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REXEL : Fourth-Quarter & Full-Year 2012 results


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2013-02-12 07:35:08 -


   FOURTH-QUARTER & FULL-YEAR 2012 RESULTS

Financial statements at Dec. 31, 2012 were authorized for issue by the
Management Board on February 5, 2013 and reviewed by the Supervisory Board held
on February 11, 2013. They were audited by statutory auditors. The following
terms: EBITA, Adjusted EBITA, EBITDA, Free Cash Flow and Net Debt are defined in
the Glossary section of this document.



ROBUST PROFITABILITY IN Q4, DESPITE CHALLENGING ENVIRONMENT

FULL-YEAR RESULTS IN LINE WITH TARGETS

RISE IN P                             ROPOSED DIVIDEND TO
€0.75 PER SHARE

SOLID TARGETS FOR 2013 & MEDIUM-TERM GUIDANCE CONFIRMED



ROBUST PROFITABILITY IN Q4 2012, DESPITE CHALLENGING ENVIRONMENT

* Challenging macroeconomic conditions impacted sales in most geographies
* Adj. EBITA margin stable at 6.0%, despite 4.7% drop in sales on a constant
and same-day basis



FULL-YEAR 2012 RESULTS IN LINE WITH TARGETS

* Reported sales up 5.8% to €13.4bn, boosted by sustained acquisition strategy
* Reported EBITA up 6.2% to €767m
* Adj. EBITA margin up 10bps to 5.7%, despite 1.8% drop in sales on a constant
and same-day basis
* Strong free cash-flow generation of €627m before int. and tax, up 4.4% year-
on-year



RISE IN P                              ROPOSED DIVIDEND TO
€0.75 PER SHARE (vs.
€0.65 last year)



SOLID TARGETS FOR 2013 &      MEDIUM-TERM GUIDANCE CONFIRMED

* 2013: Adj. EBITA margin of 5.7% and free cash-flow before int. & tax above
€600m
* 2015: Adj. EBITA margin above 6.5% and free cash-flow after int. & tax above
€500m



+---------------------------------------+-------+----------+--------+----------+
|At December 31 |Q4 2012|YoY Change| FY 2012|YoY Change|
+---------------------------------------+-------+----------+--------+----------+
|On a reported basis |  |  |  |  |
+---------------------------------------+-------+----------+--------+----------+
|Sales (€m) |3,439.8| +2.9%|13,449.2| +5.8%|
| | | | | |
|% change constant & same-day |  | -4.7%|  | -1.8%|
+---------------------------------------+-------+----------+--------+----------+
|EBITA (€m) | 206.2| +1.3%| 767.4| +6.2%|
+---------------------------------------+-------+----------+--------+----------+
|EBITA margin (as a % sales) | 6.0%| -10bps| 5.7%| stable|
+---------------------------------------+-------+----------+--------+----------+
|Operating income (€m) | 165.2| +33.2%| 647.4| +8.0%|
+---------------------------------------+-------+----------+--------+----------+
|Net income (€m) | 82.2| +37.4%| 318.6| +0.8%|
+---------------------------------------+-------+----------+--------+----------+
|Recurring net income (€m) | 100.1| -9.9%| 386.7| +4.1%|
+---------------------------------------+-------+----------+--------+----------+
|Free cash flow before interest and tax | 398.9| +9.5%| 627.5| +4.4%|
|paid (€m) | | | | |
+---------------------------------------+-------+----------+--------+----------+
|Net debt end of period (€m) |  |  | 2,599.2| +25.1%|
+---------------------------------------+-------+----------+--------+----------+
|On a constant and adjusted basis(*) |  |  |  |  |
+---------------------------------------+-------+----------+--------+----------+
|Gross profit (€m) | 856.9| -5.3%| 3,312.9| -1.2%|
+---------------------------------------+-------+----------+--------+----------+
|Gross margin (as a % sales) | 24.9%| +10bps| 24.6%| +20bps|
+---------------------------------------+-------+----------+--------+----------+
|EBITA (€m) | 207.4| -5.4%| 765.6| -0.3%|
+---------------------------------------+-------+----------+--------+----------+
|EBITA margin (as a % sales ) | 6.0%| stable| 5.7%| +10bps|
+---------------------------------------+-------+----------+--------+----------+

(* )Constant and adjusted = at comparable scope of consolidation and exchange
rates, excluding the non-recurring effect related to changes in copper-based
cable prices and before amortization of purchase price allocation; an extract of
financial statements is presented in Appendix.



Rudy PROVOOST, Chairman of the Management Board and CEO, said:

"2012 marked an important step forward for Rexel. In a very challenging market
environment, Rexel demonstrated the robustness of its business model as well as
its ability to generate solid profitability and substantial cash flow, enabling
the Group to meet its full-year targets. Rexel also stepped up its investments
in external growth, strengthening its market position in the United States with
two strategic acquisitions, further expanding in fast-growing economies, notably
in Latin America, and continuing to make tactical acquisitions in Europe.
Moreover, Rexel launched its ambitious "Energy in Motion" plan, which aims at
accelerating our growth in promising market segments such as energy efficiency
and international projects with large industrial or commercial customers and
improving our organizational effectiveness.
Thanks to focused resources allocation, enhanced partnerships with strategic
suppliers and continuous commitment to excellence in serving customers around
the world, I am confident that Rexel will create significant value in 2013 and
beyond."




Financial review for the period ended December 31, 2012

Unless otherwise stated, all comments are on a constant and adjusted basis and,
for sales, at same number of working days



Reported sales: +2.9% in Q4 and +5.8% in the FY, supported by solid contribution
from acquisitions and a positive currency effect



Constant and same-day sales evolution: -4.7% in Q4, reflecting continued
challenging macroeconomic conditions; -1.8% in the FY



In the fourth quarter, Rexel recorded sales of €3,439.8 million, up 2.9% on a
reported basis and down 4.7% on a constant and same-day basis. Excluding the
negative 0.1 percentage point impact due to the change in copper-based cable
prices, sales were down 4.6% on a constant and same-day basis.

The 2.9% rise in sales on a reported basis included:
·  A positive currency effect of €104.5 million (mainly due to the appreciation
of the US, Canadian and Australian dollars and the British Pound against the
euro),

·  A positive effect of €197.9 million from acquisitions, of which €93.7m due to
the consolidation of Platt as from July 1 and of Munro as from December 1,

·  A negative calendar effect of 1.0 percentage point.


