Faurecia Automotive GmbH
Hannover
Befreiender Konzernabschluss zum Geschäftsjahr vom 01.01.2024 bis zum 31.12.2024
Forvia S.E.
Nanterre/Frankreich
ANNUAL RESULTS 2024
Contents
Key figures
1 Business review
1.1 Notable facts
1.2 Main events
1.3 Automotive production
1.4 Sales
1.5 Operating income
1.6 Net income
1.7 Financial structure
1.8 Outlook
2 Consolidated financial statements
2.1 Consolidated statement of comprehensive income
2.2 Consolidated balance sheet
2.3 Consolidated cash flow statement
2.4 Consolidated statement of changes in equity
2.5 Notes to the consolidated financial statements
2.6 List of consolidated companies as of December 31, 2024
3 Statutory auditors' report on the consolidated financial statements
(1)
At constant currencies and scope.
(2)
Before amortization of acquired intangible assets (§2.1 to the consolidated financial
statements).
(3)
Operating income before adjusted depreciations and amortizations of assets (§2.3
to the consolidated financial statements).
(4)
Note 27.1 to the consolidated financial statements.
1
1.1 Notable facts
1.2 Main events
1.3 Automotive production
1.4 Sales
1.4.1 Sales by region
1.4.2 Sales by customer
1.4.3 Sales by Business Group
1.5 Operating income
1.5.1 By region
1.5.2 By Business Group
1.6 Net income
1.7 Financial structure
1.7.1 Net cash flow
1.7.2 Reconciliation between net cash flow and cash provided by operating and investing
activities
1.7.3 Net Debt
1.8 Outlook
1 BUSINESS REVIEW
1.1. Notable facts
ECONOMICAL CONTEXT
The worldwide automotive production stood in 2024 at 89.5 million LVs in 2024, down
1.1% vs. 2023; it was broadly stable in H1 (-0.1%) and down 2.0% in H2. It is worth
mentioning that, between 2023 and 2024, the share of Europe excluding Russia out of
worldwide automotive production lost one percentage point, at 18%, while the share
of China gained 1.5 percentage point at 33%, North America representing 17% of worldwide
automotive production.
The geographic mix of FORVIA's sales vs. the geographic mix of worldwide automotive
production represented an unfavorable effect estimated at c. 200bps in 2024. In 2024,
the pace of electrification slowed down in Europe and North America, with EV production
respectively down 7% (Europe excl. Russia) and up only 3% year-on-year, while in China
EV production continued to grow in the double-digits (+16% year-on-year).
1.2. Main events
January 2024
| • |
FORVIA announced the appointments of Jill GREENE and MA Chuan to its Executive Committee.
Effective December 19, 2023, Jill GREENE is appointed Executive Vice President, Group
General Counsel and Board Secretary. Effective January 1, 2024, MA Chuan is appointed
Executive Vice President, China.
|
| • |
FORVIA returned to CES with a wide range of new innovative technologies designed to
reduce scope 3 CO2 emissions. Four of FORVIA's technologies were honored at the CES 2024 Innovation
Awards in the Vehicle Tech & Advanced Mobility category.
|
| • |
FORVIA and Smart Eye, the leading provider of Human Insight Al to the automotive industry,
announced a trailblazing demonstration of in-vehicle Emotion Al during CES 2024 in
Las Vegas.
|
| • |
FORVIA, HELLA and TÜV Rheinland have agreed to cooperate in the field of autonomous
driving. The aim of the collaboration is the market-compliant development of a new
"Traffic Rule Engine": this new software module knows the applicable local traffic
regulations and thus enables autonomous vehicles to behave in accordance with the
rules.
|
| • |
The Swiss company Xovis joined forces with the People Sensing business of FORVIA HELLA.
The acquisition of the People Sensing business by Xovis and the assumption of complementary
business areas opens up additional growth opportunities in international core markets.
|
| • |
Faurecia Aptoide, a joint venture between FORVIA and Aptoide, marked a significant
milestone in the apps market by integrating top applications TikTok, Webex and Zoom
Meetings into the cockpit experience of cars, including Mercedes-Benz E-Class.
|
| • |
MATERI'ACT, a company of the FORVIA group, has set up in North America through MATERI'ACT
Dallas, a joint-venture with PCR Recycling. MATERI'ACT Dallas will accelerate the
development and delivery of recycled compounds for sustainable automotive products
with up to 85% CO2 reduction in 2030.
|
February 2024
| • |
FORVIA HELLA is continuing to drive forward the development of headlamp technologies
for the powersports segment: together with the Austrian motorcycle manufacturer KTM,
the Company has now developed a holistic concept for a motorcycle headlamp. This will
go into series production with the 990 Duke and 1390 Super Duke R models and characterize
the new "face" of the motorcycles.
|
| • |
FORVIA has been recognized for leadership in corporate transparency and performance
on climate change by global environmental non-profit Carbon Disclosure Project (CDP),
securing a place on its annual 'A List'.
|
| • |
The Shareholder Committee FORVIA HELLA has appointed Philippe Vienney as Chief Financial
Officer (CFO) of FORVIA HELLA and appointed him as a new member of the Management
Board in this function.
|
| • |
FORVIA HELLA has developed a pioneering concept for a headlamp that combines sustainability,
high performance and functionality in a cost-neutral way. Over the entire product
life cycle, the headlamp designed as part of a pre-development has a CO2 footprint that is up to 70% lower; it weighs just two kilograms instead of the conventional
five kilograms. The concept was presented for the first time worldwide at the Consumer
Electronics Show (CES) in Las Vegas at the beginning of the year.
|
| • |
FORVIA, FAW JIEFANG, a major Chinese truck manufacturer, and Air Liquide, a leader
in gases and technologies, signed a Memorandum of Understanding to equip heavy-duty
trucks with liquid hydrogen storage systems.
|
March 2024
| • |
FORVIA has entered two services contracts with Schneider Electric to fully electrify
two FORVIA R&D centers in Bavans and Seloncourt, France, by mid-2024. Using an innovative
Electrification-as-a-Service (EaaS) model backed by a best-in-class energy performance,
FORVIA will eliminate 85% of Bavans' scope 1 greenhouse gas (GHG) emissions and 100%
of Seloncourt scope 1 GHG emissions with no upfront CapEx investment.
|
| • |
FORVIA HELLA is further expanding its market position in the field of digital access
systems with additional customer orders Series production will start in Romania and
Mexico in 2025; in this context, FORVIA HELLA will also bring the NCAP-relevant safety
function "Child Presence Detection", based on ultra-wideband technology, onto the
streets for the first time. The lead location for development is FORVIA HELLA's headquarters
in Lippstadt (Germany); FORVIA HELLA's Berlin-based Global Software House is responsible
for the artificial intelligence integrated into the system.
|
| • |
FORVIA has successfully issued one billion euros in aggregate principal amount of
senior notes, consisting of €500 million (5.125%) senior notes due 2029 and €500 million
(5.50%) senior notes due 2031. The net proceeds were primarily used to partially refinance
€580 million (2.625%) of 2025 maturing bonds and €220 million (7.250%) of sustainable-linked
bonds maturing in 2026 accepted for purchase in concurrent tender offers. The additional
net proceeds were used to repay other Group debts.
|
| • |
HELLA marine, a subsidiary of the international automotive supplier FORVIA HELLA,
has equipped Royal Caribbean International's newest cruise ship, Icon of the Seas,
with lighting products. Around 20,000 energy-efficient LED downlights illuminate the
interior and exterior areas.
|
| • |
HELLA has issued a private placement under German Law (Schuldscheindarlehen) of €200
million for three, five and seven years with fixed and variable interest payments.
The proceeds of this issue were used to finance the repayment of a bond maturing in
May 2024.
|
| • |
During its second "Sustainability Day," held in Paris, on March 21, 2024, FORVIA detailed
its roadmap to reach CO2 Net Zero by 2045. This roadmap is structured around two intermediate steps: achieving
carbon neutrality for scopes 1 and 2 by 2025 and reducing scope 3 emissions by 45%
by 2030. The event also provided FORVIA with an opportunity to present its technological
solutions for sustainable mobility and, for the first time, its targets for the entire
lifecycle of its products, scope 3-98% of the Group's emissions. The event gathered
over 250 on-site participants and more than 6,000 virtual attendees, along with high-level
speakers from academia, civil society, and the Volvo group. The "Sustainability Day"
was preceded by an event dedicated to suppliers, key partners in executing FORVIA's
roadmap, to whom the Group set an ambitious goal: to reduce their CO2 emissions by 45% by 2030.
|
| • |
FORVIA HELLA received the John Deere Award in the sustainability category. The leading
manufacturer of agricultural machinery honors FORVIA HELLA for its heat recovery system
at the Grosspetersdorf site in Austria. The system saves around 175,000 kilowatt hours
of natural gas per year and therefore around 32,000 kilograms of CO2. The award was presented at the John Deere European Supplier Conference in March
2024 in Mannheim, Germany.
|
| • |
MATERI'ACT, the sustainable materials subsidiary of the automotive supplier FORVIA,
presented a concept car integrating instrument and door panels made with Ocean Bound
Plastics (OBP). The pioneering concept car was exhibited for the first time during
the FORVIA Sustainability Day in Paris at the end of March 2024.
|
April 2024
| • |
MAHLE Behr GmbH & Co. KG, a subsidiary of MAHLE group, and FORVIA HELLA successfully
completed the sale of their respective 50% stake in the joint venture Behr-HELLA Thermocontrol
("BHTC") to AUO Corporation for an enterprise value of €600 million.
|
| • |
MATERI'ACT, a FORVIA group company focused on developing low-carbon materials, has
signed a letter of intent with GREE Electric to establish a joint venture in China
by the end of 2024. This joint venture aims to develop high-content recycled plastic,
with the goal of creating a top-tier sustainable materials offering and targeting
the sale of 150,000 tons of compounds by 2030. This initiative will serve the automotive,
household appliance, and other industries. This marks a significant milestone for
MATERI'ACT.
|
| • |
FORVIA and Chery are strengthening their strategic partnership on intelligent and
sustainable cockpits through a joint venture agreement. The joint venture plans to
build a Research and Development center and launch two production sites in 2024 to
support CHERY's rapid growth. This first-of-its-kind joint venture will be consolidated
by FORVIA, with the ambition of achieving €1 billion in revenue by 2029.
|
| • |
FORVIA made further progress in the execution of its second €1 billion asset disposal
program by announcing an agreement to transfer its 100%-owned subsidiary Hug Engineering
to the Belgian OGEPAR group for an enterprise value of c. €55 million.
|
| • |
FORVIA HELLA has launched a new work lamp for vehicles in mining, construction and
forestry: the RokLUME 280N SMART allows machine operators to customize the work lighting
to suit their individual needs and lighting conditions. The lighting system is controlled
via a gateway. Data is transmitted via Powerline Communication (PLC), which ensures
reliable data transmission.
|
| • |
FORVIA will equip the iconic new Renault 5 E-Tech, unveiled at the Geneva Motor Show
and set to go on sale in fall 2024. From the seats to the instrument panel and center
console, FORVIA's technologies will contribute to the driving experience.
|
| • |
FORVIA completed the acquisition of the remaining 50% shares from Aptoide in the joint
venture Faurecia Aptoide Automotive (FAA).
|
May 2024
| • |
Officially launched on May 2 for a four-year period, the FAVIA (Adaptative Formulation
Through Artificial Intelligence) project aims to predict and adapt in real time the
formulations and manufacturing parameters of materials based on recycled plastics.
The project, which is carried out by a consortium of four players from the Auvergne-Rhône-Alpes
region, is led by MATERI'ACT, a subsidiary of the FORVIA group.
|
| • |
L&T Technology Services (LTTS), a leading global player in Engineering and R&D services,
and FORVIA signed a strategic partnership on Engineering development activities for
the benefit of its Clean Mobility division. Under the terms of the agreement, approximately
300 engineers for FORVIA's Augsburg (Germany) and Bangalore (India) sites will be
transferred to LTTS. They will continue their activities for FORVIA from their current
locations, and will be trained, reskilled and repositioned over time to work on other
fields within the LTTS commercial network.
|
| • |
FORVIA received two 2024 Automotive News PACEpilot Innovation to Watch recognitions
at the awards ceremony on April 29 in Detroit. The recognition acknowledges post-pilot,
pre-commercial innovations in the automotive and future mobility space.
|
| • |
FORVIA's Combined General Meeting was held on May 30 at the Group's headquarters under
the chairmanship of Michel de Rosen. All resolutions were adopted, among which the:
| ― |
renewal of the term of office of Michel de Rosen, Jean-Bernard Lévy and Judy Curran,
as Board members for a period of four years;
|
| ― |
appointment of Christel Bories as independent Board member, for a period of four years;
|
| ― |
ratification of Nicolas Peter's co-optation as independent Board member, for the remaining
duration of his predecessor's mandate, namely until the Ordinary General Meeting is
held in 2026.
|
|
| • |
On May 7, FORVIA issued an additional €200 million bond on its 2031 bond (5.50% coupon).
These bonds, which bear similar characteristics to the initial bonds, were issued
at 101.75% of par, i.e. a yield of 5.20%. A public tender offer, launched at the same
time and relating to bonds maturing in June 2026 (coupon of 7.25%), made it possible
to repay €250 million early.
|
June 2024
| • |
FORVIA HELLA has celebrated its 125 anniversary. The Company was founded in the Westphalian
town of Lippstadt (Germany) as a specialized manufacturer of lamps, lanterns and ball
horns for carriages, bicycles and the first automobiles. Today, FORVIA HELLA is a
global automotive supplier with around 37,500 employees at over 125 locations worldwide,
which generated sales of €8 billion for the first-time last year.
|
| • |
As annonced in April, FORVIA sold the company HUG Engineering to the Belgian group
OGEPAR.
|
July 2024
| • |
FORVIA has concluded on July 12, 2024 a private placement under German Law (Schuldscheindarlehen)
including ESG performance criteria for a total amount of €542.6 million. An additional
placement of €200 million has been signed on July 24, 2024 and July 31, 2024. This
transaction is structured into several tranches in euros and US dollars, at fixed
and variable rates, with maturities of 2, 3.5, 5 and 7 years. The proceeds of this
issue were mainly used for the early repayment of a €420 million bond (2.625%) maturing
in June 2025 as well as the repayment of Schuldschein maturing in July 2024.
|
| • |
FORVIA HELLA developed a completely new headlamp concept for the Q6 e-tron in collaboration
with the German premium manufacturer Audi. Its specialty: a digital daytime running
light matrix gives end users the option of selecting their preferred digital light
signature from up to eight preset designs.
|
| • |
FORVIA and the Chinese automaker BYD inaugurated their new seat assembly plant in
Rayong, Thailand. The facility was built under Shenzhen Faurecia Automotive Parts
Co., a joint venture created by both companies in 2017 and majority-owned by FORVIA.
