2020, have been prepared in accordance with IAS 34 (Interim Financial Reporting) as adopted by the European Union.

They do not include all the information and notes required in the annual financial statements and should be read in conjunction with the group's consolidated financial statements at December 31, 2019.

Notes 2.2 and 2.3 detail the main adjustments made by the group in order to restate the comparative data initially prepared in accordance with Luxembourg accounting stand- ards, in relation to the statement of comprehensive income and the statement of changes in equity at June 30, 2019.

2.2. Restatements applied Intangible assets

Under Luxembourg accounting standards, the group recognized business assets on certain acquisitions. Under IFRS, business assets are reclassified to goodwill. Goodwill is listed in intangible assets in the statement of financial posi- tion.

Moreover, under Luxembourg accounting standards, goodwill was amortized. Under IFRS, it is subject to an impairment test in accordance with IAS 36 as soon as there is an indication of impairment and at least once a year.

Leases

Lease liabilities were recorded on the basis of lease payments remaining due, capitalized based on the lessee's average incremental borrowing rate. Right-of-use assets were valued at the same amount as lease liabilities and adjusted for the amount of any advances or lease payments due with regard to lease contracts present in the statement of financial position. Lease expenses for contracts expiring within the 12 months following the IFRS transition date and for contracts whose underlying assets have a low value have been recognized as operating expenses.

Non-current provisions - Pension liabilities

Under IFRS, provisions related to retirement benefits must be measured using the projected unit credit method. The provisions are recorded in the statement of financial position in the full amount of the obligation with a contra entry in the group's reserves on the transition date.

In subsequent years, actuarial gains and losses are recorded in reserves while the cost of services rendered and financial cost are recorded in the statement of comprehensive income.

Joint operations

In the form of a consortium, the group has been partnering with other companies in Belgium since 2016 in order to contribute to the development of the telecom infrastructure in this country. Under Luxembourg accounting stand- ards, the revenues invoiced to this consortium for operations carried out by the group were included in the group's revenue. Under IFRS, assets, liabilities, revenues, and costs must be reported separately up to the group's interest in the consortium.

14 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

Revenue

The group's offer includes the provision of electronic payment terminals and the related maintenance services.

variable income in revenue as soon as this income was cer- tain. Under IFRS, this variable income must be included in revenue as soon as it is highly probable.

Under Luxembourg accounting standards, the group recognized the associated revenue based on the services pro- vided. Under IFRS, these contracts have two separate performance obligations, each of which gives rise to a different revenue recognition process. Income from the provision of equipment is thus recognized in full when the equipment is delivered, while income from maintenance activities continues to be recognized over the term of the lease.

On certain contracts, the group has performance obligations that lead to the receipt of variable income during a production period exceeding 6 months. Revenue established according to Luxembourg standards included this

Deferred taxes

The various adjustments related to the transition to IFRS that are detailed above generated several temporary dif- ferences. The group recognizes the tax impact of these temporary differences through the recognition of deferred taxes with a contra entry in the group's equity in its statement of financial position.

3

2.3 Reconciliation of financial position at the end of the last interim reporting period in accordance with Luxembourg standards (June 30, 2019).

Equity

Business

Income from

Accounting for acquisitions of

Recognition of pension

Recognition of tax

LUX GAAP

ordinary activities

interests in a joint operation

Leases (IFRS 16)

IFRS

combinations (IFRS 3)

liabilities (IAS 19)

losses (IAS 12)

(IFRS 15)

(IFRS 11)

(1)

(2)

(3)

(4)

(5)

A. Equity

I. Subscribed capital

13,267

13,267

Subscribed capital

II. Share premium and related premiums

15,859

15,859

Share premiums

III. Reserves

1.

Legal reserve

1,269

1,269

Legal reserve

2.