On a constant and same-day basis, sales continued to reflect increasingly
challenging conditions in Rexel's end-markets:

* Slowing momentum from industry,
* Persistently low level of residential construction,
* Weak activity in the commercial end-market, impacted by postponement of
projects.



In the full-year, Rexel recorded sales of €13,449.2 million, up 5.8% on a
reported basis and down 1.8% on a constant and same-day basis. Excluding the
negative 0.7 percentage point impact due to the change in copper-based cable
prices, sales were down 1.1% on a constant and same-day basis.

The 5.8% rise in sales on a reported basis included:
·  A positive currency effect of €515.0 million (mainly due to the appreciation
of the US, Canadian and Australian dollars and the British Pound against the
euro),

·  A net positive effect of €479.2 million from changes in the scope of
consolidation (acquisitions: €544.1 million minus divestments: €64.9 million),

·  A slightly negative calendar effect of 0.1 percentage point.





Europe (56% of Group sales): -5.5% in Q4 and -3.3% in the FY on a constant and
same-day basis



In the fourth quarter, sales in Europe decreased by 0.9% on a reported basis,
including a positive effect of €64.5 million from the consolidation of Eurodis
and Toutelectric in France, Wilts in the UK, La Grange in Belgium and Erka in
Spain.

On a constant and same-day basis, sales evolution was broadly in line with the
previous quarter: -5.5% in Q4 vs. -5.2% in Q3. Excluding photovoltaic, sales
were down 3.8% in Q4 (vs. -4.6% in the previous quarter).

   · In France, sales were down 2.1% in Q4 (an improvement from the 4.9% drop
posted in the previous quarter) and continued to reflect low demand from the
industrial end-market as well as low activity in residential and commercial
construction.

   · In the UK, sales were down 8.7% in Q4, on a very challenging comparable
basis (Q4 2011 was the strongest quarter last year at +13.2%, favored by strong
photovoltaic sales and activity related to the Olympic Games). Excluding
photovoltaic, sales were down 3.5% in Q4 (vs. -2.9% in the previous quarter).

   · In Germany, sales were down 9.0% in Q4 (vs. -5.1% in the previous quarter).
Excluding photovoltaic, sales were down 2.4% in Q4 (vs. -3.4% in the previous
quarter), still reflecting slowing momentum from the industrial end-market and
lower export activity.

   · In Belgium, sales were down 13.0% in Q4 (vs. -13.9% in the previous
quarter). Excluding photovoltaic, sales were down 2.7% (vs. -6.8% in the
previous quarter), impacted by delayed commercial projects and lower residential
activity.

   · In the Netherlands, sales posted a 16.1% decline in Q4 (vs. -9.6% in the
previous quarter), continuing to reflect difficult market conditions and the
business transformation underway.

   · In both Switzerland and Austria, sales continued to grow in Q4,
respectively by 2.9% and 1.8%.

   · In Scandinavia, sales decreased by 7.5% in Q4 (vs. -3.3% in the previous
quarter). They were almost flat in Norway (-0.2%), while Sweden and Finland were
down respectively 9.6% and 14.8%, reflecting challenging macroeconomic
conditions in both countries and poor export activity in Finland.

    · Southern European countries stabilized in Q4 (+0.1% vs. -11.8% in the
previous quarter). This stabilization is attributable to Spain's return to
growth (+1.8% in Q4 vs. a double-digit drop in each of the three previous
quarters) and to a significant improvement in Italy (-0.9% in Q4 vs. -8.4% in
the previous quarter).

In the full-year, sales in Europe increased by 0.4% on a reported basis,
including:
* a positive effect of €200.5 million from the consolidation of Eurodis and
Toutelectric in France, Wilts in the UK, La Grange in Belgium and Erka in
Spain,
* a positive currency effect of €102.5 million due to the appreciation of the
British Pound and the Swiss Franc against the euro.

On a constant and same-day basis, sales were down 3.3%. Excluding photovoltaic,
they were down 2.8%.



North America (32% of Group sales): -2.2% in Q4 and +1.8% in the FY on a
constant and same-day basis



In the fourth quarter, sales in North America were up 9.6% on a reported basis,
including a positive effect of €54.8 million from exchange rates (USD and CAD
against the euro) and a further positive effect of €108.9 million resulting from
the consolidation of Liteco (Canada) as from January 2012, of Platt (US) as from
July 2012 and of Munro (US) as from December 2012.

* In the US, sales were down 1.2% in Q4 (vs. -1.8% in the previous quarter),
reflecting challenging comparables (Q4 2011 posted a 7.4% growth on a
constant and same-day basis). Excluding the impact of the branch
optimization program that was implemented in recent quarters (401 branches
at December 31, 2012 vs. 418 branches at December 31, 2011), sales were up
1.0% in Q4 (vs.    +0.7% in the previous quarter).
* In Canada, sales were down 4.5% in Q4 (vs. +5.0% in the previous quarter).
This decrease reflected a challenging base effect (Q4 2011 posted a solid
7.6% growth, boosted by large projects in Western Canada and Ontario), an
extended year-end shutdown period and postponement of new projects.

In the full-year, sales in North America increased by 16.3% on a reported basis,
including:
* a positive effect of €232.6 million from the consolidation of Platt and
Munro in the US and Liteco in Canada,
* a positive currency effect of €296.7 million due to the appreciation of the
US and Canadian dollars against the euro.

On a constant and same-day basis, sales were up 1.8%: +1.0% in the US (+2.9%
excluding the impact of the branch optimization program) and +3.5% in Canada.



Asia-Pacific (10% of Group sales): -8.7% in Q4 and -5.5% in the FY on a constant
and same-day basis



In the fourth quarter, sales in Asia-Pacific were down 2.9% on a reported basis,
including a positive effect of €21.3 million from favorable exchange rates
(primarily the appreciation of the Australian dollar against the euro).

On a constant and same-day basis, sales were down 8.7% in Q4 (vs. -9.0% in the
previous quarter).

* In China (c. 30% of the region's sales), sales were down 1.5% (vs. -7.4% in
the previous quarter), still reflecting decline in wind sales and extremely
challenging comparables as Q4 2011 posted a solid growth of 14.1% on a
constant and same-day basis. Excluding wind, sales were up 7.5% in Q4 (vs.
+1.1% in the previous quarter).
* In Australia (c. 60% of the region's sales), sales were down 13.6%, still
impacted by difficult macroeconomic conditions and by the implementation of
a new carbon tax as from July 1, which severely hit mining and projects.
* In New Zealand (c. 10% of the region's sales), sales stabilized (-0.4% in Q4
vs. 14.8% in the previous quarter) but the post-earthquake reconstruction
program has not yet started.


