Half-year financial report for the period ended 30 June 2024

Half-year financial report  for the period ended 30 June 2024

This half-year report is a free translation of the official French version of the half-year report available on the Peugeot Invest website (www.peugeot-invest.com).

Activity report – First half 2024.......................................................................................................... 3

Net asset value (NAV).......................................................................................................................................................... 3

Activity and results of main investee companies............................................................................................................ 4

Peugeot 1810........................................................................................................................................................................ 4

Investments........................................................................................................................................................................... 4

New investments and disposals......................................................................................................................................... 5

Shareholdings........................................................................................................................................................................ 5

Co-investments..................................................................................................................................................................... 6

Private equity funds............................................................................................................................................................. 7

Analysis of profit and financial position........................................................................................................................... 8

Consolidated profit.............................................................................................................................................................. 8

Balance sheet and cash flow.............................................................................................................................................. 8

Governance........................................................................................................................................................................... 9

Principal risks and uncertainties...................................................................................................................................... 10

Developments since 30 June 2024.................................................................................................................................. 10

Outlook for the second half of 2024............................................................................................................................... 10

Related party transactions............................................................................................................................................... 11

Condensed consolidated financial statements 30 June 2024.................................................................. 12

Statutory auditors’ report on the half-yearly information..................................................................... 44

STATEMENT BY THE COMPANY OFFICER RESPONSIBLE FOR THE INTERIM FINANTIAL REPORT..................... 46

ACTIVITY REPORT – FIRST HALF 2024

Net asset value (NAV)

Net asset value (NAV) is calculated as the market value of Peugeot 1810 shares plus the gross asset value of Peugeot Invest’s Investments, less financial liabilities. Listed companies are valued at market price at the balance sheet date. Peugeot 1810 shares, which include Stellantis and Forvia shares, are valued at the period-end market price. Details of the valuation methodology used (unchanged from previous publications) are available on the Peugeot Invest website and in the Peugeot Invest Universal Registration Document.

At 30 June 2024,

•       The overall value of Peugeot Invest’s stake in Peugeot 1810 was €3,220 million

•       The gross asset value of Investments was €3,133 million at 30 June 2024

•       Peugeot Invest’s NAV was €5,650 million (€226.70 per share) at 30 June 2024, compared with €5,949 million (€238.70 per share) at 31 December 2023, down 3.7% (dividends reinvested).

% Gross

In €m                                                                   % Hold                    Valuation

Asset value

Activity and results of main investee companies

Peugeot 1810

Stellantis had a difficult start to the year amid widespread weakness in production volumes. Revenue was €85 billion, down 14% compared with the first half of 2023 due to lower sales volumes and mix on its main markets, including in North America, where the group lost market share. Adjusted operating income was down 40% to €8.5 billion, for an adjusted operating income margin of 10.0%. The group’s management confirmed its annual financial targets of operating margin of over 10% and positive cash flow. 

In the first half of 2024, Stellantis distributed €6.7 billion to its shareholders through payment of an ordinary dividend (€4.7 billion) and the completion of two-thirds of its share buyback programme (€2.0 billion). The ongoing execution of this programme is expected to bring the total return to shareholders to €7.7 billion in 2024.

Despite the weakness in global automotive production, Forvia delivered 2.7% organic growth in revenue, which reached €13.5 billion in the first half of the year. The group’s operating income was €700 million and operating margin stood at 5.2% (+20 bps). Operating margin increased in most activities. Management continues to focus its efforts on deleveraging the company by continuing to improve its cash flow generation (€201 million in the first half of

2024) and executing the ongoing disposal programmes. Net debt was €6.9 billion at 30 June 2024. Management confirmed its financial targets for this year.

Investments

While the market environment remained uncertain in the first half of 2024, the group’s shareholdings generally delivered solid operating performances, driven by underlying trends such as the energy transition and digital transformation for Spie, the dynamics of the aerospace market for LISI, the recovery in business travel with the heightened need for employee protection for International SOS, and dynamic inflows and the strong performance by investments for Rothschild & Co. 

The co-investment activity was satisfactory overall, despite a more complex economic climate in China. 

The investment funds, which are highly diversified by nature and mainly exposed to the United States and the buoyant healthcare and software sectors, continued their gradual rise in what remains a sluggish private equity market.

New investments and disposals

Peugeot Invest continued to rotate its assets and take disposal opportunities centred on value creation. Gains on disposals and distributions amounted to €437 million in the first half of 2024 (compared to €262 million in the first half of 2023).

These gains were used to fund €117 million in new investments in the first half of 2024 and will allow Peugeot Invest to seize investment opportunities in the second half of the year.

Shareholdings

Disposal of LISI shares

In January 2024, Peugeot Invest sold 1,900,000 LISI shares, representing 4.1% of the company’s share capital, for the total sum of €39.9 million, or a price of €21 per share. This partial disposal follows the reorganisation of LISI’s shareholding structure, in which Peugeot Invest contributed alongside other family shareholders back in 2023.

Following this transaction, Peugeot Invest holds c. 10% of LISI’s share capital and c. 8% of its voting rights. Represented at LISI’s Board of Directors, Peugeot Invest continues to play its role as an active shareholder by supporting the management team as well as its strategy. 

