FORWARD-LOOKING STATEMENTS In this Annual Report the names 'TomTom' and 'the company' and Actual results may differ materially from those expressed in these 'the group' are sometimes used for convenience in contexts where forward-looking statements, and you should not place undue reference is made to TomTom NV and/or any of its subsidiaries in reliance on them. For a discussion of factors that could cause future general or where no useful purpose is served by identifying the results to differ from such forward-looking statements see also particular company. section Risk management and control of this Annual Report. FORWARD-LOOKING STATEMENTS THIRD-PARTY MARKET SHARE DATA This document contains certain forward-looking statements with Statements regarding market share, including the company's respect to the financial condition, results of operations and business competitive position, contained in this Annual Report are based on of TomTom and certain of the plans and objectives of TomTom with outside sources such as specialised research institutes, industry respect to these items. In particular the words 'expect', 'anticipate', and dealer panels in combination with management estimates. 'estimate', 'may', 'should', 'believe', 'outlook', and similar expressions are intended to identify forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. TABLE OF CONTENT MESSAGE FROM THE CEO 3 CONSOLIDATED FINANCIAL 66 STATEMENTS · Consolidated statement of income 67 OVERVIEW 5 · Consolidated statement of comprehensive income 68 · · About TomTom 6 Consolidated balance sheet 69 · · TomTom's activities at a glance 9 Consolidated statement of cash flows 70 · · Automotive & Licensing 13 Consolidated statement of changes in equity 71 · · Telematics 20 Notes to the consolidated financial statements 72 · Consumer 22 · Strategic priorities 24 COMPANY FINANCIAL STATEMENTS OF 108 TOMTOM NV · Company statement of income of TomTom NV 109 MANAGEMENT BOARD REPORT 25 · Company balance sheet of TomTom NV 110 · TomTom Management Board 26 · Notes to the company financial statements 111 · Automotive & Licensing business & financial review 27 · Telematics business & financial review 30 · Consumer business & financial review 32 OTHER INFORMATION 114 · Group financial review 34 · Independent auditor's report 115 · Human resources 36 · Corporate social responsibility 40 · Risk management and control 42 SUPPLEMENTARY INFORMATION 120 · Corporate governance 48 · Shareholder information 121 · Key figures overview 2009-2016 123 · SUPERVISORY BOARD 54 Quarterly statement of income 2016 124 · Quarterly statement of cash flows 2016 125 · TomTom Supervisory Board 55 · Definitions and abbreviations 126 · Supervisory Board report 57 · Non-GAAP measures 127 TOMTOM / ANNUAL REPORT AND ACCOUNTS 2016 / 2 MESSAGE FROM THE CEO MESSAGE FROM THE CEO Dear stakeholder, TomTom is well placed to provide the kind of map that Autonomous Driving needs. Our HD maps with our innovative 2016 marked our 25th year in business. We started by developing RoadDNA positioning technology now covers over 200,000 meter-reading software for handheld computers, we developed kilometres across the major highways of the US, France and apps for mobile devices before 'apps' was even a word, and then Germany. We are working with many automotive OEMs to became famous for our invention of the portable navigation integrate our HD maps into the self-driving systems they are device for consumers. We soon diversified into other products, developing. And in early 2017, we acquired Autonomos GmbH, a such as integrated in-vehicle navigation systems, traffic and Berlin-based start-up that will give us greater insights and operational fleet management. We worked hard to make our competencies into the Autonomous Driving software stack. software more modular and changed our automotive strategy to move away from designing and manufacturing infotainment hardware and to integrating our maps, traffic and navigation AUTONOMOUS DRIVING into third-party hardware. With our expertise in maps, traffic, CONTINUES TO GAIN and navigation, we are well-positioned for the exciting MOMENTUM AND WE emergence of self-driving cars. HAVE NO DOUBT THAT major opportunities will arise for At its heart, TomTom is a software technology company. In the TomTom in this space beginning, our software ran predominantly on specific devices and we still develop device software but, these days, most of our software runs on servers in the cloud, often at scale. When our world-leading traffic service started to use location traces Ultimately, it is our people that underpin our growth ambition. (probes) from vehicles, we got into 'big data' before the term With more than 3,100 people