In the full-year, sales in Asia-Pacific increased by 5.0% on a reported basis,
including:
* a positive currency effect of €117.2 million, primarily due to the
appreciation of the Australian dollar against the euro,
* a positive effect of €23.1 million from the consolidation of companies
acquired in China and India in 2011.

On a constant and same-day basis, sales were down 5.5%, of which -7.4% in
Australia, -9.7% in New Zealand and +2.0% in China.



Latin America (2% of Group sales): -1.1% in Q4 and +3.7% in the FY on a constant
and same-day basis



In the fourth quarter, sales in Latin America were up 45.4% on a reported basis,
including a positive effect of €24.5 million resulting from the consolidation of
Delamano and Etil in Brazil and V&F Tecnologia and Dirome in Peru.

On a constant and same-day basis, sales were down 1.1%, reflecting contrasted
situations. Sales in Brazil decreased by 4.7% in Q4 (vs. -2.0% in the previous
quarter), impacted by slower momentum in industry and the integration process of
the recently acquired Delamano, while sales in Chile and Peru posted growth of
respectively 1.6% and 19.6%.

In the full-year, sales in Latin America increased by 44.3% on a reported basis,
including a positive effect of €87.9 million from the consolidation of Delamano
and Etil in Brazil and V&F Tecnologia and Dirome in Peru.

On a constant and same-day basis, sales were up 3.7%, of which -1.0% in Brazil,
+10.1% in Chile and +18.9% in Peru.


Higher cost flexibility and adjusted EBITA(1) margin stable at 6.0% in the
fourth quarter
Full-year profitability in line with target at 5.7%: improvement in both Europe
and North America (88% of sales), despite challenging market conditions in
Europe


In the fourth quarter, adjusted EBITA margin was stable year-on-year at 6.0%,
despite 4.7% drop in sales on a constant and same-day basis.



This stability reflected:

* A 10 basis point improvement in gross margin, to 24.9%,
* A 10 basis point increase in distribution and administrative
expenses(including depreciation) as a percentage of sales (from 18.8% in Q4
2011 to 18.9% in Q4 2012): these expenses were reduced by 5.3% while sales
decreased by 5.7% on a constant and actual-day basis.



In the full-year, adjusted EBITA margin improved by 10 basis points year-on-year
and stood at 5.7%.



This 10 basis point improvement reflected:

* A 20 basis point improvement in gross margin, to 24.6%,
* A 10 basis point increase in distribution and administrative expenses
(including depreciation) as a percentage of sales (from 18.8% in the full-
year 2011 to 18.9% in the full-year 2012): these expenses were reduced by
1.4% while sales decreased by 1.9% on a constant and actual-day basis.



By geography:
* Europe improved its adjusted EBITA margin by 40 basis points to 7.1%,
demonstrating its ability to increase gross margin and to optimize its cost
flexibility (distribution and administrative expenses2 were down 2.8% with
sales down 3.6% on a constant and actual-day basis),
* North America also improved its adjusted EBITA margin by 50 basis points to
5.2%, thanks to enhanced gross margin (+10bps) and a reduced cost base
(+40bps),
* Asia-Pacific posted a 150 basis point drop in adjusted EBITA margin to
4,5%, impacted by the strong decline in sales (down 5.4% on a constant and
actual-day basis) and adverse geographic mix,
* Latin America posted a 230 basis point drop in adjusted EBITA margin to
2.0% (although sales were up 2.8% on a constant and actual-day basis),
mainly impacted by strong inflation in personnel costs and expenses linked
to the development of a national platform in Brazil.

Europe and North America, which both improved adjusted EBITA margin year-on-
year, represented 88% of Group sales.


Reported EBITA up 1.3% in the fourth quarter and up 6.2% in the full-year

Reported EBITA reached €206.2 million in the fourth quarter, up 1.3% year-on-
year, and €767.4 million in the full-year, up 6.2% year-on-year, boosted by
acquisitions and a positive currency effect.


Operating income up 8.0% in the full-year

Recurring net income up 4.1% in the full-year; reported net income up 0.8%,
impacted by rise in tax rate



Operating income in the full-year was up 8.0%, at €647.4 million.



* Amortization of purchase price allocation amounted to €13.3 million (vs.
€15.7 million in 2011).
* Other income and expenses amounted to a net charge of €106.7 million (vs. a
net charge of €107.0 million in 2011). They included €45.7 million of
goodwill impairment (vs. €87.9 million in 2011), of which the Netherlands
accounted for €23.9 million, New Zealand for €20.2 million and Slovenia for
€1.6 million. They also included €49.9 million of restructuring costs (vs.
€39.8 million in 2011).



Net income in the full-year was up 0.8%, at €318.6 million (vs. €316.0 million
in 2011). Most of the difference between the growth in operating income and net
income was attributable to the rise in the effective tax rate: as already stated
in the previous quarters, the effective tax rate increased to 29.4% in 2012 vs.
22.2% in 2011, which benefited from the recognition of prior-year losses carried
forward.



Net income included:

*  Net financial expenses for €200.1 million (vs. €197.1 million in 2011). The
average effective interest rate in the full-year was slightly down year-on-
year, at 7.0% (vs. 7.2% in 2011), as a result of an optimized use of cash
available.
*  Income tax represented a charge of €131.7 million (vs. €89.3 million in
2011), as explained above.
*  Share of profit/loss in associates was a profit of €3.1 million (vs. a
profit of €2.8 million in 2011).



Recurring net income amounted to €386.7 million, up 4.1% year-on-year (see
appendix 2).





Free cash-flow before interest and tax of €627.5 million in the full-year, above
target of around €600 million

Indebtedness ratio at 2.95 times EBITDA at December 31, 2012 (vs. 2.40x at
December 31, 2011), due to the impact of active acquisition policy during the
year



In the full-year, free cash flow before interest and taxwas an inflow of €627.5
million (vs. an inflow of €601.0 million in 2011). This inflow included:



* Gross capital expenditure of €90.6 million (vs. €98.2 million in 2011),
* A limited outflow of €37.2 million from change in working capital, resulting
from stronger sales, higher inventories and lower level of trade payables.



