www.thalesgroup.com 2014 Registration Document ANNUAL FINANCIAL REPORT WorldReginfo - c108f9bb-0ac3-48ef-aec5-568aafb789d5 Table of contents 11 Chairman & chief executive offi cer’s foreword 2 FINANCIAL INFORMATION 2014 7 Overview of the Group 3 1.1 Group management report 8 History 4 1.2 Consolidated fi nancial statements 29 Key data 5 1.3 Parent company management report and fi nancial statements 87 21 BUSINESS REVIEW 121 2.1 Operating segments 122 2.2 Research and innovation 131 2.3 Relations between Thales and its subsidiaries 134 2.4 Information about major operational subsidiaries and manufacturing sites 136 31 CORPORATE GOVERNANCE 139 3.1 Members of the Board of directors at 31 December 2014 140 3.2 Chairman’s report to the General Meeting of 13 May 2015 on corporate governance, internal control and risk management 148 3.3 Statutory auditors’ report prepared in accordance with Article L.225-235 of the French Commercial Code (Code de commerce) on the report of the Chairman of the Board of directors of Thales 161 3.4 General management 162 3.5 Incentives and profi t-sharing 173 3.6 Statutory auditors 174 41 COMPANY AND SHARE CAPITAL 177 4.1 General information about the Company 178 4.2 General Meetings 179 4.3 Share capital and shareholders 180 4.4 Regulated commitments 193 4.5 Stock market information fi nancial communication 198 51 CORPORATE RESPONSIBILITY 205 5.1 Social Information 206 5.2 Environmental information 220 5.3 Societal information 232 5.4 Statutory auditors’ independent third-party report on consolidated social, environmental and societal information published in the management report 239 5.5 Social, environmental and societal information 241 WorldReginfo - c108f9bb-0ac3-48ef-aec5-568aafb789d5 2014 Registration document Including the Annual Financial Report The registration document was filed with the Autorité des Marchés Financiers (AMF) on 1 April 2015 , in accordance with Article 212-13 of the AMF General Regulations. It may only be used in support of a financial transaction if accompanied by a prospectus authorised by the AMF. It was drawn up by the issuer and its signatories accept liability. The English language version of this report is a free translation from the original, which was prepared and filed with the AMF in French language. All possible care has been taken to ensure that the translation is an accurate presentation of the original. However, in all matters of interpretation, views or opinion expressed in the original language version of the document in French take precedence over the translation. In accordance with Article 28 of Commission Regulation (EC) no. 809/2004, the following information is incorporated by reference in this registration document : the consolidated financial statements and corresponding audit reports found on pages 32 to 93 of the 2012 registration document filed with the AMF on 3 April 2013 ; the Group’s financial information, key figures and management report, found respectively on pages 5 and 8 to 31 of the 2012 registration document filed with the AMF on 3 April 2013 ; the consolidated financial statements and corresponding audit reports found on pages 31 to 89 of the 2013 registration document filed with the AMF on 1 April 2014 ; the Group’s financial information, key figures and management report, found respectively on pages 5 and 8 to 30 of the 2013 registration document filed with the AMF on 1 April 2014 . The omitted sections of these documents are either irrelevant to the investor, or addressed elsewhere in this registration document . WorldReginfo - c108f9bb-0ac3-48ef-aec5-568aafb789d5 CHAIRMAN & CHIEF EXECUTIVE OFFICER’S FOREWORD Thales had a robust performance in 2014. The implementation of our strategic vision, Ambition 10, and of all of the concrete initiatives that accompany it, whether they relate to growth, competitiveness or talent, is beginning to bear fruit. This can be seen in the strong growth in order intake, which progressed by 8% at constant scope and exchange rates to more than €14 billion. Last year, we were awarded 19 «large» contracts of over €100 million, half of which are in emerging markets. Our orders in these markets have increased more than 40% in two years, thus confi rming the soundness of our strategic vision. More generally, in 2014 Thales either met or exceeded all of its objectives, excluding the impact of DCNS losses in civil nuclear and certain naval programmes. Excluding that impact , our EBIT progressed by 13% compared with last year, despite stable sales . This favourable evolution is directly related to our efforts to increase competitiveness and improve our contract execution. In addition, we continued to prepare for the future, again reinforcing our research and development efforts as well as our industrial investments. Finally, our