Its construction began in July 2023.
|
| • |
FORVIA and BYD also expanded their partnership into Europe. Building on their successful
collaboration in Asia, the two companies will operate together in Hungary, where FORVIA
will spearhead the launch of BYD's first footprint in the region.
|
| • |
FORVIA received new ESG ratings from Sustainalytics, MSCI, and Moodys Vigeo. These
significantly improved scores demonstrate FORVIA's commitment to reducing its environmental
and social impact and promoting corporate governance best practices.
|
September
| • |
FORVIA participated in the IAA Transportation 2024 from September 17-22 in Hannover,
Germany, to showcase its latest sustainable innovations for commercial vehicles.
|
October
| • |
General Vincent COUSIN joined FORVIA's Executive Committee as Executive Vice President,
Security, Cybersecurity, Risk & Crisis Management, effective in October 1, 2024.
|
| • |
FORVIA was featured in the 2024 Paris Motor Show in "La Fabrique de l'Électrique"
by PFA (French Automotive Industry Federation), an immersive showcase of solutions
for decarbonizing mobility. FORVIA presented three flagship sustainable innovations:
the "Seat for the Planet" concept, a range of sustainable materials, and hydrogen
tanks.
|
| • |
FORVIA became the first Tier 1 supplier in the automotive industry to offer a vehicle-friendly
and safe Microsoft Teams solution within an automotive apps market, through its company
Faurecia Aptoide Automotive (FAA).
|
| • |
FORVIA partnered with Dacia, a Renault group brand, to provide its Aptoide Apps Market
solution for Dacia vehicles. This collaboration kicked off with the integration in
the all-new Duster as well as the new Spring, now in production. As of August, approximately
30,000 Dacia cars were already equipped with FORVIA's Apps Market.
|
| • |
FORVIA relocated the global headquarters of Faurecia Clarion Electronics from Japan's
Saitama Prefecture to Shanghai in China. This strategic move emphasizes FORVIA's commitment
to the Chinese market, a hub for automotive technology growth.
|
November
| • |
FORVIA HELLA launched an aerodynamic rear wing lighting for the full electric SUV
LYNK & CO Z20 (LYNK & CO 02 in Europe) for the Chinese new energy vehicle brand LYNK
& CO. This product incorporates an ultra-long overhang wing design, not only creating
a highly three-dimensional and differentiated aesthetic appearance but also significantly
enhancing the aerodynamic performance of the vehicle.
|
| • |
FORVIA launched "The Blue Effect," a company-wide initiative to accelerate progress
towards the Group's sustainable transformation. This initiative emphasizes collective
action, where individual efforts lead to a reduction in FORVIA's environmental impact.
|
| • |
MATERI'ACT, the sustainable materials company of the FORVIA group which develops low
carbon materials in its two product lines: compounds and foils, celebrated its second
anniversary, highlighting progress in sustainable materials innovation.
|
December
| • |
The FORVIA Foundation celebrated its fifth anniversary, marking five years of dedication
to solidarity and environmental progress. This milestone was an opportunity to showcase
the stories of FORVIA's employees making a difference in their local communities,
as well as the inspiring initiatives developed in partnership with non-profit organizations.
|
| • |
Following its Board of Directors meeting held on December 2, FORVIA announced that
CEO Patrick KOLLER will step down on February 28, 2025, and will be succeeded by Martin
FISCHER, previously member of the Management Board of the ZF group. To ensure the
transition of responsibilities, Martin FISCHER is appointed by FORVIA's Board of Directors
as Deputy CEO starting December 6, 2024, before assuming the position of CEO on March
1, 2025.
|
January
| • |
During CES 2025 in Las Vegas, FORVIA unveiled the new name of its application store:
"Appning by FORVIA". Appning has already established strong partnerships with 23 leading
automotive brands around the world and already includes more than 200 applications.
|
| • |
FORVIA will supply H2 Energy with optimized Type III composite tanks at 38 MPa to
equip gaseous multi-element containers (MEGC). By integrating these optimized tanks
into H2 Energy's container structure, we are expanding the possibilities for hydrogen
transportation and storage, enabling an estimated cost reduction of 33% compared to
stationary trailer solutions.
|
February
| • |
FORVIA is proud to announce that it is the first Tier 1 vendor to successfully integrate
Zoom Workplace, the world-renowned Al-first workplace platform, into its leading automotive
Apps Market.
|
| • |
FORVIA has once again been recognized for its commitment to sustainability and environmental
leadership, earning inclusion on the "A List" for climate change from CDP, a global
environmental non-profit organization. This recognition places FORVIA among the best
performing companies in the world in terms of environmental transparency and action.
|
1.3. Automotive production
Worldwide automotive production decreased by -1.1% from 2023 to 2024. It decreased
in EMEA by -4.1%, decreased in Americas by -1.0%, increased in Asia by 0.1%, and increased
in China by 3.7%.
The data related to automotive production and volume evolution is based on S&P Global
Mobility (ex-IHS Markit) forecast dated February 2025 (vehicles segment in line with
CAAM for China).
Automotive production and volume evolution from 2023 to 2024
|
Q1 |
Q2 |
H1 |
| EMEA |
-0.1% |
-3.6% |
-1.9% |
| Americas |
0.7% |
-1.0% |
-0.2% |
| Asia |
0.1% |
1.2% |
0.7% |
| China |
5.8% |
3.8% |
4.7% |
| TOTAL |
0.2% |
-0.4% |
-0.1o |
|
Q3 |
Q4 |
H2 |
FY |
| EMEA |
-7.7% |
-5.5% |
-6.5% |
-4.1% |
| Americas |
-2.2% |
-1.6% |
-1.9% |
-1.0% |
| Asia |
-4.7% |
3.4% |
-0.4% |
0.1% |
| China |
-3.4% |
8.2% |
2.8% |
3.7% |
| TOTAL |
-4.8% |
0.6% |
-2.0% |
-1.1% |
1.4. Sales
FORVIA's year-on-year sales evolution is made of three components:
| • |
A "Currency effect", calculated by applying average currency rates for the period
to the sales of the prior year ;
|
| • |
A "Scope effect" (acquisition/divestment);
|
| • |
A "Growth at constant scope & currencies".
|
As "Scope effect", FORVIA presents all acquisitions/divestments, whose annual sales
amount to more than €250 million. Other acquisitions below this threshold are considered
as "bolton acquisitions" and are included in "Growth are constant currencies".
In 2024, there was no effect from "bolton acquisitions".
| (in € million) |
H2 2024 |
Currencies |
Scope Effect(1) |
At constant scope & currencies |
H2 2023 |
| Product Sales |
12,680.2 |
52.0 |
5.8 |
(250.3) |
12,872.7 |
| Var. in % |
-1.5% |
0.4% |
0.0% |
-1.9% |
|
| Tooling, Prototypes and Other Services |
759.8 |
4.5 |
13.0 |
(12.4) |
754.6 |
| Var. in % |
0.7% |
0.6% |
1.7% |
-1.7% |
|
| SALES |
13,440.0 |
56.5 |
18.8 |
(262.7) |
13,627.3 |
| VAR. IN % |
-1.4% |
0.4% |
0.1% |
-1.9% |
|
(1)
Scope effect includes disposal of CVI, the 100% consolidation of BHAP and the disposal
of HUG Engineering.
| (in € million) |
FY 2024 |
Currencies |
Scope Effect(1) |
At constant scope & currencies |
FY 2023 |
| Product Sales |
25,428.0 |
(283.1) |
(107.0) |
(132.0) |
25,950.2 |
| Var. in % |
-2.0% |
-1.1% |
-0.4% |
-0.5% |
|
| Tooling, Prototypes and Other Services |
1,546.2 |
(19.4) |
25.3 |
242.5 |
1,297.7 |
| Var. in % |
19.2% |
-1.5% |
2.0% |
18.7% |
|
| SALES |
26,974.2 |
(302.5) |
(81.7) |
110.5 |
27,247.9 |
| VAR. IN % |
-1.0% |
-1.1% |
-0.3% |
0.4% |
|
(1)
Scope effect includes disposal of CVI, the 100% consolidation of BHAP and the disposal
of HUG Engineering.
Sales of products (parts, components and R&D sold to manufacturers) reached €25,428.0
million in 2024 compared to €25,950.2 million in 2023. This represents a decreased
of 2.0% on a reported basis and a decrease of 0.5% at constant scope & currencies.
Sales of tooling, prototypes and other services reached €1,546.2 million in 2024 compared
to €1,297.7 million in 2023. This represents an increase of 19.2% on a reported basis
and an increase of 18.7% at constant scope & currencies.
Sales reached €26,974.2 million in 2024 compared to €27,247.9 million in 2023. This
represents a decrease of 1.0% on a reported basis and an increase of 0.4% at constant
scope & currencies.
1.4.1. Sales by region
| (in € million) |
H2 2024 |
Scope Effect(1) |
H2 2023 |
| EMEA |
6,089.2 |
(61.0) |
6,121.2 |
| Americas |
3,465.8 |
(64.7) |
3,582.3 |
| Asia |
3,885.0 |
144.6 |
3,923.9 |
| O/w China |
3,087.9 |
144.6 |
3,142.3 |
| TOTAL |
13,440.0 |
18.8 |
13,627.3 |
| (in € million) |
Reported |
At constant scope & currencies |
Automotive Production |
| EMEA |
-0.5% |
0.5% |
-6.5% |
| Americas |
-3.3% |
-3.4% |
-1.9% |
| Asia |
-1.0% |
-4.5% |
-0.4% |
| O/w China |
-1.7% |
-6.7% |
2.8% |
| TOTAL |
-1.4% |
-1.9% |
-2.0% |
(1)
Scope effect includes disposal of CVI, the 100% consolidation of BHAP and the disposal
of HUG Engineering.
| (in € million) |
FY 2024 |
Scope Effect(1) |
FY 2023 |
| EMEA |
12,607.0 |
(148.8) |
12,650.6 |
| Americas |
7,151.6 |
(203.8) |
7,207.2 |
| Asia |
7,215.6 |
271.0 |
7,390.1 |
| O/w China |
5,654.2 |
271.0 |
5,850.8 |
| TOTAL |
26,974.2 |
(81.7) |
27,247.9 |
| (in € million) |
Reported |
At constant scope & currencies |
Automotive Production |
| EMEA |
-0.3% |
1.3% |
-4.1% |
| Americas |
-0.8% |
3.2% |
-1.0% |
| Asia |
-2.4% |
-3.9% |
0.1% |
| O/w China |
-3.4% |
-6.4% |
3.7% |
| TOTAL |
-1.0% |
0.4% |
-1.1% |
(1)
Scope effect includes disposal of CVI, the 100% consolidation of BHAP and the disposal
of HUG Engineering.
Sales by region in 2024 were as follows:
| • |
In EMEA, sales reached €12,607.0 million (46.7% of total sales), compared to €12,650.6
million in 2023. This represents a decrease of 0.3% on a reported basis and an increase
of 1.3% at constant scope and currencies. This is to be compared to a 4.1% downturn
in production market in EMEA ;
|
| • |
In Americas, sales reached €7,151.6million (26.5% of total sales), compared to €7,207.2
million in 2023. This represents a decrease of 0.8% on a reported basis and increase
of 3.2% at constant scope and currencies. This is to be compared to a 1.0% downturn
in production market in Americas ;
|
| • |
In Asia, sales reached €7,215.6million (26.8% of total sales), compared to €7,390.1
million in 2023. This represents a decrease of 2.4% on a reported basis and 3.9% at
constant scope and currencies. This is to be compared to a 0.1% upturn in Asia ;
|
Worldwide sales amounted to €26,974.2 million compared to €27,247.9 million in 2023.
This represents a decrease of 1.0% on a reported basis and an increase of 0.4% at
constant scope and currencies. This is to be compared to a 1.1% downturn in production
market in the world (source IHS Markit forecast dated February 2025).
1.4.2. Sales by customer
In 2024, sales to FORVIA four main customers (VW, Stellantis, Ford, Mercedes-Benz)
amounted to €12,247.2 million or 45.4% compared to 46.1% in 2023:
| • |
Sales to the VW group totaled €5,116.6 million. They accounted for 19.0% of FORVIA's
total sales. They increased by 8.0% on a reported basis and by 8.7% at constant scope
& currencies compared to 2023 ;
|
| • |
Sales to the Stellantis group totaled €2,681.9 million. They accounted for 9.9% of
FORVIA's total sales. They decreased by 20.9% on a reported basis and by 20.1% at
constant scope & currencies compared to 2023 ;
|
| • |
Sales to the Ford group totaled €2,470.4 million. They accounted for 9.2% of FORVIA's
total sales. They increased by 12.5% on a reported basis and by 14.3% at constant
scope & currencies compared to 2023 ;
|
| • |
Sales to the Mercedes-Benz group totaled €1,978.4 million. They accounted for 7.3%
of FORVIA's total sales. They increased by 3.3% on a reported basis and by 3.3% at
constant scope & currencies compared to 2023 ;
|
| • |
Sales to the Chinese OEMs excluding BYD totaled €1,574.7 million. They accounted for
5.8% of FORVIA's total sales. They decreased by 0.8% on a reported basis and by 2.2%
at constant scope & currencies compared to 2023 ;
|
| • |
Sales to the BMW group totaled €1,435.2 million. They accounted for 5.3% of FORVIA's
total sales. They decreased by 5.1% on a reported basis and by 4.6% at constant scope
& currencies compared to 2023;
|
| • |
Sales to GM group totaled €1,419.1 million. They accounted for 5.3% of FORVIA's total
sales. They increased by 14.8% on a reported basis and by 15.5% at constant scope
& currencies compared to 2023 ;
|
| • |
Sales to Global vehicle company totaled €1,308.4 million. They accounted for 4.9%
of FORVIA's total sales. They decreased by 19.4% on a reported basis and by 18.8%
at constant scope & currencies compared to 2023 ;
|
| • |
Sales to Nissan-Mitsubishi group totaled €1,249.7 million. They accounted for 4.6%
of FORVIA's total sales. They increased by 1.2% on a reported basis and by 2.9% at
constant scope & currencies compared to 2023 ;
|
| • |
Sales to BYD totaled €1,119.1 million. They accounted for 4.1% of FORVIA's total sales.
They decreased by 2.7% on a reported basis and by 1.0% at constant scope & currencies
compared to 2023.
|
1.4.3. Sales by Business Group
| (in € million) |
H2 2024 |
Scope effect(1) |
H2 2023 |
Reported |
At constant scope & currencies |
| Seating |
4,437.2 |
|
4,303.2 |
3.1% |
2.2% |
| Interiors |
2,551.4 |
|
2,484.7 |
2.7% |
3.5% |
| Clean Mobility |
1,962.2 |
(125.7) |
2,364.6 |
-17.0% |
-14.1% |
| Electronics |
2,097.4 |
|
2,090.7 |
0.3% |
0.8% |
| Lighting |
1,910.5 |
144.6 |
1,871.6 |
2.1% |
-5.2% |
| Lifecycle Solutions |
481.1 |
|
512.5 |
-6.1% |
-5.7% |
| TOTAL |
13,440.0 |
18.8 |
13,627.3 |
-1.4% |
-1.9% |
(1)
Scope effect includes disposal of CVI, the 100% consolidation of BHAP and the disposal
of HUG Engineering.
| (in € million) |
FY 2024 |
Scope effect(1) |
FY 2023 |
Reported |
At constant scope & currencies |
| Seating |
8,634.3 |
|
8,551.1 |
1.0% |
1.8% |
| Interiors |
5,108.4 |
|
4,922.7 |
3.8% |
5.0% |
| Clean Mobility |
4,153.4 |
(352.7) |
4,832.2 |
-14.0% |
-5.3% |
| Electronics |
4,188.5 |
|
4,137.9 |
1.2% |
2.6% |
| Lighting |
3,878.7 |
271.0 |
3,745.9 |
3.5% |
-2.7% |
| Lifecycle Solutions |
1,010.9 |
|
1,058.1 |
-4.5% |
-3.8% |
| TOTAL |
26,974.2 |
(81.7) |
27,247.9 |
-1.0% |
0.4% |
(1)
Scope effect includes disposal of CVI, the 100% consolidation of BHAP and the disposal
of HUG Engineering.