Disposal of SEB shares

In February 2024, Peugeot Invest sold 2,223,674 Groupe SEB shares, representing c. 4.02% of the company’s share capital. The transaction consisted in an institutional private placement by way of an accelerated book-building process, at a price of €106 per share for a total amount of €236 million. 

Since Peugeot Invest’s investment in 2004, the value of its stake in Groupe SEB’s share capital has increased by 4.3x, representing a 10% IRR over twenty years. 

Following this transaction, Peugeot Invest no longer holds any stake in Groupe SEB and is no longer represented in the company’s governance.

Disposal of Tikehau Capital shares

After holding its Tikehau Capital shares for eight years, Peugeot Invest announced in

March 2024 that it would sell these securities for a total amount of €58.3 million. Taking into account the disposal of its stake in Tikehau Capital Advisors in 2023, in total Peugeot Invest realised an IRR of 8% and a multiple of 1.6x over eight years. 

Co-investments

Disposal of AmaWaterways shares

In May 2024, Certares sold its stake in AmaWaterways to L Catterton. Peugeot Invest received $48 million at that time. AmaWaterways is a luxury river cruise company that targets a mostly English-speaking clientele. It is renowned for its service, its innovative ships and the experiences it offers. Since Peugeot Invest’s investment in 2017, the value of its stake has increased by 2.0x, representing an IRR of 10% over seven years.

Investment in TradingView

In April 2024, Peugeot Invest committed $20 million to TradingView’s share capital as part of a co-investment with Smash Capital and our partner Quadrille. TradingView was founded in London in 2011 and is a charting and financial data platform for retail investors. Use of the platform is based on a paid subscription model.

Investment in Springbrook

In June 2024, Peugeot Invest made a $17 million commitment to Springbrook as a coinvestment with our partner, Rothschild & Co’s FAPI fund. This company is based in the United States and has two main activities focused on US local governments: an administrative management ERP and a payment solution. The commitment will be called in the second half of 2024.

Investment and disposal of projects with ELV

Peugeot Invest works with several families in Europe to support the development of real estate projects in the USA. These projects are devised and managed by a US team of professionals within ELV Associates, which was established in 1991. These projects mainly involve residential developments, but also office and retail developments. 

In the first half of 2024, Peugeot Invest sold the 111 JWD property, a student housing project, for $4.8 million and a performance of 1.2x, and made a $6.5 million commitment to Port Malabar, a luxury residential project in Florida.

Private equity funds

Peugeot Invest continued to make new commitments on a regular basis throughout the first half of the year:

Webster VI investment

In January 2024, Peugeot Invest committed $20 million to the sixth Webster vehicle. This is a Boston-area buyout fund focused on the healthcare sector. It should be noted that Peugeot Invest has already invested $15 million in the Webster IV fund and $20 million in Webster V.  

K6 investment

K6 is a growth and growth buyout management company whose strategy is to invest in lower mid-market B2B software companies, mainly in the United States. Peugeot Invest committed $20 million after previously investing in the K4 and K5 funds.

MED Rise investment

In March 2024, Peugeot Invest committed €10 million to MED Rise, a small-cap vehicle launched by Archimed, a management company specialising in healthcare. Archimed was founded in 2014 and is primarily focused on buyout transactions, most of which are majority buyouts. The MED Rise fund rounds out the positioning adopted by Archimed, in which Peugeot Invest is a major investor with stakes in several vehicle families. 

LEA III investment

Last May, Peugeot Invest committed €15 million to LEA III. LEA Partners was founded in 2016 and specialises in B2B software. This third fund targets majority and minority control transactions. 

GRO investment

Peugeot Invest committed €5 million to GRO Generation I, a Danish vertical and horizontal B2B software fund, which we have supported since 2022 (GRO III) in the context of the panEuropean expansion of its strategy. 

OREP 2 investment

In February 2024, Peugeot Invest committed €10 million to the OREP 2 fund, of which €6.3 million was called in April. This fund is managed by OSAE, a real estate management company founded in 2018 following the spin-off of Weinberg Capital’s real estate team. Its multi-sector value-add strategy is focused on office, hotel and mixed-use assets. The company has strong expertise and an extensive network on its market. 

Analysis of profit and financial position

Consolidated profit

The consolidated net profit at 30 June 2024 stands at €306.5 million (of which €228 million group share), compared to €321.3 million in the first half of 2023. This change is due mainly to losses on the sale and revaluation at fair value of long-term shareholdings in trading portfolio, which were -€40.7 million at 30 June 2024, against a gain of €59.2 million in 2023, following the decline in the value of certain co-investments. This was partially offset by the growth of the Stellantis dividend from €300.5 million to €347.6 million. 

General administration costs were slightly higher at -€20.9 million, compared to -€19.3 million during the first half of 2023, due to the severance payment to the CEO.

The cost of financial debt for the first half of 2024 decreased to -€11.5 million, against €13.6 million in 2023, due to the decline in average debt.

Other financial income stood at €10.0 million, versus an expense of €6.3 million in 2023, and concerned exchange gains realised due to the depreciation of the euro against the US dollar and interest on cash investments.

