24/07/2025 12:22 |
Interim financial report 2025 |
INFORMATION REGLEMENTEE
2025 INTERIM
FINANCIAL REPORT > FINANCIAL STATEMENTS AT 30 JUNE 2025 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AT 30 JUNE 2025 1 – CONSOLIDATED STATEMENT OF FINANCIAL POSITION 3 2 - INCOME STATEMENT 4 3 - CASH FLOW STATEMENT 5 4 - STATEMENT OF CHANGES IN EQUITY 6 5 – NOTES TO THE INTERIM FINANCIAL STATEMENTS Note 1 Significant accounting policies and basis of consolidatio 7 Note 2 Information on consolidation 8 Note 3 Segment reporting 11 Note 4 Balance sheet information 12 Note 5 Income statement information 18 Note 6 Off-balance sheet commitments 19 Note 7 Transactions with related parties 20 INTERIM MANAGEMENT REPORT 1 – MATERIAL EVENTS AND OPERATING HIGHLIGHTS OF THE 2025 FIRST HALF 21 2 – SUBSEQUENT EVENTS 25 3 – OUTLOOK AND UNCERTAINTIES 25 RESPONSIBILITY STATEMENT 26 STATUTORY AUDITORS' REPORT 27 Translation disclaimer: This document is a free translation of the original French language version of the interim financial report (rapport semestriel) provided solely for the convenience of English-speaking readers. This report should consequently be read in conjunction with, and construed in accordance with French law and French generally accepted accounting principles. While all possible care has been taken to ensure that this translation is an accurate representation of the original French document, this English version has not been audited by the company’s statutory auditors and in all matters of interpretation of information, views or opinions expressed therein, only the original language version of the document in French is legally binding. As such, the translation may not be relied upon to sustain any legal claim, nor be used as the basis of any legal opinion and GL events expressly disclaims all liability for any inaccuracy herein. 2025 Interim Financial Report 2 > CONSOLIDATED STATEMENT OF FINANCIAL POSITION - BALANCE SHEET (€ thousands) Notes 30/06/2025 31/12/2024 Goodwill 4.1 819,712 833,712 Other intangible assets 4.1 42,030 41,367 IFRS 16 concessions and leases 4.1 514,695 493,403 Land and buildings 4.2 343,460 344,068 Other tangible fixed assets 4.2 61,972 61,316 Rental equipment assets 4.2 156,084 168,765 Financial assets 4.3 60,937 59,492 Equity-accounted investments 4.4 3,103 2,668 Deferred tax assets 36,871 33,937 NON-CURRENT ASSETS 2,038,864 2,038,727 Inventories & work in progress 52,656 52,848 Trade receivables 4.5 276,361 215,283 Other receivables 4.6 245,262 282,143 Cash and cash equivalents 4.10 537,757 533,028 CURRENT ASSETS 1,112,037 1,083,300 TOTAL 3,150,900 3,122,027 (€ thousands) Notes 30/06/2025 31/12/2024 Share capital 4.7 119,931 119,931 Reserves and additional paid in c apital 4.7 543,216 497,699 Translation adjustments 4.7 (267,926) (230,790) Net profit 50,279 73,439 Shareholders' equity attributable to the Group 445,499 460,279 Non-c ontrolling interests 135,754 146,841 TOTAL SHAREHOLDERS' EQUITY 581,254 607,120 Provisions for retirement severance payments 4.8 13,617 13,391 Deferred tax liabilities 11,709 11,297 Financ ial debt 4.10 742,834 802,193 Non-c urrent IFRS 16 debt on c oncessions and leases 4.10 505,118 481,381 NON-CURRENT LIABILITIES 1,273,278 1,308,262 Current provisions for contingenc ies and expenses 4.9 17,834 19,817 Current financ ial debt 4.10 304,380 244,253 Current IFRS 16 debt on conc essions and leases 4.10 43,830 43,329 Current bank fac ilities and overdrafts 4.10 8,676 3,135 Advanc es and instalments 166,770 55,645 Trade payables 336,713 336,759 Tax and employee-related liabilities 202,509 190,219 Other liabilities 4.11 215,657 313,490 CURRENT LIABILITIES 1,296,369 1,206,646 TOTAL 3,150,900 3,122,027 2025 Interim Financial Report 3 > CONSOLIDATED INCOME STATEMENT (€ thousands) Notes 30/06/2025 30/06/2024 Revenue 3 886,658 820,142 Purc hases consumed 5.1 (43,043) (42,102) External charges 5.1 (472,195) (444,706) Taxes and similar payments (other than on income) (10,327) (10,383) Personnel expenses and employee profit sharing (190,280) (181,702) Allowanc es for deprec iation, amortisation, provisions (59,842) (59,129) Other current operating inc ome 5.2 3,493 5,378 Other current operating expenses 5.2 (2,469) 232 Operating expenses (774,662) (732,413) CURRENT OPERATING INCOME 3 111,996 87,729 Other operating income and expenses 5.3 (5,862) (4,716) OPERATING PROFIT 106,134 83,014 Net interest expense 5.4 (24,458) (24,115) Other financial inc ome and expenses 5.4 (1,251) (133) NET FINANCIAL EXPENSE 5.4 (25,709) (24,248) EARNINGS BEFORE TAX 80,425 58,766 Income tax 5.5 (21,939) (15,643) NET PROFIT /(LOSS) OF CONSOLIDATED COMPANIES 58,486 43,123 Share of income from equity affiliates 4.4 240 217 NET PROFIT / (LOSS) 58,726 43,340 Attributable to non-controlling interests 8,447 5,788 NET PROFIT / (LOSS) ATTRIBUTABLE TO GROUP SHAREHOLDERS 50,279 37,552 (€ thousands) Notes 30/06/2025 30/06/2024 NET PROFIT / (LOSS) 58,726 43,340 Hedging instruments 1,078 586 Other comprehensive income that may be recycled subsequently to profit 1,078 586 and loss Ac tuarial gains and losses 632 62 Gains and losses from the translation of financial statements of foreign (48,378) (18,785) operations Other comprehensive income that may not be recycled subsequently to (47,746) (18,723) profit and loss TOTAL COMPREHENSIVE INCOME 12,057 25,202 Total comprehensive inc ome attributable to non-controlling interests (2,772) 7,276 Comprehensive inc ome attributable to equity holders of the parent 14,829 17,927 2025 Interim Financial Report 4 > CONSOLIDATED CASH FLOW STATEMENT (€ thousands) 30/06/2025 31/12/2024 Cash and cash equivalents at the beginning of the year 529,893 533,070 CASH FLOWS FROM OPERATING ACTIVITIES Net profit 50,279 73,439 Amortisation, depreciation and provisions 34,334 69,860 Other non-cash income and expenses 6,021 7,042 Gains and losses on disposals of fixed assets 60 (9,653) Non-controlling interests in consolidated subsidiaries’ net income 8,447 9,405 Share of income from equity affiliates (240) (312) Cash flow 98,901 149,780 Cost of net financial debt 24,458 50,048 Tax expense (including deferred taxes) 21,939 28,865 Cash flow before net interest expense and tax 145,297 228,693 Income tax payments (6,270) (12,170) Change in inventories (750) 8,746 Change in trade receivables (79,363) 54,278 Change in trade payables 41,325 (53,460) Other changes (5,946) (26,621) Change in working capital requirements (44,735) (17,057) Net cash provided by (used in) operating activities (A) 94,292 199,465 CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of intangible fixed assets (5,023) (5,165) Acquisition of tangible assets and capitalised rental equipment (23,540) (130,422) Disposals of tangible and intangible assets 1,124 21,454 Investment grants received 15 19 Acquisitions of financial assets (1,697) (5,021) Disposal of investments and other non-current assets 809 Net cash flows from the acquisition and disposal of subsidiaries (17,473) (8,377) Net cash provided by (used in) investing activities (B) (46,595) (126,703) NET CASH FROM FINANCING ACTIVITIES Dividends paid to shareholders of the parent (20,555) Dividends paid to non-controlling shareholders of consolidated companies (4,999) (7,337) Other changes in equity (1,006) Change in borrowings 934 9,323 Cost of net financial debt (24,458) (50,048) Net cash provided by (used in) financing activities (C) (28,522) (69,624) Effect of exchange rate fluctuations on cash (D) (19,988) (6,315) Net change in cash & cash equivalents (A + B + C + D) (813) (3,177) Cash and cash equivalents at year-end 529,080 529,893 2025 Interim Financial Report 5 > STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY Attributable to the Group Non- (€ thousands) Additional controlling Total Share Comprehensive paid-in Reserves Total Group interests capital income capital Equity at 31/12/2023 119,931 273,447 3,089 43,052 439,519 142,943 582,463 Capital increase 0 0 0 0 0 Net income appropriation for N-1 43,052 (43,052) 0 0 Distribution of dividends (20,555) (20,555) (12,001) (32,557) Cancellation