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View Annual Report 1 1 CONTENTS LETTER TO STAKEHOLDERS 3 GROUP ANNUAL REPORT Directors’ Report 7 Consolidated Financial Statements 124 Explanatory Notes 130 Certification of the Consolidated Financial Statements pursuant to art.81–ter of Consob Regulation 11971 dated 14 May 1999 and subsequent amendments and additions 275 Audit Report 277 Disclaimer This document contains forward-looking statements, specifically in the sections entitled "Significant events after the reporting period" and "Business outlook", that relate to future events and the operating, economic and financial results of the Prysmian Group. By their nature, forward-looking statements involve risk and uncertainty because they depend on the occurrence of future events and circumstances. Actual results may differ materially from those reflected in forward-looking statements due to multiple factors. 2 LETTER TO STAKEHOLDERS The year 2018 has been an important one for Prysmian Group, with the acquisition of General Cable and the rapid start to its integration. This union has secured the Group's global leadership in the energy and telecom cables and systems industry, with the ultimate strength in its ability to create innovation and develop new solutions that generate value for our customers. The introduction of the new integrated organisation has been completed in record time, giving birth to a new Group present in over 50 countries, with 112 plants, 25 R&D centres and approximately 29,000 employees, a multicultural and diversified human universe which I regard as the Group's most important asset. Business performance The 2018 results have confirmed a generally positive performance by all our businesses, expressed in an organic growth in sales of 2.8%, including a good contribution by the former General Cable organisation. Organic sales growth was particularly supported by the solid performance of Telecom and High Voltage Underground, also translating into a positive contribution at the profitability level, thereby offsetting, at least in part, the impact of provisions for the issues concerning the Western Link project. Prysmian Group is showing itself capable of tackling these issues by deploying every necessary resource to support the customer. The integration with General Cable has generated higher-than-expected synergies in 2018, leading us to revise up the original target by Euro 25 million, to Euro 175 million, and bring forward its achievement by one year, to 2021. Net financial debt has also improved, reporting a level of Euro 2,222 million to 31 December 2018. This scenario has allowed us to provide investors and the market with the following guidance for 2019: additional improvement in profitability, with Adjusted EBITDA in the target range of Euro 950 million - Euro 1,020 million, and free cash flow projected at approximately Euro 300 million, after about Euro 90 million in restructuring costs. Industrial investments During 2018, the Group continued to invest in all three areas of its business, Energy, Telecom and Projects, with a particular focus on submarine cables, optical fibre and telecommunication cables, further securing its leading position in high-tech activities generating higher value added. Gross investments amounted to Euro 285 million in 2018, maintaining the growth rate of around 10% every year. Of particular note is the investment in a new cable-laying vessel, which will allow the Group to consolidate and strengthen its leadership of the submarine cables and systems market where installation assets and capabilities are becoming more and more strategic drivers of competitive advantage. Other important investments in 2018 included those to upgrade the production capabilities of Prysmian Technology Jiangsu in China, allowing the Group to offer a complete range of High Voltage cables, and to increase production capacity and improve efficiency at optical fibre and cable plants around the world, particularly in the USA, France and Italy. Also deserving mention is the Industry 4.0 pilot project launched at Calais in France. 3 Research & Development The merger of General Cable into Prysmian Group has also strengthened our ability to lead the crucial field of R&D, particularly focused on innovations ever more responsive to customer needs. During 2018 Prysmian Group invested a total of some Euro 105 million in Research, Development and Innovation. This commitment is supported by over 900 professionals in 25 R&D centres worldwide, of which 8 from the former General Cable, and a combined portfolio of over 5,600 patents. Amongst the legacy General Cable R&D centres are two strategic ones: the Indianapolis Technology Centre, a centre of excellence for materials innovation, and the Marshall Technology Centre, a world class electrical testing lab. The heart of the system is located in the Milan centre adjoining our Headquarters. Important projects have been taken forward in 2018, including the Design to Cost program focused on using the best materials, technologies and cable design and over 100 product development projects: in particular, synthetically armoured submarine cables for extra deep subsea installation, completion of qualifications for extra high voltage 600 kV direct current cables with P-Laser and XLPE insulation, for ultra-compact FlexRibbon™ optical cables able to pack up to 6,912 fibres, for advanced conductors for E3X heat-dissipating overhead lines and for the new generation Pry-Cam Grids offering faster, simpler, more accurate and reliable measurements. In 2018, Prysmian Group launched the Corporate Hangar project with the purpose of accelerating its ability to create innovation, while maintaining its efficiency and ability to meet customer needs. During 2018, R&D activities continued to benefit from the European Investment Bank funding of Euro 110 million covering 50% of Prysmian's industrial research, innovation, experimentation and new product development over the period 2017-20 in six European countries: Italy, France, Great Britain, Netherlands Spain and Germany. Integration with General Cable The acquisition of General Cable has confirmed the Group's vocation for acquisition-led growth acting in the role of aggregator in a fragmented global cable industry. The start of the integration in record time has allowed the new organisational structure to be completed in just 6 months. The union with General Cable represents a milestone in Prysmian's history, along with the integration of Draka in 2011, and follows on from a series of other important transactions, including the recent acquisitions of Shen Huan Cable's assets in China and Corning's copper data cables business in Germany and, less recently, the acquisitions of Gulf Coast Downhole Technologies in the USA and Oman Cables Industry. The new organisation is already solidly structured with an enlarged leadership team ready to guide the Group at every level: corporate, regional, business and functional. The integrated Group will also benefit from a much wider geographical footprint: General Cable has always been particularly strong in the Americas and thanks to the merger, it has now doubled its presence in the region. Human capital development Prysmian has continued to invest in 2018 in developing its human capital to ensure that everyone has personal and professional development goals that reflect long-term expectations and create the conditions to make our global business grow. More than 7,500 people are completing training, including leadership development courses at the Prysmian Group Academy, with its two centres of excellence, namely the Manufacturing Academy and R&D Academy. "Build The Future", receiving 38,000 applications in 2018, is 4 Prysmian's graduate program through which 300 candidates have been recruited between 2012 and 2018. With the "Make It" and "Sell It" recruitment programs we are giving professionals with 3-7 years of experience in manufacturing the opportunity to reach levels of excellence. We have also pursued our commitment to promote diversity and inclusion at every level of the organisation with the "Side by Side" initiative, while, together with General Cable, we have launched activities to foster diverse cultures, backgrounds and experiences. YES, Prysmian's employee share ownership scheme, has reached a landmark of 9,200 participants, equating to 53% of those eligible. There has been no lack of recognition for Prysmian's commitment to human capital development, like the Malaysia Best Employer Brand Award or its selection as one of the three finalists in the "Best Employer Brand" category of the Italian LinkedIn Talent Awards. Sustainability as a value for growth The Group has made significant progress in recent years in focusing the objectives and related action plans to improve its sustainability performance. Such objectives and action plans have also been extended to the new organisation resulting from the integration of General Cable. Specific attention has been given to issues of particular relevance to our stakeholders, such as energy efficiency and reduction of environmental impact, development of our people as well as respect for the communities where we are present and, last but not least, policies and codes for an ethical, transparent and fair conduct of our business. In 2018, Prysmian Group placed well in the main international indices, including the Dow Jones Sustainability Index and the Carbon Disclosure Project. R&D projects achieving significant results in terms of sustainability have included the research into deep water submarine cables, for installation
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