In 2024:
| • |
Seating totaled €8,634.3 million sales, up 1.0% on a reported basis and up 1.8% at
constant scope & currencies compared to 2023 ;
|
| • |
Interiors totaled €5,108.4 million sales, up 3.8% on a reported basis and up 5.0%
at constant scope & currencies compared to 2023 ;
|
| • |
Clean Mobility totaled €4,153.4 million sales, down 14.0% on a reported basis and
down 5.3% at constant scope & currencies compared to 2023 ;
|
| • |
Electronics totaled €4,188.5 million sales, up 1.2% on a reported basis and up 2.6%
at constant scope & currencies compared to 2023 ;
|
| • |
Lighting totaled €3,878.7 million sales, up 3.5% on a reported basis and down 2.7%
at constant scope & currencies compared to 2023 ;
|
| • |
Lifecycle Solutions totaled €1,010.9 million sales, down 4.5% on a reported basis
and down 3.8% at constant scope & currencies compared to 2023.
|
1.5. Operating income
In 2024 :
| • |
The operating income before amortization of acquired intangible assets totaled €1,400.0
million (5.2% of sales) in 2024, compared to €1,439.1 million (5.3% of sales) in 2023
;
|
| • |
Gross expenditures for R&D totaled €2,155.8 million, or 8.0% of sales in 2024, compared
to €2,197.5 million, or 8.1% of sales in 2023. The portion of R&D expenditure capitalized
amounted to €1,242.7 million, compared to €1,269.9 million in 2023. The R&D capitalization
ratio represented 57.6% of total R&D expenditure, whereas it represented 57.8% over
the same period in 2023 ;
|
| • |
The net R&D expenses reached €934.8 million in 2024 (3.5% of sales) compared to €953.0
million in 2023 (3.5% of sales);
|
| • |
selling and administrative expenses reached €1,268.0 million (4.7% of sales) compared
to €1,270.3 million (4.7% of sales) in 2023 ;
|
| • |
Adjusted EBITDA - which represents operating income before depreciation, amortization
and provisions for impairment of property, plant and equipment and capitalized R&D
expenditures - totaled to €3,354.6 million (12.5% of sales), to be compared to €3,328.0
million (12.2% of sales) in 2023.
|
1.5.1. By region
|
H2 2024 |
| (in € million) |
Sales |
Operating income |
% |
| EMEA |
6,089.2 |
111.2 |
1.8% |
| Americas |
3,465.8 |
166.8 |
4.8% |
| Asia |
3,885.0 |
421.8 |
10.9% |
| TOTAL |
13,440.0 |
699.8 |
5.2% |
|
H2 2023 |
| (in € million) |
Sales |
Operating income |
% |
| EMEA |
6,121.2 |
145.7 |
2.4% |
| Americas |
3,582.3 |
164.1 |
4.6% |
| Asia |
3,923.9 |
454.4 |
11.6% |
| TOTAL |
13,627.3 |
764.2 |
5.6% |
|
FY 2024 |
| (in € million) |
Sales |
Operating income |
% |
| EMEA |
12,607.0 |
313.0 |
2.5% |
| Americas |
7,151.6 |
333.0 |
4.7% |
| Asia |
7,215.6 |
754.0 |
10.4% |
| TOTAL |
26,974.2 |
1,400.0 |
5.2% |
|
FY 2023 |
| (in € million) |
Sales |
Operating income |
% |
| EMEA |
12,650.6 |
316.4 |
2.5% |
| Americas |
7,207.2 |
308.1 |
4.3% |
| Asia |
7,390.1 |
814.5 |
11.0% |
| TOTAL |
27,247.9 |
1,439.1 |
5.3% |
The operating income in 2024 compared to 2023 decreased by €39.1 million:
| • |
In EMEA, the operating income decreased by €3.4 million, to reach €313.0 million or
2.5% of sales. This is to be compared to €316.4 million or 2.5% in 2023 ;
|
| • |
In Americas, the operating income increased by €24.9 million, to reach €333.0 million
or 4.7% of sales. This is to be compared to €308.1 million or 4.3% in 2023 ;
|
| • |
In Asia, the operating income decreased by €60.5 million, to reach €754.0 or 10.4%
of sales. This is to be compared to €814.5 million or 11.0% in 2023.
|
1.5.2. By Business Group
|
H2 2024 |
| (in € million) |
Sales |
Operating income |
% |
| Seating |
4,437.2 |
240.3 |
5.4% |
| Interiors |
2,551.4 |
72.7 |
2.8% |
| Clean Mobility |
1,962.2 |
159.7 |
8.1% |
| Electronics |
2,097.4 |
108.1 |
5.2% |
| Lighting |
1,910.5 |
87.6 |
4.6% |
| Lifecycle Solutions |
481.1 |
31.4 |
6.5% |
| TOTAL |
13,440.0 |
699.8 |
5.2% |
|
H2 2023 |
| (in € million) |
Sales |
Operating income |
% |
| Seating |
4,303.2 |
175.4 |
4.1% |
| Interiors |
2,484.7 |
107.4 |
4.3% |
| Clean Mobility |
2,364.6 |
193.3 |
8.2% |
| Electronics |
2,090.7 |
131.1 |
6.3% |
| Lighting |
1,871.6 |
101.5 |
5.4% |
| Lifecycle Solutions |
512.5 |
55.5 |
10.8% |
| TOTAL |
13,627.3 |
764.2 |
5.6% |
|
FY 2024 |
| (in € million) |
Sales |
Operating income |
% |
| Seating |
8,634.3 |
434.4 |
5.0% |
| Interiors |
5,108.4 |
109.4 |
2.1% |
| Clean Mobility |
4,153.4 |
346.3 |
8.3% |
| Electronics |
4,188.5 |
229.7 |
5.5% |
| Lighting |
3,878.7 |
186.6 |
4.8% |
| Lifecycle Solutions |
1,010.9 |
93.7 |
9.3% |
| TOTAL |
26,974.2 |
1,400.0 |
5.2% |
|
FY 2023 |
| (in € million) |
Sales |
Operating income |
% |
| Seating |
8,551.1 |
314.7 |
3.7% |
| Interiors |
4,922.7 |
200.9 |
4.1% |
| Clean Mobility |
4,832.2 |
383.7 |
7.9% |
| Electronics |
4,137.9 |
219.4 |
5.3% |
| Lighting |
3,745.9 |
192.7 |
5.1% |
| Lifecycle Solutions |
1,058.1 |
127.6 |
12.1% |
| TOTAL |
27,247.9 |
1,439.1 |
5.3% |
In 2024:
| • |
Seating operating income amounted to €434.4 million (5.0% of sales) compared to €314.7
million in 2023 (3.7% of sales) ;
|
| • |
Interiors operating income amounted to €109.4 million (2.1% of sales) compared to
€200.9 million in 2023 (4.1% of sales) ;
|
| • |
Clean Mobility operating income amounted to €346.3 million (8.3% of sales) compared
to €383.7 million in 2023 (7.9% of sales) ;
|
| • |
Electronics operating income amounted to €229.7 million (5.5% of sales) compared to
€219.4 million in 2023 (5.3% of sales) ;
|
| • |
Lighting operating income amounted to €186.6 million (4.8% of sales) compared to €192.7
million in 2023 (5.1% of sales) ;
|
| • |
Lifecycle Solutions operating income amounted to €93.7 million (9.3% of sales) compared
to €127.6 million in 2023 (12.1% of sales).
|
1.6. Net income
The net income group share is a loss of €185.2 million, or 0.7% of sales in 2024.
This is to be compared to a gain of €222.2 million or 0.8% of sales in 2023. It represented
a decrease of €395.4 million.
In 2024:
| • |
The amortization of intangible assets acquired represented an expense of €190.5 million
compared to an expense of €193.2 million in 2023 ;
|
| • |
The "other non-recurring operating income and expenses" represented an expense of
€435.7 million, compared to an expense of €181.4 million in 2023. This item included
€361.6 million in restructuring charges compared to an expense of €170.8 million in
2023, mainly due to the launch of EU Forward project ;
|
| • |
Financial income amounted to €129.4 million, compared to €90.7 million in 2023. Financial
costs totaled €624.6 million, versus €586.2 million in 2023, mainly due to an increase
of interest rates ;
|
| • |
Other financial income and expense represented an income of €49.8 million including
an income of €134.0 million euros linked to the sale of BHTC, offset by the depreciation
of financial assets. This is to be compared to an income of €36.6 million in 2023.
This income included €22.0 million from discounting pension benefit liabilities ;
|
| • |
The tax expense reached €235.3 million, compared to €232.4 million in 2023 ;
|
| • |
The share of net income of associates is a loss of €17.7 million, compared to a loss
of €2.2 million in 2023 ;
|
| • |
Net income attributable to minority interests totaled an income of €161.0 million.
It consists of net income accruing to investors in companies in which FORVIA is not
the sole shareholder, mainly in China and HELLA, compared to an income of €143.4 million
in 2023 ;
|
Basic earnings per share amounted to €-0.94 (diluted net earnings per share at €-0.94)
compared to €1.13 in 2023 (diluted net earnings per share at €1.12).
1.7. Financial structure
1.7.1. Net cash flow
Reconciliation EBITDA net cash flow
| in € millions |
12/31/2024 |
12/31/2023 |
| Operating income (before amortization of acquired intangible assets) |
1,400.0 |
1,439.1 |
| Depreciations and amortizations of assets |
1,954.6 |
1,889.0 |
| EBITDA adjusted |
3,354.6 |
3,328.0 |
| Change in working capital requirement |
618.8 |
770.0 |
| Paid restructuring |
(208.3) |
(170.2) |
| Capital expenditures |
(972.6) |
(1,137.3) |
| Capitalized development costs |
(1,039.0) |
(1,046.0) |
| Paid finance costs net of income |
(563.8) |
(529.0) |
| Paid taxes |
(336.6) |
(515.3) |
| Other |
(198.0) |
(51.2) |
| Net cash flow |
654.9 |
649.1 |
The net cash flow was an inflow of €654.9 million or 2.4% of sales compared to a net
cash inflow of €649.1 million or 2.4% of sales over the same period in 2023 after
IFRS 5. It can be explained as follows :
| • |
The operating income before depreciations and amortizations of non-current assets
or adjusted EBITDA reached €3,354.6 million compared to €3,328.0 million in 2023,
due to the decrease in operating income by €39.1 million and the increase in depreciation
and amortization by €65.6 million ;
|
| • |
Restructuring represented cash outflows of €208.3 million compared to €170.2 million
compared to 2023 ;
|
| • |
The change in working capital requirement, including receivables factoring, represented
a positive impact of €618.8 million compared to a positive impact of €770,0 million
in 2023. This change is mainly related to a favorable impact in inventories of €443.1
million (including €314,5 million in tooling inventories). The positive variance in
trade accounts receivables of €363.5 million and in other trade receivables and payables
for €29.0 million is offsetting the negative variance in trade payables of €210.1
million ;
|
| • |
Capital expenditures on property, plant, and equipment and on intangible assets represented
cash outflows of €972.6 million, or 3.6% of sales versus €1,137.3 million or 4.2%
of sales in 2023 ;
|
| • |
Capitalized research and development costs represented cash outflows of €1,039.0 million,
or 3.9% of sales versus €1,046.0 million, or 3.8% of sales in 2023 ;
|
| • |
Net financial costs represented cash outflows of €563.8 million, versus €529.0 million
in 2023. The increase is mainly related to the cost for early termination of bonds
with maturity 2025 & 2026 and issue of new bonds with maturity 2029 & 2031 ;
|
| • |
Income taxes represented cash outflows of €336.6 million compared to €515.3 million.
Withholding tax on Hella's special dividend paid in the first semester 2023 have been
recovered in the first semester 2024 ;
|
| • |
Finally, other cash flow items represented € 198.0 million outflows in 2024, compared
to €51.2 million outflows in 2023. The increase is mainly related to other non-recurring
operating income and expenses paid for €73.0 million compared to €1.1 million in 2023
and to the change in investment related payables and receivables with an outflow of
€6.6 million compared to an inflow of €22.3 million in 2023 . Non-operating Expenses
included costs related to different litigations, among which the litigation in the
first Semester 2024 related to a supplier issue in Mexico for €34.0 million, and costs
related to projects underway.
|
1.7.2. Reconciliation between net cash flow and cash provided by operating and investing
activities
| (in € million) |
Notes |
12/31/2024 |
12/31/2023 |
| Net cash flow |
|
654.9 |
649.1 |
| Other changes |
|
0.0 |
0.0 |
| Net cash flow |
|
654.9 |
649.1 |
| Acquisitions/Sales of investments and business (net of cash and cash equivalents)
from continued activities |
2.3 |
196.1 |
303.6 |
| Proceed from disposal of financial assets from continued activities |
2.3 |
0.0 |
0.0 |
| Other changes from continued activities |
2.3 |
(19.9) |
30.9 |
| Financing surplus (used) from discontinued operations |
2.3 |
N/A |
0.0 |
| Other changes from discontinued operations |
|
N/A |
106.8 |
| Surplus (used) from operating and financing activities |
2.3 |
831.2 |
1,090.4 |
1.7.3. Net Debt
| (in € million) |
12/31/2024 |
12/31/2023 |
| Net Debt |
6,622.6 |
6,987.3 |
The Group's net financial debt stood at €6,622.6 million at December 31, 2024 compared
to €6,987.3 million at December 31, 2023.
The net debt evolution is mainly impacted by the positive net cash flow evolution
of €654.9 million, the purchase of treasury shares for €7.8 million, dividends paid
for €187.7 million, the net financial investments and other cash elements for a positive
amount of €127.5 million and the recording of simple lease liabilities for €222.3
million in accordance with IFRS 16.
The level of available cash as of December 31, 2024 reached 4,500 million euros, compared
to 4,274 million the previous year.
The main elements of long-term financial resources are the following (Note 27 provides
more details on each of these financings).
A series of bonds issued in euro:
| • |
€750 million (3.125%) of bonds maturing in June 2026;
|
| • |
€950 million (7.25%) of sustainability-linked bonds maturing in June 2026 (of which
€150 million have been tendered in 2023 and €469.8 million in 2024, bringing the balance
at the end of December 2025 to €330 million);
|
| • |
€500 million (0.50%) of Hella bonds maturing in January 2027;
|
| • |
€1,200 million (2.75%) of sustainability-linked bonds maturing in February 2027;
|
| • |
€890 million (2.375%) of bonds maturing in June 2027;
|
| • |
€700 million (3.75%) of bonds maturing in June 2028;
|
| • |
€400 million (2.375%) of Green Bonds maturing in June 2029;
|
| • |
€500 million (5.125%) of bonds maturing in June 2029;
|
| • |
€700 million (5.50%) of bonds maturing in June 2031.
|
A series of bonds issued in yen:
| • |
¥11.7 billion (2.48%) of bonds maturing in March 2026;
|
| • |
¥6.8 billion (2.81%) of bonds maturing in March 2027;
|
| • |
¥700 million (3.19%) of bonds maturing in December 2028;
|
| • |
¥12 billion (3.50%) of Hella Note maturing in 2032.
|
A series of Schuldscheindarlehen (private placement under German law):
| • |
€528 million (or €498.5 million and $33.5 million) issued in 2021 and 2022, maturing
in January 2026, January 2027 and January 2028;
|
| • |
€200 million issued by Hella in 2024, maturing in March 2027, March 2029 and March
2031.
|
| • |
€742 million (or €656.6 million and $93 million) issued in July 2024, maturing in
July 2026, January 2028, July 2029 and July 2031.
|
A series of bank loans:
| • |
a ¥30 billion credit facility maturing in February 2027. As at December 31, 2024,
this facility was used up to ¥15 billion;
|
| • |
a $300 million syndicated loan, signed by Faurecia Sistemas Automotrices De Mexico
S. de R.L de C.V with Latin American investors, maturing in March 2028;
|
| • |
a €315 million credit agreement with the European Investment Bank (EIB) maturing in
July 2029;
|
| • |
a €500 million term loan maturing in June 2027, with a remaining one-year extension
option;
|
| • |
a ¥10,000 million loan signed by Hella with maturity June 2033;
|
| • |
several bilateral loans in euro and yuan.
|
Besides, FORVIA holds two credit facilities:
| • |
a €1,500 million syndicated credit facility whose maturity is May 2028 ;
|
| • |
a €450 million syndicated credit facility signed by Hella, maturing in December 2027,
with one option to increase the available amount by €150 million.
|
As at December 31, 2024, these facilities were not used and fully available for their
total amount.
1.8. Outlook
FY 2025 GUIDANCE: FOCUS ON PROFITABILITY, CASH GENERATION AND DELEVERAGING
As regards market assumptions for 2025, FORVIA takes into consideration S&P's latest
forecast date February 2025:
| • |
Europe excluding Russia (46% of FORVIA's 2024 sales): -4.9% (of which -8.7% in H1
and -0.4% in H2)
|
| • |
North America (24% of FORVIA's 2024 sales): -2.1% (of which -4.9% in H1 and +0.9%
in H2)
|
| • |
China (21% of FORVIA's 2024 sales): +1.9% (of which +7.8% in H1 and -2.8% in H2)
|
| • |
Rest of Asia (6% of FORVIA's 2024 sales): +1.1% (of which +0.3% in H1 and +1.8% in
H2)
|
| • |
South America (3% of FORVIA's 2024 sales): +6.6% (of which +10.5% in H1 and +3.5%
in H2)
|
Worldwide, S&P latest forecast estimates that automotive production should be stable
year-on-year at 89.5 million light vehicles.
At FORVIA's mix of sales, this should correspond to an organic growth of -2.0% in
FY 2025 vs. FY 2024, with a significant imbalance between H1 and H2 (-4,0% in H1 and
broadly stable in H2).
With this production assumption, and assuming also:
| • |
No major disruption materially impacting production or retail sales in any major automotive
region during the year,
|
| • |
Constant average exchange rates year-on-year,
|
FORVIA expects sales between €26.3 billion and €27.5 billion in 2025.
As regards operating margin, FORVIA aims at reaching an operating margin between 5.2%
and 6.0% of sales in 2025, supported by initiatives for operational excellence and
fixed costs reduction.
In addition, FORVIA aims at generating net cash flow ≥ 2024 level (€655m), mostly
through margin expansion and continued actions to reduce capex and inventories.
As regards financial leverage, FORVIA aims at organically reducing its Net debt/Adjusted
EBITDA ratio ≤ 1.8x at December 31, 2025, before disposals.
BEYOND THIS ORGANIC DELEVERAGING TARGET, THE GROUP IS COMMITTED TO RESTORE A SOLID
BALANCE SHEET WITH THE OBJECTIVE TO REDUCE NET DEBT/ADJUSTED EBITDA RATIO BELOW 1.5x
IN 2026, SUPPORTED BY DISPOSALS.