Consolidated reserves

52,817

5,808

1,149

78

(133)

(3,557)

984

57,146

Consolidated reserves

IV. Net income for the period

14,645

1,631

376

26

(9)

(203)

(984)

15,481

Net income for the period

V. Minority interests

8,497

1,954

44

(6)

-

10,490

Minority interests

106,354

9,393

1,525

148

(147)

(3,760)

0

113,512

EQUITY

(1) See note 2.2. - Business combinations

(4) See note 2.2. - Leases

(2) See note 2.2. - Revenue

(5) See note 2.2. - Non-current provisions - pension liabilities

(3) See note 2.2. - Joint operations

Earnings

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 15

2.4 New standards, interpretations and amendments

adopted by the group

The accounting methods adopted in the preparation of

these interim consolidated financial statements are consist-

ent with those used to prepare the group's annual consol-

idated financial statements for the year ended December

31, 2019 (except for newly adopted standards, effective as

of January 1, 2020). The group has not early adopted any

standard, interpretation, or amendment that has been pub-

lished but has not yet come into effect.

3

Several amendments and interpretations apply for the

first time as of January 1, 2020, but have no impact on the

group's interim consolidated financial statements as of

June 30, 2020.

  • Amendment to IAS 1 and IAS 8 "Definition of Material," published on October 31, 2018;
  • Amendment to the references to the conceptual framework for IFRS, published on March 29, 2018;
  • Amendment to IFRS 3 "Definition of a Business," published on October 22, 2018.

The impacts on the interim financial statements of texts published by the IASB at June 30, 2020, and not in force in the European Union are currently being analyzed. These texts are as follows:

  • Amendment to IAS 1 "Presentation of Financial State- ments - classification of liabilities as current or non-cur- rent," published on January 23, 2020;
  • Amendment to IFRS 3 "Business Combinations," IAS 16 "Property, Plant and Equipment," IAS 37 "Provisions, Contingent Liabilities and Contingent Assets," and the Annual Improvements to IFRS (2018-2020 cycle), pub- lished on May 14, 2020;
  • Amendment to IFRS 16 "Covid-19-Related Rent Con- cessions," published on May 28, 2020.

2.5. COVID, the impacts on the business and the meas- ures taken by the group

Due to the lockdown measures adopted by various governments as a result of the Covid-19 pandemic, the group's activity slowed down between mid-March and mid-May, compared to pre-Covid levels.

During this period, the group first took care to protect its employees' health and the call-out processes were adapted in accordance with recommendations from health authorities to ensure the continuity of service required by custom- ers.

Secondly, and in a context of declining activity, the group implemented all measures required to protect its financial position, especially financial margins and cash flow. In particular, the group has made use, when necessary, of partial furlough schemes available in various countries and has been able to defer certain tax payments or loan repay- ments.

The Solutions 30 teams also supported the group's customers throughout this period in order to prepare for the anticipated rebound in activity. Activity returned to normal levels at the end of May and to sustained growth rates in June. Some customers accelerated their invoice payment terms to help the group manage this sharp increase in volumes without penalizing the group's working capital re- quirements.

Note 3 : Scope of consolidation

The group subsidiaries contributing to the financial information presented in these consolidated financial statements are listed in note 3.2 of the annual consolidated financial statements for the year ended December 31, 2019.

At the end of June 2020, the only change involved the delis- ting on June 23, 2020, of the Balkans Shared Services subsi- diary, whose activity had been dormant since 2019.

16 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

Note 4 : Revenue and customers

4.1 Breakdown of revenue

The breakdown of the group's revenue from contracts with customers by activity type is as follows:

(in thousands of euros)

06/30/2020

France

Benelux

Other

Types of activities

358,174

On-sitecall-outs

219,708

65,491

72,975

3

Leasing of payment terminals

2,199

2,199

-

-

Change in work in progress

3,305

2,438

700

167

Total revenue from contracts with

customers

363,678

224,346

66,191

73,142

(in thousands of euros)

06/30/2019

France

Benelux

Other

Types of activities

On-sitecall-outs

316,421

200,916

58,457

57,049

Leasing of payment terminals

2,230

2,230

-

-

Change in work in progress

108

108

-

-

Total revenue from contracts with

customers

318,760

203,254

58,457

57,049

At June 30, 2020, the group's revenue is up 14% compared to June 30, 2019. Business grew in all geographical segments despite the impact of the COVID pandemic.