The share of the net income of associate companies stood at €12.5 million against -€2.5 million in the first half of 2023 due to the €14.1 million impairment reversal for AmaWaterways, which was deconsolidated after its disposal. The 2023 amount was notably affected by the removal of CID and LISI from the scope of consolidation.

Tax on earnings stands at -€11.5 million (including €10 million in deferred tax credit).

Balance sheet and cash flow

The main variations affecting the consolidated balance sheet concern:

•       The decrease in investments in associate companies (equity-accounted) in the amount of €33.8 million due mainly to the disposal and deconsolidation of AmaWaterways

•       The decrease in the fair value of the non-consolidated equity securities portfolio of €955.0 million. This can be attributed mainly to the decline in the price of the shares of Stellantis (-12.6%) and Forvia (-45.9%), despite the rise in the price of the Spie share (+19.4%)

•       The €76.7 million rise in long-term shareholdings in trading portfolio. This mainly corresponds to the revaluation of the private equity funds, as well as investments in new co-investments and private equity commitments

•       The €208.1 million increase in cash due to the disposal of the Groupe SEB and Tikehau Capital shareholdings and the partial disposal of LISI

•       The variation in group share equity is -€280.6 million. This decrease in the first half of 2024 comes from comprehensive income (-€587.6 million) and the dividend paid for 2023 (-€80.7 million), included in reserves

•       The reduction in non-current financial liabilities is -€316.1 million, mainly composed of the €328 million reduction in bank loans, and the €12.4 million increase in subscription commitments.

The principal cash flows for the half-year are as follows:

•       Net cash flows from operating activities of €346.1 million versus €125.1 million at 30 June 2023. It should be noted that the Rothschild & Co transaction was included in receivables at 30 June 2023 and not yet in investing activities with a cash outflow

•       Acquisitions of financial assets of €117.1 million, corresponding mainly to our investment in TradingView and in the calls on our private equity funds and property funds

•       Sales of financial assets for the sum of €432.2 million largely due to the sale of the Tikehau Capital, LISI, SEB and AmaWaterways shares, as well as distributions from our private equity funds

•       Peugeot Invest’s reimbursement of its lines of credit for €274.4 million

•       €80.7 million of dividends paid to shareholders in 2024 for the 2023 financial year, a 14% increase.

Governance

Appointment of Jean-Charles Douin as CEO of Peugeot Invest

In anticipation of the upcoming change in Board chairmanship, held by Robert Peugeot until May 2025, the Board of Directors of Peugeot Invest decided to undertake a management transition, leading to the appointment of Jean-Charles Douin as CEO of Peugeot Invest. He is joining Peugeot Invest after 16 years at Ontario Teachers’ Pension Plan where he headed up private equity activities in Europe, the Middle East and Africa. Jean-Charles Douin will take office on 28 October 2024. 

Nicolas Huet, permanent representative of Établissements Peugeot Frères to Peugeot Invest’s Board of Directors, has served as acting CEO of Peugeot Invest since 1 August 2024 and will remain in place until Jean-Charles Douin takes up his position.

Change in the composition of the Board of Directors

The Annual General Meeting of Shareholders of 24 May 2024 reappointed Sophie BanzetBérets, Armand Peugeot and Édouard Peugeot as directors and appointed two new directors to replace the outgoing directors:

•       Christine Dubus as independent director, replacing Marie-Françoise Walbaum, whose resignation took effect as of the end of the 2024 Annual General Meeting

•       Xavier Barbaro^[1] as independent director, replacing Luce Gendry, whose resignation took effect as of the end of the 2024 Annual General Meeting, although she will continue to participate in the work of the Board for one year as a non-voting member.

She replaces Georges Chodron de Courcel, whose term as non-voting member expired at the 2024 Annual General Meeting.

Update to the Board of Directors’ internal rules

At its meeting of 20 September 2024, the Board of Directors adopted an update to its internal rules, the main purpose of which was to:

•       set out the company’s already effective practices for discussions not attended by corporate officers (“executive sessions”) and for the evaluation periodic, internal and external of the Board of Directors’ operations

•       increase the minimum number of shares each director must hold for their entire term from 100 to 500 (at least 300 shares no later than six months after joining the Board and 500 shares once they have been on the Board for 12 months).

Principal risks and uncertainties

The principal risk factors are detailed in the 2023 Universal Registration Document (pages 149 to 158). Political instability increased in France due to the dissolution of the National Assembly and the election of an Assembly without a majority. There were no significant developments in the nature of the other risks during the first half of 2024. 

Developments since 30 June 2024

Disposal of Transact

The co-investment in US company Transact, made in 2019 alongside Reverence Capital Partners, was sold in August to the Roper group, which specialises in industrial software. Peugeot Invest received $43 million in this transaction, i.e. a multiple of 2.7x and an IRR of 21%. 

Outlook for the second half of 2024

The geopolitical environment remained complex in the first half of the year, with the ongoing war in Ukraine, rising tensions in the Middle East and uncertainties related to the multiple elections in many countries. Macroeconomic issues remain core concerns for investors and the markets. 

In this environment, Peugeot Invest sold several of its assets under satisfactory conditions. With its significant investment capacity, Peugeot Invest will actively pursue its diversified investment strategy, targeting companies that are leaders on their market and driven by sustainable growth trends. In a more challenging automotive environment, Stellantis' share price has fallen by 25% since 30 June 2024.