strong cashfl ow generation In 2015, thanks to the increase in our order intake over the last and sound fi nancial structure gives us the fl exibility we need to two years, we expect return to top line growth, for the fi rst time conduct targeted acquisitions, such as the acquisition of Live in years , and to show improvement in results. TV in the United States. Beyond that, it is by pursuing our growth, reinforcing our These results reinforce my confi dence in our long-term vision competitiveness, and developing the talents of the men and for the Group as well as my determination to implement women of Thales that we will set the Group on a sustainable Ambition 10. path of development and profi tability. Patrice Caine Chairman & Chief Executive Offi cer 2 REGISTRATION DOCUMENT 2014 www.thalesgroup.com WorldReginfo - c108f9bb-0ac3-48ef-aec5-568aafb789d5 OVERVIEW OF THE GROUP Thales is a global company helping to make the world a safer place. Wherever complex environments exist, the Group partners locally and internationally with public stakeholders and business clients in order to provide reliable, effi cient and secure solutions, across fi ve key markets: Aeronautics , Space, Ground Transportation, Defence and Security. Thales integrates smart technologies, In Space, Thales is a premier In Defence Thales equips defence systems, software, services and manufacturer of satellites and space forces in the air, on land and at sea equipment. The Group innovates, technologies. Thales designs, integrates, with the means to better assess and develops and builds end-to-end solutions, deploys and operates innovative respond to the strategic and tactical space systems. Featuring cutting-edge at the heart of which are infrastructure challenges they face, to maintain technologies, these systems meet the operators, controllers, pilots, armed superior situational awareness, decision- needs of commercial, government, forces and crews, the people whose role scientifi c, defense and security customers. making and operational capability under it is to make critical decisions every day. Thales sets the global standard for space all circumstances. This enables them Thales places at their disposal sensors to maintain the safety and security of and cyber secure data communications, their allies, the citizens and assets they decision-support systems, services, protect. controlled and automated response Together — Safer — In Security , Thales offers integrated systems. Everywhere solutions required to contain or reduce With solutions embedded into critical risk, particularly in the fi elds of cyber- operating environments, Thales ensures security and urban and infrastructure that decisions-makers are better Ensemble, security, whilst minimising disruption equipped to assess and respond to the pour un monde to the flow of passengers, citizens, operational challenges they face, whilst plus sûr, partout. commerce and data. Thus they are able maintaining the safety and security of the to make decisions and take actions in people and assets they protect. the knowledge that they have accurate information and the operational means In Aeronautics, Thales equips of detecting and responding effectively pilots, crews and controllers with systems that provide communications to threats in order to maintain security. fully connected, technology-enabled and navigation services, monitor our avionics and air traffi c control solutions environment and the oceans, help to In designing and delivering every better understand climate change and suited to this complex and demanding solution, Thales draws on the long term drive scientifi c progress. environment. Whilst ensuring safety and relationships built with customers and security, the connected solutions simplify In Ground Transportation Thales works an intimate knowledge of the complex operational management in aircraft in partnership with customers to deliver environments they manage. Thales innovative, integrated, end to end fl ying in more densely crowded skies; leverages its resolve for innovation, a signalling, supervision and fare collection they further increase fuel and operational strong ‘delivery culture’, its first-class solutions that bring significant levels effi ciencies, shorten journey and turn- of operational automation, effi ciency, smart technologies, global partnerships, around times; and provide passengers control and safety, whilst delivering and the combined expertise of with a ever more entertaining and enhanced passenger experiences and 61,000 employees operating through connected fl ying experience. improved network capacities. locally based operations worldwide. REGISTRATION DOCUMENT 2014 3 WorldReginfo - c108f9bb-0ac3-48ef-aec5-568aafb789d5 HISTORY 1893 Compagnie Française Thomson-Houston