SOLOCAL_Registration Document_2017

FINANCIAL STATEMENTS 6.2 Annual financial statements for the financial years ended 31 December 2016 and 2017

Exceptional income amounted to €2.5 million. This mainly consists of the expected repayment of the employer contribution for free allocations (€2.0 million), and Article 700 indemnities. In 2016, this income was generated from re-invoicing subsidiaries for costs linked to the move to the Citylights premises. Exceptional expenses in 2017 amounted to €6.5 million. These mainly consist of the sale of Chronoresto securities, fully depreciated, for €5.3 million. In 2016, these expenses consisted mainly of the costs related to the move to the Citylights premises. Corporation tax On 3 December 2004, SoLocal Group opted to comply with the rules that apply to tax groups pursuant to Articles 223-A et seq. of the French Tax Code, for a renewable period of five years. In doing so, SoLocal Group made itself solely liable for the corporate income tax on all of the earnings of the tax consolidation group formed by itself and the companies in which it directly or indirectly holds at least 95% of the share capital and which agreed to join this group. The tax consolidated subsidiaries, as at 31 December 2017, are PagesJaunes, SoLocal Marketing Services, NetVendeur, Mappy, PagesJaunes Outre-Mer, ClicRDV, Fine Media, Retail Explorer, Cristallerie 5 and Leadformance. SoLocal Group thus recorded tax income of €54.4 million in 2017, mainly from the tax consolidation gain. In 2016, this tax income amounted to €51.4 million. Net income/expenses SoLocal Group recorded net income of €21.0 million in 2017, compared with €8.6 million in 2016. Appended to this report and pursuant to Article R. 225-102 of the French Commercial Code, is a table of our Company’s earnings over the past five financial years.

Financial income Financial revenues totalled €73.7 million in 2017, compared with €76.5 million in 2016. In 2017, financial revenues mainly consisted of: €64.1 million in dividends received from PagesJaunes SA; l amounts released from provisions linked to the impairment of l Chronoresto securities (€5.2 million) and the current account of this same entity (€3.1 million). Financial expenses totalled €82.6 million in 2017, against €91.8 million in 2016. These expenses consisted mainly of: impairment of PagesJaunes SA securities in the amount of l €37.0 million, compared with €18.7 million in 2016 for PagesJaunes Resto, Leadformance and Mappy, and treasury shares; interest expense on bank loans and on subsidiary loans and l current accounts, which totalled €45.0 million in 2017, compared with €72.6 million in 2016. This reduction is due to the financial restructuring of the debt. The average interest rate of the debt went from 5.4% as of 31 December 2016 to 7.6% at 31 December 2017, the latter being calculated over the period during which the new debt was in place, namely from 15 March to 31 December 2017. The net financial loss was €9.0 million in 2017, compared with a loss of €15.3 million in 2016. Exceptional profit/loss There was an exceptional loss of €4.0 million in 2017 compared with a loss of €0.2 million in 2016.

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SHARE CAPITAL STRUCTURE

III.

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The following table shows SoLocal Group’s shareholders and the number of shares held at 31 December 2017:

Number of shares 49,100,806 47,737,618 34,177,219 30,058,498 420,342,177

% of share capital

% of voting rights

Voting rights

J O Hambro Capital Management

8.4% 48,408,656 8.2% 47,737,618 5.9% 34,177,219 5.2% 30,058,498 72.2% 421,749,616 0.1% 626,208

8.3% 8.2% 5.9% 5.2%

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River and Mercantile AM

DNCA

Edmond de Rothschild AM

Public

72.4%

626,208 402,274

0.1%

SoLocal Group employees (1)

0.1%

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-

Treasury shares (2)

TOTAL

582,444,800

100.0% 582,757,815

100.0%

Under the SoLocal Group savings plan (PEG). (1) 402,274 treasury shares are held under a liquidity agreement implemented on 2 December 2012. (2)

No subsidiary of SoLocal Group holds interests in SoLocal Group.

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2017 Registration Document SOLOCAL