of treasury shares (1,072) (1,072) (1,072) Stock option expenses 2,420 2,420 2,420 Portion of assets contributed by non- (338) (338) 2,007 1,670 controlling interests Other changes 2,769 0 2,769 460 3,229 Comprehensive income 37,535 37,535 13,432 50,967 Equity at 31/12/2024 119,931 273,447 29,365 37,535 460,279 146,841 607,120 Capital increase 0 0 Comprehensive income appropriation for N-1 37,535 (37,535) 0 0 Distribution of dividends (26,819) (26,819) (7,215) (34,033) Cancellation of treasury shares (36) (36) (36) Stock option expenses 2,737 2,737 2,737 Change in ownership interests in (5,137) (5,137) (1,105) (6,241) subsidiaries Other changes (353) 0 (353) 4 (349) Comprehensive income 14,829 14,829 (2,772) 12,057 Equity at 30/06/2025 119,931 273,447 37,292 14,829 445,499 135,754 581,254 2025 Interim Financial Report 6 > NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF CONSOLIDATION On 23 July 2025, the Board of Directors reviewed the condensed interim consolidated financial statements for the six-month period ending 30 June 2025. The interim consolidated financial statements of GL events and its subsidiaries ("The Group") were prepared in compliance with IAS 34. As condensed financial statements, they do not include all information required by IFRS to produce annual financial statements and as such must be read in conjunction with the consolidated annual financial statements of the Group prepared in accordance with IFRS (International Financial Standards), as adopted by the European Union on 31 December 2024. The accounting methods applied are identical to those used to prepare the consolidated financial statements for the period ended 31 December 2024, with the exception of corporate income tax. The tax expenses are calculated for the interim consolidated financial statements by applying to profit for the period the average income tax rate estimated for the fiscal year in progress for each entity or the tax group. The Group adopted those standards, amendments and interpretations entering into force on 1 January 2025: - Amendment to IAS 21 - The Effects of Changes in Foreign Exchange Rates This text has no impact on the Group's consolidated financial statements. The Group has not opted for the early adoption of standards and interpretations in issue not yet mandatory for periods beginning on or after 1 January 2025. GLOBAL MINIMUM TAX On 1 January 2024, the global minimum tax (GMT) on multinationals came into force in the European Union. This levy taxes the profits of companies at a minimum rate of 15%, payable by the holding company, provided they are owned by a Group with annual revenues of over €750 million. IAS 34 has been applied to the interim financial statements on the basis of legislation published in the countries where the Group operates, and includes the global minimum tax charge. This amount is not material in relation to the Group as a whole and to the tax charge paid. IAS 29 – FINANCIAL REPORTING IN HYPERINFLATIONARY ECONOMIES Since April 2022, Turkey has been considered as a hyperinflationary economy based on IAS 29 criteria. Based on this standard, the income statements of Turkish companies for H1 2025 were translated at the closing rate vs. the average rate, and non-cash assets and liabilities were remeasured according to the consumer price index. IFRS 16 – LEASES IFRS 16 – Leases - has been applied by the Group as from 1 January 2019. The standard consists of restating as depreciable (right-of-use) assets and financial liabilities, all leases with a term of more than 12 months and for which the original asset has a value of more than €5,000). Its application, for GL events Group, concerns mainly real estate leases and public service delegations (délégations de service public) and concessions for Venues. 2025 Interim Financial Report 7 > NOTES TO THE FINANCIAL STATEMENTS The terms adopted for the lease/concession agreements in progress were as follows: — Concession agreements: remaining term of the agreements, — Commercial leases with a fixed term: the remaining term until the end of the firm period, with a minimum of 5 years, — For contracts with residual terms of less than 5 years with an extension option by the lessee, an extension period is restated for IFRS 16. The variable portion of these payments and related services are not included in the restated amount. In accordance with the standard, the discount rates adopted for the measurement of assets are those that the Group companies would have adopted individually by taking into account the maturity of the leases and the standard rates for financing the premises (2% to 10%). For the record, this standard had no impact on the calculation of the financial covenants. Loan agreements provide that the financial ratios must be calculated excluding IFRS 16-related debt. NOTE 2 CONSOLIDATED COMPANIES Changes in the Group's structure in the year impacting the consolidated financial statements were as follows: Companies Business Country Date of consolidation or deconsolidation Centre Convenciones Riesco Santiago Venues Chile Acquisition ‘- Fully consolidated as of 1 January 2025 GL events Bake Exhibitions France Creation ‘- Fully consolidated as of 1 April 2025 Stade de France - financial company Venues France Creation ‘- Fully consolidated as of 1 April 2025 Stade de France - operating company Venues France Creation ‘- Fully consolidated as of 1 April 2025 Gl events W uxi Exhibitions China Acquisition ‘- Fully consolidated as from 1 May 2025 GL events Middle East Services Live Dubaï Jebel Ali - ‘- Merged with GL Middle East on 30 June 2025 Piscine de Gerland Live France - ‘- Merged with GL Venues on 30 June 2025 GL Venues UK Venues England - ‘- Merged with GL events UK on 30 June 2025 GL events Field & Lawn Venues England - ‘- Merged with GL events UK on 30 June 2025 Because changes in Group structure have not had any material effect on the consolidated financial statements, no pro forma information has been provided in consequence. 2025 Interim Financial Report 8 > INTERIM MANAGEMENT REPORT Company Location of registration trade Controlling interest Ownership Companies or incorporation registration (%) interest (%) number 2025 2024 2025 2024 Parent company GL events Lyon 351571757 French subsidiaries Adecor Chilly Mazarin 378 230 569 100.00 100.00 100.00 100.00 FC Alpha 1 Brignais 535 301956 51.00 51.00 51.00 51.00 FC Altitude Expo Mitry Mory 379 621220 100.00 100.00 100.00 100.00 FC Auvergne Evénements Cournon d’Auvergne 449 076 900 72.12 72.12 72.12 72.12 FC Bleu Royal Paris 750 800 625 100.00 100.00 100.00 100.00 FC Brasserie du Lou Lyon 510 029 648 74.78 74.78 74.78 74.78 FC Brelet Centre Europe Strasbourg 437 742 059 100.00 100.00 100.00 100.00 FC Caen Evenements Caen 844 876 367 100.00 100.00 100.00 100.00 FC Créatifs Live 389 120 049 100.00 100.00 100.00 100.00 FC Décorama Chilly Mazarin 612 036 996 100.00 100.00 100.00 100.00 FC Euro Négoce Live 382 693 745 100.00 100.00 100.00 100.00 FC Expo Cinq Venues 482 354 495 100.00 100.00 100.00 100.00 FC Fonction Meubles Chilly Mazarin 378 230 676 100.00 100.00 100.00 100.00 FC GL events Audiovisual & Power Brignais 317 613 180 100.00 100.00 100.00 100.00 FC GL events Bake (1) Lyon 942 204 777 75.00 75.00 FC GL events Cité Centre de Congrès Lyon New Co Lyon 840 400 188 100.00 100.00 100.00 100.00 FC GL events Equestrian Sport Lyon 453 100 562 76.85 76.85 76.85 76.85 FC GL events Exhibitions Opérations Lyon 380 552 976 100.00 100.00 100.00 100.00 FC GL events GPE Lyon 853 712 651 100.00 100.00 100.00 100.00 FC GL events Live Brignais 378 932 354 100.00 100.00 100.00 100.00 FC GL events Live Côte d'Azur Mouans Sartoux 403 427 776 100.00 100.00 100.00 100.00 FC GL events Live Grand Ouest Lyon 878 975 002 100.00 100.00 100.00 100.00 FC GL events Power ( 3) Brignais 953 641727 100.00 65.00 100.00 65.00 FC GL events Montreuil Montreuil 919 059 006 100.00 100.00 100.00 100.00 FC GL events Parc expo Metz Métropole Metz 493,152 318 100.00 100.00 100.00 100.00 FC GL events Scarabée Roanne 499 138 238 100.00 