As regards US tariffs, measures already enforced as of today are included in this
guidance. Due to current uncertainty related to additional measures (in terms of scope,
implementation, duration, as well as potential impact on industry volume), no impact
is included in this guidance. The Group remains alert to developments and ready to
implement appropriate action plans.
2
2.1 Consolidated statement of comprehensive income
2.2 Consolidated balance sheet
2.3 Consolidated cash flow statement
2.4 Consolidated statement of changes in equity
2.5 Notes to the consolidated financial statements
2.6 List of consolidated companies as of December 31, 2024
2 CONSOLIDATED FINANCIAL STATEMENTS
2.1. Consolidated statement of comprehensive income
| (in € million) |
Notes |
2024 |
2023 |
| SALES |
4 |
26,974.2 |
27,247.9 |
| Cost of sales |
5 |
(23,371.4) |
(23,585.5) |
| Research and development costs |
5 |
(934.8) |
(953.0) |
| Selling and administrative expenses |
5 |
(1,268.0) |
(1,270.3) |
| OPERATING INCOME (BEFORE AMORTIZATION OF ACQUIRED INTANGIBLE ASSETS) |
4 |
1,400.0 |
1,439.1 |
| Amortization of intangible assets acquired in business combinations |
11 |
(190.5) |
(193.2) |
| OPERATING INCOME (AFTER AMORTIZATION OF ACQUIRED INTANGIBLE ASSETS) |
|
1,209.5 |
1,245.9 |
| Other non-recurring operating income |
6 |
9.7 |
7.8 |
| Other non-recurring operating expense |
6 |
(445.4) |
(189.2) |
| Income from loans, cash investments and marketable securities |
|
129.4 |
90.7 |
| Finance costs |
7 |
(624.6) |
(586.2) |
| Other financial income and expense |
7 |
(49.8) |
36.6 |
| INCOME BEFORE TAX OF FULLY CONSOLIDATED COMPANIES |
|
228.8 |
605.6 |
| Taxes |
8 |
(235.3) |
(232.4) |
| of which deferred taxes |
8 |
146.9 |
181.6 |
| NET INCOME (LOSS) OF FULLY CONSOLIDATED COMPANIES |
|
(6.5) |
373.2 |
| Share of net income of associates |
14 |
(17.7) |
(2.2) |
| NET INCOME FROM CONTINUED OPERATIONS |
|
(24.2) |
371.0 |
| NET INCOME FROM DISCONTINUED OPERATIONS |
2.1 |
0.0 |
(5.4) |
| CONSOLIDATED NET INCOME (LOSS) |
|
(24.2) |
365.6 |
| Attributable to owners of the parent |
|
(185.2) |
222.2 |
| Attributable to minority interests from continued operations |
24 |
161.0 |
143.4 |
| Attributable to minority interests from diccontinued operations |
|
NA |
0.0 |
| Basic earnings (loss) per share (in €) |
9 |
(0.94) |
1.13 |
| Diluted earnings (loss) per share (in €) |
9 |
(0.94) |
1.12 |
| Basic earnings (loss) from continued operations per share (in €) |
9 |
(0.94) |
1.15 |
| Diluted earnings (loss) from continued operations per share (in €) |
9 |
(0.94) |
1.15 |
| Basic earnings (loss) from discontinued operations per share (in €) |
9 |
NA |
(0.03) |
| Diluted earnings (loss) from discontinued operations per share (in €) |
9 |
NA |
(0.03) |
Other comprehensive income
| (in € million) |
Notes |
2024 |
2023 |
| CONSOLIDATED NET INCOME (LOSS) |
|
(24.2) |
365.6 |
| Amounts to be potentially reclassified to profit or loss from continued operations |
|
60.6 |
(320.6) |
| Gains (losses) arising on fair value adjustments to cash flow hedges |
32 |
(91.6) |
(25.6) |
| of which recognized in equity |
|
(44.8) |
69.1 |
| of which transferred to net income (loss) for the period |
|
(46.8) |
(94.7) |
| Exchange differences on translation of foreign operations |
|
131.8 |
(297.7) |
| Tax impact |
|
20.4 |
2.6 |
| Amounts not to be reclassified to profit or loss from continued operations |
|
1.5 |
(29.2) |
| Actuarial gain/(loss) on post-employment benefit obligations |
26 |
2.2 |
(43.0) |
| Tax impact |
|
(0.7) |
13.8 |
| Other comprehensive income from discontinued operations |
|
0.0 |
(13.3) |
| TOTAL COMPREHENSIVE INCOME (EXPENSE) FOR THE PERIOD |
|
37.9 |
2.5 |
| Attributable to owners of the parent |
|
(142.8) |
(102.2) |
| Attributable to minority interests |
|
180.7 |
104.7 |
2.2. Consolidated balance sheet
Assets
| (in € million) |
Notes |
2024 |
2023 |
| Goodwill |
10 |
5,158.7 |
5,129.6 |
| Intangible assets |
11 |
4,580.0 |
4,374.8 |
| Property, plant and equipment |
12 |
4,978.9 |
4,934.9 |
| Right-of-use assets |
13 |
933.4 |
946.1 |
| Investments in associates |
14 |
209.7 |
307.8 |
| Other equity interests |
15 |
114.9 |
116.4 |
| Other non-current financial assets |
16 |
158.5 |
156.5 |
| Other non-current assets |
17 |
144.3 |
154.7 |
| Deferred tax assets |
8 |
983.8 |
852.9 |
| TOTAL NON-CURRENT ASSETS |
|
17,262.2 |
16,973.7 |
| Inventories, net |
18 |
2,580.7 |
2,903.7 |
| Contract assets |
|
114.8 |
149.6 |
| Trade accounts receivables |
19 |
3,962.3 |
4,132.9 |
| Other operating receivables |
20 |
510.6 |
593.4 |
| Other receivables |
21 |
1,335.0 |
1,449.2 |
| Other current financial assets |
31 |
5.3 |
8.8 |
| Cash and cash equivalents |
22 |
4,500.4 |
4,273.9 |
| TOTAL CURRENT ASSETS |
|
13,009.1 |
13,511.5 |
| Assets held for sale |
|
NA |
0.0 |
| TOTAL ASSETS |
|
30,271.3 |
30,485.2 |
Liabilities
| (in € million) |
Notes |
2024 |
2023 |
| EQUITY |
|
|
|
| Capital |
23 |
1,379.6 |
1,379.6 |
| Additional paid-in capital |
|
1,408.7 |
1,408.7 |
| Treasury stock |
|
(6.1) |
(0.2) |
| Retained earnings |
|
1,855.1 |
1,759.1 |
| Translation adjustments |
|
(160.3) |
(260.0) |
| Net income (loss) |
|
(185.2) |
222.2 |
| EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENTS |
|
4,291.8 |
4,509.4 |
| Minority interests |
24 |
1,778.6 |
1,662.0 |
| TOTAL SHAREHOLDERS' EQUITY |
|
6,070.4 |
6,171.4 |
| Non-current provisions |
26 |
621.1 |
630.0 |
| Non-current financial liabilities |
27 |
9,355.3 |
8,686.7 |
| Non-current lease liabilities |
27 |
813.9 |
836.5 |
| Other non-current liabilities |
|
69.5 |
72.0 |
| Deferred tax liabilities |
8 |
266.3 |
327.8 |
| TOTAL NON-CURRENT LIABILITIES |
|
11,126.1 |
10,553.0 |
| Current provisions |
25 |
616.4 |
602.9 |
| Current financial liabilities |
27 |
722.4 |
1,544.8 |
| Current portion of lease liabilities |
27 |
240.4 |
219.1 |
| Prepayments on customers contracts |
|
1,048.8 |
1,051.4 |
| Trade payables |
28 |
8,508.7 |
8,397.9 |
| Accrued taxes and payroll costs |
29 |
1,030.8 |
1,061.3 |
| Sundry payables |
30 |
907.3 |
883.4 |
| TOTAL CURRENT LIABILITIES |
|
13,074.8 |
13,760.8 |
| Liabilities linked to assets held for sale |
|
NA |
0.0 |
| TOTAL EQUITY AND LIABILITIES |
|
30,271.3 |
30,485.2 |
2.3. Consolidated cash flow statement
| (in € million) |
Notes |
2024 |
2023 |
| I- Operating activities |
|
|
|
| Operating income (before amortization of acquired intangible assets) |
|
1,400.0 |
1,439.1 |
| Depreciations and amortizations of assets |
5.5 |
1,954.6 |
1,888.9 |
| o/w depreciations and amortizations of R&D assets |
5.5 |
742.0 |
712.4 |
| o/w other depreciations |
|
1,212.6 |
1,176.5 |
| EBITDA adjusted |
|
3,354.6 |
3,328.0 |
| Operating current and non-current provisions |
|
(179.6) |
(143.8) |
| Capital (gains) losses on disposals of operating assets |
|
(4.2) |
5.0 |
| Paid restructuring |
|
(208.3) |
(170.2) |
| Paid finance costs net of income |
|
(563.8) |
(529.0) |
| Other non-recurring operating income and expenses paid |
|
(73.0) |
(1.1) |
| Paid taxes |
|
(336.6) |
(515.3) |
| Dividends from associates |
|
23.1 |
19.7 |
| Change in working capital requirement |
|
618.8 |
769.9 |
| Change in inventories |
|
443.1 |
(135.1) |
| o/w R&D inventories increase |
5.4 |
(203.7) |
(223.8) |
| o/w R&D inventories decrease |
|
236.8 |
237.4 |
| Change in trade accounts receivables |
|
363.5 |
207.6 |
| Change in trade payables |
|
(210.1) |
444.2 |
| Change in other operating receivables and payables |
|
(14.5) |
214.2 |
| Change in other receivables and payables (excluding tax) |
|
36.8 |
39.0 |
| Operating cash flows from discontinued activities |
|
0.0 |
(148.9) |
| CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES |
|
2,631.0 |
2,614.5 |
| II- Investing activities |
|
|
|
| Additional property, plant and equipment |
12 |
(963.5) |
(1,122.9) |
| Additional intangible assets |
11 |
(9.1) |
(14.4) |
| Capitalized development costs |
5.4 & 11 |
(1,039.0) |
(1,046.0) |
| Acquisitions/Sales of investments and business (net of cash and cash equivalents) |
|
196.1 |
303.6 |
| Proceeds from disposal of property, plant and equipment |
|
42.2 |
46.6 |
| Proceed from disposal of financial assets |
|
0.0 |
0.0 |
| Change in investment-related receivables and payables |
|
(6.6) |
22.3 |
| Other changes |
|
(19.9) |
30.9 |
| Investing cash flows from discontinued operations |
|
0.0 |
255.7 |
| CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES |
|
(1,799.8) |
(1,524.1) |
| CASH PROVIDED BY (USED IN) OPERATING AND INVESTING ACTIVITIES (I)+(II) |
|
831.2 |
1,090.4 |
| III- Financing activities |
|
|
|
| Shares issued by FORVIA and fully consolidated companies (net of costs) |
|
5.9 |
1.5 |
| Dividends paid to owners of the parent company |
|
(98.2) |
(0.0) |
| Dividends paid to minority interests in consolidated subsidiaries |
|
(89.5) |
(132.5) |
| Acquisition/disposal of treasury stocks |
|
(13.7) |
1.3 |
| Debt securities issued and increase in other financial liabilities |
27 |
2,566.9 |
588.1 |
| Repayment of debt and other financial liabilities |
27 |
(2,758.5) |
(1,162.0) |
| Repayments on lease debts |
|
(249.4) |
(246.0) |
| Financing cash flows from discontinued activities |
|
0.0 |
60.6 |
| NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES |
|
(636.4) |
(889.0) |
| IV- Other changes in cash and cash equivalents |
|
|
|
| Impact of exchange rate changes on cash and cash equivalents |
|
31.7 |
(123.3) |
| Net cash flows from discontinued operations |
|
0.0 |
24.5 |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
|
226.5 |
102.5 |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD |
|
4,273.9 |
4,171.4 |
| CASH AND CASH EQUIVALENTS AT END OF PERIOD |
22 |
4,500.4 |
4,273.9 |
The net cash flow amounts to €654.9 million as of December 31, 2024 and €649.1 million
as of December 31, 2023. (cf. chapter 1, § 1.7.2)
2.4. Consolidated statement of changes in equity
|
|
|
|
|
|
| (in € million) |
Number of shares(1) |
Capital stock |
Additional paid-in capital |
Treasury Stock |
Retained earnings and net income (loss) for the period |
| Shareholders' equity as of January 1, 2023 before appropriation of net income (loss) |
197,089,340 |
1,379.6 |
1,408.7 |
(4.5) |
1,804.7 |
| Net income (loss) |
|
|
|
|
222.2 |
| Other comprehensive income |
|
|
|
|
|
| Comprehensive income |
|
|
|
|
222.2 |
| Capital increase |
|
|
|
|
|
| 2022 dividends |
|
|
|
|
|
| Allocation of free shares |
|
|
|
|
8.4 |
| Purchases and sales of treasury stock |
|
|
|
4.3 |
|
| Changes in scope of consolidation and other |
|
|
|
|
16.9 |
| Shareholders' equity as of December 31, 2023 before appropriation of net income (loss) |
197,089,340 |
1,379.6 |
1,408.7 |
(0.2) |
2,052.2 |
| Net income (loss) |
|
|
|
|
(185.2) |
| Other comprehensive income |
|
|
|
|
|
| Comprehensive income |
|
|
|
|
(185.2) |
| Capital increase |
|
|
|
|
|
| 2023 dividends |
|
|
|
|
(98.2) |
| Allocation of free shares |
|
|
|
|
4.5 |
| Purchases and sales of treasury stock |
|
|
|
(5.8) |
|
| Changes in scope of consolidation and other |
|
|
|
|
37.6 |
| Shareholders' equity as of December 31, 2024 before appropriation of net income (loss) |
197,089,340 |
1,379.6 |
1,408.7 |
(6.1) |
1,810.9 |
|
Valuation adjustments |
| (in € million) |
Translation adjustments |
Cash flow hedges |
Actuarial gain/(loss) on post employment benefit obligations |
| Shareholders' equity as of January 1, 2023 before appropriation of net income (loss) |
(16.5) |
14.7 |
(38.7) |
| Net income (loss) |
|
|
|
| Other comprehensive income |
(277.8) |
(21.6) |
(25.0) |
| Comprehensive income |
(277.8) |
(21.6) |
(25.0) |
| Capital increase |
|
|
|
| 2022 dividends |
|
|
|
| Allocation of free shares |
|
|
|
| Purchases and sales of treasury stock |
|
|
|
| Changes in scope of consolidation and other |
34.3 |
|
(0.3) |
| Shareholders' equity as of December 31, 2023 before appropriation of net income (loss) |
(260.0) |
(6.9) |
(64.0) |
| Net income (loss) |
|
|
|
| Other comprehensive income |
109.6 |
(66.9) |
(0.3) |
| Comprehensive income |
109.6 |
(66.9) |
(0.3) |
| Capital increase |
|
|
|
| 2023 dividends |
|
|
|
| Allocation of free shares |
|
|
|
| Purchases and sales of treasury stock |
|
|
|
| Changes in scope of consolidation and other |
(9.9) |
(0.2) |
(2.7) |
| Shareholders' equity as of December 31, 2024 before appropriation of net income (loss) |
(160.3) |
(74.1) |
(67.0) |
|
Valuation adjustments |
| (in € million) |
Equity attributable to owners of the parent |
Minority interests |
Total |
| Shareholders' equity as of January 1, 2023 before appropriation of net income (loss) |
4,548.0 |
1,691.1 |
6,239.1 |
| Net income (loss) |
222.2 |
143.4 |
365.6 |
| Other comprehensive income |
(324.4) |
(38.7) |
(363.1) |
| Comprehensive income |
(102.2) |
104.7 |
2.5 |
| Capital increase |
0.0 |
6.8 |
6.8 |
| 2022 dividends |
0.0 |
(142.6) |
(142.6) |
| Allocation of free shares |
8.4 |
|
8.4 |
| Purchases and sales of treasury stock |
4.3 |
|
4.3 |
| Changes in scope of consolidation and other |
50.9 |
2.0 |
52.9 |
| Shareholders' equity as of December 31, 2023 before appropriation of net income (loss) |
4,509.4 |
1,662.0 |
6,171.4 |
| Net income (loss) |
(185.2) |
161.0 |
(24.2) |
| Other comprehensive income |
42.4 |
19.7 |
62.1 |
| Comprehensive income |
(142.8) |
180.7 |
37.9 |
| Capital increase |
0.0 |
5.9 |
5.9 |
| 2023 dividends |
(98.2) |
(104.8) |
(203.0) |
| Allocation of free shares |
4.5 |
|
4.5 |
| Purchases and sales of treasury stock |
(5.8) |
|
(5.8) |
| Changes in scope of consolidation and other |
24.7 |
34.8 |
59.5 |
| Shareholders' equity as of December 31, 2024 before appropriation of net income (loss) |
4,291.8 |
1,778.6 |
6,070.4 |
(1)
Of which 269,574 treasury stock as of 12/31/2024 and 5,091 treasury stock as of 12/31/2023
- See Note 9.