Related party transactions

Note 26 of the appendix to the condensed consolidated financial statements records related party transactions. 

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2024

Peugeot Invest

30 JUNE 2024

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated income statement

Consolidated comprehensive income statement

Consolidated financial position statement

Statement of changes in consolidated equity Consolidated cash flow statement

Notes to the consolidated financial statements

General

Balance sheet – Equity and liabilities

CONSOLIDATED INCOME STATEMENT                                                                                        

(in thousands of euros)                                                                                                 Notes      30/06/2024     30/06/2023

        CONSOLIDATED COMPREHENSIVE INCOME STATEMENT                        

(in thousands of euros)                                                                                   Notes        30/06/2024 30/06/2023

⁽¹⁾ The gross/tax breakdown is provided in Note 12.                                                                

CONSOLIDATED FINANCIAL POSITION STATEMENT AS AT 30 JUNE 2024   

ASSETS                                                                                                                                                                 

(in thousands of euros)                                                                                  Notes        30/06/2024 31/12/2023

CONSOLIDATED FINANCIAL POSITION STATEMENT AS AT 30 JUNE 2024        

LIABILITIES                                                                                                                                                          

(in thousands of euros)                                                                                  Notes         30/06/2024 31/12/2023

STATEMENT OF CHANGES IN CONSOLIDATED EQUITY                                                               

Total

                                                                                                                                                                                                                            equity

                                                                               Capital-                          Reserves and                         Other (attributed                    Non-

                                                                 Share           related Treasury      consolidated    comprehensive              to the       controlling              Total

                (in thousands of euros)                         capital premiums        shares                 income                    income              Group) investments             equity

Dividends paid in 2022 for 2021 amounted to €65,827 thousand, or €2.65 per share.

Dividends paid in 2023 for 2022 amounted to €70,844 thousand, or €2.85 per share.

Peugeot Invest                                                                                                 

CONSOLIDATED CASH FLOW STATEMENT                                                                              

(*) includes transactions involving investments in non-consolidated companies measured at fair value                through other comprehensive income and securities measured at fair value through the income statement.

Notes to the consolidated financial statements

30 June 2024

The consolidated financial statements as at 30 June 2024 and the notes to the financial statements were finalised by Peugeot Invest’s Board of Directors on 20 September 2024.

ACCOUNTING POLICIES

Peugeot Invest’s consolidated financial statements were prepared in accordance with the International Financial Reporting Standards (IFRS) framework as adopted by the European Union. The IFRS framework includes IFRS and IAS (International Accounting Standards) and the related interpretations as prepared by the SIC (Standing Interpretations Committee) and the International Financial Reporting Interpretations Committee (IFRIC).

The accounting policies used in preparing the financial statements for the half year ended at 30 June 2024 are the same as those used for the financial year ended 31 December 2023.

All standards, interpretations and amendments published by the IASB and endorsed by the European Union at 30 June 2024, have been applied. 

The main texts applicable from 1 January 2024 are as follows: 

-          Amendment to IAS 1 – Classification of liabilities as current or non-current

-          Amendment to IAS 1 – Non-current liabilities with covenants -    Amendment to IFRS 16 – Lease liability in a sale and leaseback -             Amendment to IAS 7 and IFRS 7 – Supplier finance arrangements.

None of these texts had a material impact on the interim financial statements.

No new standards were early applied.

The group does not expect the amendments to standards applicable as at 01/01/2024 to have a material impact.

To prepare its consolidated financial statements, Peugeot Invest makes estimates and assumptions that affect the financial statements and the information provided in certain notes to the financial statements. These estimates and assumptions are reviewed on an ongoing basis to take past experience and changes in the environment into account. 

Depending on the results of this review, the amounts reported in future consolidated financial statements could differ from current estimates.

The assumptions on which the main estimates and the judgement are based are explained in the following notes:

-          Note 3.2 – Changes in scope and interest percentages

-          Note 15 – Non-current financial assets

-          Note 21 – Provisions

-          Note 24 – Market risk management.

1.1. CONSOLIDATION

The scope of consolidation and changes thereto are outlined in Note 3.

A. Subsidiaries

Subsidiaries are entities over which Peugeot Invest has sole control. Subsidiaries are fully consolidated from the date on which control is transferred to Peugeot Invest. They are recognised at acquisition cost, which corresponds to the fair value of assets acquired and liabilities assumed. Intra-group transactions and balances on transactions between group companies are eliminated. The accounting policies of subsidiaries have been aligned with those of Peugeot Invest.

B. Associates

Associates are all entities over which the Group does not have control, but over which it has significant influence, which is generally the case if the group holds 20%–50% of its voting rights. Investments in associates are accounted for under the equity method, on the basis of the associates’ consolidated financial statements, and initially recognised at cost. 

The ownership percentage used for consolidation purposes is calculated by dividing the number of shares held in the associate by the associate’s total number of shares in issue minus treasury shares that are destined to be cancelled.