100.00 100.00 100.00 FC GL events SI Brignais 480 214 766 100.00 100.00 100.00 100.00 FC GL events Sport Lyon 450 511209 76.85 76.85 76.85 76.85 FC GL events Support Brignais 480 086 768 100.00 100.00 100.00 100.00 FC GL events Venues Lyon 495 014 524 100.00 100.00 100.00 100.00 FC GL Exhibitions Industrie Lyon 879 104 248 100.00 100.00 100.00 100.00 FC GL Exhibitions Lyon 879 428 258 100.00 100.00 100.00 100.00 FC GL Mobilier Brignais 612 000 877 100.00 100.00 100.00 100.00 FC Hall Expo Brignais 334 039 633 100.00 100.00 100.00 100.00 FC Jaulin Chilly Mazarin 335 187 605 100.00 100.00 100.00 100.00 FC Live! by GL events Paris 780 153 862 100.00 100.00 100.00 100.00 FC Locabri Brignais 304 453 160 100.00 100.00 100.00 100.00 FC Lou Rugby Lyon 432 723 559 74.78 74.78 74.78 74.78 FC Lou Academy Lyon 844 349 464 74.78 74.78 74.78 74.78 FC Lou Support - Venues Lyon 844 374 751 74.78 74.78 74.78 74.78 FC Marseille Events Marseilles 938 861895 75.00 75.00 75.00 75.00 FC Menuiserie Expo Brignais 353 672 835 100.00 100.00 100.00 100.00 FC Mobiwatt Brignais 913 086 583 51.00 51.00 51.00 51.00 FC Orleans events Orléans 919 004 150 100.00 100.00 100.00 100.00 FC Piscine de Gerland (1) Lyon 917 424 327 100.00 100.00 FC Polygone Vert Brignais 320 815 236 100.00 100.00 100.00 100.00 FC Pont Neuf Concept Paris 899 941702 70.00 70.00 70.00 70.00 FC Première Vision Lyon 403 131956 100.00 100.00 100.00 100.00 FC Profil Lyon 378 869 846 100.00 100.00 100.00 100.00 FC Reims Expo Congrès Events Reims 842 522 351 100.00 100.00 100.00 100.00 FC Restaurant du Palais Brongniart Paris 831 478 623 49.00 49.00 49.00 49.00 EM Restaurant Palais Mutualité Paris 842 298 606 50.00 50.00 50.00 50.00 EM Saint Etienne Saint Etienne 844 935 957 65.00 65.00 65.00 65.00 FC Secil Lyon 378 347 470 100.00 100.00 100.00 100.00 FC Sepel Chassieu 954 502 357 46.25 46.25 46.25 46.25 FC Sign’Expo Gonesse 492 842 349 100.00 100.00 100.00 100.00 FC Smart Manufacturing Lyon 948 621 412 100.00 100.00 100.00 100.00 FC Sodem Mesnil Simon 438 323 776 100.00 100.00 100.00 100.00 FC Spaciotempo Flixecourt 380 344 226 100.00 100.00 100.00 100.00 FC Stade de France - Financière ( 1) Lyon 951 847 649 100.00 100.00 FC Stade de France - Exploitation (1) 943 713 750 100.00 100.00 FC Sté exploit. Centre Congrès Metz métropole Metz 790 342 497 100.00 100.00 100.00 100.00 FC Sté exploit. Centre Congrès St-Etienne Saint Etienne 488 224 718 100.00 100.00 100.00 100.00 FC Sté exploit. Centre Congrès Valenciennes Anzin 817 786 460 100.00 100.00 100.00 100.00 FC Sté exploit. d’Amiens Mégacité Amiens 518 869 011 100.00 100.00 100.00 100.00 FC Sté exploit. de Parcs d’Exposition Paris 398 162 263 100.00 100.00 100.00 100.00 FC Sté exploit. Palais Brongniart Paris 518 805 809 100.00 100.00 100.00 100.00 FC Sté exploit. Maison de la Mutualité Brignais 517 468 138 100.00 100.00 100.00 100.00 FC Sté exploit. Polydome Clermont-Ferrand Clermont-Ferrand 488 252 347 100.00 100.00 100.00 100.00 FC Strasbourg Evenements Strasbourg 384 911129 46.36 46.36 46.36 46.36 FC The Ruck Hotel Lyon 909 343 667 74.78 74.78 74.78 74.78 FC Toulouse Evenements Toulouse 752 926 923 100.00 100.00 100.00 100.00 FC Toulouse Expo Toulouse 580 803 880 92.02 92.02 92.02 92.02 FC Tranoï events Paris 888 038 239 90.00 90.00 90.00 90.00 FC Vachon Gonesse 343 001772 85.00 85.00 85.00 85.00 FC 2025 Interim Financial Report 9 > INTERIM MANAGEMENT REPORT Location of registration Controlling interest Companies Ownership interest (%) or incorporation (%) 2025 2024 2025 2024 Foreign subsidiaries Abidjan events Abidjan 100.00 100.00 100.00 100.00 FC Adors Ankara 86.36 86.36 86.36 86.36 FC Aganto Newbury 100.00 100.00 100.00 100.00 FC Aichi International Convention & Exhibition Center Aichi 51.00 51.00 51.00 51.00 FC Anhembi Convention Center Sao Paulo 100.00 100.00 100.00 100.00 FC Cabestan Monaco 100.00 100.00 100.00 100.00 FC CACLP Shanghai 55.62 55.62 55.62 55.62 FC Centro Convenciones Riesco Santiago (1) Santiago de Chile 100.00 100.00 FC CIEC Union Beijing 46.29 46.29 46.29 46.29 FC Dogan Johannesburg 83.84 83.84 83.84 83.84 FC Espacio Ferial de Santiago Santiago de Chile 100.00 100.00 100.00 100.00 FC Fagga Promoçao de eventos Rio de Janeiro 100.00 100.00 100.00 100.00 FC Fashion Source Shenzhen 47.67 47.67 47.67 47.67 FC Field & Lawn Broxburn 100.00 100.00 100.00 100.00 FC Fisa Santiago de Chile 60.00 60.00 60.00 60.00 FC Flow Holding Abu Dhabi 73.00 73.00 73.00 73.00 FC Flow Solutions Air & Power Abu Dhabi 73.00 73.00 73.00 73.00 FC Foncière Lingotto Turin 100.00 100.00 100.00 100.00 FC Frame Ankara 86.36 86.36 86.36 86.36 FC GL events Asia Hong Kong 100.00 100.00 100.00 100.00 FC GL events Belgium Brussels 100.00 100.00 100.00 100.00 FC GL events Brazil Participacoes Rio de Janeiro 100.00 100.00 100.00 100.00 FC GL events Brussels Brussels 85.00 85.00 85.00 85.00 FC GL events Centro de Convençoes Rio de Janeiro 100.00 100.00 100.00 100.00 FC GL events Chili Santiago de Chile 100.00 100.00 100.00 100.00 FC GL events Convencoes Salvador Salvador 100.00 100.00 100.00 100.00 FC GL events PGS Santiago de Chile 100.00 100.00 100.00 100.00 FC GL events Doha Qatar 100.00 100.00 100.00 100.00 FC GL events Empredimentos Immobiliaro Rio de Janeiro 100.00 100.00 100.00 100.00 FC GL events EvenStar Wilmington 51.00 51.00 51.00 51.00 FC GL events Exhibitions China Hong Kong 79.45 79.45 79.45 79.45 FC GL events Exhibitions Shanghai Shanghai 79.45 79.45 79.45 79.45 FC GL events Exhibitions Fuarcilik Ankara 100.00 100.00 100.00 100.00 FC GL events Exhibitions Wuxi (1) Wuxi 54.82 54.82 FC GL events Exponet Sydney 100.00 100.00 100.00 100.00 FC GL events Field&Lawn (1) Edimbourg 100.00 100.00 FC GL events Greater China Hong Kong 79.45 79.45 79.45 79.45 FC GL events China Hong Kong 79.45 79.45 79.45 79.45 FC GL events Italie Bologna 100.00 100.00 100.00 100.00 FC GL events Japan Kabushiki Kaisha Tokyo 100.00 100.00 100.00 100.00 FC GL events Live Shenzen (ZZX) (2) Shenzhen 57.21 41.32 57.21 41.32 FC GL events Macau Macau 79.45 79.45 79.45 79.45 FC GL events Middle East Services ( 1) Dubaï Jebel Ali 100.00 100.00 FC GL events & North Star Beijing Exhibitions Services Beijing 40.52 40.52 40.52 40.52 FC GL events Saudi Al Rabie District 100.00 100.00 100.00 100.00 FC GL events South Africa Johannesburg 100.00 100.00 100.00 100.00 FC GL events Turquie Istanbul 86.36 86.36 86.36 86.36 FC GL events UK Derby 100.00 100.00 100.00 100.00 FC GL events USA New York 100.00 100.00 100.00 100.00 FC GL events Venues UK ( 1) Castle Donington 100.00 100.00 FC GL events Vostok Moscow 100.00 100.00 100.00 100.00 FC GL events Yuexiu Guangzhou Developpment Guangzhou 39.73 39.73 39.73 39.73 EM GL Exhibitions Harbin Harbin 51.64 51.64 51.64 51.64 FC GL Furniture (Asia) Hong Kong 47.67 47.67 47.67 47.67 FC GL Litmus Events New Delhi 70.00 70.00 70.00 70.00 FC GL Middle East Dubaï Jebel Ali 100.00 100.00 100.00 100.00 FC Hungexpo Budapest 100.00 100.00 100.00 100.00 FC Imagine Labs Hong Kong 47.67 47.67 47.67 47.67 FC Istanbul Fuarcilik Istanbul 50.00 50.00 50.00 50.00 FC Johannesburg Expo Center Johannesburg 59.62 59.62 59.62 59.62 FC Logistics Fair Brussels 100.00 100.00 100.00 100.00 FC GL events Live Brasil Sao Paulo 100.00 100.00 100.00 100.00 FC North Star & GL events Venues Management Beijing 38.93 38.93 38.93 38.93 EM Nuevo Parque Vitacura Santiago de Chile 90.00 90.00 90.00 90.00 FC Padova Fiere Padua 100.00 100.00 100.00 100.00 FC Perfexpo Brussels 100.00 100.00 100.00 100.00 FC Premiere Vision Inc. New York 100.00 100.00 100.00 100.00 FC Premiere Vision Japan Tokyo 100.00 100.00 100.00 100.00 FC Sao Paulo Expo Sao Paulo 100.00 100.00 100.00 100.00 FC Santos Convention Center Santos 100.00 100.00 100.00 100.00 FC Serenas Ankara 86.36 86.36 86.36 86.36 FC Spaciotempo Arquitecturas Efimeras Barcelona 100.00 100.00 100.00 100.00 FC Tarpulin Ingenieria de Proteccion SPA Santiago de Chile 63.20 63.20 63.20 63.20 FC Tarpulin Montajes SPA Santiago de Chile 63.20 63.20 63.20 63.20 FC Top Gourmet Rio de Janeiro 100.00 100.00 100.00 100.00 FC Traiteur Loriers Luxembourg Luxembourg 60.00 60.00 60.00 60.00 FC Unique Structure Holding Abu Dhabi 73.00 73.00 73.00 73.00 FC Wicked Tents Abu Dhabi 73.00 73.00 73.00 73.00 FC World Forum The Hague 100.00 100.00 100.00 100.00 FC EM: Equity method / FC: Full c onsolidation / PC: Proportionate c onsolidation (1) First- time c onsolidation / Deconsolidated in 2025 (2) The stake in GL events Live Shenzhen (ZZX) was increased from 41.32% to 57.21%. (3) The stake in GL events Power was increased from 65% to 100%. 