2.5. Notes to the consolidated financial statements
CONTENTS
NOTE 1 Summary of significant accounting policies
NOTE 2 Change in scope of consolidation and recent events
NOTE 3 Post-balance sheet events
NOTE 4 Information by operating segment
NOTE 5 Analysis of operating expenses
NOTE 6 Other non-recurring operating income and expenses
NOTE 7 Finance costs and Other financial income and expenses
NOTE 8 Income tax
NOTE 9 Earnings per share
NOTE 10 Goodwill
NOTE 11 Intangible assets
NOTE 12 Property, plant and equipment
NOTE 13 Right-of-use assets
NOTE 14 Investments in associates
NOTE 15 Other equity interests
NOTE 16 Other non-current financial assets
NOTE 17 Other non-current assets
NOTE 18 Inventories and work-in-progress
NOTE 19 Trade accounts receivables
NOTE 20 Other operating receivables
NOTE 21 Other receivables
NOTE 22 Cash and cash equivalents
NOTE 23 Shareholders' equity
NOTE 24 Minority interests
NOTE 25 Current provisions and contingent liabilities
NOTE 26 Non-current provisions and provisions for pensions and other postemployment
benefits
NOTE 27 Net debt
NOTE 28 Trade payables, accrued taxes and payroll costs
NOTE 29 Accrued taxes and payroll costs
NOTE 30 Sundry payables
NOTE 31 Financial instruments
NOTE 32 Hedging of currency and interest rate risks
NOTE 33 Commitments given and contingent liabilities
NOTE 34 Related party transactions
NOTE 35 Management compensation
NOTE 36 Fees paid to the Statutory Auditors
NOTE 37 Dividends
FORVIA comprises the complementary technology and industrial strengths of FORVIA and
HELLA, and is the7th largest global automotive supplier.
FORVIA S.E is a European company which registered office is located at 23-27, avenue
des Champs-Pierreux, 92000 Nanterre (Hauts-de-Seine department) in France. The Company
is listed on Euronext Paris.
The consolidated financial statements were approved by FORVIA's Board of Directors
on February 27, 2025.
The accounts were prepared on a going concern basis.
NOTE 1 Summary of significant accounting policies
1.1 Accounting principles
The consolidated financial statements of the FORVIA group have been prepared in accordance
with International Financial Reporting Standards (IFRS) published by the IASB, as
adopted by the European Union and available on the European Commission website. These
standards include International Financial Reporting Standards and International Accounting
Standards (IAS), as well as the related International Financial Reporting Interpretations
Committee (IFRIC) interpretations.
The standards used to prepare the 2024 consolidated financial statements and comparative
data for 2023 are those published in the Official Journal of the European Union (OJEU)
as of December 31, 2024, whose application was mandatory at that date. Concerning
the new standards, amendments and revisions to the existing standards, whose publication
is mandatory from January 1, 2024, FORVIA has implemented the amendments to IAS 7
and IFRS 7 on supplier finance arrangements, which have led to the additional information
presented in note 28. The other new standards, amendments and revisions to the existing
standards (amendment to IFRS 16 on lease liability in a sale and leaseback, IAS 1
on classification of liabilities as current or non-current), have no significant impact
on the Group consolidated financial statements.
Moreover, FORVIA has not undertaken any early application of new standards, amendments
or interpretations whose application is mandatory after December 31, 2024, irrespective
of whether or not they are adopted by the European Union.
The accounting policies considered have been applied consistently to all presented
periods. Specifically, the operating margin (before amortization of intangible assets
acquired) is the FORVIA group's principal performance indicator. It corresponds to
net income of the fully consolidated companies before:
| • |
the amortization of intangible assets acquired in business combinations (customer
relationship...);
|
| • |
other non-recurring operating income and expenses, corresponding to material, unusual
and non-recurring items including reorganization costs and early retirement costs,
the impact of exceptional events such as the discontinuation of a business, the closure
of an industrial site, disposals of non-operating buildings, impairment losses and
reversals recorded for property, plant and equipment or intangible assets, as well
as other material and unusual losses;
|
| • |
income on loans, cash investments and marketable securities;
|
| • |
finance costs;
|
| • |
other financial income and expenses, which include the impact of discounting the pension
benefit obligation and the return on related plan assets, the ineffective portion
of interest rate and currency hedges, changes in value of interest rate and currency
instruments for which the hedging relationship does not satisfy the criteria set forth
in IFRS 9, and gains and losses on sales of shares in subsidiaries;
|
| • |
taxes.
|
The preparation of financial statements in accordance with IFRS requires the use of
estimates and assumptions when measuring certain assets, liabilities, income, expenses
accounted for in the financial statements as well as for the evaluation of commitments
given and contingent liabilities. These estimates and assumptions are primarily used
when calculating the impairment of property, plant and equipment, right of use, intangible
assets and goodwill, for measuring pension and other employee benefit obligations
as well as for lease liabilities and depreciation of deferred tax assets. They are
based on historical experience and other factors that are believed to be reasonable
under the circumstances. Actual results may differ from these estimates and assumptions.
These estimations are revised on a regular basis, notably in the current evolutive
macro economic context. Moreover, the Group must exercise judgment in determining
whether the criteria for recognizing an asset or group of assets as held for sale
are met, pursuant to the provisions of IFRS 5 "Non-Current Assets Held for Sale and
Discontinued Operations".
These estimates consider also the Group plans in terms of carbon neutrality as approved
by the Science Based Target Initiative (SBTi) in July 2022 and more specifically,
achieving by 2025 CO2 neutral scopes 1 & 2 and by 2030 reducing green house gas (GHG) emissions of scope
3 by 45%, among others by solar energy production on its sites (on site PPA), purchases
of renewable energy (off site PPA) and the development of its transversal division
for cutting edge sustainable and smart materials launched in July 2021, as well as
the review of the group industrial portfolio to climatic risks on the basis on the
GIEC scenarii.
The results of the sensitivity tests carried out on the carrying amounts of goodwill
and provisions for pensions and other employee benefits are provided in Notes 10 and
26.2, respectively. In addition, Note 11 "Intangible Assets" describes the main assumptions
used for measuring intangible assets and Note 8 the assumptions for recognition of
deferred tax assets.
1.2 Consolidation principles
Companies over which the Group exercises significant influence and which are at least
20%-owned are consolidated when one or more of the following criteria are met: annual
sales of over €20 million, total assets of over €20 million, and debt of over €5 million.
Non-consolidated companies are not material, either individually or in the aggregate.
Subsidiaries controlled by the Group are fully consolidated. Control is presumed to
exist when the Group holds more than 50% of a company's voting rights and may also
arise as a result of shareholders' agreements.
Subsidiaries are fully consolidated as of the date on which control is transferred
to the Group. They are no longer consolidated as of the date that control ceases.
Companies over which the Group exercises significant influence but not control, generally
through a shareholding representing between 20% and 50% of the voting rights, are
accounted for by the equity method. There is no joint operation in the sense of IFRS
11 within the companies consolidated by equity method.
The FORVIA group's financial statements are presented in euros. Except if specifically
specified, amounts are in millions of euros; generally, amounts presented are rounded
to the closest unit; consequently, the sum of rounded amounts can present non-significant
differences to the reported total. Moreover, ratios and variances reported are computed
with the detailed amounts and not with the rounded amounts.
The functional currency of foreign subsidiaries is generally their local currency.
The assets and liabilities of these companies are translated into euros at the year-end
exchange rate and income statement items are translated at the average exchange rate
for the year. The resulting foreign exchange gains and losses are recorded in equity.
Balance sheets and net income of Group entities active in hyperinflation economies
are restated to take into account the changes in purchasing power of the local currencies
using the official indexes at closing date. They are then translated in euros using
the exchange rate of the closing date; without restatement of comparative periods
in accordance with IAS 21. This is applied in 2023 and 2024 to Group affiliates in
Argentina and in Turkiye.
However, some companies located outside the euro or the US-dollar zone and which carry
out the majority of their transactions in euros or US dollars may, however, use euros
or US dollars as their functional currency.
All material inter-company transactions are eliminated in consolidation, including
inter-company gains.
The accounting policies of subsidiaries and companies accounted for by the equity
method are not significantly different from those applied by the Group.
1.3 Agent flows
FORVIA operates as an agent for monoliths sales, as well as for some cockpit components,
these sales are then recorded at net value in the income statement. These flows managed
as agent by FORVIA represented €5,226.1 million in 2024 (€7,384.7 million in 2023);
the counterparts in balance sheet are presented in the lines Contract assets (cf.
Note 18), Trade accounts receivables (cf. Note 19) in assets and Trade payables (cf.
Note 28) in liabilities.
NOTE 2 Change in scope of consolidation and recent events
2.1 Changes in scope in 2024
Within Seating perimeter, in China, the company Faurecia Liuzhou Automotive Seating
Co is consolidated by equity method since January 2024, it is held at 50% by the Group
and was previously fully consolidated, the company Shenshan Faurecia Automotive Co
Ltd, held at 70%, has been created and is fully consolidated since January 2024. In
Mexico, the company GMD, consolidated by equity method and held at 50%, is now held
at 100% and fully consolidated since August 2024.
For Interiors, in Brazil, the company FMM Pernambuco Componentes Automotivos, fully
consolidated, is now held at 100% since January 2024. In February 2024, the company
Materi'act Dallas LLC has been created, it is held at 55.4% and fully consolidated.
Within Clean Mobility perimeter, the companies Hug Engineering AG, Hug Engineering
GmbH, Hug Engineering Italia Srl, Hug Engineering BV et Hug Engineering Inc have been
sold in June 2024.
In China, for Lighting segment, the companies Beijing HELLA BHAP Automotive Lighting
Co Ltd Co., Ltd, HELLA BHAP (Sanhe) Automotive Lighting Co Ltd, HELLA BHAP (Tianjin)
Automotive Lighting Co Ltd, HELLA BHAP (Changzhou) Automotive Lighting Co Ltd held
at 50% by FORVIA HELLA, previously consolidated by equity method, are fully consolidated
since January 2024.
For Electronics, the company Behr-HELLA Thermocontrol ("BHTC"), consolidated by equity
method and held at 50% by FORVIA HELLA has been sold in April 2024. In China, the
company HELLA Nanjing Electronics Co Ltd, held at 100% is fully consolidated since
February 2024. Companies dedicated to the ADAS activities have been created in France,
Mexico, India, Japan, USA and Thailand during the first semester of 2024. In Portugal,
the company Faurecia Aptoïde Automotive, consolidated by equity method and held at
50%, is now held at 100% and fully consolidated since July 1st 2024.
In Germany, for the Lifecycle Solutions segment, the company HELLA Pagid GmbH, fully
acquired on December 31, 2023 and fully consolidated since January 2024 has merged
with HELLA GmbH & Co. KGaA.
2.2 Reminder of change in scope of consolidation introduced in 2023
Disposal of SAS
On July 31, 2023, FORVIA has finalized the sale to the Motherson group of its SAS
Cockpit Modules division (assembly and logistics services), reported as part of its
Interiors Segment, for an entreprise value of €540 million.
On December 31, 2023, the loss on disposal after tax has been booked in "Net income
of discontinued operations". On December 31, 2024, according to the sale contract,
the process of determining potential price adjustments is ongoing; no significant
impact is expected on group financial statements.
In accordance with IFRS 10, the gain or loss on disposal of SAS is calculated based
on the difference between:
| • |
the global sale price, after goodwill and any costs related to the transaction and
the estimated liabilities;
|
| • |
the net equity, as recognized in the consolidated financial statement on July 31,
2023.
|
In accordance with IFRS 5, "net income of discontinued operations" presented in 2023
in the consolidated statement of comprehensive income amounted to -€5.4 million including
the operations of the SAS business from January 1, 2023 to July 31, 2023 for total
sales of €593.6 million as well as the net loss on disposal related to this activity
of -€6.3 million and the directly incrementable expenses related to the sale.
The accounting principles and policies applied to discontinued operations are the
same as those applied for annual accounts.
Disposal of CVI business
FORVIA has finalized the sale of designated parts of FORVIA's commercial vehicle exhaust
aftertreatment business in Europe and in the United States, on October 2, 2023, for
a total transaction value of €199.2 million, to its longstanding partner Cummins.
As part of this transaction, Cummins acquired two plants located in Roermond (Netherlands)
and Columbus South (Indiana, USA) as well as their related programs. According to
the sale contract, the calculation of price adjustments based on CVI accounts on transaction
date has been concluded in 2024 without significant impact on group consolidated financial
statements.
Disengagement from Russia
Consistently with its early 2023 announcements, FORVIA has concluded its disengagement
from Russia, with the sale of its three operating entities (Faurecia Environmental
solutions-Russia, Faurecia Automotive Solutions, Faurecia Interior Togliatti) in December
2023, after having obtained the necessary regulatory authorizations from the Russian
administration. FORVIA has no operational activities in Russia since end of December
2023.
Other changes in scope
Within Seating perimeter, in China, the company Zhengzhou Faurecia Automotive Parts
Co. Ltd has been created and is fully consolidated since April 2023, it is held at
70% by Group, and the company JinHua LEAP Faurecia Automotive Parts Co. Ltd, held
at 51%, has been created and is fully consolidated since September 2023. In France,
the company SIELEST has been absorbed into the company SIEDOUBS as of January 1, 2023.
In Thailand, the company Rayong Faurecia Automotive Parts Co. Ltd held at 70%, has
been created and is fully consolidated since November 2023.
For Interiors, in United States, the companies of Detroit Manufacturing Systems' group
held at 49% and consolidated by equity method have been sold in June 2023.
Within Clean Mobility perimeter, companies dedicated to the hydrogen activities have
been created in France, in Germany, in China, in South Korea and in United states
during the first half year 2023. Following the sale of a part of the group's shares
to Stellantis, the company Symbio, consolidated by equity method, is held at 33% since
July 2023.
In China, for Lighting segment, the company HELLA Faway Automotive Lighting (Tianjin)
Co., Ltd has been created in May 2023. It is held at 39.98% and consolidated by equity
method.
For Electronics, in China, the company Parrot Automotive Shenzhen, held at 100% and
fully consolidated, has been liquidated in June 2023.
In Germany, for the Lifecycle Solutions segment, the company HELLA Pagid GmbH, consolidated
by equity method and held at 49%, has been fully acquired on December 31, 2023.
2.3 Recent events
Economical context
The worldwide automotive production stood in 2024 at 89.5 million LVs in 2024, down
1.1% vs. 2023: it was broadly stable in H1 (-0.1%) and down 2.0% in H2. It is worth
mentioning that, between 2023 and 2024, the share of Europe excluding Russia out of
worldwide automotive production lost one percentage point, at 18%, while the share
of China gained 1.5 percentage point at 33%, North America representing 17% of worldwide
automotive production in 2024.
The geographic mix of FORVIA's sales vs. the geographic mix of worldwide automotive
production represented an unfavorable effect estimated at c. 200bps in 2024. In 2024,
the pace of electrification slowed down in Europe and North America, with EV production
respectively down 7% (Europe excl. Russia) and up only 3% year-on-year, while in China
EV production continued to grow in the double-digits (+16% year-on-year).
NOTE 3 Post-balance sheet events
No significant post-balance sheet events have occurred.