4.2 Trade receivables and related accounts

Total receivables sold and deconsolidated under its non-recourse factoring program, amounted to €43 million at June 30, 2020 (€54 million at December 31, 2019).

(in thousands of euros)

06/30/2020

12/31/2019

Trade receivables

51,173

95,028

Invoices to be issued

83,055

76,396

Trade payables - advances and down

1,052

1,713

payments

TOTAL

135,280

173,138

During the first half of 2020, the group recognized an impairment of €0.1 million (€0.5 million at June 30, 2019) on its trade receivables. All trade receivables and related accounts are due in less than one year.

Contract assets

Contract assets relate to the lease contracts for payment terminals marketed by the group. At June 30, 2020, contract assets amounted to €1.7 million (December 31, 2019: €1.7 million).

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 17

Note 5 : Operating income

5.1 Operating margin

The main indicator of group operating profitability is the operating margin. It corresponds to operating income before depreciation, amortization, reversals, and provisions, income from the sale of holdings, the cost of services provided by the group's holding company and other non-cur-

rent operating income and expenses. The Solutions 30 group's segment reporting is based on geographical seg- ments, in accordance with the internal management data used by the group management board, and in accordance with the principles of IFRS 8.

3

(in thousands of euros)

06/30/2020

France

Benelux

Other

HQ

countries

Revenue

363,678

224,345

66,191

73,142

-

Operating margin

41,532

32,396

9,316

2,685

(2,865)

Operating margin in %

11.4%

14.4%

14.1%

3.7%

-

Other

(in thousands of euros)

06/30/2019

France

Benelux

HQ

countries

Revenue

318,760

203,254

58,457

57,049

-

Operating margin

40,559

32,300

5,959

4,899

(2,599)

Operating margin in %

12.7%

15.9%

10.2%

8.6%

-

5.2 Off-balance sheet commitments related to operating activities

Type of

Amount in

Country

Principal

Guaranteed obligations

Term

guarantee

thousands

S30 group's

Subcontracting

Obligations arising from a surety and

Applicable during the

France

guarantee contract for the group's

entire contractual

5,000

companies

guarantee

subcontractors

relationship

Obligations arising from the performance

Applicable during the

France

Telima Money

Indemnity bond

of services under contract, including the

entire contractual

750

provision of payment terminals

relationship

S30 group's

Customer

Obligations arising from the performance

Applicable during the

Poland

Polish

of services under contract, in particular

entire contractual

605

guarantee

companies

those relating to the telecom business

relationship

S30 group's

Obligations arising from the performance

Applicable during the

Customer

of services under contract, in particular

Belgium

Belgian

entire contractual

865

guarantee

those relating to the telecom and energy

companies

relationship

businesses

S30 group's

Customer

Obligations arising from the performance

Applicable during the

Spain

Spanish

of services under contract, in particular

entire contractual

585

guarantee

companies

those relating to the telecom business

relationship

Obligations related to business premises

Applicable during the

Belgium

Unit-T

Lease guarantee

entire contractual

193

leases

relationship

S30 group's

Payment of any amount charged by the

Applicable during the

Demand

beneficiary in connection with its activity

France

French

entire contractual

150

guarantee

of any products or services provided via

companies

relationship

its fuel cards

Solutions 30

Applicable during the

Netherlands

Lease guarantee

Vehicle lease obligations

entire contractual

120

Netherlands

relationship

S30 group's

Payment of any amount charged by the

Demand

beneficiary in connection with its activity

Poland

Polish

11/25/2020

100

guarantee

of any products or services provided via

companies

its fuel cards

Obligations related to business premises

Applicable during the

Luxembourg

Solutions 30 SE

Lease guarantee

entire contractual

79

leases

relationship

S30 group's

Payment of any amount charged by the

Applicable during the

Demand

beneficiary in connection with its activity

Spain

Spanish

entire contractual

43

guarantee

of any products or services provided via

companies

relationship

its fuel cards

Solutions 30

Obligations related to business premises

Applicable during the

Netherlands

Lease guarantee

entire contractual

24

Netherlands

leases

relationship

Telima Frepart /

Obligations related to business premises

Applicable during the

France

Telima Energie

Lease guarantee

entire contractual

10

leases

IDF

relationship

18 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

Note 6 : Income tax

The group calculates the income tax expense for the period using the tax rate that would apply to the total expected annual income. The main components of the tax expense in the interim consolidated income statement range are:

(in thousands of euros)

06/30/2020

06/30/2019

Deferred taxes

1,702

57

3

Current taxes

(5,548)

(3,509)

Corporate income tax

(3,846)

(3,452)

Note 7 : Intangible assets and property, plant and equipment

7.1 Breakdown of major assets by sector

The Solutions 30 group's segment reporting is based on geographical segments, in accordance with the internal management data used by the group management board, and in accordance with the principles of IFRS 8.

(in thousands of euros)

06/30/2020

France

Benelux

Other

Goodwill

55,034

25,889

28,345

800

Other intangible assets

128,420

40,961

49,714

37,745

Property, plant and

equipment

14,031

7,433

2,326

4,272

(in thousands of euros)

12/31/2019

France

Benelux

Other

Goodwill

55,034

25,889

28,345

800

Other intangible assets

131,499

43,747

50,371

37,381

Property, plant and

equipment

13,697

7,188

2,609

3,900

7.2 Impairment tests of intangible assets

The group performed its annual impairment test in De- cember 2019 and may update it when circumstances may lead to a risk of impairment. The group's impairment test for goodwill and intangible assets is based on value-in-use calculations. The main assumptions used to determine the recoverable amounts at the level of the various cash-generating units are explained in the consolidated financial statements for the 2019 financial year.

At June 30, 2020, the change in discount rates is approximately 30 basis points and has no effect on the results of the impairment tests performed by the group.

The group also takes into consideration, among other fac- tors, the relationship between its market capitalization and the carrying amount of balance sheet assets to assess the risk of impairment. At June 30, 2020, the group's market capitalization exceeds the value of its assets, and the group has not identified any indicators in its business activity and business plans that could call into question the value of goodwill and intangible assets recorded on the balance sheet.

Sensitivity analysis of the value in use of CGUs to the assumptions used

Based on the sensitivity analysis disclosed in the consolidated financial statements for the year ended December 31, 2019, the update of discount rates and long-term growth rates has no material impact on the results of the impairment tests and therefore on the consolidated financial statements at June 30, 2020, for all cash-generating units.

7.3 Asset acquisitions

In January 2020, the group acquired the assets and liabilities of the Polish company ELMO, which specializes in the telecommunications sector in Poland, for €4.7 million in order to develop its activities and increase its geographical coverage in this country.

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 19

Note 8 : Financial instruments

8.1 Classification of financial assets

The following table presents information about the carrying values of financial instruments and the fair values of financial instruments at June 30, 2020.

(in thousands of euros)

06/30/2020

12/31/2019

3

book value

fair value

book value

fair value

Non-current financial assets

1,942

1,942

1,998

1,998

Investments in associates

259

259

197

197

Trade receivables and related accounts

135,280

135,280

173,138

173,138

Contract assets

1,742

1,742

1,673

1,673

Other receivables

88,003

88,003

100,143

100,143

Cash and cash equivalents

151,833

151,833

84,162

84,162

ASSETS

379,059

379,059

361,311

361,311

Debt

120,736

120,736

114,332

114,072

Lease liabilities

57,771

57,771

61,594

61,594

Other non-current financial liabilities

207

207

836

836

Trade payables

123,216

123,216

111,073

111,073

Tax and social security liabilities

149,032

149,032

152,271

152,271

Other current liabilities

9,921

9,921

14,013

14,013

LIABILITIES

460,883

460,883

454,119

453,859

8.2 Contingent considerations and put options

Contingent considerations ("earnouts") and put options are assessed at fair value and recorded under "Debt, short- term" in the statement of financial position if they are due within 12 months of the end of the fiscal year, or under "Debt, long-term" if they are due beyond a 12-month pe- riod.