Measurement

The Group’s share in the net profit or loss of associates after the acquisition is recognised under consolidated income, and the Group’s share of other comprehensive income (with no impact on profit) after the acquisition is recognised directly in other comprehensive income. The carrying amount of the investment is adjusted to reflect cumulative changes after the acquisition.

Impairment

At each closing, Peugeot Invest examines whether there is an objective indication of nontemporary and substantial impairment in each of its investments in associates, such as a material change that has a negative effect on the technological, market, economic or legal environment in which each company operates. If such an indication is found, an impairment test is performed. Where the recoverable amount is lower than the carrying amount, the investment in the associate is impaired. The recoverable amount of the investment is the higher of its fair value less costs to sell and value in use. Value in use may be determined on the basis of discounted estimated future cash flows where Peugeot Invest has reliable medium-term cash flow projections, based on the company’s net worth.

1.2. FINANCIAL ASSETS AND LIABILITIES INCLUDED IN THE SCOPE OF APPLICATION OF  

IFRS 9 AND IFRS 16

The Group classifies its financial assets (excluding investments in associates) in the following categories:

-  assets measured at fair value through other comprehensive income, relating to investments in non-consolidated companies;

-  assets measured at fair value through profit or loss, relating to portfolio investment securities, cash and cash equivalents;

-  assets at amortised cost, relating to loans and receivables.

The classification depends on the reasons for which the financial assets were acquired as well as their characteristics. It is determined at initial recognition.

A. Assets measured at fair value through other comprehensive income

Investments in non-consolidated companies measured at fair value through other comprehensive income

This item includes shares in companies over which Peugeot Invest has neither sole control, joint control nor significant influence. These shares must have the characteristics of an equity instrument. They are classified irrevocably at the time of their acquisition. They are recognised at purchase cost including material related costs.

Measurement

At each accounting period closing, shares are measured at fair value. Changes in fair value are recognised in other comprehensive income, net of deferred tax.

The fair value of listed companies is based on the closing market share price.

Unlisted companies are valued as follows:

•       assets acquired recently, generally in the last year, are measured at cost price, except where the company’s financial variables (e.g. operations, balance sheet and liquidity) have deteriorated materially;

•       other companies are valued on the basis of:

§   discounted cash flows where possible

§   various multiples, particularly market multiples, transaction multiples or, where applicable, multiples stated in shareholder agreements signed by Peugeot Invest § with reference to net asset value.

When shares are definitively sold, the difference between the selling price and the previously recognised fair value is recognised in equity. Dividends received from these shares are recognised in the income statement under “Income from long-term investments” following the dividend payment decisions taken at the companies’ General Meetings.

B. Assets measured at fair value through profit or loss

Securities measured at fair value through the income statement

This portfolio consists mainly of units in private equity funds, shares in companies in the context of coinvestments, and diversified UCITS, which represent investments over varying timeframes, with the aim of generating a satisfactory return from them.

Subscription commitments are also reported in this item, with a balancing entry in the “Noncurrent financial liabilities” line for their par value (see sub-section D below).

Measurement

At each accounting period closing date, fair value is measured on the basis of the closing share price for listed securities, the last reported net asset value for asset management companies, or any other information that is representative of a fair value (see above “measurement of unlisted securities”).

Changes in fair value are recognised in “Income from long-term investments” net of deferred tax.

When securities measured at fair value through the income statement are sold, the difference between the selling price and the recognised fair value is recorded in “Income from long-term investments.”

C. Current financial assets

a. Other receivables

These are initially recorded at fair value then measured at amortised cost less impairment provisions, calculated on the basis of expected credit losses. The loss of value is, if applicable, recorded on the income statement.

b. Cash and cash equivalents

Cash and cash equivalents may include demand deposits held with banks, units in money-market funds and negotiable debt securities that are readily convertible into known amounts of cash and are subject to a non-material risk of impairment in the event of an increase in interest rates. All these components are measured at fair value.

Interest income is recognised on a pro rata temporis basis using the effective interest-rate method. It is recorded under “Other financial income/expenses” on the income statement.

D. Non-current financial liabilities

Non-current financial liabilities mainly include long-term borrowings and firm commitments to subscribe to private equity funds, and lease obligations. Borrowings are initially recognised at fair value, net of transaction costs. They are subsequently recognised at amortised cost.

Commitments to subscribe to private equity funds are recorded under assets and liabilities at their par value without discounting, since discounting has no material impact.

Lease liabilities are valued at the present value of payments remaining to be made, and amortised following the payment of rents.

E. Derivatives

Peugeot Invest has hedged the risk of interest-rate movements on part of its borrowings with interest-rate swaps.

The effective portion of the change in fair value of these swaps, which meet the criteria for cash flow hedging, is taken directly to items of comprehensive income. The gain or loss resulting from the ineffective portion is taken immediately to income for the year.

Changes in the fair value of financial instruments that do not qualify as hedges are recognised in income.

To measure the fair value of hedging instruments, CVADVA impacts are deemed to be nonmaterial and so are not recognised.

Note 2.  SIGNIFICANT EVENTS

Disposal of AmaWaterways

In early May 2024, Peugeot Invest sold its stake in AmaWaterways, a leader in premium river cruises in Europe. This stake was held through two holding companies, Redford USA II Holding and Redford EU II Holding. 