At December 31, 2012, net debt stood at €2,599.2 million, vs. 2,773.2 million at
the end of the previous quarter and vs. 2,078.2 million at December 31, 2011. It
took into account:



·    €617.5 million of net financial investment: in 2012, Rexel was very active
as regards external growth with two strategic acquisitions in the US (Platt and
Munro), which combined represented almost 70% of the net financial investment in
the year,

·    €169.7 million of net interest paid,

·    €143.4 million of income tax paid,

·    €143.0 million of dividend paid in cash.



At December 31, 2012, the indebtedness ratio (Net financial debt / EBITDA), as
calculated under the Senior Credit Agreement terms, stood at slightly below 3
times, at 2.95x (vs. 3.07x at the end of the previous quarter and vs. 2.40x at
December 31, 2011). This level reflected the active acquisition policy that was
implemented in 2012, resulting in €617.5 million of net financial investment
during the year.















Rexel strengthens its offer of value-added services in Lighting with the
acquisition of LuxLight in Singapore



Last December, Rexel acquired LuxLight, a premier player in high-end lighting
solutions in Asia.

In line with Rexel's strategy, this acquisition significantly reinforces Rexel's
lighting offer to the hospitality segment (including luxury hotels and
residential buildings), an addressable market estimated of €1.8bn by 2016 for
Asia as a whole.

With an experienced team benefiting from a solid reputation in the industry,
LuxLight has a strong track-record in Singapore, the Maldives, Seychelles and
Sri Lanka and significant projects in Asia and the United Arab Emirates.

Founded in 2006, LuxLight is present in 10 countries and employs about 20
people. The company posted annual sales of c. €12m in 2012 and benefits from
higher profitability than Rexel's average. This acquisition will be accretive in
2013 and LuxLight's operations are consolidated as from January 1.




Rise in p                                 roposed dividend to
€0.75 per share
(vs. €0.65 last year)



Rexel will propose to shareholders a dividend of €0.75 per share, to be paid in
cash or shares, subject to approval at the Annual Shareholders' Meeting to be
held in Paris on May 22, 2013.
This €0.75 dividend represents a payout ratio of 53% of the Group's recurring
net income in 2012, consistent with the policy of paying out at least 40% of the
Group's recurring net income. The increase vs. last year's dividend of €0.65
reflects the Group's confidence in its structural ability to generate strong
cash-flow throughout the cycle.






Outlook



The ongoing uncertain economic climate leads us to exercise caution with regards
to the 2013 outlook.



The trend in organic sales is likely to remain negative in the first half, with
an expected return to growth in the second half, helped by improving indicators
in North America and fast-growing countries. As a result, we target slightly
positive organic sales growth for the year as a whole.



On this basis, we aim at delivering in 2013:

* Stable adjusted EBITA margin of 5.7%,

* Free cash flow of more than €600 million before interest and tax,
corresponding to around €300 million after interest and tax.

Assuming a return to organic sales growth in the second half of 2013 and beyond,
combined with the benefits of the "Energy in Motion" plan, Rexel confirms its
medium-term objectives of an adjusted EBITA margin above 6.5% and free cash flow
after interest and tax above €500 million in 2015.





Calendar



May 2, 2013                             First-quarter 2013
results

July 26, 2013                            Second-quarter and
half-year 2013
results

October 31, 2013                      Third-quarter and 9-month 2013
results



Financial information



The financial report for the period ended December 31, 2012 is available on the
Group's website (www.rexel.com), in the "Regulated information" section, and
has
been filed with the French Autorité des Marchés Financiers.



A slideshow of the fourth-quarter & full-year 2012 results is also available on
the Group's website.










Rexel, a global leader in the distribution of sustainable and innovative
products and services for automation, technical supply and energy management,
addresses three main markets - industrial, commercial and residential. The Group
supports customers around the globe, wherever they are, to create value and run
their business better. With a network of some 2,300 branches in 37 countries,
and over 31,000 employees, Rexel's sales were €13.4 billion in 2012. Its
majority shareholders are an investor group led by Clayton, Dubilier & Rice,
Eurazeo and BAML Capital Partners.
Rexel is listed on the Eurolist market of Euronext Paris (compartment A, ticker
RXL, ISIN code FR0010451203). It is included in the following indices: SBF 120,
CAC Mid 100, CAC AllTrade, CAC AllShares, FTSE EuroMid, FTSE4Good, STOXX600,
STOXX Europe Sustainability and ASPI Eurozone.






Contacts



| Financial Analysts / Investors | Press
+--------------------------------+--------------------------
| Marc MAILLET | Karolina ADAMKIEWICZ
+--------------------------------+--------------------------
| +33 1 42 85 76 12 | +33 1 42 85 76 39
+--------------------------------+--------------------------
| mmaillet@rexel.com | kadamkiewicz@rexel.com
+--------------------------------+--------------------------
| Florence MEILHAC | Brunswick: Thomas KAMM
+--------------------------------+--------------------------
| +33 1 42 85 57 61 | +33 1 53 96 83 92
+--------------------------------+--------------------------
| fmeilhac@rexel.com | tkamm@brunswickgroup.com
| |










Glossary





EBITA                                       
(earnings before interest, taxes
and amortization) is defined as operating income before amortization of
intangible assets recognized upon purchase price allocation and before other
income and other expenses.  Adjusted EBITA is defined as EBITA excluding the
estimated non-recurring net impact from changes in copper-based cable prices.



EBITDA (earnings before interest, taxes, depreciation and amortization) is
defined as operating income before depreciation and amortization and before
other income and other expenses.



FREE CASH FLOW is defined as cash from operating activities minus net capital
expenditure.

NET FINANCIAL DEBT is defined as financial debt less cash and cash equivalents.



























Rexel has elected for early adoption of revised IAS 19 "Employee Benefits"
following its endorsement by EU on June 6, 2012. The early adoption of this
amendment improves information of the Group's financial situation, in particular
the presentation in the financial statements of the surplus or deficit of
pension funds. Accounting policy changes have been applied retrospectively of of
January 1, 2011 and comparative information are available in the consolidated
financial statements.



Appendix 1



Segment reporting - Constant and adjusted basis ((*))



(*) Constant and adjusted = at comparable scope of consolidation and exchange
rates, excluding the non-recurring effect related to changes in copper-based
cables price and before amortization of purchase price allocation; the non-
recurring effect related to changes in copper-based cables price was, at the
EBITA level:

- a loss of €6.0 million in Q4 2011 and a loss of €1.2 million in Q4 2012;

- a loss of €6.4 million in FY 2011 and a profit of €1.8 million in FY 2012.





