Derichebourg // 2020-2021 Universal Registration Document

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Financial and accounting information Consolidated financial statements at September 30, 2021 Notes

These bonds cannot be redeemed early until July 15, 2024, and are then redeemable at the following prices: from July 16, 2024 to July 15, 2025: 101.125%; from July 16, 2025 to July 15, 2026: 100.5625%; as of July 16, 2026: 100%. In the event of a change of control of the issuer, the holders have the option to request early redemption at the price of 101%. The documentation relating to this issue includes commitments in terms of authorized additional debt, the payment of dividends and the

like, investments in non-controlled entities or guarantees granted to them, and a cap on asset disposals net of reinvestments, events of default, which are individually less restrictive than those appearing in the Group’s syndicated loan agreement. This issue is intended to participate, with the Group’s cash flow, in financing the acquisition of Ecore. The funds were paid on June 24, 2021 into an escrow account, the balance of which is pledged for the benefit of bondholders, pending the closing of the transaction.

Net financial position 4.11.2

09-30-21

09-30-20

In millions of euros

Financial debt

983.2 787.5 195.7

703.1 361.9 341.1

Cash and cash equivalents

Total net debt

Liquidity risk 4.11.3 The Group uses a cash-flow management tool. This tool keeps track of the maturity of financial investments and financial assets ( e.g ., accounts receivable) and the estimated future cash flow from operations. At September 30, 2021, the Group’s main sources of funding were: a €340 million syndicated loan agreement signed in March 2020, with an authorized outstanding amount of €340 million. It includes a five-year loan for €240 million, repayable in equal annual installments (outstanding amount authorized and drawn of €210 million as at September 30, 2021), and a five-year usable revolving loan in the amount of €100 million, repayable at maturity. The next installment for the repayment loan is due on March 31, 2022 and amounts to €30 million. At September 30, 2021, there was no drawdown being made under the revolving credit; a non-recourse factoring agreement came into effect on January 1, 2015. Its initial two-year term was renewed twice, in April 2016 and November 2018, extending the maturity to the end of December 2021 and its limit to €300 million (subject to receivables available). The factor purchases non-recourse receivables for up to the approved amounts issued by the credit insurers, and with recourse beyond that amount. The total receivables that may be derecognized by the Group is thus dependent on the total receivables available and the credit insurers’ authorized limits. Any downward variation in one of these amounts may lead to an increase in the net debt recognized by the Group. The amount drawn down from this line as at September 30, 2021 is €290.9 million, for a contribution to net debt of €22,8 million; €107 million in medium-term borrowings, of which €96.9 million had been drawn down;

a loan agreement with the European Investment Bank for €130 million; a “green” bond of €300 million which is pledged for the benefit of bondholders, pending the closing of the Ecore acquisition transaction; leasing agreements, for which the amount outstanding as at September 30, 2021 was €218.8 million; bilateral credit lines, whether confirmed or not, totaling €129.6 million, which are not used since the Group’s net cash position is €778.3 million at September 30, 2021. Financial ratios The syndicated loan agreement requires the Group to maintain the following financial ratios: the annual leverage ratio, being the ratio of (a) consolidated net financial debt to (b) consolidated Ebitda, on each calculation date and over a rolling 12-month period ending on each calculation date, must be less than 3.00. At September 30, 2021, the leverage ratio was 0,50; the debt service coverage ratio, i.e. the ratio of (a) consolidated cash flow before debt service to (b) net financial expenses on each calculation date and over a rolling 12-month period ending on each calculation date considered, must be greater than 5. At September 30, 2021, the coverage ratio stood at 23.26. The Group was in compliance with its financial covenants on September 30, 2021. Given the liquidity margin of €1 billion at September 30, 2021, and based on business and investment forecasts, the Group estimates that it has sufficient financial lines to meet its payments over the 12 months from September 30, 2021.

DERICHEBOURG 2020/2021 Universal Registration Document 162