Zéphyr Investissement 

Zéphyr Investissement was merged into Peugeot Invest at the end of May 2024.

Disposal of SEB shares 

In February 2024, Peugeot Invest sold its entire stake in SEB for €236 million.

Disposal of Tikehau Capital shares 

In March 2024, Peugeot Invest sold its entire stake in Tikehau Capital for €58.3 million.

Partial disposal of LISI

In January 2024, Peugeot Invest sold 4.1% of the share capital of LISI, for a total of €39.9 million.

                                                    SCOPE OF CONSOLIDATION                                                                       

            3.1 Scope of consolidation as at 30/06/2024                                                                               

The scope of consolidation covers:                                                                                                                                    

                                                                                                                              30/06/2024                   31/12/2023              

⁽¹⁾ The remaining of the capital of Peugeot 1810 is held by Établissement Peugeot Frères, the parent company of Peugeot Invest.

3.2 Changes in scope and interest percentages                                                                                                           

In May 2024, Peugeot Invest sold its stake in AmaWaterways, which was held through two holding companies, Redford USA II Holding and Redford EU II Holding. As they are a single global economic and social unit, we have grouped them into a single line in the consolidated financial statements.

Zéphyr Investissement was merged into Peugeot Invest Assets in the first half of 2024.

Peugeot Invest                                                                                                                     

                          INCOME FROM FINANCIAL ASSETS                                                                          

(in thousands of euros)                                                                                                    30/06/2024 30/06/2023

                          INCOME FROM INVESTMENT PROPERTIES                                                                  

(in thousands of euros)                                                                                                    30/06/2024 30/06/2023

The income and expenses from investment properties were related to the FFP Les Grésillons warehouse complex, which was sold in March 2023.

                          GENERAL ADMINISTRATIVE EXPENSES                                                         

(in thousands of euros)                                                                                                    30/06/2024 30/06/2023

                           OTHER EXPENSES AND INCOME                                                                               

(in thousands of euros)                                                                                                 

                           COST OF DEBT                                                                                                         

(in thousands of euros)                                                                                         

⁽¹⁾ Cost includes interest-rate edging contracts for €3,964 million.                                                 

                           SHARE IN THE PROFIT OR LOSS OF ASSOCIATES                                                        

(in thousands of euros)                                                                                               30/06/2024 30/06/2023

                            INCOME TAX                                                                                                            

(in thousands of euros)                                                                                30/06/2024               30/06/2023

Peugeot Invest opted for the tax consolidation of the subsidiaries Peugeot Invest Assets and FFP  Invest Arb, respectively, from 1 January 2012 and 1 January 2021.

                             NET EARNINGS PER SHARE                                                                              

Net earnings per share are shown at the bottom of the consolidated income statement.  

They were calculated on the basis of all shares making up the share capital, i.e. 24,922,589 shares.

                            BREAKDOWN OF OTHER COMPREHENSIVE INCOME                                         

                                                                         PROPERTY, PLANT AND EQUIPMENT                            

13. Movements in the 2024 financial year, depreciation and the impact of measurement at fair value on the financial year

                                                                                                                                                                    Rental

                                                                    Investment                                                      rights 

                                                                                            properties                                                  of use                        

(in thousands of euros)                                                                      Buildings          Other                                    Total

Right-of-use assets under leases relate to rental of office space.                                                         

INVESTMENTS IN ASSOCIATE COMPANIES (EQUITY-ACCOUNTED)

14.1 Statement as at 30/06/2024                       

Measurement as

                                                                                                     at 30 June                                                                     

                                                                                                                                                       Equity-

    Equity- accounted                accounted impact 

                                                                                                      Per                     impact     recognised in        Carrying         Carrying

(in thousands of euros) % of share recognised comprehensive amount at amount at Shares  control Cost price € Total in income income 30/06/2024 31/12/2023

14.2 Movements in the 2024 financial year                                                                                

14.3 Movements in the 2023 financial year                                                                                                                  

                                                                                              1 January 2023     Additions      Disposals     31 December 2023   

(in thousands of euros)                                                                                                                                                                   

Shares                                                                                            Cost price     Cost price    Cost price                    Cost price   

Peugeot Invest                                                                                                                                                 

                                     NON-CURRENT FINANCIAL ASSETS                                                             

15.1 Statement as at 30/06/2024                                                                                          

Measurement as

                                                                                   at 30 June                                                                                      

                              Remeasurement                        at fair value                              recognised in

                                                                                                                Remeasurement                   other       Balance         Balance

                                                                                      Per                             at fair value          elements of           sheet            sheet

(in thousands of % of Cost share ⁽¹⁾ recognised in comprehensive value value euros)   Control  price € Total income income 30/06/2024 31/12/2023

⁽¹⁾   Net of dividends receivable.