GROUP


+----------------------------+-------+-------+------+---------+---------+------+
| Constant and adjusted |Q4 2011|Q4 2012|Change| FY 2011 | FY 2012 |Change|
|  basis (€m) | | | | | | |
+----------------------------+-------+-------+------+---------+---------+------+
|Sales   |3,646.2|3,439.8| -5.7%| 13,711.2| 13,449.2| -1.9%|
| | | | | | | |
| on a constant basis | | | | | | |
|  and same days |  |  | -4.7%|  |  | -1.8%|
+----------------------------+-------+-------+------+---------+---------+------+
|Gross profit | 904.7| 856.9| -5.3%| 3,352.3| 3,312.9| -1.2%|
| | | | | | | |
|  as a % of sales | 24.8%| 24.9%|+10bps| 24.4%| 24.6%|+20bps|
+----------------------------+-------+-------+------+---------+---------+------+
|Distribution & adm. expenses| | | | | | |
|(incl. depreciation) |(685.5)|(649.5)| -5.3%|(2,584.5)|(2,547.3)| -1.4%|
+----------------------------+-------+-------+------+---------+---------+------+
|EBITA   | 219.2| 207.4| -5.4%| 767.8| 765.6| -0.3%|
| | | | | | | |
|  as a % of sales | 6.0%| 6.0%|stable| 5.6%| 5.7%|+10bps|
+----------------------------+-------+-------+------+---------+---------+------+
|Headcount (end of period) | 31,191| 30,416| -2.5%| 31,191| 30,416| -2.5%|
+----------------------------+-------+-------+------+---------+---------+------+


EUROPE


+----------------------------+-------+-------+------+---------+---------+------+
|   Constant and adjusted |Q4 2011|Q4 2012|Change| FY 2011 | FY 2012 |Change|
| basis (€m) | | | | | | |
+----------------------------+-------+-------+------+---------+---------+------+
|Sales   |2,033.6|1,923.0| -5.4%| 7,723.7| 7,448.6| -3.6%|
| | | | | | | |
| on a constant basis | | | | | | |
|  and same days |  |  | -5.5%|  |  | -3.3%|
| | | | | | | |
|o/w France | 662.7| 659.1| -0.5%| 2,545.5| 2,484.6| -2.4%|
| | | | | | | |
| on a constant basis | | | | | | |
|  and same days |  |  | -2.1%|  |  | -2.4%|
| | | | | | | |
|  United Kingdom | 271.3| 247.7| -8.7%| 1,077.7| 1,042.3| -3.3%|
| | | | | | | |
| on a constant basis | | | | | | |
|  and same days |  |  | -8.7%|  |  | -3.3%|
| | | | | | | |
|  Germany | 245.8| 217.0|-11.7%| 915.2| 867.6| -5.2%|
| | | | | | | |
| on a constant basis | | | | | | |
|  and same days |  |  | -9.0%|  |  | -4.1%|
| | | | | | | |
|  Scandinavia | 270.6| 246.2| -9.0%| 952.6| 934.6| -1.9%|
| | | | | | | |
| on a constant basis | | | | | | |
|  and same days |  |  | -7.5%|  |  | -1.2%|
+----------------------------+-------+-------+------+---------+---------+------+
|Gross profit | 544.3| 522.7| -4.0%| 2,042.9| 2,012.1| -1.5%|
| | | | | | | |
|  as a % of sales | 26.8%| 27.2%|+40bps| 26.4%| 27.0%|+60bps|
+----------------------------+-------+-------+------+---------+---------+------+
|Distribution & adm. expenses| | | | | | |
|(incl. depreciation) |(400.2)|(373.1)| -6.8%|(1,524.6)|(1,481.3)| -2.8%|
+----------------------------+-------+-------+------+---------+---------+------+
|EBITA   | 144.1| 149.7| +3.9%| 518.3| 530.9| +2.4%|
| | | | | | | |
|  as a % of sales | 7.1%| 7.8%|+70bps| 6.7%| 7.1%|+40bps|
+----------------------------+-------+-------+------+---------+---------+------+
|Headcount (end of period) | 17,710| 17,057| -3.7%| 17,710| 17,057| -3.7%|
+----------------------------+-------+-------+------+---------+---------+------+

























NORTH AMERICA


+------------------------------+-------+-------+-------+-------+-------+-------+
|   Constant and adjusted |Q4 2011|Q4 2012|Change |FY 2011|FY 2012|Change |
| basis (€m) | | | | | | |
+------------------------------+-------+-------+-------+-------+-------+-------+
|Sales   |1,189.0|1,124.2| -5.5%|4,267.5|4,348.6| +1.9%|
| | | | | | | |
| on a constant basis and | | | | | | |
|  same days |  |  | -2.2%|  |  | +1.8%|
| | | | | | | |
|o/w United States | 843.4| 789.2| -6.4%|2,969.0|2,999.0| +1.0%|
| | | | | | | |
| on a constant basis and | | | | | | |
|  same days |  |  | -1.2%|  |  | +1.0%|
| | | | | | | |
|  Canada | 345.6| 335.0| -3.1%|1,298.5|1,349.5| +3.9%|
| | | | | | | |
| on a constant basis and | | | | | | |
|  same days |  |  | -4.5%|  |  | +3.5%|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Gross  profit | 265.6| 253.0| -4.7%| 925.2| 946.1| +2.3%|
| | | | | | | |
|as a % of sales | 22.3%| 22.5%| +20bps| 21.7%| 21.8%| +10bps|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Distribution & adm. expenses | | | | | | |
|(incl. depreciation) |(194.1)|(189.4)| -2.4%|(722.7)|(720.1)| -0.4%|
+------------------------------+-------+-------+-------+-------+-------+-------+
|EBITA   | 71.5| 63.6| -11.0%| 202.5| 226.0| +11.6%|
| | | | | | | |
|  as a % of sales | 6.0%| 5.7%| -30bps| 4.7%| 5.2%| +50bps|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Headcount (end of period) | 8,630| 8,647| 0.2%| 8,630| 8,647| 0.2%|
+------------------------------+-------+-------+-------+-------+-------+-------+




