31 DECEMBER 2017 FINANCIAL REPORT SNCF MOBILITÉS SNCF.COM SNCF MOBILITÉS FINANCIAL REPORT 2017 — 01 O1 — MANAGEMENT REPORT PAGE 04 O2 — REPORT ON CORPORATE GOVERNANCE PAGE 40 O3 — SNCF MOBILITÉS GROUP CONSOLIDATED FINANCIAL STATEMENTS PAGE 50 O4 — STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS PAGE 132 02 — SNCF MOBILITÉS FINANCIAL REPORT 2017 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. GUILLAUME PEPY MATHIAS EMMERICH THE CHAIRMAN EXECUTIVE VICE-PRESIDENT, PERFORMANCE SNCF MOBILITÉS FINANCIAL REPORT 2017 — 03 O1 — MANAGEMENT REPORT Normes IFRS. En millions d’euros 04 — SNCF MOBILITÉS FINANCIAL REPORT 2017 SNCF MOBILITÉS GROUP IN 2017 6 1. MAJOR EVENTS OF 2017 6 2. KEY FIGURES 7 3. SUBSEQUENT EVENTS 7 GROUP RESULTS AND FINANCIAL POSITION 9 1. GENERAL OBSERVATIONS ON GROUP RESULTS 9 2. ACTIVITIES AND RESULTS BY SEGMENT 13 3. NET INVESTMENTS AND NET DEBT 20 4. CONSOLIDATED STATEMENT OF FINANCIAL POSITION AND RATIOS 21 5. FINANCIAL RELATIONS WITH THE FRENCH STATE, SNCF RÉSEAU AND LOCAL AUTHORITIES 22 6. EMPLOYEE MATTER 23 INTERNAL CONTROL AND RISK MANAGEMENT PROCEDURES 24 1. INTERNAL CONTROL AND RISK MANAGEMENT 24 2. INTERNAL CONTROL RELATING TO THE PREPARATION AND TREATMENT OF FINANCIAL AND ACCOUNTING INFORMATION 35 CHALLENGES AND OUTLOOK 38 SNCF MOBILITÉS FINANCIAL REPORT 2017 — 05 SNCF MOBILITÉS GROUP IN 2017 SNCF Mobilités Group comprises EPIC SNCF Mobilités and 31 December 2017 (€125 million as at 31 December 2016) its subsidiaries. EPIC is an industrial and commercial public offset by an increase in “Net movement in provisions” for institution governed by French law. It was created pursuant the same amount (see Note 1.2 to the consolidated financial to the French Orientation Law on Domestic Transport (LOTI) statements). and succeeded the entity formerly known as “Société Nationale des Chemins de fer Français”, historically 1.2 SALE OF STVA established under the decree-law of 31 August 1937. The SNCF Mobilités Group sold STVA in the second half of 2017. The LOTI law was amended several times and most recently by law 2014-872 of 4 August 2014 relating to rail reform in As at 30 June 2017, and pursuant to IFRS 5 “Non-current France (the “Rail Reform Law”), coming into force on assets held for sale and discontinued operations”, the assets 1 January 2015 and completed by seven implementing and liabilities of this subsidiary were reclassified to “Assets decrees published in the Journal Officiel on 11 February 2015. classified as held for sale” and “Liabilities associated with Decree 2015-138 of 10 February 2015 covering the purpose, assets classified as held for sale” in the statement of financial mandates and bylaws of SNCF Mobilités (the “Decree”) also position. They have since been removed from the balance describes the administrative organisation of SNCF Mobilités, sheet. The sale generated a capital gain of €63 million its financial, accounting and lands management and the recorded under the heading “Net proceeds from asset economic and financial control exercised by the French State disposals” in the consolidated income statement. Detailed over the EPIC. information is presented in Note 4.1.5. to the consolidated financial statements. The Rail Reform Law created a Public Rail Group organised according to three economically integrated EPICs: 1.3 NEW SECTOR BREAKDOWN The publication of Decree 2016-1468 on 28 October 2016 — SNCF Réseau: Réseau Ferré de France (RFF), SNCF Infra and adjusted the positioning as from 1 January 2017 of SNCF Rail network operation and management were grouped within Gares & Connexions within SNCF Mobilités by creating a SNCF Réseau, and are responsible for managing, operating and business unit in its own right. Accordingly, segment reporting developing the French rail network’s infrastructure. It will was modified to present this business unit separately. In guarantee fair access to the network for all rail companies. addition, as the SNCF Voyageurs grouping no longer exists, the segments it comprised are also presented separately (see — SNCF Mobilités (formerly “Société Nationale des Chemins Note 3 to the consolidated financial statements). de Fer Français”): grouping all the business segments offering mobility services, SNCF Mobilités carries out all passenger 1.4 BOND ISSUE and freight transport activities as both network operator and On 2 February 2017, SNCF Mobilités issued a 12-year stations manager. €1 billion fixed-rate bond swapped at floating rates for half the amount. Both the bond and swap mature on 2 February — SNCF (parent company): created on 1 December 2014 as 2029. Furthermore, SNCF Mobilités sold a swaption to revert part of the reform and responsible for the Public Rail Group’s to a fixed rate in the amount of €250 million with a maturity strategic management, oversight, economic coherence, date of 26 February 2018. A second tranche of €300 million industrial integration and social unity. backed by a floating-rate swap was issued on 31 May 2017. 