Consolidated IFRS results at 30 September 2005
   

(€ millions)	2004-2005 interim published (1)	2004-2005 interim pro forma (2)	2005-2006 interim	% change 2005-2006/ 2004/2005 pf
Net sales	160.3	295.4	298.4	+1.0 %
Profit from operations	15.6	29.2	25.1	-14.0 %
Operational margin (% of sales)	9.7 %	9.9 %	8.4%
Net profit	9.8	16.2	15.7	-3.1 %
Net profit margin (% of sales)	6.1 %	5.5 %	5.3%
Group net profit	9.9	9.9	7.3	-26.3 %

 

	30 Sept 2004	31 March 2005	30 Sept 2005	Interim variation
Equity	83.5	181.4	192.8	+ 6.3%
Net indebtedness	-25.0	162.0	102.3	-36.8%

1.       CNC 99-02 standards

2.       Faiveley Transport + Sab Wabco + Eudica ? GHH (wheels activity) in IFRS

(€ millions)	2004-2005 interim published (1)	2004-2005 interim pro forma (3)	2005-2006 interim (4)	% change 2005-2006/ 2004/2005 pf
Net sales	131.4	263.2	269.1	+ 2.2 %
Profit from operations	13.9	28.1	29.1	+ 3.6 %
Operational margin (% of sales)	10.6 %	10.7 %	10.9 %
Net profit	11.0	1 5.6	20.9	+ 34.0 %
Net profit margin (% of sales)	8.3 %	5.9 %	7.8 %

(1) : CNC 99-02 standards
(3): Faiveley Transport + Sab Wabco - GHH (wheels activity), in IFRS
(4): Net profit = € 20.9 million , including net profit from activities to be disposed = € 2.3 million (GHH)

Faiveley Plasturgie IFRS results at 30 September 2005
 

(€ millions)	2004-2005 interim published (1)	2004-2005 interim pro forma (5)	2005-2006 interim	% change 2005-2006/ 2004/2005 pf
Net sales	28.9	32.0	29.2	- 9.3 %
Profit from operations	1.7	2.1	- 4.0	n.s.
Net profit	0.5	1.3	- 5.1	n.s.

(1) : CNC 99-02 standards
(5) : Including Eudica

The General Meeting of 27 September 2005 approved the establishment of a new corporate governance. François Faiveley has been appointed Chairman of the Supervisory Board of Faiveley SA, and Robert Joyeux has been appointed Chairman of the Management Board of Faiveley SA alongside his position as Chairman & Chief Executive Officer of Faiveley Transport.

The Supervisory Board, meeting on 19 December 2005 , approved the consolidated accounts at 30 September 2005 prepared in accordance with the International Financial Reporting Standards (IFRS). The 2004-2005 interim pro forma consolidated income statement was restated in accordance with these standard s. The adoption of IFRS resulted in the following three main changes:

The Faiveley Group realised consolidated sales of € 298.4 million for the six-month period (1 April to 30 September 2005), up 1 % over the same period last year.

The Group's profit from operations at 30 September 2005 amounted to € 25.1 million, generating an operational margin of 8.4 %.The operating profit on ordinary activities amounted to 10.4 % of net sales when Plastics Business exceptional asset depreciation and amortisation charges of € 5.5 million are excluded.

Faiveley Transport 2005-2006 interim net profit (excluding net profits from GHH due to be disposed of) rose by 19 % over the same period last year (stated on a pro forma basis). 

At 30 September 2005 , the Faiveley Group had equity of € 192.8 million. The disposal of GHH in September 2005 and the level of cash generated in the first half year enabled the Group to significantly reduce its net indebtedness by € 60 million. This indebtedness amounts to € 102.3 million at 30 September 2005 compared to € 162 million at 31 March 2005. 

The Supervisory Board of Faiveley SA approved the disposal of its Plastics business to Financière Faiveley SA and to François Faiveley Participations SAS, the Group's holding companies where the Faiveley family is the majority shareholder. The enterprise value of € 18.2 million is based on an appraisal report realised by Rothschild & Cie and an external strategic audit commissioned following the increasing difficulties for this business in 2005. Taking into account the debt, estimated at € 8.4 million at the time of disposal and the compensation of € 0.9 million that Faiveley Plasturgie is to receive from Faiveley SA for the use of prior tax deficits, the disposal price would be €10.7 million.

The disposal price is subject to a conditional supplementary compensation clause based on an EBITDA multiple of the 2007-2008 financial statements ending 31 March 2008 (EBITDA = profit from operations plus depreciation allowance plus operating provisions net allowance). This clause foresees the equal sharing between the purchasers and Faiveley SA of any potential supplementary wealth generated above the level foreseen in the Plastics 2007 business plan. This supplementary compensation is limited to €10 million and will be payable as soon as the Faiveley Plasturgie financial statements as of the 31 st March 2008 , have been certified by the auditors.

This disposal reflects the Faiveley Group's commitment to refocus on its core Railway business in order to pursue its development, knowing that there were no synergies between Faiveley Transport and Faiveley Plasturgie.

This transaction was authorised by the Supervisory Board of Faiveley SA within the framework of regulated agreements. This will be effective during the 1st quarter of 2006.