In accordance with the terms of the acquisition agreement concluded with the former owners of Janssens Group, the group agreed to pay an earnout based on the performance

of the acquired company during the first half of 2020.

At December 31, 2019, Janssens Group's performance was already included in the earnout estimate recorded in the "Debt, short-term" item of the consolidated financial posi- tion.

The change in the fair value of the debt related to future earnouts and call options therefore includes the settlement of this amount and is presented in the table below:

Payment

Fair value

(in thousands of euros)

12/31/2019

of the

06/30/2020

adjustment

price

Earnouts

18,946

-12,467

56

6,535

Call options

8,233

0

42

8,275

TOTAL

27,179

-12,467

98

14,810

The fair value of put options and contingent considerations was determined on the basis of the present value of probable future cash flows taking into account the group's contractual commitments (level 3). Changes in fair value have been recognized in the consolidated statement of comprehensive income. The fair value at the beginning of the year was presented in cash flow from investing activities, the balance of €98k was presented in cash flow from operating activities. This change in fair value is mainly due to the discounting effect.

8.3 Debt

The loan issue of €18.8 million was mainly used to finance the acquisition of the ELMO assets and the payment of the earnout.

20 SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020

Note 9 : Cash

The group's cash position is as follows:

(in thousands of euros)

06/30/2020

12/31/2019

Marketable securities

1,225

1,225

Cash and cash equivalents

150,608

82,937

TOTAL

151,833

84,162

Note 10 : Related party disclosures

3

The following table shows the amounts of transactions with related parties in the first half of 2020 and 2019, as well as the balance of receivables and payables at June 30, 2020, and December 31, 2019:

Services

Services

Amounts

Amounts

(in thousands of euros)

provided by

received by the

loaned by the

owed to the

the group

group

group

group

Telenet

2020

38,902

-

-

-

2019

38,443

-

-

-

Worldlink

2020

301

-

2,950

-

2019

-

-

2,675

-

All transactions with related parties are carried out under normal market conditions. Loans to Worldlink are granted with an interest rate equivalent to euribor + 1.5%.

Note 11 : Important events after the end of the reporting period

Transfer to the Euronext Paris regulated market

The group transferred its listing to compartment A of the regulated Euronext Paris market on July 23, 2020. It joined the SBF 120 and CAC Mid 60 indices on September 18th.

Simplification of the legal organization chart

The group is pursing its efforts to streamline its legal organization chart and taken steps which should lead, during the second half of the year, to a reduction in the number of legal entities, particularly in France and Italy.

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 21

4

REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

To the Shareholders,

Solutions 30 SE

3, rue de la Reine

L-2418 Luxembourg

Introduction

We have reviewed the accompanying interim condensed consolidated financial statements of Solutions 30 SE as of June

30, 2020, which comprise the interim consolidated statement of financial position at June 30, 2020, and the related in-

terim consolidated statement of comprehensive income, the interim consolidated statement of changes in equity, the

interim consolidated cash flow statement for the six-month period then ended and explanatory notes. Management is

responsible for the preparation and fair presentation of these interim condensed financial statements in accordance with

International Financial Reporting Standard IAS 34 Interim Financial Reporting as adopted by the European Union ("IAS 34").

Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our

review.

4

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim

Financial Information Performed by the Independent Auditor of the Entity." A review of interim financial information con-

sists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and

other review procedures. A review is substantially less in scope than an audit conducted in accordance with International

Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all signif-

icant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim con-

densed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 as adopted

by the European Union.

Ernst & Young

Société anonyme

Cabinet de révision agréé

Gaël Denis

Luxembourg, September30th, 2020

This is a translation into English of the report on review of interim condensed consolidated financial statements

of the Company issued in French and it is provided solely for the convenience of English-speaking users. This re-

port includes information required by Luxembourg law, such as the verification of the management report. This

report should be read in conjunction with, and construed in accordance with, Luxembourg law and professional auditing standards applicable in Luxembourg.

SOLUTIONS 30 | Interim Condensed Consolidated Financial Statements at June 30, 2020 23

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