ASIA-PACIFIC


+------------------------------+-------+-------+-------+-------+-------+-------+
|   Constant and adjusted |Q4 2011|Q4 2012|Change |FY 2011|FY 2012|Change |
| basis (€m) | | | | | | |
+------------------------------+-------+-------+-------+-------+-------+-------+
|Sales   | 346.7| 315.9| -8.9%|1,418.6|1,341.9| -5.4%|
| | | | | | | |
| on a constant basis and | | | | | | |
|  same days |  |  | -8.7%|  |  | -5.5%|
| | | | | | | |
|o/w China | 93.2| 90.0| -3.4%| 357.6| 364.9| +2.1%|
| | | | | | | |
| on a constant basis and | | | | | | |
|  same days |  |  | -1.5%|  |  | +2.0%|
| | | | | | | |
|  Australia | 199.1| 173.4| -12.9%| 833.3| 773.2| -7.2%|
| | | | | | | |
| on a constant basis and | | | | | | |
|  same days |  |  | -13.6%|  |  | -7.4%|
| | | | | | | |
|  New Zealand | 33.2| 33.7| +1.5%| 148.7| 133.7| -10.1%|
| | | | | | | |
| on a constant basis and | | | | | | |
|  same days |  |  | -0.4%|  |  | -9.7%|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Gross profit | 76.4| 63.6| -16.7%| 314.6| 281.8| -10.4%|
| | | | | | | |
|  as a % of sales | 22.0%| 20.1%|-190bps| 22.2%| 21.0%|-120bps|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Distribution & adm. expenses | | | | | | |
|(incl. depreciation) | (56.9)| (53.1)| -6.7%|(229.0)|(221.2)| -3.4%|
+------------------------------+-------+-------+-------+-------+-------+-------+
|EBITA   | 19.5| 10.5| -46.0%| 85.5| 60.6| -29.2%|
| | | | | | | |
|  as a % of sales | 5.6%| 3.3%|-230bps| 6.0%| 4.5%|-150bps|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Headcount (end of period) | 2,926| 2,730| -6.7%| 2,926| 2,730| -6.7%|
+------------------------------+-------+-------+-------+-------+-------+-------+


LATIN AMERICA


+------------------------------+-------+-------+-------+-------+-------+-------+
|   Constant and adjusted |Q4 2011|Q4 2012|Change |FY 2011|FY 2012|Change |
| basis (€m) | | | | | | |
+------------------------------+-------+-------+-------+-------+-------+-------+
|Sales   | 77.0| 76.7| -0.3%| 301.4| 310.0| +2.8%|
| | | | | | | |
|  on a constant basis and |  |  | -1.1%|  |  | +3.7%|
| same days | | | | | | |
| | | | | | | |
|o/w Brazil | 46.8| 44.8| -4.2%| 184.0| 180.7| -1.8%|
| | | | | | | |
|  on a constant basis and |  |  | -4.7%|  |  | -1.0%|
| same days | | | | | | |
| | | | | | | |
|  Chile | 24.9| 25.8| +3.3%| 102.8| 111.9| +8.8%|
| | | | | | | |
|  on a constant basis and |  |  | +1.6%|  |  | +10.1%|
| same days | | | | | | |
| | | | | | | |
|  Peru | 5.2| 6.1| +17.3%| 14.6| 17.4| +19.3%|
| | | | | | | |
|  on a constant basis and |  |  | +19.6%|  |  | +18.9%|
| same days | | | | | | |
+------------------------------+-------+-------+-------+-------+-------+-------+
|Gross profit | 19.3| 17.3| -10.5%| 68.1| 71.0| +4.3%|
| | | | | | | |
|  as a % of sales | 25.0%| 22.5%|-250bps| 22.6%| 22.9%| +30bps|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Distribution & adm. expenses | (14.4)| (16.5)| +14.6%| (55.1)| (64.8)| +17.5%|
|(incl. depreciation) | | | | | | |
+------------------------------+-------+-------+-------+-------+-------+-------+
|EBITA   | 4.9| 0.8| -84.1%| 13.0| 6.3| -51.7%|
| | | | | | | |
|  as a % of sales | 6.4%| 1.0%|-540bps| 4.3%| 2.0%|-230bps|
+------------------------------+-------+-------+-------+-------+-------+-------+
|Headcount (end of period) | 1,721| 1,775| 3.1%| 1,721| 1,775| 3.1%|
+------------------------------+-------+-------+-------+-------+-------+-------+















Appendix 2



Extract of Financial Statements







Consolidated Income Statement



+----------------------------+-------+-------+------+---------+---------+------+
|  Reported basis (€m) |Q4 2011|Q4 2012|Change| FY 2011 | FY 2012 |Change|
+----------------------------+-------+-------+------+---------+---------+------+
|Sales |3,343.7|3,439.8| +2.9%| 12,717.1| 13,449.2| +5.8%|
+----------------------------+-------+-------+------+---------+---------+------+
|Gross profit | 823.0| 855.7| +4.0%| 3,117.5| 3,315.0| +6.3%|
| | | | | | | |
|  as a % of sales | 24.6%| 24.9%|  | 24.5%| 24.6%|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Distribution & adm. expenses| | | | | | |
|(excl. depreciation) |(601.6)|(630.1)| +4.7%|(2,322.7)|(2,473.9)| +6.5%|
+----------------------------+-------+-------+------+---------+---------+------+
|EBITDA | 221.4| 225.6| +1.9%| 794.8| 841.1| +5.8%|
| | | | | | | |
|  as a % of sales | 6.6%| 6.6%|  | 6.2%| 6.3%|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Depreciation | (17.7)| (19.4)|  | (72.5)| (73.7)|  |
+----------------------------+-------+-------+------+---------+---------+------+
|EBITA | 203.6| 206.2| +1.3%| 722.3| 767.4| +6.2%|
| | | | | | | |
|  as a % of sales | 6.1%| 6.0%|  | 5.7%| 5.7%|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Amortization of purchase | | | | | | |
|price allocation | (2.7)| (4.0)|  | (15.7)| (13.3)|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Operating income bef. other | | | | | | |
|inc. and exp. | 200.9| 202.2| +0.6%| 706.6| 754.1| +6.7%|
| | | | | | | |
|  as a % of sales | 6.0%| 5.9%|  | 5.6%| 5.6%|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Other income and expenses | (77.1)| (37.0)|  | (107.0)| (106.7)|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Operating income | 124.0| 165.2|+33.2%| 599.6| 647.4| +8.0%|
+----------------------------+-------+-------+------+---------+---------+------+
|Financial expenses (net) | (45.0)| (51.1)|  | (197.1)| (200.1)|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Share of profit (loss) in | | | | | | |
|associates | 1.6| 1.6|  | 2.8| 3.1|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Net income (loss) before | | | | | | |
|income tax | 80.6| 115.6|+43.4%| 405.3| 450.3|+11.1%|
+----------------------------+-------+-------+------+---------+---------+------+
|Income tax | (20.8)| (33.4)|  | (89.3)| (131.7)|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Net income (loss) | 59.8| 82.2|+37.4%| 316.0| 318.6| +0.8%|
+----------------------------+-------+-------+------+---------+---------+------+
|Net income (loss) attr. to | | | | | | |
|non-controlling interests | (0.3)| (0.2)|  | 0.7| 0.5|  |
+----------------------------+-------+-------+------+---------+---------+------+
|Net income (loss) attr. to | | | | | | |
|equity holders of the parent| 60.1| 82.4|+37.1%| 315.3| 318.1| +0.9%|
+----------------------------+-------+-------+------+---------+---------+------+









