DERICHEBOURG - Universal registration document 2018-2019

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Group management report Significant events during the fiscal year

Signing of a loan agreement with the 3.1.3 European Investment Bank On July 19, 2019, Derichebourg signed a €130 million loan agreement with the European Investment Bank, to contribute to the long-term financing of a multi-year investment program in France in the field of recycling and circular economy. Investments under this multi-year investment program will mainly be for improving recovery rates of materials processed, adapting shredders to use the best available techniques (in the area of water treatment, smoke treatment and noise protection) and reducing the consumption of fossil energies (trucks and handling machinery). The loan granted by the EIB comes under the framework of the European fund for strategic investments, also called the “Juncker Plan”. It reflects the will of the European Union’s bank to further increase its funding to combat climate change. Furthermore, this is the first loan granted to a company in France in the field of circular economy, which is now a priority for the EIB. On September 19, 2019, Derichebourg Environnement signed an agreement with Layro for the acquisition of the Lyrsa Group, the Spanish leader in metal waste recycling. The completion of this acquisition is subject to the fulfillment of conditions precedent, including the review of the transaction by the Spanish merger control authorities. In Spain, Derichebourg’s share of the metal waste recycling market is currently very small. The acquisition agreement provides for the acquisition of Layro's interests in Lyrsa, Archamesa and Redisa, as well as the possibility for those companies’ minority shareholders to contribute their shares. In 2018, the Lyrsa Group business targeted by this acquisition posted revenue of €427 million. The group processes nearly 1 million tons of metal waste per year, including around 160,000 tons of non-ferrous metals. The group has around 600 employees. Lyrsa was founded in 1939. It operates 18 recycling centers (17 in Spain and 1 in Portugal). The company is the leading independent Spanish player in the recycling of metal waste. It operates three shredders (including one which has been jointly owned with the Derichebourg Group for 27 years), a sorting center for the metals derived from the shredding process, an aluminum refinery and a lead refinery. If the conditions precedent are fulfilled, the acquisition should be completed by the end of 2019. The Derichebourg Group intends to finance this acquisition through its available cash and existing credit lines. Signing of an agreement for the 3.1.4 acquisition of the Lyrsa Group

Change in regulations relating to the 3.1.5 cost of labor in France The 2019 Finance Act provided that the Employment and Competitiveness Tax Credit (“CICE”) – introduced in 2013 – would end on January 1, 2019. This tax credit used to reduce by 6% the cost of wages below 2.5 times the minimum wage. On the same date, a 6-point reduction in employers’ national health contributions was introduced (within the limit of 2.5 times the minimum wage). In theory, the impact of these two mechanisms should have canceled each other out. However, in practice, a negative impact of €1.7 million was recorded in the Multiservices business for companies practicing a pay lag. They did not benefit from the CICE or from the contribution reductions for the month of December 2018. Moreover, the impact is a lot more significant in terms of corporate income tax, since the change has generated an additional corporate income tax expense of around €10 million for the year, for the Group as a whole. Other changes in the scope of 3.1.6 consolidation Acquisitions in the Multiservices division 3.1.6.1 Pursuant to our objective of achieving revenue of €1 billion by 2023, several external growth operations have supplemented the organic growth of the Multiservices division, generally with the aim of strengthening our regional coverage. Cleaning During the fiscal year, Derichebourg Propreté acquired the following businesses (through the acquisition of equity interests or business assets): Alizé and Alizé Alsace, operating in Franche-Comté and Alsace, with p annual revenue of €3.5 million; CCI and SVP 30, specialized in industrial maintenance in the Nîmes p region, with annual revenue of €2 million; ASP and ASP 85, operating in the south of Maine-et-Loire and p Vendée, with annual revenue of €2 million; Net Services and DML, operating in the Oise, with annual revenue of p €3.5 million; Aquitaine Nettoyage, operating in the Landes and Pays de l’Adour, p with annual revenue of €3 million, mainly in the service sector, retail and the agri-food industry; A2 Propreté, operating in Corrèze and Haute-Vienne, with annual p revenue of €2 million; at the end of the fiscal year, Derichebourg Multiservices acquired a p majority stake in the three companies of Grupo Net. Based in continental Spain, the Canary Islands and the Balearic Islands, Grupo Net recorded revenue of €30 million in 2018 and employs nearly 4,000 people. The company mainly covers the cleaning sector, related services and green spaces. This transaction has reinforced the coverage of Derichebourg Multiservices in the Iberian Peninsula. The Group, which is already present in Spain through its subsidiary SELMAR SA, has thus strengthened its position and become a major

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