NOTE 4 Information by operating segment
The Group is structured into business units based on the nature of the products and
services offered:
| • |
Seating (design and manufacture of complete vehicle seats, seating frames and adjustment
mechanisms);
|
| • |
Interiors (design, manufacture and assembly of instrument panels, door panels and
modules);
|
| • |
Clean Mobility (design and manufacture of exhaust systems, solutions for fuel cell
electric vehicles, and aftertreatment solutions for commercial vehicles);
|
| • |
Electronics (design and manufacture of display technologies, driver assistance systems
and cockpit electronics), which includes HELLA Electronics and Clarion Electronics;
|
| • |
Lighting (design and manufacture of lighting technologies);
|
| • |
Lifecycle Solutions (solutions extending the vehicle lifecycle as well as workshop
equipment and special original equipment).
|
These business units are managed by the Group on an independent basis in terms of
reviewing their individual performance and allocating resources. The tables below
show reconciliation between the indicators used to measure the performance of each
segment - notably operating income (before amortization of acquired intangible assets)
- and the consolidated financial statements. Borrowings, other operating income and
expense, financial income and expenses, and taxes are monitored at the Group level
and are not allocated to the various segments. A review of the useful life for the
fixed assets has been performed in regard to the climate changes and its regulatory
consequences as known at the closing date, more specifically for the Clean Mobility
segment, and has not enabled to identify any significant impact for the Group.
The analysis of the effects of the application of IFRIC's decision on the presentation
of income and expenses by segments according to IFRS 8.23 is ongoing.
4.1 Accounting principles
Revenue on parts is recognized when the control is transferred to the customer, incidental
to ownership of the modules or parts produced. This generally corresponds to when
the goods are shipped.
Revenue on tooling is generally recognized at the transfer of control of these tooling
to the customer, usually shortly before serial production starts. Development costs
are generally recognized as set up costs for the serial parts production and capitalized,
they are then not considered as a revenue distinct from product sales, except specific
cases depending on the contract with the customer.
Operating margin (before amortization of acquired intangible assets) is the FORVIA
group's principal performance indicator.
It corresponds to net income of the fully consolidated companies before:
| • |
the amortization of intangible assets acquired in business combinations (customer
relationship);
|
| • |
other non-recurring operating income and expenses, corresponding to material, unusual
and non-recurring items including reorganization costs and early retirement costs,
the impact of exceptional events such as the discontinuation of a business, the closure
of an industrial site, disposals of non-operating buildings, impairment losses and
reversals recorded for property, plant and equipment or intangible assets, as well
as other material and unusual losses;
|
| • |
income on loans, cash investments and marketable securities;
|
| • |
finance costs, including finance costs on lease liabilities;
|
| • |
other financial income and expenses, which include the impact of discounting the pension
benefit obligation and the return on related plan assets, the ineffective portion
of interest rate and currency hedges, changes in value of interest rate and currency
instruments for which the hedging relationship does not satisfy the criteria set forth
in IFRS 9, and gains and losses on sales of shares in subsidiaries;
|
| • |
taxes.
|
4.2 Key figures by operating segment
Full-Year 2024
| (in € million) |
Seating |
Interiors |
Clean Mobility |
Electronics |
| TOTAL SALES |
8,669.4 |
5,115.3 |
4,162.1 |
4,507.0 |
| Inter-segment eliminations |
(35.1) |
(6.9) |
(8.8) |
(318.3) |
| Consolidated sales |
8,634.3 |
5,108.4 |
4,153.4 |
4,188.7 |
| Operating income (before amortization of acquired intangible assets) |
434.4 |
109.4 |
346.3 |
229.7 |
| Amortization of intangible assets acquired in business combinations |
|
|
|
|
| Operating income (after amortization of acquired intangible assets) |
|
|
|
|
| Other non recurring operating income |
|
|
|
|
| Other non recurring operating expenses |
|
|
|
|
| Finance costs, net |
|
|
|
|
| Other financial income and expenses |
|
|
|
|
| Corporate income tax |
|
|
|
|
| Share of net income of associates |
|
|
|
|
| NET INCOME (LOSS) |
|
|
|
|
| Segment assets |
5,346.4 |
3,760.8 |
3,534.2 |
6,098.0 |
| Net property, plant and equipment |
931.8 |
826.2 |
673.2 |
1,202.7 |
| Right-of-use assets |
252.3 |
267.0 |
129.4 |
64.2 |
| Other segment assets |
4,162.3 |
2,667.6 |
2,731.5 |
4,831.1 |
| Investments in associates |
|
|
|
|
| Other equity interests |
|
|
|
|
| Short and long-term financial assets |
|
|
|
|
| Tax assets (current and deferred) |
|
|
|
|
| TOTAL ASSETS |
|
|
|
|
| Segment liabilities |
3,583.9 |
2,219.2 |
2,834.9 |
1,635.6 |
| Borrowings |
|
|
|
|
| Lease liabilities |
|
|
|
|
| Tax liabilities (current and deferred) |
|
|
|
|
| Equity and minority interests |
|
|
|
|
| TOTAL LIABILITIES |
|
|
|
|
| Capital expenditure |
186.8 |
185.0 |
92.3 |
222.7 |
| Depreciation of property, plant and equipment |
(169.8) |
(159.2) |
(142.7) |
(205.8) |
| Depreciation of Right-of-use assets |
(73.4) |
(70.2) |
(38.3) |
(22.7) |
| Impairment of property, plant and equipment |
(3.5) |
(4.3) |
(10.4) |
(8.6) |
| Headcounts |
46,693 |
32,676 |
17,548 |
19,674 |
| (in € million) |
Lighting |
Lifecycle Solutions |
Other |
Total |
| TOTAL SALES |
3,887.4 |
1,030.6 |
270.7 |
27,642.5 |
| Inter-segment eliminations |
(8.8) |
(19.7) |
(270.7) |
(668.2) |
| Consolidated sales |
3,878.6 |
1,010.9 |
0.0 |
26,974.2 |
| Operating income (before amortization of acquired intangible assets) |
186.6 |
93.7 |
0.0 |
1,400.0 |
| Amortization of intangible assets acquired in business combinations |
|
|
|
(190.5) |
| Operating income (after amortization of acquired intangible assets) |
|
|
|
1,209.5 |
| Other non recurring operating income |
|
|
|
9.7 |
| Other non recurring operating expenses |
|
|
|
(445.4) |
| Finance costs, net |
|
|
|
(495.2) |
| Other financial income and expenses |
|
|
|
(49.8) |
| Corporate income tax |
|
|
|
(235.3) |
| Share of net income of associates |
|
|
|
(17.7) |
| NET INCOME (LOSS) |
|
|
|
(24.2) |
| Segment assets |
3,252.3 |
1,297.6 |
540.0 |
23,829.3 |
| Net property, plant and equipment |
1,086.0 |
126.9 |
132.1 |
4,978.9 |
| Right-of-use assets |
58.9 |
14.3 |
147.4 |
933.4 |
| Other segment assets |
2,107.4 |
1,156.4 |
260.5 |
17,917.0 |
| Investments in associates |
|
|
|
209.7 |
| Other equity interests |
|
|
|
114.9 |
| Short and long-term financial assets |
|
|
|
4,796.4 |
| Tax assets (current and deferred) |
|
|
|
1,320.9 |
| TOTAL ASSETS |
|
|
|
30,271.3 |
| Segment liabilities |
1,676.7 |
276.1 |
497.4 |
12,723.7 |
| Borrowings |
|
|
|
10,077.7 |
| Lease liabilities |
|
|
|
1,054.3 |
| Tax liabilities (current and deferred) |
|
|
|
345.1 |
| Equity and minority interests |
|
|
|
6,070.4 |
| TOTAL LIABILITIES |
|
|
|
30,271.3 |
| Capital expenditure |
224.6 |
14.1 |
38.1 |
963.5 |
| Depreciation of property, plant and equipment |
(205.7) |
(20.6) |
(19.9) |
(923.7) |
| Depreciation of Right-of-use assets |
(16.8) |
(5.6) |
(23.9) |
(250.8) |
| Impairment of property, plant and equipment |
(1.5) |
0.0 |
(24.5) |
(52.8) |
| Headcounts |
22,305 |
4,719 |
6,076 |
149,691 |
Full-Year 2023
| (in € million) |
Seating |
Interiors |
Clean Mobility |
Electronics |
| TOTAL SALES |
8,583.6 |
4,973.6 |
4,850.3 |
4,492.1 |
| Inter-segment eliminations |
(32.4) |
(50.9) |
(18.2) |
(354.0) |
| Consolidated sales |
8,551.1 |
4,922.7 |
4,832.2 |
4,138.0 |
| Operating income (before amortization of acquired intangible assets) |
314.7 |
200.9 |
383.7 |
219.4 |
| Amortization of intangible assets acquired in business combinations |
|
|
|
|
| Operating income (after amortization of acquired intangible assets) |
|
|
|
|
| Other non recurring operating income |
|
|
|
|
| Other non recurring operating expenses |
|
|
|
|
| Finance costs, net |
|
|
|
|
| Other financial income and expenses |
|
|
|
|
| Corporate income tax |
|
|
|
|
| Share of net income of associates |
|
|
|
|
| Net income of continued operations |
|
|
|
|
| Net income of discontinued operations |
|
|
|
|
| NET INCOME (LOSS) |
|
|
|
|
| Segment assets |
5,273.1 |
3,991.5 |
4,042.5 |
5,973.7 |
| Net property, plant and equipment |
907.8 |
800.4 |
751.3 |
1,172.8 |
| Right-of-use assets |
242.1 |
264.2 |
150.8 |
56.7 |
| Other segment assets |
4,123.2 |
2,926.9 |
3,140.3 |
4,744.2 |
| Investments in associates |
|
|
|
|
| Other equity interests |
|
|
|
|
| Short and long-term financial assets |
|
|
|
|
| Tax assets (current and deferred) |
|
|
|
|
| TOTAL ASSETS |
|
|
|
|
| Segment liabilities |
3,138.3 |
2,313.2 |
3,405.7 |
1,508.9 |
| Borrowings |
|
|
|
|
| Lease liabilities |
|
|
|
|
| Tax liabilities (current and deferred) |
|
|
|
|
| Equity and minority interests |
|
|
|
|
| TOTAL LIABILITIES |
|
|
|
|
| Capital expenditure |
221.2 |
209.9 |
126.9 |
246.0 |
| Depreciation of property, plant and equipment |
(162.7) |
(152.3) |
(160.5) |
(196.4) |
| Depreciation of Right-of-use assets |
(71.2) |
(66.4) |
(46.5) |
(22.7) |
| Impairment of property, plant and equipment |
(13.0) |
(4.2) |
(7.3) |
(0.6) |
| Headcounts |
47,079 |
33,045 |
19,430 |
20,355 |
| (in € million) |
Lighting |
Lifecycle Solutions |
Other |
Total |
| TOTAL SALES |
3,748.0 |
1,067.5 |
210.2 |
27,925.3 |
| Inter-segment eliminations |
(2.3) |
(9.4) |
(210.2) |
(677.4) |
| Consolidated sales |
3,745.8 |
1,058.1 |
0.0 |
27,247.9 |
| Operating income (before amortization of acquired intangible assets) |
192.7 |
127.6 |
0.0 |
1,439.1 |
| Amortization of intangible assets acquired in business combinations |
|
|
|
(193.2) |
| Operating income (after amortization of acquired intangible assets) |
|
|
|
1,245.9 |
| Other non recurring operating income |
|
|
|
7.8 |
| Other non recurring operating expenses |
|
|
|
(189.2) |
| Finance costs, net |
|
|
|
(495.5) |
| Other financial income and expenses |
|
|
|
36.6 |
| Corporate income tax |
|
|
|
(232.4) |
| Share of net income of associates |
|
|
|
(2.2) |
| Net income of continued operations |
|
|
|
371.0 |
| Net income of discontinued operations |
|
|
|
(5.4) |
| NET INCOME (LOSS) |
|
|
|
365.6 |
| Segment assets |
3,016.3 |
1,317.0 |
597.8 |
24,211.9 |
| Net property, plant and equipment |
1,011.1 |
134.5 |
156.9 |
4,934.9 |
| Right-of-use assets |
56.8 |
15.0 |
160.6 |
946.1 |
| Other segment assets |
1,948.4 |
1,167.5 |
280.3 |
18,330.9 |
| Investments in associates |
|
|
|
307.8 |
| Other equity interests |
|
|
|
116.4 |
| Short and long-term financial assets |
|
|
|
4,606.2 |
| Tax assets (current and deferred) |
|
|
|
1,242.8 |
| TOTAL ASSETS |
|
|
|
30,485.2 |
| Segment liabilities |
1,508.2 |
251.6 |
524.6 |
12,650.5 |
| Borrowings |
|
|
|
10,231.5 |
| Lease liabilities |
|
|
|
1,055.6 |
| Tax liabilities (current and deferred) |
|
|
|
376.2 |
| Equity and minority interests |
|
|
|
6,171.4 |
| TOTAL LIABILITIES |
|
|
|
30,485.2 |
| Capital expenditure |
254.3 |
21.7 |
42.7 |
1,122.9 |
| Depreciation of property, plant and equipment |
(181.7) |
(18.9) |
(16.6) |
(889.1) |
| Depreciation of Right-of-use assets |
(12.3) |
(5.3) |
(23.1) |
(247.5) |
| Impairment of property, plant and equipment |
(2.9) |
0.0 |
9.4 |
(18.5) |
| Headcounts |
22,435 |
5,064 |
6,054 |
153,462 |
4.3 Sales by operating segment
Sales by operating segment break down as follows:
|
2024 |
2023 |
| (in € million) |
Consolidated Sales |
% |
Consolidated Sales |
% |
| Seating |
8,634.3 |
32 |
8,551.1 |
31 |
| Interiors |
5,108.3 |
19 |
4,922.7 |
18 |
| Clean Mobility |
4,153.4 |
15 |
4,832.2 |
18 |
| Electronics |
4,188.7 |
16 |
4,138.0 |
15 |
| Lighting |
3,878.6 |
14 |
3,745.8 |
14 |
| Lifecycle Solutions |
1,010.9 |
4 |
1,058.1 |
4 |
| TOTAL |
26,974.2 |
100 |
27,247.9 |
100 |
4.4 Sales by major customer
Sales(1) by major customer break down as follows:
| (in € million) |
2024 |
2023 |
|
Consolidated Sales |
% |
Consolidated Sales |
% |
| VW group |
4,190.1 |
16 |
3,895.8 |
14 |
| Ford group |
2,278.6 |
8 |
1,994.4 |
7 |
| Stellantis |
2,168.7 |
8 |
2,920.5 |
11 |
| Mercedes-Benz |
1,654.6 |
6 |
1,695.6 |
6 |
| Renault(2) |
1,380.4 |
5 |
1,729.6 |
6 |
| BMW |
1,353.2 |
5 |
1,427.0 |
5 |
| Global vehicle company |
1,054.1 |
4 |
1,434.1 |
5 |
| Others |
12,894.6 |
48 |
12,150.7 |
46 |
| TOTAL |
26,974.2 |
100 |
27,247.9 |
100 |
(1)
The presentation of sales invoiced may differ from that of sales by end customer
when products are transferred to intermediary assembly companies.
(2)
Renault-Nissan in 2023.