2025 Interim Financial Report 10 > INTERIM MANAGEMENT REPORT NOTE 3 SEGMENT INFORMATION AND PERFORMANCE INDICATORS GL events Group is organised into three business divisions: GL events Live's expertise covers the complete range of business specialisations and services for corporate, institutional and sports events to provide turnkey solutions from consulting and design to staging the event itself. GL events Exhibitions manages and coordinates a large proprietary portfolio of trade shows and consumer fairs covering a wide range of sectors (food industry, culture, textiles, etc.) GL events Venues manages a network of venues that includes convention centres, exhibition centres, concert halls and multi-purpose facilities located in major French cities and international destinations: The Group’s operating performance (monthly management reporting for the three business sectors) is monitored before the impact of IFRS 16 and IAS 29. For that reason, performance information is provided with and without the application of these standards. REVENUE 30/06/2025 30/06/2024 30/06/2023 (€ thousands) 30/06/25 30/06/24 30/06/23 Change 2025/2024 (Full IFRS) (Full IFRS) (Full IFRS) GL events Live 456,683 496,055 363,950 458,835 496,462 367,453 (37,627) -7.6% % of revenue 51.5% 60.5% 53.0% 51.6% 60.5% 53.2% GL events Exhibitions 171,784 113,354 143,619 171,784 113,354 143,619 58,430 51.5% % of revenue 19.4% 13.8% 20.9% 19.3% 13.8% 20.8% GL events Venues 258,191 210,732 179,037 258,229 210,742 179,152 47,487 22.5% % of revenue 29.1% 25.7% 26.1% 29.1% 25.7% 26.0% Revenue 886,658 820,142 686,606 888,848 820,559 690,225 68,290 8.3% CURRENT OPERATING INCOME 30/06/2025 30/06/2024 30/06/2023 (€ thousands) 30/06/25 30/06/24 30/06/23 margin margin margin GL events Live 26,980 34,494 9,703 5.9% 6.9% 2.6% GL events Exhibitions 41,168 22,122 33,232 24.0% 19.5% 23.1% GL events Venues 36,255 24,092 24,521 14.0% 11.4% 13.7% Current operating income 104,403 80,708 67,456 11.7% 9.8% 9.8% 30/06/2025 30/06/2024 30/06/2023 30/06/2025 30/06/2024 30/06/2023 (€ thousands) FULL IFRS FULL IFRS FULL IFRS (Full IFRS) (Full IFRS) (Full IFRS) margin margin margin GL events Live 28,783 35,941 10,499 6.3% 7.2% 2.9% GL events Exhibitions 41,399 22,324 33,385 24.1% 19.7% 23.2% GL events Venues 41,814 29,464 29,005 16.2% 14.0% 16.2% Current operating income 111,996 87,729 72,889 12.6% 10.7% 10.6% EBITDA 30/06/2025 30/06/2024 30/06/2023 (€ thousands) 30/06/25 30/06/24 30/06/23 margin margin margin GL events Live 47,950 57,666 33,946 10.5% 11.6% 9.2% GL events Exhibitions 42,602 23,154 33,070 24.8% 20.4% 23.0% GL events Venues 48,784 35,332 32,621 18.9% 16.8% 18.2% EBITDA 139,336 116,152 99,638 15.7% 14.2% 14.4% 30/06/2025 30/06/2024 30/06/2023 30/06/2025 30/06/2024 30/06/2023 (€ thousands) FULL IFRS FULL IFRS FULL IFRS (Full IFRS) (Full IFRS) (Full IFRS) margin margin margin GL events Live 60,050 69,085 43,630 13.1% 13.9% 12.0% GL events Exhibitions 44,244 24,534 34,568 25.8% 21.6% 24.1% GL events Venues 67,544 53,240 50,305 26.2% 25.3% 28.1% EBITDA 171,838 146,859 128,503 19.4% 17.9% 18.6% 2025 Interim Financial Report 11 > INTERIM MANAGEMENT REPORT NET INVESTMENTS IN THE PERIOD IN PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS (€ thousands) 30/06/25 30/06/24 30/06/23 GL events Live 10,734 32,354 34,446 GL events Exhibitions 206 81 157 GL events Venues 16,485 48,298 24,089 Net investments 27,425 80,733 58,692 ALLOWANCES AND REVERSALS OF AMORTISATION, DEPRECIATION AND PROVISIONS 30/06/2025 30/06/2024 30/06/2023 (€ thousands) 30/06/25 30/06/24 30/06/23 (Full IFRS) (Full IFRS) (Full IFRS) GL events Live (20,970) (23,172) (24,244) (31,267) (33,144) (33,131) GL events Exhibitions (1,434) (1,032) 162 (2,845) (2,210) (1,183) GL events Venues (12,529) (11,241) (8,101) (25,730) (23,776) (21,301) Amortisation, depreciation and provisions (34,934) (35,444) (32,182) (59,842) (59,129) (55,614) To spearhead the management of its business and to define its strategy, the management bodies monitor the Group's performance indicators on a pre-IFRS 16 and IAS 29 basis. These latter standards have a significant impact on the economic presentation of the various KPIs (a decrease in revenue, a non-cash increase in EBITDA and current operating income, deterioration of the financial result, etc.). Operating data before the application of these standards is accordingly presented below: IFRS 16 & IAS 30/06/2025 (€m) 30/06/2025 29 (Full IFRS) Revenue 888.8 -2.2 886.7 Purchases and external charges -549.6 34.4 -515.2 EBITDA 139.3 32.5 171.8 Allowances for depreciation and reserves -34.9 -24.9 -59.8 CURRENT OPERATING INCOME 104.4 7.6 112.0 Net interest expense -14.0 -10.5 -24.5 NET FINANCIAL EXPENSE -15.2 -10.5 -25.7 EARNINGS BEFORE TAX 83.3 -2.9 80.4 Taxes & equity-accounted investees -22.5 0.8 -21.7 NET PROFIT / (LOSS) 60.8 -2.1 58.7 Non-controlling interests 8.8 -0.3 8.4 NET PROFIT / (LOSS) ATTRIBUTABLE TO GROUP SHAREHOLDERS 52.1 -1.8 50.3 Number of shares 29,982,787 29,982,787 29,982,787 Earnings per share 1.74 -0.06 1.68 NOTE 4 BALANCE SHEET INFORMATION 4.1 INTANGIBLE ASSETS Consolidation Decrease or Translation (€ thousands) 31/12/24 Increase scope changes in 30/06/25 impairment adjustments reclassifications Goodwill - GL events Live 262,752 15 (4,122) 258,645 Goodwill - GL events Exhibitions 499,712 12,712 (25,341) 487,083 Goodwill - GL events Venues 71,248 2,746 (589) 578 73,984 Goodwill 833,712 15,473 0 (30,051) 578 819,712 Other intangible assets 94,707 5,023 (3,055) (465) 611 96,820 Amortisation, deprec iation and impairment (53,340) (3,371) 2,050 165 (295) (54,791) Other intangible assets 41,367 1,652 (1,005) (300) 315 42,030 Intangible assets 875,079 17,125 (1,005) (30,352) 893 861,741 The increase in goodwill in the Exhibitions division results from the consolidation of GL Exhibitions Wuxi and GL events Bake, and in the Venues division to the consolidation of Riesco. Translation adjustments for the period were mainly due to the decline in the value of the Chinese currency. 2025 Interim Financial Report 12 > INTERIM MANAGEMENT REPORT For unamortised intangible assets and goodwill, a depreciation test is carried out at least once a year at the end of the annual reporting period or whenever there is an indication of impairment. Value in use is the present value of estimated future cash flows to be generated by the assets tested for impairment. Estimated future cash flows are based on assumptions about economic conditions and forecasts by Group management of future operating conditions. The CGUs consist of operating companies. For the purpose of impairment tests, goodwill is allocated at the level of groups of CGUs defined as homogeneous groups of assets generating cash inflows and outflows from continuing use largely distinct from cash inflows from other CGUs. These CGUs are classified on this basis according to the Group's three business divisions: Live, Exhibitions, Venues This approach is consistent with the Group's internal organisation, strategic priorities and monitoring of performance. The impairment tests carried out at the end of 2024 include budget assumptions consistent with business levels, profitability and the economic context. For all approaches tested, the sensitivity tests demonstrated the absence of the need for impairment even in the event of a significant deterioration in profitability and a change in actuarial assumptions. IFRS 16 RIGHT-OF-USE ASSETS Consolidation Decrease or Translation (€ thousands) 31/12/24 Increase scope changes & 30/06/25 impairment adjustments reclassifications IFRS 16 right-of-use assets 713,062 48,505 (6,006) (936) 754,625 Amortisation, deprec iation and impairment (219,659) (24,929) 3,350 1,309 (239,930) IFRS 16 right-of-use assets 478,476 23,576 (2,656) 373 0 514,695 The increase in right-of-use assets reflects mainly the 6-month extension of all real estate leases (offices and warehouses) for the purpose of maintaining a minimum 5-year commitment, and also the inclusion of new leases, with the main impact resulting from the new contract for the Riesco convention center. 