Assystem - Registration Document 2016

6

ÉTATS FINANCIERS

PARENT COMPANY FINANCIAL STATEMENTS

SIGNIFICANT EVENTS OF THE YEAR

NOTE 1

Changes in holdings in subsidiaries and affiliates

Convertible bonds At 31 December 2016, the amount of the Company’s bond debt (excluding accrued coupons) was as follows: ● €14 million related to Odirnane bonds (compared with €160 million at 31 December 2015); ● €83 thousand related to Ornane bonds (compared with €27.2 million at 31 December 2015). BUYBACK OF BONDS REDEEMABLE IN CASH AND/OR IN NEW AND/OR EXISTING SHARES WITH A MATURITY DATE OF 1 JANUARY 2017 (“ORNANE 2017 BONDS”) AND SUBSEQUENT REPURCHASE PROCEDURE During the first half of 2016, Assystem bought back a total of 1,230,764 of its Ornane 2017 bonds for €31.5 million (excluding accrued coupons), representing 29% of the Ornane 2017 bonds issued in July 2011. The aggregate face value of the Ornane bonds bought back amounted to €27.1 million. These buybacks resulted in the recognition of a €4.6 million non- recurring expense. A total of 337 Ornane bonds were converted into 346 Assystem shares on 9 September and 17 October 2016. At 31 December 2016, 3,757 Ornane bonds remained outstanding, representing an aggregate value of €0.1 million. They were recognised in “Convertible bonds” in the Company’s balance sheet. BUYBACK OF PERPETUAL BONDS REEDEMABLE IN CASH AND/OR IN NEW AND/OR EXISTING SHARES (“ODIRNANE BONDS”) AND SUBSEQUENT REPURCHASE PROCEDURE Through successive buybacks carried out in the second half of 2016, Assystem SA redeemed 5,111,972 Odirnane bonds representing a total amount of €176.9 million (including accrued coupons). At 31 December 2016, 490,268 Odirnane bonds remained outstanding (representing 8.8% of the original issue). These outstanding bonds were redeemed between end-February and 6 March 2017 (see “Significant events after the reporting date” below). Available bank borrowings At 31 December 2016, the Company still had access to a €120 million revolving credit facility set up in order to finance the Group’s general funding requirements. A total of €80 million had been drawn down under this facility at that date, which was used to partly finance the redemption of the Odirnane bonds. In January 2017 Assystem entered into a new €280 million financing arrangement with a pool of banks, comprising an €80 million term

ACQUISITIONS OF SHARES IN NEW SUBSIDIARIES On 21 June 2016, Assystem SA acquired 51% of the shares in Envy for €14,018 thousand. This acquisition enabled the Group to consolidate its skills and client portfolio in the international nuclear sector. Also during 2016, Assystem SA acquired the entire capital of Silver Atena UK Ltd (which was previously owned by Assystem Deutschland Holding) for €14,561 thousand. ACQUISITION OF ADDITIONAL SHARES IN EXISTING SUBSIDIARIES On 5 April 2016, Assystem SA took up 265 shares issued by its French subsidiary, Assystem Investments. The shares had a par value of €20 each and the total cost of the transaction was €5 thousand. On 7 November and 16 December 2016, Assystem SA took up shares issued by its subsidiaries ASM Technologies and Silver Atena UK Ltd, for €773 thousand and €1 million respectively. These shares were paid up by capitalising receivables. SALE OF SHARES IN SUBSIDIARIES On 29 April 2016, Assystem SA sold 130 shares of its subsidiary Eurosyn (representing 5.20% of the capital) to H2D Invest for €207 thousand. Treasury shares At 31 December 2016, the fair value of Assystem’s treasury shares was calculated based on the average market price of Assystem’s shares for the last month of the year. As this average market price was higher than the average purchase price of the treasury shares, no provision for impairment was recognised against these shares at 31 December 2016. Two free share/performance share plans were set up in 2016 for employees of Group companies. This led to the recognition of a €6,536 thousand provision in the financial statements, with the same amount recognised in accrued income. Change in the Assystem Group’s ownership structure The Assystem Group is controlled by HDL Development (1) , which held 60.66% of the Company’s capital at 31 December 2016 and 77.23% of its exercisable voting rights.

(1) HDL Development is 68.90%-controlled by HDL, which itself is controlled as follows: (i) 73.01% by Dominique Louis (Chairman and CEO of Assystem), (ii) 20.25% by the company Salvepar, (iii) 3.37% by the Tikehau Capital Partners fund, and (iv) 3.37% by the Tikehau Preferred Capital fund. The remaining ownership interests in HDL Development are held by the following parties: CEFID (15.81%), H2DA (12.58%), EEC (0.73%), Gérard Brescon (0.48%), David Bradley (0.42%), Dominique Louis (0.39%), Michel Combes (0.21%) and Stéphane Aubarbier (0.48%).

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ASSYSTEM

REGISTRATION DOCUMENT 2016