⁽²⁾   Changes in securities measured at fair value through the income statement are recognised at -52,045 thousand euros. (See Note 4)

Peugeot Invest                                                                                                                                                                                                                          

                                       NON-CURRENT FINANCIAL ASSETS                                                               

15.2 Movements in 2024                                                                                                           

Impacts of

(in thousands of euros)                                                                                                                                                                                                   exchange

                                                             At 1 January 2024                                      Additions                      Disposals                     rates              At 30 June 2024

                                                             Number              price Cost Reclassification     Number    price Cost Number       price Cost                        Number        price Cost

Peugeot Invest                                                                                                                                   

                        TAX RECEIVABLES AND PAYABLES                                                                            

                                                                                                                                                         Liabilities     Exchange

 (in thousands of euros)                                                Opening      Income       Equity    Payments     held for sale differences       Closing

                           OTHER RECEIVABLES AND CURRENT FINANCIAL ASSETS                                                                     

(*) Peugeot Invest is exposed to the financial risk of interest rate fluctuations on its loans and uses derivatives to hedge this risk.

Peugeot Invest                                                                                                       

                     CASH AND CASH EQUIVALENTS                                                                      

18.1 Breakdown of cash and cash equivalents                                                                                    

18.2 Changes in cash and cash equivalents                                                                                           

(in thousands of euros)                                                                                                     30/06/2024      31/12/2023

Peugeot Invest                                                                                                             

                                 EQUITY                                                                                                      

19.1 Equity management policy                                                                                         

Equity management concerns equity, as defined by IFRS standards.

It is intended to secure the Group’s permanent resources to promote its development and to implement an appropriate dividend policy.

Equity is broken down into the share attributable to non-controlling interests and that attributable to equity holders of the parent.

Equity attributable to equity holders of the parent comprises Peugeot Invest’s share capital plus reserves and retained earnings resulting from the Group’s business activities. 

The distribution policy implemented by Peugeot Invest has for many years, and as far as possible, aimed to ensure a consistent and increasing dividend. 

19.2 Composition of the share capital                                                                     

Peugeot Invest’s share capital consists of 24,922,589 shares with par value of €1 each. It is fully paid up.

19.3 Equity                                                                                                                                                                  

 (in thousands of euros)                                                                          30/06/2024              31/12/2023

⁽¹⁾ The portion attributable to non-controlling interests consists of Établissements Peugeot Frères’ stake in the Peugeot 1810 joint subsidiary that holds the shares in Stellantis. 

Peugeot Invest                                                                                                   

                        EQUITY                                                                                                               

19.4 Treasury shares                                                                                                                      

Treasury shares are carried at acquisition cost and reported as shareholder equity. At 30 June 2024, the company held 97,342 of its own shares.

(in number of shares)                                                                                                            31/12/2023

19.5 Free shares                                                                                                                               

A. Details of the 2022, 2023 and 2024 free share allocation plans                                   

In accordance with the authorisation granted by the Annual General Meetings of 12 May 2021, 12 May 2022 and 12 May 2023, the Board of Directors of Peugeot Invest, in its meetings on 21 March 2022, 21 March 2023 and 19 March 2024, decided to set up a free share allocation plan subject to performance conditions for certain employees and corporate officers of Peugeot Invest and related companies. The free performance shares will be vested after a three-year period, with no subsequent lock-up period. The grants require beneficiaries to be continually employed within the Group or related companies during the vesting period.

Vesting is subject to performance conditions, more specifically growth in Peugeot Invest’s net asset value and ESG (Environmental, Social and Governance) criteria:

-  between 31 December 2021 and 31 December 2024 for the 2022 financial year plan

-  between 31 December 2022 and 31 December 2025 for the 2023 financial year plan

-  between 31 December 2023 and 31 December 2026 for the 2024 financial year plan

B. Status of plans as at 30 June 2024                                                                                      

Staff expenses associated with each plan are measured in accordance with IFRS 2 and recognised in equity.

Plan details are as follows:

                                                                  30/06/2024                                            31/12/2023

Maximum IFRS 2 expense Maximum IFRS 2 expense for number of for the financial number of the financial year

awardable year (in thousands          awardable          (in thousands of shares                 of euros)          shares   euros)

⁽¹⁾  Based on assumptions for performance conditions at closing, 55% of the free shares under the 2021 financial year plan were awarded. 

⁽²⁾  The 2022 plan is expected to be 100% completed based on information available as at 30 June 2024.

Free shares under the 2023 and 2024 plans are expected to be fully awarded.

CURRENT AND NON-CURRENT FINANCIAL LIABILITIES

20.1 Position as at 30/06/2024                                                                                                            

 (in thousands of euros)                                                                                                      30/06/2024 31/12/2023

⁽¹⁾ Liabilities resulting from the obligation to pay rent on Peugeot Invest’s head office and its offices in London.

Subscription commitments and shares not paid-up include commitments in US dollars for €228,019 thousand as at 30 June 2024 and €220,081 thousand as at 31 December 2023. 

All other commitments are stated in euros.                                                                                     

CURRENT AND NON-CURRENT FINANCIAL LIABILITIES

20.2 Payment schedule as at 30/06/2024                                                                                        

                                                                                      less than 1     between 1 and more than

                                                                                                         ⁽²⁾                  5 years        5 years           Total

Amounts due (in thousands of euros)                      year

⁽¹⁾                                     Since calls are made by funds depending on their respective investments, and generally within five years from the subscription of units, their timing cannot be determined accurately, and so they have been included in the “between one and five years” category.

These calls correspond to commitments at their par value, without any discounting effect. 