4.2 PROPERTY, PLANT AND EQUIPMENT Consolidation Translation (€ thousands) 31/12/24 Increase Decrease scope changes & 30/06/25 adjustments reclassifications Land 13,851 13,851 Buildings 486,061 8,691 (8) (1,039) 448 494,154 Total – gross 499,912 8,691 (8) (1,039) 448 508,005 Amortisation, depreciation and impairment (155,845) (8,623) 1 145 (223) (164,545) Land and buildings 344,068 68 (7) (894) 226 343,460 The increase in 'buildings" reflects the completion of renovation and expansion work at the Anhembi site (+€4.4m) and work at Eurexpo (+€2.4m, including completion of work related to the photovoltaic shading systems). Consolidation Translation (€ thousands) 31/12/24 Increase Decrease scope changes & 30/06/25 adjustments reclassifications Installations, machinery and equipment 50,869 2,094 (8) (207) 1,405 54,153 Other tangible fixed assets 123,604 3,842 (282) (821) 2,755 129,098 Fixed assets under construc tion 2,290 0 (33) (16) (583) 1,658 Rental equipment assets 458,897 8,947 (7,337) (8,781) (381) 451,346 Total – gross 635,660 14,882 (7,660) (9,824) 3,196 636,254 Installations, machinery and equipment (33,717) (1,823) 5 138 (796) (36,193) Other tangible fixed assets (81,732) (3,537) 273 449 (2,195) (86,743) Rental equipment assets (290,130) (17,852) 6,426 5,454 842 (295,262) Total depreciation and impairment (405,580) (23,213) 6,704 6,041 (2,150) (418,198) Property, plant and equipment 230,080 (8,330) (957) (3,784) 1,047 218,056 2025 Interim Financial Report 13 > INTERIM MANAGEMENT REPORT 4.3 FINANCIAL ASSETS Consolidation Translation (€ thousands) 31/12/24 Increase Decrease scope changes & 30/06/25 adjustments reclassifications Available-for-sale securities 34,979 2,482 (313) (1,016) 36,132 Loans and rec eivables 26,299 422 (105) 14 26,631 Impairment (1,786) (42) 3 (1,825) Financial assets 59,492 2,863 (313) (1,118) 14 60,938 4.4 EQUITY-ACCOUNTED INVESTMENTS (€ thousands) 30/06/25 31/12/24 Value of securities at opening 2,668 2,312 Changes in scope of c onsolidation / Capital increase 568 (59) Translation differences (373) 103 Share of inc ome in associates 240 312 Investments in associates 3,103 2,668 (€ thousands) 30/06/25 31/12/24 Value of securities at opening 2,668 2,312 Changes in scope of consolidation / Capital increase 568 (59) Translation differences (373) 103 Share of income in associates 240 312 Investments in associates 3,103 2,668 4.5 TRADE RECEIVABLES (€ thousands) 30/06/25 31/12/24 Trade rec eivables 306,478 243,539 Impairment c harges (30,117) (28,257) Trade receivables 276,361 215,283 4.6 OTHER RECEIVABLES 4.7 SHAREHOLDERS’ EQUITY 4.7.1 Capital stock The share capital at 30 June 2025 of GL events was €119,931,148 divided by 29,982,787 shares issued and fully paid up of 4 euros per share. 2025 Interim Financial Report 14 > INTERIM MANAGEMENT REPORT 4.7.2 Reserves and additional paid in capital Paid in capital represents the difference between the face value of securities issued and contributions received in cash or in kind. In the 2025 first half, changes in “Reserves and additional paid in capital” broke down as follows: (€ thousands) 30/06/25 31/12/24 Opening reserves and additional paid in capital 497,699 456,596 Net profit / (loss) appropriation 73,439 59,949 Dividends (26,819) (20,555) Impact of fair value measurement of financial instruments 1,078 (2,036) Portion of assets contributed by non-controlling interests (5,137) (338) IAS 19 amendment 608 (34) Cancellation of treasury shares (36) (1,072) Stock option expenses 2,737 2,420 Other changes (353) 2,769 Closing reserves and additional paid in capital 543,216 497,699 4.7.3 Translation adjustments Translation adjustments represent the difference between the historic and average exchange rates and the closing rate. At 30 June 2025, currency translation adjustments represented a negative currency difference of 267,926 thousand euros. 4.7.4 Treasury shares Within the framework of the share repurchase programme, renewed by the General Meeting of 25 April 2025, transactions occurring in the first half of 2025 were as follows: (number of shares) 31/12/24 Acquisitions Disposals 30/06/25 - Treasury shares 647,826 647,826 - Liquidity agreement 11,667 209,424 (217,778) 3,313 Total 659,493 209,424 (217,778) 651,139 At 30 June 2025 651,139 own shares were held in treasury and within the framework of the liquidity agreement. 4.7.5 Analysis of capital and voting rights At 30 June 2025, the net total of voting rights was 46,508,496. Share capital is comprised of one class of shares including shares with both single voting rights and double voting rights. Information on the break down for share capital and voting rights, stock options and restricted stock unit plans is provided in the chapter “Shareholder information” on pages 323 of the 2024 universal registration document. 2025 Interim Financial Report 15 > INTERIM MANAGEMENT REPORT At 30 June 2025, ownership of the share capital was as follows: Percentage of Percentage of Number of Percentage of Number of net Share capital ownership structure gross voting net voting shares capital voting rights rights rights Olivier Ginon 501 0.00% 0.00% 0.00% 501 Le Grand Rey 9,884 0.03% 0.03% 0.03% 14,768 Polygone SA 18,088,396 60.33% 73.23% 74.25% 34,534,553 Trévise Partic ipations 2,398,623 8.00% 5.09% 5.16% 2,398,623 Amar Family Offic e 1,051,364 3.51% 2.23% 2.26% 1,051,364 Treasury shares 651,139 2.17% 1.38% 0.00% Free float 7,782,880 25.96% 18.04% 18.29% 8,508,687 Total share capital 29,982,787 100.00% 100.00% 100.00% 46,508,496 4.8 PROVISIONS FOR RETIREMENT SEVERANCE PAYMENTS Liabilities for retirement severance benefits are recognised in the consolidated financial statements under non- current provisions. These liabilities are calculated according to the projected unit credit method and take into account the related social charges. This method takes into account factors that include projected trends for wage increases, employee turnover, mortality rates and a discount rate. The assumptions applied for the calculation of retirement severance benefits (indemnités de fin de carrière) that concern primarily French companies of the Group were as follows: - Discount rate: alignment with the current market rate, i.e. 25-year OAT TEC of 3.86% compared to 3.34% at 31/12/2024. - Average rate for salary increases: 2%, - Retirement age: 67 for all categories of personnel, taking into account changes regarding the legal retirement age; - Rate for employers social contributions of 40%; - The turnover rate calculated by employee age bracket. (€ thousands) 30/06/25 31/12/24 Relevant heading Opening balance 13,391 12,989 Service c osts – benefit payments 1,069 340 Operating profit Expense recognised under income 1,069 340 Ac tuarial gains or losses of the period from changes in (829) 186 assumptions Changes in consolidation scope and translation differenc es (13) (124) Provisions for retirement severance benefits 13,617 13,391 2025 Interim Financial Report 16 > INTERIM MANAGEMENT REPORT 4.9 CURRENT PROVISIONS FOR CONTINGENCIES AND EXPENSES Decrease Consolidation Translation (€ thousands) 31/12/24 Increase Provisions Reversal of adjustments scope changes & 30/06/25 used in the unused reclassifications period provisions Provisions for employee-related c ontingenc ies 2,453 477 (368) 3 (10) 2,554 Other provisions 17,364 2,593 (4,877) (79) 279 15,281 Current provisions 19,817 3,070 (5,245) 0 (77) 269 17,834 4.10 FINANCIAL LIABILITIES Consolidation Translation (€ thousands) 31/12/24 Increase Decrease scope changes & 30/06/25 adjustments reclassifications Non-c urrent