4.5 Key figures by geographic area
Sales are broken down by destination region. Other items are presented by the region
where the companies involved operate:
2024
| (in € million) |
France |
Germany |
Other European countries |
Total Europe |
| Consolidated Sales |
1,550.8 |
2,767.6 |
7,963.6 |
12,281.9 |
| Net property, plant and equipment |
335.8 |
714.3 |
1,618.3 |
2,668.4 |
| Right-of-use assets |
165.0 |
88.4 |
233.8 |
487.2 |
| Capital expenditure |
87.1 |
107.7 |
314.8 |
509.6 |
| Headcounts as of December 31 |
9,643 |
12,703 |
48,735 |
71,081 |
| (in € million) |
Other EMEA countries |
Americas |
Asia |
Total |
| Consolidated Sales |
325.0 |
7,151.6 |
7,215.6 |
26,974.2 |
| Net property, plant and equipment |
30.9 |
1,186.2 |
1,093.4 |
4,978.9 |
| Right-of-use assets |
5.0 |
290.3 |
150.9 |
933.4 |
| Capital expenditure |
3.4 |
244.1 |
206.4 |
963.5 |
| Headcounts as of December 31 |
2,108 |
32,129 |
44,373 |
149,691 |
2023
| (in € million) |
France |
Germany |
Other European countries |
Total Europe |
| Consolidated Sales |
1,685.1 |
2,976.2 |
7,671.7 |
12,333.0 |
| Net property, plant and equipment |
352.0 |
764.1 |
1,651.0 |
2,767.2 |
| Right-of-use assets |
187.0 |
103.2 |
220.2 |
510.5 |
| Capital expenditure |
93.9 |
127.5 |
408.7 |
630.1 |
| Headcounts as of December 31 |
10,561 |
14,025 |
50,870 |
75,456 |
| (in € million) |
Other EMEA countries |
Americas |
Asia |
Total |
| Consolidated Sales |
317.6 |
7,207.2 |
7,390.1 |
27,247.9 |
| Net property, plant and equipment |
35.2 |
1,124.4 |
1,008.1 |
4,934.9 |
| Right-of-use assets |
6.2 |
287.8 |
141.7 |
946.1 |
| Capital expenditure |
6.0 |
285.2 |
201.6 |
1,122.9 |
| Headcounts as of December 31 |
2,188 |
33,121 |
42,697 |
153,462 |
NOTE 5 Analysis of operating expenses
5.1 Analysis of operating expenses by function
| (in € million) |
2024 |
2023 |
| Cost of sales |
(23,371.4) |
(23,585.5) |
| Research and development costs |
(934.8) |
(953.0) |
| Selling and administrative expenses |
(1,268.0) |
(1,270.3) |
| TOTAL |
(25,574.2) |
(25,808.8) |
5.2 Analysis of operating expenses by nature
| (in € million) |
2024 |
2023 |
| Purchases consumed |
(15,929.0) |
(16,560.3) |
| External costs |
(2,968.9) |
(3,069.3) |
| Personnel costs |
(5,649.5) |
(5,785.8) |
| Taxes other than on income |
(57.0) |
(54.9) |
| Other income and expenses |
827.9 |
1,428.6 |
| Depreciation, amortization and provisions for impairment in value of non-current assets |
(1,954.6) |
(1,888.4) |
| Charges to and reversals of provisions |
156.9 |
121.3 |
| TOTAL |
(25,574.2) |
(25,808.8) |
5.3 Personnel costs
| (in € million) |
2024 |
2023 |
| Wages and salaries(1) |
(4,453.5) |
(4,616.8) |
| Payroll taxes |
(1,196.0) |
(1,169.0) |
| TOTAL |
(5,649.5) |
(5,785.8) |
|
(1) Of which temporary employee costs. |
(350.7) |
(418.3) |
Details of expenses relating to the Group's free shares plans and pension costs are
provided in Notes 23.2 and 26, respectively.
5.4 Research and development costs
| (in € million) |
2024 |
2023 |
| Research and development costs, gross |
(2,155.8) |
(2,197.5) |
| Allowance/reversal of depreciation of assets in development |
(21.8) |
(25.4) |
| Capitalized development costs |
1,242.7 |
1,269.9 |
| of which in inventory |
203.7 |
223.8 |
| of which in intangible assets |
1,039.0 |
1,046.1 |
| TOTAL |
(934.8) |
(953.0) |
Development costs are usually capitalized in intangible assets as they are considered
as set up costs for the serial parts production, and then amortized to match the quantities
of parts delivered to the customer, over a period not exceeding five years except
under exceptional circumstances. For some specific contracts where the developments
works are a separate performance obligation under IFRS 15 the corresponding costs
comply with the definition of work in progress and are capitalized in inventory. These
inventories are then expensed (cost of sales) when the corresponding revenue is recognized.
The development costs recognized in the cost of sales (stock decrease and R&D assets
depreciation) amount to €957.0 million as of December 31, 2024, vs €924.4 million
as of December 31, 2023.
5.5 Depreciation, amortization and provisions for impairment in value of noncurrent
assets
| (in € million) |
2024 |
2023 |
| Amortization of capitalized development costs |
(718.0) |
(691.8) |
| Provisions for impairment of capitalized development costs |
(24.0) |
(20.6) |
| Amortization of other intangible assets |
(38.7) |
(43.4) |
| Depreciation of specific tooling |
(4.8) |
(10.0) |
| Depreciation and impairment of other property, plant and equipment |
(918.3) |
(875.1) |
| Depreciation of Right-of-use assets |
(250.8) |
(247.5) |
| TOTAL |
(1,954.6) |
(1,888.4) |
This table does not include allowances and reversals of provision for non-recurring
items.
NOTE 6 Other non-recurring operating income and expenses
Other non-recurring operating income and expenses are analyzed as follows:
Other non-recurring operating income
| (in € million) |
2024 |
2023 |
| Release of provision for impairment of assets |
0.2 |
2.4 |
| Gain on disposals of assets |
0.0 |
2.4 |
| Others |
9.5 |
3.0 |
| TOTAL |
9.7 |
7.8 |
Other non-recurring operating expenses
| (in € million) |
2024 |
2023 |
| Other provisions for impaiment of assets |
0.0 |
(0.6) |
| Reorganization expenses (1) |
(361.6) |
(170.8) |
| Impairment of goodwill |
0.0 |
0.0 |
| Losses on disposal of assets |
(0.1) |
0.0 |
| Others (2) |
(83.7) |
(17.8) |
| TOTAL |
(445.4) |
(189.2) |
1)
As of December 31, 2024, this item includes restructuring costs in the amount of €(304.9)
million and provisions for impairment in value of assets in the amount of €(56.7)
million versus €(171.5) million and €0.7 million (reversal) as of December 31, 2023.
2)
Of which €(33.6) million as of December 31, 2024 of costs linked to a supplier in
Mexico and other one-off litigation settlements.
Restructuring
Reorganization costs €(361.6) million include redundancy and site relocation payments
for 4,913 people.
In February 2024, FORVIA announced the launch of "EU-FORWARD", a five-year (2024-2028)
initiative aiming at reinforcing the competitiveness and agility of the Group's operations
in Europe, adapting its European manufacturing and R&D set-up to the fast-changing
regional environment. During the year 2024, close to 2,900 headcount reduction was
announced, representing P&L savings of c. €140 million on an annualized basis. These
operations were announced throughout the year on a case-by-case basis and they are
implemented locally in the most socially responsible way.
NOTE 7 Finance costs and Other financial income and expenses
7.1 Finance costs
| (in € million) |
2024 |
2023 |
| Finance costs |
(567.2) |
(527.4) |
| Finance costs on leases |
(57.4) |
(58.8) |
| TOTAL |
(624.6) |
(586.2) |
7.2 Other financial income and expenses
| (in € million) |
2024 |
2023 |
| Impact of discounting pension benefit obligations |
(22.0) |
(22.4) |
| Changes in the ineffective portion of currency hedges |
0.4 |
0.1 |
| Changes in fair value of currency hedged relating to debt |
1.9 |
0.2 |
| Foreign exchange gains and losses on borrowings |
(34.3) |
(43.6) |
| Hyperinflation impact (Argentina-Turkiye) |
5.1 |
(31.5) |
| Others(1)(2) |
(0.9) |
133.8 |
| TOTAL |
(49.8) |
36.6 |
(1)
This item includes amortization of costs related to long-term debts and commissions
for non-use of the credit facility.
(2)
Of which €134 million as of December 31, 2024 linked to the disposal of BHTC (cf
Note 2.1) mainly compensated by impairments of non consolidated financial assets for
€(31.7) million and of other financial assets for €(32.6) million and in 2023, €158
million of gain on sale (mainly shares of Symbio and CVI activity).
NOTE 8 Income tax
Deferred taxes are recognized using the liability method for temporary differences
arising between the tax bases for assets and liabilities and their carrying amounts
on the consolidated financial statements. Temporary differences mainly arise from
tax loss carryforwards and consolidation adjustments to subsidiaries' accounts.
Deferred taxes are measured using tax rates (and laws) that have been enacted or substantially
enacted at the balance sheet date.
Deferred income tax assets are recognized only to the extent that it is probable that
future taxable profit will be available in the short or medium term against which
the temporary differences or the loss carry forward can be utilized, based on the
Group's strategic plan.
Deferred tax liabilities are accounted for every taxable temporary differences in
relation with investment in subsidiaries, joint ventures and associates unless the
Group has the capacity to control the timing of the reversal of temporary differences
and if it is probable that they will not be reversed in a predictable future.
In compliance with IFRIC 23, accruals for risk on income tax are part of the income
tax within the statement of comprehensive income and of income tax payables within
the balance sheet (Note 30).
Within the frame of the Finance Law for 2024 published in the Official Journal on
December 30, 2023 transposing the European Directive 2022/2023, in order to implement
the OECD tax reform ("Pillar 2"), applicable for all accounting periods starting from
December 31, 2023, the Group has performed the evaluation of the impacts. In 2024,
in most of the cases, the application of the transitory measures was possible, generating
nil additional income tax. For the countries where these transitory measures can not
be applied, there is no significant impact for the Group.
Corporate income tax can be analyzed as follows:
| (in € million) |
2024 |
2023 |
| Current taxes |
|
|
| - Current corporate income tax |
(382.2) |
(414.0) |
| Deferred taxes |
|
|
| - Deferred taxes for the period |
146.9 |
181.6 |
| TOTAL |
(235.3) |
(232.4) |
8.1 Analysis of the tax charge
Corporate income tax can be analyzed as follows:
| (in € million) |
2024 |
2023 |
| Pre-tax income of consolidated companies |
228.8 |
605.6 |
| Theoritical Tax (25.83%) |
(59.1) |
(156.4) |
| Effect of rate changes on deferred taxes recognized on the balance sheet |
(6.0) |
0.9 |
| Effect of local rate differences(1) |
41.7 |
61.0 |
| Tax credits |
2.8 |
3.4 |
| Change in unrecognized deferred tax |
(163.8) |
(169.9) |
| Permanent differences & others(2) |
(50.9) |
28.6 |
| Corporate tax recognized |
(235.3) |
(232.4) |
(1)
The impact of local rate differences mainly relates to Chinese and German entities.
(2)
Mainly due to withholding tax in 2024.
8.2 Analysis of tax assets and liabilities
| (in € million) |
2024 |
2023 |
| Current taxes |
|
|
| - Assets |
337.1 |
389.9 |
| - Liabilities |
(162.7) |
(168.8) |
| TOTAL |
174.4 |
221.1 |
| Deferred taxes |
|
|
| - Assets(1) |
983.8 |
852.9 |
| - Liabilities |
(266.3) |
(327.8) |
| TOTAL |
717.5 |
525.1 |
|
(1)
Of which tax assets on tax losses.
|
272.9 |
174.5 |
The Group considers the recovery of the deferred tax net balance as at December 31,
2024, i.e. €717.5 million, as probable.
Changes in deferred taxes recorded on the balance sheet break down as follows:
| (in € million) |
2024 |
2023 |
| Amount as at the beginning of the year |
525.1 |
300.1 |
| - Deferred taxes carried to net income for the period |
146.9 |
181.6 |
| - Deferred taxes recognized directly in equity(1) |
7.0 |
14.3 |
| - Effect of currency fluctuations and other movements |
37.4 |
(3.0) |
| - Effect of scope variations |
1.1 |
32.2 |
| Amount at the end of the year |
717.5 |
525.1 |
(1)
Mainly related to actuarial gains and losses directly recognized in equity.
8.3 Deferred tax assets and liabilities by nature
| (in € million) |
2024 |
2023 |
| Tax asset carryforwards |
272.9 |
174.5 |
| Intangible assets |
(261.0) |
(499.4) |
| Other tangible assets and long term assets |
3.3 |
73.4 |
| Pensions |
101.7 |
120.6 |
| Other reserves |
27.8 |
48.2 |
| Stocks |
144.8 |
246.7 |
| Other working capital |
427.9 |
361.2 |
| TOTAL |
717.5 |
525.1 |
| of which deferred tax assets |
983.8 |
852.9 |
| of which deferred tax liabilities |
(266.3) |
(327.8) |
The variation of the net deferred tax on intangible assets includes the deferred tax
effect of the amortization of intangible assets acquired in business combinations.
8.4 Impairment of tax asset carryforwards
The ageing of impaired tax asset carryforward is detailed as follows:
| (in € million) |
2024 |
2023 |
| N+1 |
6.0 |
12.9 |
| N+2 |
19.0 |
9.4 |
| N+3 |
12.1 |
18.6 |
| N+4 |
24.3 |
13.8 |
| N+5 and above |
217.8 |
177.7 |
| Unlimited |
677.6 |
600.1 |
| TOTAL |
956.7 |
832.4 |
These impaired deferred income tax assets on loss carry forwards are mainly located
in France.
NOTE 9 Earnings per share
Basic earnings per share are calculated by dividing net income attributable to owners
of the parent by the weighted average number of shares outstanding during the year,
excluding treasury stock. For the purpose of calculating diluted earnings per share,
the Group adjusts net income attributable to owners of the parent and the weighted
average number of shares outstanding for the effects of all dilutive potential ordinary
shares (including stock options, free shares and convertible bonds).
|
2024 |
2023 |
| Number of shares outstanding at year-end(1) |
197,089,340 |
197,089,340 |
| Adjustments: |
|
|
| - treasury stock |
(269,574) |
(5,091) |
| - weighted impact of share issue prorated |
0 |
0 |
| Weighted average number of shares before dilution |
196,819,766 |
197,084,249 |
| Weighted impact of dilutive instruments: |
|
|
| - free shares attributed |
500,624 |
521,273 |
| - bonds with conversion option |
0 |
0 |
| Weighted average number of shares after dilution |
197,320,390 |
197,605,522 |
The dilutive impact of the bonds was calculated using the treasury stock method.
In relation to stock options, this method consists of comparing the number of shares
that would have been issued if all outstanding stock options had been exercised to
the number of shares that could have been acquired at fair value.
The potentially dilutive impact of free shares is taken into account considering the
number of shares to be distributed for the plans of which the realization of the performance
conditions has already been stated by the Board.
Earnings per share
Earnings per share break down as follows:
|
2024 |
2023 |
| Net Income (loss) (in € million) |
(185.2) |
222.2 |
| Basic earnings (loss) per share |
(0.94) |
1.13 |
| After dilution |
(0.94) |
1.12 |
| Net Income (loss) from continued operations (in € million) |
(185.2) |
227.6 |
| Basic earnings (loss) per share |
(0.94) |
1.15 |
| After dilution |
(0.94) |
1.15 |
| Net Income (loss) from discontinued operations (in € million) |
NA |
(5.4) |
| Basic earnings (loss) per share |
NA |
(0.03) |
| After dilution |
NA |
(0.03) |
NOTE 10 Goodwill
In case of a business combination, the aggregate value of the acquisition is allocated
to the identifiable assets acquired and liabilities assumed based on their fair value
determined at their acquisition date.
A goodwill is recognized when the aggregate of the consideration transferred and the
amount of any non-controlling interest in the acquiree exceed the net of the acquisition-date
amounts of the identifiable assets acquired and the liabilities assumed. In accordance
with IAS 36, goodwill is not amortized but is tested for impairment at least once
a year and more often if there is an indication that it may be impaired. For the purpose
of impairment testing, goodwill is allocated to Cash-Generating Units (CGUs). A CGU
is defined as the smallest identifiable group of assets that generates cash inflows
that are largely independent of the cash inflows from other assets or groups of assets.
The CGU to which goodwill is allocated represents the level within the operating segment
at which goodwill is monitored for internal management purposes. The Group has identified
the following CGUs:
| • |
Seating;
|
| • |
Interiors;
|
| • |
Clean Mobility;
|
| • |
Electronics;
|
| • |
Lighting;
|
| • |
Lifecycle Solutions.
|
The carrying amount of assets and liabilities thus grouped is compared to the higher
of its market value and value in use, which is equal to the present value of the net
future cash flows expected, and their net market value including costs of disposal.
| (in € million) |
Gross |
Impairment |
Net |
| Amount as of January 1, 2023 |
5,920.9 |
(660.6) |
5,260.3 |
| Acquisitions |
0.0 |
0.0 |
0.0 |
| Provision for impairment |
0.0 |
0.0 |
0.0 |
| Scope variations |
(123.2) |
0.0 |
(123.2) |
| Translation adjustments and other movements |
(7.7) |
0.2 |
(7.5) |
| Amount as of December 31, 2023 |
5,790.1 |
(660.4) |
5,129.6 |
| Acquisitions |
21.5 |
0.0 |
21.5 |
| Provision for impairment |
0.0 |
0.0 |
0.0 |
| Scope variations |
0.0 |
0.0 |
0.0 |
| Translation adjustments and other movements |
7.7 |
(0.1) |
7.6 |
| Amount as of December 31, 2024 |
5,819.3 |
(660.5) |
5,158.7 |
Breakdown of the net amount of goodwill by operating segment:
| (in € million) |
2024 |
2023 |
| Seating |
1,150.5 |
1,141.8 |
| Interiors |
761.0 |
761.7 |
| Clean Mobility |
699.8 |
691.6 |
| Electronics |
1,674.4 |
1,661.5 |
| Lighting |
291.1 |
291.1 |
| Lifecycle Solutions |
581.9 |
581.9 |
| TOTAL |
5,158.7 |
5,129.6 |
Cash-generating units and impairment tests
Impairment tests are carried out whenever there is an indication that an asset may
be impaired. Impairment testing consists of comparing the carrying amount of an asset,
or group of assets, with the higher of its market value and value in use. Value in
use is defined as the present value of the net future cash flows expected to be derived
from an asset or group of assets.