1. MAJOR EVENTS OF 2017 1.5 REDUCTION IN THE TERRITORIAL SOLIDARITY TAX (CST) In a letter sent to the Chairman of SNCF Mobilités dated 1.1 NEW DEFINITION OF GROSS PROFIT 13 February 2017, the French Prime Minister decided to The SNCF Mobilités Group decided to modify the calculation reduce, as from 2017 and until 2022, the CST paid by SNCF of gross profit as at 1 January 2017. Mobilités. The total reduction amounts to €420 million and has an impact on gross profit in the income statement. Used provision reversals, initially included in gross profit, are now presented under “Net movement in provisions” in the This decision was made in the context of a reorganisation of income statement. The change in presentation resulted in a Trains d’Equilibre du Territoire (TET) following the roadmap €161 million decrease in gross profit for the year ended presented by the Government on 7 July 2015 and 06 — SNCF MOBILITÉS FINANCIAL REPORT 2017 accompanied by a new 2016-2020 break-even agreement for (3) Free Cash Flow is calculated the period. It is consistent with the recommendations of the by adding up (in € millions) : 31/12/2017 31/12/2016 French Court of Auditors of 13 February 2015 to reduce the cash flow statement line items: weight of SNCF Mobilités’ contribution to TET financing. - Cash from operations after net borrowing costs and taxes 2,054 1,475 It is not offset by any increase in expenses for SNCF Mobilités - Purchases of intangible assets and property, or decrease in the financial compensation receivable from the plant and equipment -2,482 -2,585 - Investment grants received 315 617 French State with regard to TET, as the financial trajectory of - Disposals of intangible assets and property, the agreement signed with Intercités is not challenged. plant and equipment 336 427 - New concession financial assets -1,047 -769 As at 31 December 2017, considering the 2017 Finance Act - Cash inflows from concession financial amendment to take into account the French Prime Minister’s assets 1,031 814 - Impact of change in working capital letter, the CST charge amounts to €40 million, boosting gross requirement 23 -697 profit by €50 million compared to the €90 million CST charge recorded as at 31 December 2016. the change in tax WCR included in “Taxes paid (collected)” in the cash flow statement -17 262 2. KEY FIGURES dividends received from entities consolidated under the equity method included in In € millions 31/12/2017 31/12/2016 * “Dividends received” in the cash flow statement 31 31 Revenue 31,831 30,517 finance-leased investments described in Note 4.1.3 to the consolidated financial statements. -61 -38 Gross profit 2,759 2,158 Free cash flow 184 -462 Current operating profit/(loss) 1,369 878 Operating profit/(loss) after share of net (4) ROCE or return on capital employed = the ratio between current operating profit of companies consolidated under profit after share of net profit of companies consolidated under the equity the equity method 1,705 1,238 method and average capital employed. The capital used in this calculation is the algebraic sum of equity (including Finance cost -290 -301 non-controlling interests - minority interests) and net indebtedness. It is ad- justed for asset impairment. The average with the prior year’s capital em- Net profit/(loss) for the year attributable ployed gives the average capital employed. to equity holders of the parent 1,136 511 Recurring net profit/(loss) for the period In € millions 31/12/2017 31/12/2016 attributable to equity holders of the Net debt 7,914 7,974 parent 895 387 Cash from operations 2,054 1,475 Net investments (1) -2,244 -1,961 3. SUBSEQUENT EVENTS Total investment (2) -3,590 -3,392 The main subsequent events are as follows: Free cash flow (3) 184 -462 Current operating profit/(loss) after share 3.1 DECISION OF THE PARIS APPEAL COURT of net profit of companies consolidated On 31 January 2018, the Paris Appeal Court ruled against under the equity method 1,408 925 EPIC SNCF Mobilités relating to claims filed by former ROCE (4) 7.9% 5.2% employees. The Group duly noted the decision and is Employees 201,816 201,553 considering an appeal. * Following the change in the gross profit definition, used provision reversals are now presented under “Net movement in provisions” (see Note 1.2 to the As the Group had taken into account the impacts of the consolidated financial statements).