borrowings 1,038,380 126,588 (124,603) (510) 171 1,040,026 Financ ial instruments (1,343) (1,457) (2,800) Other financial liabilities 9,409 762 (186) 3 9,988 (1) Long-term financial debt 1,046,446 127,350 (126,246) (507) 171 1,047,214 Cash liabilities 3,135 5,810 (268) 8,676 Total financial liabilities 1,049,581 133,160 (126,246) (776) 171 1,055,891 Marketable securities (183,521) 51,806 3,928 (127,787) Bank and c ash (349,507) (69,398) 47 17,295 (8,407) (409,969) Cash and cash equivalents (533,028) (69,398) 51,852 21,223 (8,407) (537,757) Pre-IFRS 16 net debt 516,553 63,762 (74,393) 20,448 (8,235) 518,134 (1) Of which at 30 June 2025 Non-current portion of medium and long-term debt 742,834 thousand euros Current portion of long and medium term debt 304,380 thousand euros Consolidation Translation (€ thousands) 31/12/24 Increase Decrease scope changes & 30/06/25 adjustments reclassifications IFRS 16 lease liabilities 524,710 51,426 (27,620) 431 548,948 4.11 OTHER LIABILITIES (€ thousands) 30/06/25 31/12/24 Other payables 87,638 58,374 Credit notes to be issued 3,914 4,230 Prepaid income 124,105 250,886 Other liabilities 215,657 313,490 Prepaid income corresponds to services and events scheduled for the second half of 2025 and the first half of 2026. 2025 Interim Financial Report 17 > INTERIM MANAGEMENT REPORT NOTE 5 INCOME STATEMENT INFORMATION 5.1 RAW MATERIALS, CONSUMABLES AND EXTERNAL CHARGES Raw materials, consumables and external charges break down as follows: 2025 2024 (€ thousands) 2025 2024 FULL IFRS FULL IFRS Purchases consumed (43,043) (42,102) (43,043) (42,102) Subcontracting and external personnel (288,707) (278,390) (288,707) (278,390) Equipment and property rentals (82,057) (73,967) (47,686) (43,364) Travel and entertainment expenses (24,791) (26,654) (24,791) (26,654) Other purchases and external expenses (111,012) (96,297) (111,012) (96,297) Purchases and other external charges (549,610) (517,410) (515,238) (486,808) REVENUE 888,848 820,559 886,658 820,142 Rate Purchases & other expenses vs. Sales (%) -61.8% -63.1% -58.1% -59.4% 5.2 OTHER CURRENT OPERATING INCOME AND EXPENSES Other current operating income and expenses break down as follows: 2025 2024 (€ thousands) 2025 2024 FULL IFRS FULL IFRS Operating grants 3,493 5,378 3,493 5,378 Other income and expenses (2,542) (258) (2,469) 232 Other current operating income and expenses 952 5,120 1,024 5,610 5.3 OTHER OPERATING INCOME AND EXPENSES Other operating income and expenses mainly comprise reorganization and external growth costs, as well as the change in consolidation method for GL events Power. 5.4 NET FINANCIAL INCOME (EXPENSE) 2025 2024 (€ thousands) 2025 2024 FULL IFRS FULL IFRS Income from financial investments 8,937 8,892 8,937 8,892 Interest expense (22,908) (23,463) (33,395) (33,006) Net interest expense (13,971) (14,572) (24,458) (24,115) Currency gains and losses (1,251) (138) (1,251) (138) Other financial income and expenses 4 223 (1) 218 Provision on financial assets 1 (214) 1 (214) Other financial income and expenses (1,246) (128) (1,251) (133) Net financial income (expense) (15,217) (14,700) (25,709) (24,248) 2025 Interim Financial Report 18 > INTERIM MANAGEMENT REPORT 5.5 INCOME TAX EXPENSE In accordance with IAS 34, the estimated effective tax rate for fiscal 2025 is 27.3%. NOTE 6 OFF-BALANCE SHEET COMMITMENTS 6.1 COMMITMENTS Commitments by category (€ thousands) Commitments given - Short-term guarantee None - Medium-term guarantee None - Joint sec urity, misc ellaneous guarantees None Commitments received - Opening of undrawn c redit lines 270,000 - Joint sec urity, misc ellaneous guarantees None Off-balance sheet commitments between consolidated companies are eliminated as are all intercompany transactions and balances. 6.2 CONCESSION ROYALTIES AND PROPERTY LEASE PAYMENTS – NON-CANCELLABLE PORTIONS Firm commitments for concessions and property rental payments are henceforth included in the balance sheet in line with application of IFRS 16. However, the variable portion of fees and lease payments as well as options for renewal are not included in the IFRS 16 restatement. 6.3 DEBT GUARANTEED BY COLLATERAL Guaranteed (€ thousands) Nature of the guarantee debt - Bank borrowings 1,720 Mortgage agreement in principle/mortgage - Bank guarantees 220 Pledge of financial instruments 6.4 OTHER CAPITAL COMMITMENTS Capital investments are broken down below by the budgeted period of expenditure: (€ thousands) < 1 year 1 to 5 years > 5 years Total Capital commitments 22,636 31,322 26,576 80,534 2025 Interim Financial Report 19 > INTERIM MANAGEMENT REPORT NOTE 7 TRANSACTIONS WITH RELATED PARTIES The consolidated financial statements include all companies within the Group structure of consolidated operations (see note 2). Related party transactions concern primarily management services invoiced by Polygone SA to GL events, where Olivier GINON serves as a director for both companies, and property rental costs invoiced by Polygone to the Group, with Olivier GINON serving as Chairman, Anne-Sophie GINON as Managing Director of this company. There are no other pension liabilities or similar benefits in favour of current and former directors and officers. In addition, no advances or loans have been granted to directors and officers. Summary of transactions with related parties in the first half of 2025: Description Income (expenses) (1 ) General management services (3,554) Allowances and expenditures for missions, travel expenses and insurance (64) (2 ) Property lease payments and land taxes (6,585) Balance at 30/06/2025 (3 ) Rent deposit guarantees 12,076 Trade receivables 0 Trade payables (3,077) Current acc ount (10,980) (1) The costs of general management services consisted notably of compensation charged for Mr. Olivier GINON, compensation charged for employees of Polygone SA, travel expenses and other costs incurred in connection with the performance of general management duties. This agreement is renewed each year by tacit renewal and approved by the General Meeting under regulated agreements. (2) Rental payments concern 12 operating sites. These rental amounts were determined on an arm's-length basis at market prices according to rental yields or prices per square meter for comparable properties. (3) The amount for deposit guarantees corresponds to one year's rent including tax. 2025 Interim Financial Report 20 > INTERIM MANAGEMENT REPORT INTERIM MANAGEMENT REPORT 1 MATERIAL EVENTS AND OPERATING HIGHLIGHTS OF THE 2025 FIRST HALF - Changes in the shareholder structure In March 2025, Polygone and the Amar Family Office acquired Sofina's remaining 7.0% stake in GL events. As part of this transaction: The Amar Family Office, through its subsidiary Holgespar Luxembourg SA, acquired a 3.5% stake in GL events (1,051,364 shares) and Polygone also acquired a 3.5% stake (1,051,365 shares). - Major contract signed for the 2026 Asian Games in Japan In April 2025, the Group signed a major services contract for the 2026 Asian Games and Asian Para Games, to be held in Aichi Nagoya, Japan. As a major international sporting event held every four years, these Games bring together the best Asian athletes in 41 disciplines. This 20th edition will be attended by over 15,000 athletes, para- athletes and officials from 45 countries from September 19 to October 4, 2026 to compete for their national teams. Without providing an exhaustive list, the scope of services entrusted to the Group's Event Delivery Entity teams is quite extensive. These include the design and conceptualisation phases in collaboration with the Organising Committee, the provision of overlay services, the installation of reception and catering facilities and media zones, the management of site access and accreditation, and the organisation of medal ceremonies. After providing services for the 2018 Asian Games in Indonesia, the 2019 Rugby World Cup in Japan and the 2020 Tokyo Olympic Games, GL events has successfully confirmed its expertise in international event management and this major contract offers yet another