in our R&D units, we invest heavily became popular. We receive data probes from half a billion in our products. We continue to evolve our organisational sources every day and with this, TomTom will help cities to structure to enable our R&D to deliver more for our customers become Smart Cities. We now offer current and historical traffic from the available funds and we work hard at continuously information in 54 countries around the world. We introduced improving the way we develop our software, which is a challenge TomTom City, an open access traffic web portal which is available for any company to do at scale. in over 100 cities. By providing traffic conditions across the road network, we help make a driver's journey faster and more We are partnering with technology companies to position predictable and our technology can enable road authorities to get TomTom as a leading technology supplier for the future of more throughput from their road networks. driving. In 2016, we partnered with NVIDIA to develop artificial intelligence to create a cloud-to-car mapping system for self- driving cars. TOMTOM / ANNUAL REPORT AND ACCOUNTS 2016 / 3 MESSAGE FROM THE CEO This is an important step for TomTom and will enable us to heart of where the action is, location and mobility services. As the propose new features to automakers faster, and therefore to opportunities in location-based services grow, we have aligned make Autonomous Driving a commercial reality sooner. We also our business to better capture these opportunities. announced an agreement with Microsoft to be the supplier of location-based services for the Azure platform. Our location- based services continue to be sought after by leading technology LOCATION-BASED companies and we extended our relationships with MapQuest, APPLICATIONS REMAIN A SAP and Pitney-Bowes. SIGNIFICANT GROWTH OPPORTUNITY GLOBALLY Our Automotive strategy and products continue to be well across many industries and we will received by automotive OEMs, resulting in order intake for 2016 look for opportunities to innovate and of over €300 million. We made good progress in delivering a play a leading role complete set of connected navigation components to our existing customers as well as securing new deals and partnerships. We announced deals with Volvo Cars, FCA, PSA Groupe, Volkswagen Group, Subaru and ŠKODA. We will invest in content and software across these areas as well as in our advanced mapmaking platform. These areas represent We have built the largest and fastest growing European fleet growth opportunities for TomTom and we believe will be the management business. Telematics business reached a subscriber drivers of growth across the businesses in the medium to long- base of more than 696,000 subscriptions in 2016, a 15% term. We saw a strong revenue growth in our Automotive, increase compared with 2015. The extensive vehicle-related data Licensing and Telematics businesses in 2016, and we expect their that Telematics technology can deliver is also opening up new combined revenue to grow at a CAGR of around 15% between opportunities for aftermarket Connected Car services. 2016 and 2020. Our Consumer business is transitioning from a declining PND I would like to thank all of our stakeholders: our shareholders for market to a growing Sports business, with the strategy of their continued support and confidence in TomTom on our establishing a growing multi-product consumer electronics journey in this dynamic and fast moving industry; our customers business. Sports experienced another year of double-digit for their loyalty and valuable feedback that drives us to growth, which executes on our strategy to diversify our constantly innovate; and finally our employees for their Consumer business. To confirm our commitment to the Sports dedication, energy and hard work. business, we introduced the TomTom Sports brand and an advertising campaign to encourage people to 'Get Going' in 2016. We launched a new range of GPS sports watches, and also announced the new innovative TomTom Touch, a fitness tracker that measures body fat percentage. The PND market declined faster than expected in 2016, and whilst we succeeded in taking market share, we made the Harold Goddijn decision to realign the Consumer business accordingly. We will Chief Executive Officer however keep on extracting value from the PND category. In the TomTom NV last five years, we have worked very hard to gain independence from the PND business and we have developed a growing, more predictable and recurring revenue stream, which puts us at the TOMTOM / ANNUAL REPORT AND ACCOUNTS 2016 / 4 OVERVIEW OVERVIEW TOMTOM / ANNUAL REPORT AND ACCOUNTS 2016 / 5 OVERVIEW ABOUT TOMTOM