Recurring Net Income



+---------------------------+-------+-------+------+-------+-------+------+
| In millions of euros|Q4 2011|Q4 2012|Change|FY 2011|FY 2012|Change|
+---------------------------+-------+-------+------+-------+-------+------+
|Reported net income | 59.8| 82.2|+37.4%| 316.0| 318.6| +0.8%|
| | | | | | | |
|Non-recurring copper effect| 5.8| 1.3|  | 6.4| -1.8|  |
| | | | | | | |
|Other expense & income | 77.1| 36.9|  | 107.0| 106.7|  |
| | | | | | | |
|Financial expense | -| -|  | 13.1| -7.4|  |
| | | | | | | |
|Tax expense | -31.5| -20.4|  | -70.8| -29.4|  |
| | | | | | | |
|Recurring net income | 111.2| 100.1| -9.9%| 371.6| 386.7| +4.1%|
+---------------------------+-------+-------+------+-------+-------+------+





















Sales and profitability by segment





+---------------------+-------+-------+------+--------+--------+------+
|  Reported basis (€m)|Q4 2011|Q4 2012|Change|FY 2011 |FY 2012 |Change|
+---------------------+-------+-------+------+--------+--------+------+
|Sales |3,343.7|3,439.8| +2.9%|12,717.1|13,449.2| +5.8%|
| | | | | | | |
|  Europe |1,940.4|1,923.0| -0.9%| 7,420.7| 7,448.6| +0.4%|
| | | | | | | |
|  North America |1,025.3|1,124.2| +9.6%| 3,738.2| 4,348.6|+16.3%|
| | | | | | | |
|  Asia-Pacific | 325.4| 315.9| -2.9%| 1,278.4| 1,341.9| +5.0%|
| | | | | | | |
|  Latin America | 52.8| 76.7|+45.4%| 214.9| 310.0|+44.3%|
+---------------------+-------+-------+------+--------+--------+------+
|Gross profit | 823.0| 855.7| +4.0%| 3,117.5| 3,315.0| +6.3%|
| | | | | | | |
|  Europe | 516.3| 521.0| +0.9%| 1,958.9| 2,015.2| +2.9%|
| | | | | | | |
|  North America | 224.2| 253.5|+13.1%| 801.7| 945.7|+18.0%|
| | | | | | | |
|  Asia-Pacific | 69.5| 63.6| -8.5%| 279.8| 281.2| +0.5%|
| | | | | | | |
|  Latin America | 13.7| 17.2|+25.7%| 50.1| 70.9|+41.5%|
+---------------------+-------+-------+------+--------+--------+------+
|EBITA | 203.6| 206.2| +1.3%| 722.3| 767.4| +6.2%|
| | | | | | | |
|  Europe | 143.1| 147.9| +3.4%| 511.9| 533.7| +4.3%|
| | | | | | | |
|  North America | 59.3| 64.1| +8.2%| 173.7| 225.6|+29.9%|
| | | | | | | |
|  Asia-Pacific | 18.1| 10.5|-41.8%| 77.9| 60.0|-22.9%|
| | | | | | | |
|  Latin America | 3.7| 0.7|-80.9%| 10.2| 6.2|-39.7%|
+---------------------+-------+-------+------+--------+--------+------+











Impact on sales from changes in the scope of consolidation



+-----------------+-----------+--------+-------+-------+-------+-------+-------+
| Acquisitions | Country | Conso. |Q1 2012|Q2 2012|Q3 2012|Q4 2012|FY 2012|
| | | | | | | | |
|   |   |as from |   |   |   |   |   |
+-----------------+-----------+--------+-------+-------+-------+-------+-------+
|Europe |France, UK,| misc. | 10.4| 57.8| 67.8| 64.5| 200.5|
| | Spain, | | | | | | |
| | Belgium | | | | | | |
| | | | | | | | |
|North America |Canada, USA| misc. | 10.9| 12.0| 100.8| 109.0| 232.6|
| | | | | | | | |
|Asia-Pacific | China, |01/07/11| 10.3| 12.6| 0.2| 0.0| 23.1|
| | India | | | | | | |
| | | | | | | | |
|Latin America | Brazil, | misc. | 14.8| 24.0| 24.6| 24.5| 87.9|
| | Peru | | | | | | |
+-----------------+-----------+--------+-------+-------+-------+-------+-------+
|Total |   |   | 46.4| 106.4| 193.4| 197.9| 544.1|
|acquisitions | | | | | | | |
+-----------------+-----------+--------+-------+-------+-------+-------+-------+
| Divestments | Country |Deconso.|Q1 2012|Q2 2012|Q3 2012|Q4 2012|FY 2012|
| | | | | | | | |
|   |   |as from |   |   |   |   |   |
+-----------------+-----------+--------+-------+-------+-------+-------+-------+
|ACE | ACE |01/07/11| -28.5| -34.5| -1.9| 0.0| -64.9|
+-----------------+-----------+--------+-------+-------+-------+-------+-------+
|Total |   |   | -28.5| -34.5| -1.9| 0.0| -64.9|
|disvestments | | | | | | | |
+-----------------+-----------+--------+-------+-------+-------+-------+-------+
|Net impact on |   |   | 17.9| 71.9| 191.5| 197.9| 479.2|
|sales | | | | | | | |
+-----------------+-----------+--------+-------+-------+-------+-------+-------+











