illustration of the Group's ability to offer sustainable solutions specifically adapted to the needs of event organisers. Already present in Aichi as the operator and manager of the Aichi Sky Expo exhibition centre, the Group in this way demonstrates its determination to put its expertise at the service of Asia's biggest sporting event and to contribute to the country's cultural and sporting development, as well as its economic dynamism, particularly in the host region. - GL events announces the acquisition of the veterinary equipment exhibition in China In May 2025, GL events acquired 69% of East West Small Animals Clinical Veterinary Surgeons Conference (WESAVC), the organiser of China's leading exhibition of veterinary equipment for companion animals The founders retain a 31% stake in the company. The company organises a major event for the pet veterinary industry in Xiamen, covering equipment, developments in veterinary industry technologies and conferences on specialised topics. Each year, this exhibition attracts more than 1,000 exhibitors over an area of more than 50,000 sqm. WESAVC employs approximately forty people and generates sales of around €6 million, with an operating margin of nearly 30%. This acquisition will contribute to GL events’ strategy for developing the fast-growing animal health sector which offers significant growth potential in China and internationally. It will also boost the Group's technological synergies and resources in the healthcare sector while reinforcing the ability of its subsidiary GL events Live Shenzhen (ZZX) to deliver its services. - GL events confirms the signature of the Stade de France concession agreement In June 2025, GL events signed a 30-year concession agreement with the French government to operate the Stade de France, effective August 5, 2025. The GL events teams have now begun a period of transition to ensure they will be fully operational for the first concerts scheduled for 9 and 13 August 2025. 2025 Interim Financial Report 21 > INTERIM MANAGEMENT REPORT - GL events, Trévise Participations and Fimalac enter into exclusive negotiations In June, the Group announced, together with Trévise Participations, that it had entered into exclusive negotiations with Fimalac with a view to acquiring the venue management, ticketing and show production activities operated by Fimalac Entertainment. The goal of this strategic alliance between three major complementary players in the world of events, live entertainment and related services is to create a leading cultural operator. The proposed acquisition of Fimalac Entertainment's activities is organised into two parts: • GL events, through its Venues division, intends to acquire the management of regional event venues as well as the salle Pleyel, the iconic Parisian concert hall. • Trévise Participations will acquire all the show production activities, including Wetix, a provider of ticketing software solutions and services. The closing of this transaction is expected in Q3 2025, after the regulatory approvals have been obtained. ANALYSIS OF KEY INCOME STATEMENT AGGREGATES AND PERFORMANCE MEASURES The Group's performance indicators are as follows: 30/06/2025 30/06/2024 Change N/N- Change N/N- (€ thousands) 30/06/25 30/06/24 (Full IFRS) (Full IFRS) 1 1 Revenue 888,848 820,559 886,658 820,142 8.3% 8.1% EBITDA (*) 139,336 116,152 171,838 146,859 20.0% 17.0% Current operating income 104,403 80,708 111,996 87,729 29.4% 27.7% Organic growth (**) 8.1% 20.3% 8.1% 20.3% Operating margin 11.7% 9.8% 12.6% 10.7% 1.9 1.9 EBITDA margin 15.7% 14.2% 19.4% 17.9% 1.5 1.5 Net financial income (expense) -15,217 -14,700 -25,709 -24,248 -3.5% -6.0% Profit /(loss) before tax 83,324 61,292 80,425 58,766 35.9% 36.9% Net profit 60,833 45,304 58,726 43,340 34.3% 35.5% Net profit attributable to shareholders (Group share) 52,074 39,131 50,279 37,552 33.1% 33.9% Net margin 5.9% 4.8% 5.7% 4.6% 1.1 1.1 (*) EBITDA: (Earnings before interest, tax depreciation and amortisation): current operating income (EBIT) + amortisations and provisions (**) Organic growth: growth in revenue excluding changes in the scope of consolidation On June 30, 2025, GL events' revenue for the first half rose 8.3% (8.1% like-for-like) to €888.8 million, boosted in particular by the favourable biennial effect of Sirha, SIAE, Expomine and the Rio International Book Fair. The first half of 2025 also included a number of high-profile events, such as the NATO summit at the World Forum (Netherlands), the World Expo in Osaka (Japan) and the dismantling and refurbishment of facilities for COP 16 (Saudi Arabia). In the 2025 first half, GL events' profitability increased with notably strong growth in EBITDA and current operating income, and an improvement in the Group's operating margin from 14.2% in H1 2024 to 15.7% in H2 2025. This increase is mainly attributable to the following: H1 2024 included the Olympic and Paralympic Games characterised by a less favourable mix; A favourable biennial effect on Venues & Exhibitions, Activity over a normative operating period for the Anhembi site (Brazil). After taking into account other operating income and expenses of €5. 9 million, net financial expense of €15.2 million (€25.7 million under full IFRS) and a tax charge of €22.7 million (€21.9 million under full IFRS), net profit attributable to equity holders of the parent came to €52.1 million (€50.3 million under full IFRS), up 33.1% on the first half of 2024, giving a net margin of 5.9%. 2025 Interim Financial Report 22 > INTERIM MANAGEMENT REPORT INCOME STATEMENT HIGHLIGHTS BY BUSINESS The breakdown of revenue was as follows: 30/06/2025 30/06/2024 30/06/2023 (€ thousands) 30/06/25 30/06/24 30/06/23 (Full IFRS) (Full IFRS) (Full IFRS) GL events Live 456,683 496,055 363,950 458,835 496,462 367,453 % of revenue 51.5% 60.5% 53.0% 51.6% 60.5% 53.2% GL events Exhibitions 171,784 113,354 143,619 171,784 113,354 143,619 % of revenue 19.4% 13.8% 20.9% 19.3% 13.8% 20.8% GL events Venues 258,191 210,732 179,037 258,229 210,742 179,152 % of revenue 29.1% 25.7% 26.1% 29.1% 25.7% 26.0% Revenue 886,658 820,142 686,606 888,848 820,559 690,225 The breakdown of current operating income by major business line was as follows: (€ thousands) 30/06/25 30/06/24 30/06/23 GL events Live 26,980 34,494 9,703 GL events Exhibitions 41,168 22,122 33,232 GL events Venues 36,255 24,092 24,521 Current operating income 104,403 80,708 67,456 30/06/2025 30/06/2024 30/06/2023 (€ thousands) (Full IFRS) (Full IFRS) (Full IFRS) GL events Live 28,783 35,941 10,499 GL events Exhibitions 41,399 22,324 33,385 GL events Venues 41,814 29,464 29,005 Current operating income 111,996 87,729 72,889 GL EVENTS LIVE reported a robust activity after the Paris 2024 Olympic Games, with revenue of €459 million, down 8% compared to 30 June 2024. At the end of June 2025, total revenue from mega-events amounted to €136 million, compared with €167 million at the end of H1 2024. GL events Live has confirmed its position as the partner of choice for major events around the world. In H1 2025, GL events Live once again contributed to major events such as COP16 in the Middle East (dismantling and refurbishment, etc.), the Osaka World Expo (German, Serbian and European Union pavilions, etc.), the United Nations Ocean Conference in Nice and the Paris Air Show. The Group has also continued its expansion in the sports events sector by delivering services for the F1 Monaco Grand Prix, the Rolex Masters, the Saut Hermès, the Cincinnati Club World Cup and the 24 Hours of Le Mans. EBITDA for the Live Division was down 17% in H1, mainly in response to the lower contribution from mega events and reduced demand for certain activities such as structures and audiovisual services. With an operating margin of 5.9%, GL events Live remained within its normative profitability range ‘H1 2025 GL events Live keeps its fixed costs stable while maintaining its ability to deliver complex services which allows it to conserve a solid position with a view to H2 2025. 