SNCF Mobilités 2017 Financial Report

1 BOARD OF DIRECTORS MEETING OF 23 FEBRUARY 2018 SNCF Mobilit s Group 31 December 2017 MANAGEMENT Report Report ON CORPORATE GOVERNANCE and CONSOLIDATED Financial STATEMENTS MANAGEMENT STATEMENT FOR THE ANNUAL Financial Report La Plaine Saint-Denis, 23 February 2018, We attest that, to the best of our knowledge, the consolidated Financial statements have been prepared in accordance with the applicable accounting principles and give a true and fair view of the assets and liabilities and the Financial position of the issuer as at 31 December 2017 and of the results of its operations for the year then ended, and that the accompanying management Report fairly presents the changes in operations, results and Financial position of the issuer and a description of its main risks and uncertainties.

2 The Chairman Guillaume PEPYG uillaume PEPYG uillaume PEPYG uillaume PEPY Executive Vice-President, Performance Mathias EMMERICHM athias EMMERICHM athias EMMERICHM athias EMMERICH 1 IFRS In millions 31 December 2017 MANAGEMENT Report 2 CONTENTS SNCF MOBILIT S GROUP IN 2017 .. 3 1 MAJOR EVENTS OF 2017 .. 3 2 KEY FIGURES .. 5 3 SUBSEQUENT EVENTS .. 7 GROUP RESULTS AND Financial POSITION .. 8 1 GENERAL OBSERVATIONS ON GROUP RESULTS .. 8 2 ACTIVITIES AND RESULTS BY SEGMENT .. 13 3 NET INVESTMENTS AND NET DEBT .. 25 4 CONSOLIDATED STATEMENT OF Financial POSITION AND 28 5 Financial RELATIONS WITH THE FRENCH STATE, SNCF R SEAU AND LOCAL AUTHORITIES.

3 29 6 EMPLOYEE MATTERS .. 30 INTERNAL CONTROL AND RISK MANAGEMENT PROCEDURES .. 31 1 INTERNAL CONTROL AND RISK MANAGEMENT .. 31 2 INTERNAL CONTROL RELATING TO THE PREPARATION AND TREATMENT OF Financial AND ACCOUNTING INFORMATION .. 49 CHALLENGES AND OUTLOOK .. 53 3 SNCF MOBILIT S GROUP IN 2017 SNCF Mobilit s Group comprises EPIC SNCF Mobilit s and its subsidiaries. EPIC is an industrial and commercial public institution governed by French law. It was created pursuant to the French Orientation Law on Domestic Transport (LOTI) and succeeded the entity formerly known as Soci t Nationale des Chemins de fer Fran ais, historically established under the decree-law of 31 August 1937. The LOTI law was amended several times and most recently by law 2014-872 of 4 August 2014 relating to rail reform in France (the Rail Reform Law ), coming into force on 1 January 2015 and completed by seven implementing decrees published in the Journal Officiel on 11 February 2015.

4 Decree 2015-138 of 10 February 2015 covering the purpose, mandates and bylaws of SNCF Mobilit s (the Decree ) also describes the administrative organisation of SNCF Mobilit s, its Financial , accounting and lands management and the economic and Financial control exercised by the French State over the EPIC. The Rail Reform Law created a Public Rail Group organised according to three economically integrated EPICs: - SNCF R seau: R seau Ferr de France (RFF), SNCF Infra and Rail network operation and management were grouped within SNCF R seau, and are responsible for managing, operating and developing the French rail network s infrastructure. It will guarantee fair access to the network for all rail companies.

5 - SNCF Mobilit s (formerly Soci t Nationale des Chemins de Fer Fran ais ): grouping all the business segments offering mobility services, SNCF Mobilit s carries out all passenger and freight transport activities as both network operator and stations manager. - SNCF (parent company): created on 1 December 2014 as part of the reform and responsible for the Public Rail Group s strategic management, oversight, economic coherence, industrial integration and social unity. 1 MAJOR EVENTS OF 2017 NEW DEFINITION OF GROSS PROFIT The SNCF Mobilit s Group decided to modify the calculation of gross profit as at 1 January 2017. Used provision reversals, initially included in gross profit, are now presented under Net movement in provisions in the income statement.