Consolidated Balance Sheet

+-----------------------------------------+-----------------+-----------------+
|Assets (€m) |December 31, 2011|December 31, 2012|
+-----------------------------------------+-----------------+-----------------+
|Goodwill | 4,002.2| 4,369.2|
| | | |
|Intangible assets | 935.7| 1,035.8|
| | | |
|Property, plant & equipment | 261.7| 282.7|
| | | |
|Long-term investments((1)) | 97.1| 79.5|
| | | |
|Investments in associates | 11.8| 10.8|
| | | |
|Deferred tax assets | 153.4| 171.9|
+-----------------------------------------+-----------------+-----------------+
|Total non-current assets | 5,461.9| 5,949.9|
+-----------------------------------------+-----------------+-----------------+
|Inventories | 1,240.8| 1,426.7|
| | | |
|Trade receivables | 2,122.9| 2,123.9|
| | | |
|Other receivables | 476.2| 502.5|
| | | |
|Assets classified as held for sale | 3.7| 21.2|
| | | |
|Cash and cash equivalents | 413.7| 291.9|
+-----------------------------------------+-----------------+-----------------+
|Total current assets | 4,257.3| 4,366.2|
+-----------------------------------------+-----------------+-----------------+
|Total assets | 9,719.2| 10,316.1|
+-----------------------------------------+-----------------+-----------------+

+-----------------------------------------+-----------------+-----------------+
|Liabilities (€m) |December 31, 2011|December 31, 2012|
+-----------------------------------------+-----------------+-----------------+
|Total equity | 4,041.9| 4,117.6|
+-----------------------------------------+-----------------+-----------------+
|Long-term debt | 2,182.3| 2,303.2|
| | | |
|Deferred tax liabilities | 111.3| 152.3|
| | | |
|Other non-current liabilities | 438.0| 474.6|
+-----------------------------------------+-----------------+-----------------+
|Total non-current liabilities | 2,731.6| 2,930.1|
+-----------------------------------------+-----------------+-----------------+
|Interest bearing debt & accrued interests| 333.5| 627.6|
| | | |
|Trade payables | 1,903.3| 1,937.2|
| | | |
|Other payables | 708.9| 703.7|
| | | |
|Liabilities classified as held for sale | -| -|
+-----------------------------------------+-----------------+-----------------+
|Total current liabilities | 2,945.7| 3,268.5|
+-----------------------------------------+-----------------+-----------------+
|Total liabilities | 5,677.3| 6,198.6|
+-----------------------------------------+-----------------+-----------------+
|Total equity & liabilities | 9,719.2| 10,316.1|
+-----------------------------------------+-----------------+-----------------+





(1) Includes Fair value hedge derivatives for €23.8 million at December
31, 2011 and for €39.8 million at December 31, 2012



















































Change in Net Debt



+---------------------------------------+-------+-------+-------+-------+
|€m |Q4 2011|Q4 2012|FY 2011|FY 2012|
+---------------------------------------+-------+-------+-------+-------+
|EBITDA | 221.4| 225.6| 794.8| 841.1|
+---------------------------------------+-------+-------+-------+-------+
|Other operating revenues & costs((1)) | (14.7)| (27.9)| (55.5)| (92.6)|
+---------------------------------------+-------+-------+-------+-------+
|Operating cash flow | 206.7| 197.7| 739.3| 748.5|
+---------------------------------------+-------+-------+-------+-------+
|Change in working capital | 184.0| 230.8| (69.9)| (37.2)|
| | | | | |
|Net capital expenditure, of which: | (26.3)| (29.6)| (68.4)| (83.8)|
| | | | | |
| Gross capital expenditure| (37.8)| (36.8)| (98.2)| (90.6)|
| | | | | |
| Disposal of fixed assets & other| 11.5| 7.2| 29.8| 6.8|
+---------------------------------------+-------+-------+-------+-------+
|Free cash flow before interest and tax | 364.4| 398.9| 601.0| 627.5|
+---------------------------------------+-------+-------+-------+-------+
|Net interest paid / received | (40.2)| (43.6)|(155.4)|(169.7)|
| | | | | |
|Income tax paid | (14.3)| (48.5)| (85.9)|(143.4)|
+---------------------------------------+-------+-------+-------+-------+
|Free cash flow after interest and tax | 309.9| 306.8| 359.7| 314.4|
+---------------------------------------+-------+-------+-------+-------+
|Net financial investment((2)) | (41.7)|(125.9)| (55.7)|(617.5)|
| | | | | |
|Dividends paid | 0.0| 0.0|(105.3)|(143.0)|
| | | | | |
|Net change in equity | 0.1| 0.0| 88.5| 0.0|
| | | | | |
|Other | (33.4)| (35.3)| (70.0)| (83.4)|
| | | | | |
|Currency exchange variation | (42.9)| 28.4| (22.1)| 8.5|
+---------------------------------------+-------+-------+-------+-------+
|Decrease (increase) in net debt | 192.0| 174.0| 195.1|(521.0)|
+---------------------------------------+-------+-------+-------+-------+
|Net debt at the beginning of the period|2,270.2|2,773.2|2,273.3|2,078.2|
+---------------------------------------+-------+-------+-------+-------+
|Net debt at the end of the period |2,078.2|2,599.2|2,078.2|2,599.2|
+---------------------------------------+-------+-------+-------+-------+



(1) Includes restructuring outflows of  :

* 7.8 million in Q4 2011 and €21.7 million in Q4 2012

* 42.2 million in FY  2011 and €49.9 million  in FY 2012

(2) Q4 2012 includes €122.5million of acquisitions (net of cash) and FY 2012
includes €595.6 million of acquisitions (net of cash)









Appendix 3



Working Capital Analysis





+-----------------------------------+-------------------+-------------------+
| Constant basis | December 31, 2011 | December 31, 2012 |
+-----------------------------------+-------------------+-------------------+
| Net inventories |   |   |
| | | |
| as a % of sales 12 rolling months | 9.5% | 10.2% |
| | | |
| as a number of days | 42.0 | 46.8 |
+-----------------------------------+-------------------+-------------------+
| Net trade receivables |   |   |
| | | |
| as a % of sales 12 rolling months | 16.8% | 16.1% |
| | | |
| as a number of days | 52.0 | 54.9 |
+-----------------------------------+-------------------+-------------------+
| Net trade payables |   |   |
|


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