2025 Interim Financial Report 23 > INTERIM MANAGEMENT REPORT GL EVENTS EXHIBITIONS posted strong growth of 52% in H1 2025, with revenue of €172 million. This growth is mainly driven by a favourable biennial effect (ExpoMine, SIRHA, and the Rio International Book Fair), which accounted for €40 million, growth in other major trade exhibitions organized by the Group (Global Industrie, CFIA, etc.), and the beginning of a recovery in Première Vision trade shows. At the same time, the economic environment in China remains challenging, with notably weaker performances for the trade shows organised by the Group. GL events Exhibitions' operating profit rose by 86% compared to last year's first-half, to €41 million. This significant 4.5-point increase to 24% is mainly attributable to more pronounced seasonal effects in H1 and tight control of fixed costs (stable on a like-for-like basis). During this period, the division strengthened its healthcare vertical with the organisation of SantExpo, acquired a controlling interest (69%) in the Chinese exhibition of veterinary equipment for companion animals, and in July acquired B4 events, a medical congress organiser. GL EVENTS VENUES maintained its growth trajectory in H1 2025 with reported revenue of €258 million, up 23% compared with 2024. This performance was mainly driven by the vitality of regional sites in France, particularly in the Rhône-Alpes Auvergne region, which benefited from a favourable biennial effect and events hosted such as the Two-Wheeled Vehicles Fair and the CTCO exhibition This regional momentum has helped offset the unfavourable biennial effect in Strasbourg and the post-Olympic Games decline for the Paris destination. In Europe, momentum has been driven by the Benelux countries, with the World Forum, which hosted notably the NATO summit, and sustained activity in Hungary, with Construma & Agromash as the main events. In South America, Brazilian destinations such as Salvador and São Paulo are experiencing strong growth reflecting the positive impact of the Anhembi site (undergoing renovations in H1 2024) and the integration of the Riesco events center in Santiago, Chile. In South Africa, Group teams benefited from preparatory meetings for the G20 summit to be held in Q4 2025. GL events Venues' current operating income reached €36 million in H1 2025, up 50% from the same period last year. This growth was mainly due to the strong commercial performance and cost controls, with an increase in fixed costs limited to 7%. The operating margin also improved by 2.6 points, from 11.4% to 14.0%. These positive results are encouraging for H2 2025, with an even stronger performance expected in South America. Finally, following a tender procedure initiated in April 2023, the Group was awarded and signed the concession agreement for the management of the Stade de France, which will take effect on 5 August 2025. Since then, the operational teams have been working hard to ensure a smooth transition and the success organisation of two concerts to be hosted on the 9th and 13th of August 2025. 2025 Interim Financial Report 24 > INTERIM MANAGEMENT REPORT FINANCIAL POSITION HIGHLIGHTS The Group's net debt remains stable at €518 million, compared with December 31, 2024 (€517m) and down from June 30, 2024 (€560m). This debt level is the result of €128 million in cash flow from operations, a disciplined investment programme amounting to €29 million and a significant decrease in Net Source of Funds (negative WCR) of €45 million, linked to the high business volume of the Exhibitions division in H1 2025. Furthermore, cash outflows relating to acquisitions and additional equity investments were limited to €17 million in H1 2025. After taking into account financing costs (€14m), dividend payments (€5m) and negative foreign exchange effects (€20m), net debt amounted to €518 million at 30 June 2025. The Group’ financial leverage ratio was 1.8 representing a marginal improvement in relation to 31 December 2024 (2.0) for a contractual limit of 3.5. Changes in debt broke down in consequence as follows: 517 518 Operating cash flow: €54 million 2025 Interim Financial Report 25 > INTERIM MANAGEMENT REPORT 2 SUBSEQUENT EVENTS At the date of this report, there were no subsequent events to report. 3 OUTLOOK AND UNCERTAINTIES Against an uncertain geopolitical backdrop and after strong growth in 2024, GL events confirms its targets for 2025: - Sales growth exceeding 5%; - An improved operating margin; - A CAPEX programme of around €80m. Furthermore, with a view to finalising the external growth transactions announced in H1 2025, notably the acquisitions of ADD Group and Fimalac Entertainment (subject to fulfilment of the customary conditions precedent), GL events is expecting its net debt to remain stable in 2025. 2025 Interim Financial Report 26 > RESPONSIBILITY STATEMENT RESPONSIBILITY STATEMENT FOR THE INTERIM FINANCIAL REPORT I hereby declare that to the best of my knowledge the condensed financial statements presented for the first six months were prepared in accordance with applicable accounting standards and give a true and fair view of the financial position and results of the Company and its consolidated subsidiaries and that the interim management report included herein presents a true and fair view of the important events occurring during the first six months of the fiscal year, their impact on the interim financial statements, the main transactions with related parties and the principal risks and uncertainties for the remaining six months of the fiscal year. Lyon, 24 July 2025 Olivier GINON Chairman 2025 Interim Financial Report 27 > NOTES TO THE FINANCIAL STATEMENTS STATUTORY AUDITORS' REPORT ON INTERIM FINANCIAL INFORMATION This is an unsigned free translation into English of the auditor’s review report issued in the French language and is provided solely for the convenience of English speaking readers. This report should thus be read in conjunction with, and is construed in accordance with, French law and professional standards applicable in France. To the Shareholders: In accordance with the terms of our appointment at your general meeting and the provisions of Article L. 451-1-2 III of the French Monetary and Financial Code (code monétaire et financier), we hereby submit our report regarding: • the limited review of the accompanying interim condensed consolidated financial statements of GL events SA for the six-month period from 1 January to 30 June 2025; • the verification of the information given in the interim management report. These interim condensed consolidated financial statements were prepared under the responsibility of your Board of Directors. Our responsibility is to express a conclusion on these financial statements based on our limited review. I – Review of the financial statements We conducted our limited review in accordance with the professional standards applicable in France. A limited review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France. As such, it provides a moderate assurance that the financial statements as a whole are free of material misstatements lower than that which would result from an audit. Based on our review, nothing has come to our attention that causes us to believe that the interim accompanying condensed consolidated financial statements were not prepared in all material respects in accordance with IAS 34, the IFRS standard governing interim financial reporting as adopted by the European Union. II – Specific procedures and disclosures We have also verified the information in the interim management report commenting on the interim condensed consolidated financial statements that were the subject of our limited review. We have no matter to report regarding its fair presentation and consistency with the interim condensed consolidated financial statements. Lyon and Oullins-Pierre-Bénite, July 24, 2025 The Statutory Auditors French original signed by: MAZA SIMOENS - FIFTY BEES FORVIS MAZARS Benjamin Schlicklin Emmanuel Charnavel Arnaud Flèche Partner Partner Partner 2025 Interim Financial Report 28 |