6 The change in presentation resulted in a 161 million decrease in gross profit for the year ended 31 December 2017 ( 125 million as at 31 December 2016) offset by an increase in Net movement in provisions for the same amount (see Note to the consolidated Financial statements). SALE OF STVA The SNCF Mobilit s Group sold STVA in the second half of 2017. As at 30 June 2017, and pursuant to IFRS 5 Non-current assets held for sale and discontinued operations , the assets and liabilities of this subsidiary were reclassified to Assets classified as held for sale and Liabilities associated with assets classified as held for sale in the statement of Financial position. They have since been removed from the balance sheet.

7 The sale generated a capital gain of 63 million recorded under the heading Net proceeds from asset disposals in the consolidated income statement. Detailed information is presented in Note to the consolidated Financial statements. NEW SECTOR BREAKDOWN The publication of Decree 2016-1468 on 28 October 2016 adjusted the positioning as from 1 January 2017 of SNCF Gares & Connexions within SNCF Mobilit s by creating a business unit in its own right. Accordingly, segment reporting was modified to present this business unit separately. In addition, as the SNCF Voyageurs grouping no longer exists, the segments it comprised are also presented separately (see Note 3 to the consolidated Financial statements).

8 4 BOND ISSUE On 2 February 2017, SNCF Mobilit s issued a 12-year 1 billion fixed-rate bond swapped at floating rates for half the amount. Both the bond and swap mature on 2 February 2029. Furthermore, SNCF Mobilit s sold a swaption to revert to a fixed rate in the amount of 250 million with a maturity date of 26 February 2018. A second tranche of 300 million backed by a floating-rate swap was issued on 31 May 2017. REDUCTION IN THE TERRITORIAL SOLIDARITY TAX (CST) In a letter sent to the Chairman of SNCF Mobilit s dated 13 February 2017, the French Prime Minister decided to reduce, as from 2017 and until 2022, the CST paid by SNCF Mobilit s. The total reduction amounts to 420 million and has an impact on gross profit in the income statement.

9 This decision was made in the context of a reorganisation of Trains d Equilibre du Territoire (TET) following the roadmap presented by the Government on 7 July 2015 and accompanied by a new 2016-2020 break-even agreement for the period. It is consistent with the recommendations of the French Court of Auditors of 13 February 2015 to reduce the weight of SNCF Mobilit s contribution to TET financing. It is not offset by any increase in expenses for SNCF Mobilit s or decrease in the Financial compensation receivable from the French State with regard to TET, as the Financial trajectory of the agreement signed with Intercit s is not challenged. As at 31 December 2017, considering the 2017 Finance Act amendment to take into account the French Prime Minister s letter, the CST charge amounts to 40 million, boosting gross profit by 50 million compared to the 90 million CST charge recorded as at 31 December 2016.

10 5 2 KEY FIGURES In millions 31/12/201731/12/201731/12/201731/12/2017 31/12/2016(*)31/12/2016(*)31/12/2016(*)3 1/12/2016(*) Revenue 31,831 30,517 Gross profit 2,759 2,158 Current operating profit/(loss) 1,369 878 Operating profit/(loss) after share of net profit of companies consolidated under the equity method 1,705 1,238 Finance cost -290 -301 Net profit/(loss) for the year attributable to equity holders of the parent 1,136 511 Recurring net profit/(loss) for the period attributable to equity holders of the parent 895 387 Cash from operations 2,054 1,475 Net investments (1) -2,244 -1,961 Total investment (2) -3,590 -3,392 Free cash flow (3) 184 -462 Current operating profit/(loss) after share of net profit of companies consolidated under the equity method 1,408 925 ROCE (4) Employees 201,816 201,553 (*) Following the change in the gross profit definition, used provision reversals are now presented under Net movement in provisions (see Note to the consolidated Financial statements).