⁽²⁾                                     The portion due in Less than 1 year is broken down as follows: €11,973 thousand due in less than three months. 

CURRENT AND NON-CURRENT FINANCIAL LIABILITIES

20.3 Subscription commitments and shares not paid-up                                                        

 (in thousands of euros)                                                                                                       30/06/2024 31/12/2023

                          PROVISIONS                                                                                                      

                                                                                                                                          Reversals                              

                                                                    1 January                 M&A                      Amounts         Amounts

                                                                           2024         provisions  Additions           used            unused         30 June 2024

(in thousands of euros)                                                                                                                                                                    

                                                                                                                                          Reversals                              

                                                                    1 January                 M&A                      Amounts         Amounts        31 December

                                                                           2023         provisions  Additions           used            unused                      2023

 (in thousands of euros)                                                                                                                                                                    

                          OTHER CURRENT LIABILITIES                                                                      

 (in thousands of euros)                                                                                                              30 June 2024           31/12/2023

                          CHANGES IN WORKING CAPITAL                                                                 

 (in thousands of euros)                                                                                                              30 June 2024           31/12/2023

                          MARKET RISK MANAGEMENT                                                                     

There have been no significant changes in the methods used to manage market risks as described in the consolidated financial statements of 31 December 2023. 

                                SEGMENT REPORTING                                                                                

Peugeot Invest is one of Stellantis’s three largest shareholders, and is a long-term shareholder in other companies. Its business activities also involve financial investments and cash management, as well as real estate activities, which that remains marginal in terms of contribution to revenue, earnings and risks. The information presented below is based on figures for each of Peugeot Invest’s business areas, with “Other segments” mainly covering the real estate business. The “Reconciliation” column shows the unallocated amounts in each segment, enabling segment figures to be reconciled with the financial statements.

25.1 Segment reporting as at 30/06/2024                                                                                    

                                                          Stellantis         Invest-   Net cash       Other     Reconci-                        

(in thousands of euros)                                        group           ments          Debt     Sectors         liation             Total

Net investments                                                                -  (315,142)                   -              71                    -     (315,071)

                       RELATED PARTY TRANSACTIONS                                                                              

26.1 Associates                                                                                                                                         

At 30 June 2024, current-account advances granted by Peugeot Invest to associates were as follows:

-                    Financière Guiraud at €8,572 thousand. This advance is paid based on the 3-month Euribor + 1.5%;  - OPCI lapillus II for €2,704 thousand. This advance bears interest at an annual rate of 1%.

-                    High Street Retail Valorisation for €1,702 thousand. This advance bears interest at the maximum rate provided for by paragraphs 1–3 of Article 39 of the French General Tax Code, namely 5.46%.

26.2 Related parties with significant influence over the group                                             

There are no related-party agreements that are significant and concluded outside normal conditions other than those falling under the procedure for regulated agreements.

                       OFF-BALANCE SHEET ACTIVITIES                                                                               

(in thousands of euros)                                                                                                   30/06/2024 31/12/2023

Other commitments                                                                                                                              

None

                     POST-BALANCE SHEET EVENTS                                                                       

In accordance with the authorisation granted by the Annual General Meeting of 19 March 2024, Peugeot Invest bought back 14,707 of its own shares from the market for a total of €1.4 million.

Jean-Charles Douin has been appointed CEO of Peugeot Invest and will take office no later than 28 October 2024.

STATUTORY AUDITORS’ REPORT ON THE HALFYEARLY INFORMATION

PEUGEOT INVEST

Period from January 1st 2024 to June 30th 2024

To the Shareholders,

In compliance with the assignment entrusted to us by the General Assembly and in accordance with the requirements of article L. 451-1-2 III of the French Monetary and Financial Code ("Code monétaire et financier"), we hereby report to you on:

• the review of the accompanying condensed half-yearly consolidated financial statements of PEUGEOT INVEST, for the period from January 1^st 2024 to June 30th 2024, • the verification of the information presented in the half-yearly management report.

These condensed half-yearly consolidated financial statements are the responsibility of the Board of Directors. 

Our role is to express a conclusion on these financial statements based on our review.

CONCLUSION ON THE FINANCIAL STATEMENTS

We conducted our review in accordance with professional standards applicable in France.

A 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 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 - standard of the IFRSs as adopted by the European Union applicable to interim financial information.

SPECIFIC VERIFICATION

We have also verified the information presented in the half-yearly management report on the condensed half-yearly consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.

Neuilly-sur-Seine and Vincennes, September 23th 2024

     The Statutory auditors

French original signed by :

STATEMENT BY THE COMPANY OFFICER RESPONSIBLE FOR THE INTERIM FINANTIAL REPORT

Company officer responsible for the interim financial report

Nicolas Huet, Acting CEO

Statement by the company officer responsible for the interim financial report

I hereby state that, to my knowledge, the condensed interim financial statements have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets and liabilities, financial position and results of the company and all the companies included in the consolidation, and that the interim management report presents a true and fair view of the significant events that occurred during the first six months of the financial year, their impact on the financial statements, the main related party transactions and a description of the main risks and uncertainties for the remaining six months of the financial year.

Neuilly-sur-Seine, September 23, 2024

Nicolas Huet

Acting CEO