Assystem - 2018 Register document

PRESENTATION OF THE GROUP

HISTORY

and customisation market, which strengthened Assystem GPS’s Aerospace offering, ● the acquisition of all of the shares of Edison Technical Recruitment Limited (“Edison”), a company based in Birmingham, in the UK. Edison is a leading specialist engineering recruitment agency with a particular focus on electronics, electrical systems and software engineering and is a preferred partner for the UK’s main automotive industry players. ACCELERATION OF BUSINESS EXPANSION FOR THE E&I DIVISION In 2017, Assystem made two key strategic moves, with the aim of speeding up the growth of its two core businesses – GPS and E&I. These moves have clear advantages for both businesses, giving the Group’s clients solutions that closely meet their needs while opening up opportunities for its people and creating value for its shareholders. Transfer of control of the GPS division On 28 September 2017, Assystem SA transferred its outsourced R&D division – Global Product Solutions (GPS) – to a special-purpose acquisition company 60.77% owned by an investment fund managed by the private equity firm, Ardian, and 39.23% owned by Assystem. Out of the c. €530 million sale proceeds (after costs and taxes related to the transaction), Assystem reinvested €124.3 million in equity and quasi-equity issued by the parent of the acquisition company. This investment has been consolidated by the equity method in Assystem’s financial statements since 1 October 2017. The acquisition company was named Assystem Technologies Groupe in 2017 and renamed Expleo Group in 2019. At 31 December 2017, the new group housing the former GPS division’s entities had more than 9,000 employees working in a dozen countries, partnering clients in the aeronautics, defence, automotive, transport and industry sectors, from the design through to marketing of their products and services. Its business is highly technical and it draws on proven expertise in complex and critical systems. The aim of the overall operation was twofold: (i) to enable the new group to remain one of the leading players in the consolidation process taking place in the outsourced R&D market by giving it access to the resources and expertise that Ardian deploys to support the growth of its holdings (particularly in terms of identifying, financing and integrating acquisitions), therefore helping it to diversify its geographic presence and client portfolio, and (ii) to enable Assystem to retain an interest in the new group’s value creation thanks to the stake in its capital. In line with these objectives: ● in early February 2018, through a public tender offer launched on 15 December 2017 on the Alternative Investment Market of the London Stock Exchange, Expleo Group acquired a controlling interest of over 95% in the German group, SQS. SQS has 4,500 employees 2017: A MAJOR STRATEGIC TURNING POINT – TRANSFER OF CONTROL OF THE GPS DIVISION TO ARDIAN AND

in 19 countries (including 2,000 in India). It has built up solid and widely-recognised expertise in providing digital strategy consulting services to its clients and carrying out tests for software applications, systems, processes and networks. With nearly 15,000 employees, the merged outfit now generates around €1 billion in revenue, of which approximately 60% outside France and over 15% from the bank/insurance sector in which Expleo Group was not present before the acquisition; ● on 31 January 2018, Assystem invested €60.7 million in an equity financing round carried out by Expleo Group for the purpose of helping finance the acquisition of SQS. Following this financing round, Assystem’s interest in the new group was a slightly lower 38.16%. Assystem’s participation in the financing – which brought its total investment in Expleo Group to €185 million – was funded by credit facilities arranged with Assystem’s banks in addition to its existing facilities so that it could retain the financial resources it needs to grow Assystem Energy & Infrastructure. Refocusing on the Energy & Infrastructure division (Assystem E&I) The transfer of control of its GPS division has enabled Assystem to refocus on the growth of the division that it still wholly controls – Energy & Infrastructure. In line with this objective, in late 2017, Assystem acquired a 5% stake in Framatome, strengthening its longstanding partnership with EDF, the key client of the E&I division’s Nuclear business. It also carried out three other strategic acquisitions. The first of these has strengthened its position in life sciences – which is a priority development sector for the E&I division’s Energy Transition & Infrastructures business – and the two others benefit both of the division’s businesses by giving it a leading position in the project management field in France. STRENGTHENING ASSYSTEM’S LONG-STANDING PARTNERSHIP WITH EDF – ACQUISITION OF A 5% STAKE IN FRAMATOME As a leading nuclear engineering player, Assystem is well placed to leverage the anticipated rapid growth in demand for nuclear engineering throughout the world as fossil fuels are replaced by carbon-free sources of electricity. With this in mind, in late 2017 Assystem took part in the reconfiguration of the French nuclear industry by purchasing from Areva NP a 5% ownership interest in Framatome, for €123.7 million. Consequently, Framatome – which generates annual revenue of over €3 billion – is now 75.5% owned by EDF, 19.5% by Mitsubishi Heavy Industries Ltd and 5% by Assystem. It is the Company to which Areva NP transferred its assets and activities related to (i) the design and supply of nuclear reactor equipment, (ii) the design and supply of fuel assemblies and (iii) services provided to a large worldwide installed base of nuclear reactors. This investment forms part of a broader agreement between Assystem and EDF aimed at consolidating their partnership, particularly concerning maintenance services carried out on civilian nuclear reactors in France and the United Kingdom to ensure they remain in proper operating condition. It also opens up opportunities for Assystem in the new-build market in the French nuclear industry. At the same time, it is enabling

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REGISTRATION DOCUMENT 2018