The assets are grouped at the lowest levels for which there are separately identifiable
cash flows (cash-generating units, or CGUs).
Impairment tests are performed on each group of intangible assets (development costs)
and property, plant and equipment attributable to a customer contract. This is done
by comparing the aggregate carrying amount of the Group of assets concerned with the
present value of the expected net future cash flows to be derived from the contract.
An impairment loss is recorded when the assets' carrying amount is higher than the
present value of the expected net future cash flows. A provision is then recorded
for losses to completion on loss-making contracts in compliance with IAS 37.
In case of a triggering event, impairment testing is also carried out on general and
corporate assets grouped primarily by type of product and geographic area.
The cash inflows generated by the assets allocated to these CGUs are largely interdependent
due to the high overlap among various manufacturing flows, optimization of capacity
utilization, and centralization of research and development activities.
Manufacturing assets whose closure is planned are tested independently for impairment.
Within the frame of the impairment tests of goodwill and group of CGUs, the cash flow
forecasts used to calculate value in use were based on the Group's 2025-2029 forecasts
which were drafted in the second semester of 2024. The volume assumptions used in
the strategic plan are based on worldwide automotive market assumptions of 88.4 million
of cars in 2025, 92.6 million in 2026 and 96.2 million in 2029, based themselves on
external information sources. The impacts of group commitment on carbon neutrality
as well as the consequences of governmental policies linked to the global warming
are as well part of the assumptions used for these forecasts.
The main assumption affecting value in use is the level of operating income used to
calculate future cash flows and particularly the terminal value. The operating margin
assumption for 2029 remains above 8% of sales for the Group as a whole.
Projected cash flows for the last year (2029) have been projected to infinity by applying
a growth rate determined based on analysts' trend forecasts for the automotive market.
The growth rate applied for the 2024 test was 1.4% (1.4% applied at the end of 2023),
except for Electronics for which 2% has been considered given the specific development
of this segment (2% applied at the end of 2023) and for Clean Mobility for which a
growth rate nil has been considered (1.4% applied at the end of 2023).
FORVIA called on an independent expert to update the weighted average cost of capital
used to discount future cash flows. The market parameters used in the expert's calculation
are based on a sample of companies operating in the automotive supplier sector. Taking
into account these parameters and a market risk premium of 6.5% on average, the weighted
cost of capital used to discount future cash flows was set at 10.2% (on the basis
of a range of values provided by the independent expert) in 2024 (10.6% in 2023).
This rate was applied for the impairment tests carried out on all of the groups of
CGUs, as they all bear the same specific risks relating to the automotive supplier
sector and the CGUs multinational operation does not justify using geographically
different discount rates.
The tests performed as of December 31, 2024 did not show any indication of impairment
in goodwill.
The table below shows the sensitivity of the impairment test results to changes in
the assumptions used as of December 31, 2024 to determine the value in use of the
CGUs groups to which the Group's goodwill is allocated:
|
|
Sensitivity |
| (in € million) |
Test income (value in use - net carrying value) |
Cash flow discount rate +0.5 pt |
Growth rate to infinity -0.5 pt |
Operating margin rate for terminal value -0.5 pt |
Combination of the 3 factors |
| Seating |
2,996 |
(303) |
(228) |
(281) |
(750) |
| Interiors |
537 |
(157) |
(119) |
(163) |
(405) |
| Clean Mobility |
2,209 |
(148) |
(111) |
(100) |
(331) |
| Electronics |
141 |
(326) |
(262) |
(233) |
(752) |
| Lighting |
141 |
(133) |
(102) |
(140) |
(345) |
| Lifecycle Solutions |
29 |
(67) |
(52) |
(39) |
(148) |
NOTE 11 Intangible assets
11.1 Research and development expenditure
The FORVIA group incurs certain development costs in connection with producing and
delivering modules for specific customer orders which are considered as set up costs
for the serial parts production and capitalized. In accordance with IAS 38, these
development costs are recorded as an intangible asset where the Company concerned
can demonstrate:
| • |
its intention to complete the project as well as the availability of adequate technical
and financial resources to do so;
|
| • |
how the customer contract will generate probable future economic benefits and the
Company's ability to measure these reliably;
|
| • |
its ability to reliably measure the expenditure attributable to the contracts concerned
(costs to completion).
|
These capitalized costs are amortized to match the quantities of parts delivered to
the customer, over a period not exceeding five years except under exceptional circumstances.
Research costs, and development costs that do not meet the above criteria, are expensed
as incurred.
11.2 Other intangible assets
Other intangible assets include development and purchase costs relating to software
used within the Group - which are amortized on a straight-line basis over a period
of between one and three years - as well as patents and licenses.
It also includes the intangible assets acquired in business combinations (customer
relationship, trademarks, technologies...); these assets are amortized on the corresponding
contracts duration, i.e. between 5 and 20 years for trademarks, between 6 and 16 years
for customer relationship and between 6 and 12 years for technologies.
Intangible assets break down as follows:
| (in € million) |
Development costs |
Software and other |
Intangible assets acquired |
Total |
| AMOUNT AS OF JANUARY 1, 2023 |
2,998.6 |
89.3 |
1,502.1 |
4,590.1 |
| Additions |
1,060.8 |
14.4 |
0.0 |
1,075.2 |
| Depreciation and amortization |
(691.8) |
(38.1) |
(193.2) |
(923.1) |
| Funding of provisions |
(52.3) |
(4.0) |
0.0 |
(56.4) |
| Scope variations |
(21.6) |
(2.5) |
(146.1) |
(170.2) |
| Translation adjustments and other |
(139.7) |
15.4 |
(16.5) |
(140.8) |
| AMOUNT AS OF DECEMBER 31, 2023 |
3,154.0 |
74.5 |
1,146.4 |
4,374.8 |
| Additions |
1,056.4 |
9.1 |
0.0 |
1,065.4 |
| Depreciation and amortization |
(718.0) |
(35.6) |
(190.5) |
(944.1) |
| Funding of provisions |
(43.4) |
(0.1) |
(1.2) |
(44.7) |
| Scope variations |
(1.6) |
0.5 |
26.0 |
24.9 |
| Translation adjustments and other |
84.5 |
21.9 |
(2.8) |
103.6 |
| AMOUNT AS OF DECEMBER 31, 2024 |
3,531.9 |
70.2 |
977.9 |
4,580.0 |
The book value of development costs allocated to a customer contract as well as the
associated specific tooling is compared to the present value of the expected net future
cash flows to be derived from the contract based on the best possible estimate of
future sales. The volumes taken into account in FORVIA's business plans are the best
estimates by the Group's Marketing department based on automakers' forecasts when
available.
NOTE 12 Property, plant and equipment
Property, plant and equipment are stated at acquisition cost, or production cost in
the case of assets produced by the Group for its own use, less accumulated depreciation.
Maintenance and repair costs are expensed as incurred, except when they increase productivity
or prolong the useful life of an asset, in which case they are capitalized.
In accordance with the amended version of IAS 23, borrowing costs on qualifying assets
arising subsequent to January 1, 2009 are included in the cost of the assets concerned.
The amount is not significant for the period.
Property, plant and equipment are depreciated by the straight-line method over the
estimated useful lives of the assets, as follows:
| Buildings |
20 to 30 years |
| Leasehold improvements, fixtures and fittings(1) |
10 to 20 years |
| Machinery, tooling and furniture |
3 to 15 years |
(1)
For leased buildings, leasehold improvements are depreciated over the same duration
than the corresponding Right-of-Use asset.
Investment grants are recorded as a deduction from the assets that they were used
to finance.
| (in € million) |
Land |
Buildings |
Plant, tooling and equipment |
| AMOUNT AS OF JANUARY 1, 2023 |
97.4 |
923.4 |
2,784.3 |
| Additions (including own work capital) |
0.6 |
18.1 |
177.5 |
| Disposals |
(1.7) |
(40.5) |
(274.3) |
| Depreciation |
(1.5) |
(78.4) |
(708.9) |
| Non-recurring impairment losses |
0.5 |
3.5 |
(22.4) |
| Depreciation written off on disposals |
0.6 |
39.1 |
220.1 |
| Scope variations |
(3.1) |
(10.3) |
(86.3) |
| Translation adjustments and other |
120.1 |
(78.9) |
662.8 |
| AMOUNT AS OF DECEMBER 31, 2023 |
213.0 |
776.1 |
2,752.7 |
| Additions (including own work capital) |
2.0 |
25.2 |
174.3 |
| Disposals |
(2.8) |
(61.5) |
(270.2) |
| Funding of depreciation, amortization and impairment provisions |
(1.7) |
(82.9) |
(744.9) |
| Non-recurring impairment losses |
0.0 |
(9.8) |
(16.4) |
| Depreciation written off on disposals |
0.1 |
55.1 |
235.3 |
| Scope variations |
(6.1) |
(5.1) |
44.4 |
| Translation adjustments and other |
2.5 |
163.8 |
737.7 |
| AMOUNT AS OF DECEMBER 31, 2024 |
207.0 |
860.9 |
2,912.9 |
| (in € million) |
Specific tooling |
Other property, plant and equipment and property, plant and equipment in progress |
Total |
| AMOUNT AS OF JANUARY 1, 2023 |
20.9 |
1,229.8 |
5,055.8 |
| Additions (including own work capital) |
6.3 |
920.8 |
1,123.2 |
| Disposals |
(2.8) |
(35.9) |
(355.3) |
| Depreciation |
(10.0) |
(90.3) |
(889.1) |
| Non-recurring impairment losses |
0.0 |
(0.2) |
(18.5) |
| Depreciation written off on disposals |
2.8 |
33.3 |
295.9 |
| Scope variations |
(0.0) |
(50.3) |
(150.0) |
| Translation adjustments and other |
(0.0) |
(831.1) |
(127.0) |
| AMOUNT AS OF DECEMBER 31, 2023 |
17.2 |
1,176.0 |
4,934.9 |
| Additions (including own work capital) |
2.8 |
759.5 |
963.9 |
| Disposals |
(0.2) |
(43.4) |
(378.0) |
| Funding of depreciation, amortization and impairment provisions |
(5.3) |
(88.8) |
(923.7) |
| Non-recurring impairment losses |
(0.4) |
(26.1) |
(52.8) |
| Depreciation written off on disposals |
0.2 |
40.3 |
331.0 |
| Scope variations |
0.0 |
21.5 |
54.7 |
| Translation adjustments and other |
0.1 |
(855.1) |
49.0 |
| AMOUNT AS OF DECEMBER 31, 2024 |
14.3 |
983.8 |
4,978.9 |
|
2024 |
2023 |
| (in € million) |
Gross |
Depreciation |
Net |
Gross |
Net |
| Land |
249.7 |
(42.7) |
207.0 |
255.0 |
213.0 |
| Buildings |
2,126.9 |
(1,266.0) |
860.9 |
1,988.7 |
776.1 |
| Plant, tooling and technical equipment |
10,591.9 |
(7,679.0) |
2,912.9 |
9,866.6 |
2,752.7 |
| Specific tooling |
99.0 |
(84.6) |
14.3 |
95.7 |
17.2 |
| Other property, plant and equipment & property, plant and equipment in progress |
1,951.2 |
(967.4) |
983.8 |
2,070.4 |
1,176.0 |
| TOTAL |
15,018.6 |
(10,039.7) |
4,978.9 |
14,276.3 |
4,934.9 |
Property, plant and equipment are often dedicated to client programs.
NOTE 13 Right-of-use assets
Lease contracts are accounted for in the balance sheet, through an asset (representing
the right to use the leased asset along the contract duration) and a liability (representing
the lease future payments obligation), considering the main following principles:
| • |
exemption of contracts with a duration less than 12 months or which value is below
€5,000 (corresponding lease payments are still expensed along the contract lifetime);
|
| • |
the duration of a contract is equal to its non cancellable duration, except if the
Group is reasonably certain to exercise the renewal or cancellation options contractually
agreed;
|
| • |
as long as the contract implicit rate can't be easily determined, the discount rate
used is the marginal borrowing rate corresponding to the duration of the lease contract,
determined based on the lessee and duration concerned;
|
| • |
as of the effective date (date at which the leased asset is made available by the
lessor), lease contracts as defined per IFRS 16 "Leases" are accounted for:
| ― |
as fixed assets (right of use) for the amount of the lease liability, increased by
advanced payments made to lessor, initial costs incurred, as well as estimated dismantling
or refurbishment costs that would be paid by FORVIA based on contractual terms if
needed, and
|
| ― |
as lease liability for the amount of discounted lease payment over the contract duration
as defined above, using the discount rate defined above,
|
| ― |
these right of use are depreciated on a linear basis, on the contract duration or
by exception on the utility duration, if this one is shorter or if the contract transfers
to the lessee the asset property or if a purchase option exists which is reasonably
certain to be exercised by FORVIA,
|
| ― |
cash flows related to the sale and lease back operations are included in the cash
flows provided by investing activities.
|
|
| (in € million) |
Land |
Buildings |
Plant and equipment |
Others |
Total |
| AMOUNT AS OF JANUARY 1, 2023 |
0.3 |
1,020.7 |
72.4 |
90.2 |
1,183.5 |
| New contracts |
0.0 |
88.2 |
13.8 |
58.0 |
160.0 |
| Depreciation |
0.0 |
(175.4) |
(25.1) |
(47.0) |
(247.5) |
| Funding of impairment provisions |
0.0 |
(1.6) |
(0.2) |
(0.6) |
(2.4) |
| Scope variations |
0.0 |
(91.1) |
(2.0) |
(8.6) |
(101.7) |
| Translation adjustments and other |
0.0 |
(39.1) |
0.1 |
(6.8) |
(45.8) |
| AMOUNT AS OF DECEMBER 31, 2023 |
0.3 |
801.7 |
59.0 |
85.1 |
946.1 |
| New contracts |
0.0 |
86.5 |
10.1 |
69.8 |
166.4 |
| Depreciation |
0.0 |
(180.8) |
(20.8) |
(49.1) |
(250.7) |
| Funding of impairment provisions |
0.0 |
(7.6) |
(3.2) |
(0.2) |
(11.0) |
| Scope variations |
0.0 |
2.9 |
0.0 |
(0.6) |
2.3 |
| Translation adjustments and other |
(0.2) |
84.6 |
(1.5) |
(2.6) |
80.4 |
| AMOUNT AS OF DECEMBER 31, 2024 |
0.1 |
787.4 |
43.6 |
102.4 |
933.4 |
Variable lease contracts: contracts corresponding to the qualification of lease contracts,
for which all payments are variable payments, leading to no recognition of right-of-use
assets and financial debt, have been signed for the lease of solar panel producing
electricity (on site PPA) in plants of the Group. As at December 31, 2024, 49 contracts
were effectively signed, mainly for a duration of 20 years, out of which 30 were already
in operation.
NOTE 14 Investments in associates
Investment in associates for continued operations:
As of December 31, 2024
| (in € million) |
% interest |
Group share of equity(1) |
Dividends received by the Group |
Group share of sales |
Group share of total assets |
| Changchun HELLA Faway Automotive Lighting Co. |
40% |
45.7 |
0.0 |
64.9 |
112.0 |
| HELLA MINTH Jiaxing Automotive Parts Co. |
41% |
31.7 |
(1.1) |
12.1 |
36.9 |
| Faurecia-NHK Co., Ltd |
50% |
0.0 |
0.0 |
207.9 |
46.7 |
| TEKNIK MALZEME Ticaret Ve Sanayi A.S |
50% |
0.0 |
0.0 |
40.1 |
23.6 |
| SYMBIO |
33% |
0.0 |
0.0 |
4.0 |
200.4 |
| Total Network Manufacturing LLC |
49% |
1.1 |
0.0 |
160.8 |
30.3 |
| Others |
|
131.3 |
(22.6) |
592.4 |
347.1 |
| TOTAL |
|
209.7 |
(23.7) |
1,082.2 |
797.0 |
(1)
As the Group share of some company's net equity is negative, it is recorded under
liabilities as a provision for contingencies and charges.
There is no joint operation in the sense of IFRS 11 within the companies consolidated
by equity method.
Change in investments in associates
| (in € million) |
2024 |
2023 |
| Group share of equity at beginning of period |
307.8 |
333.9 |
| Dividends |
(23.7) |
(19.7) |
| Share of net income of associates |
(17.7) |
(2.2) |
| Change in scope of consolidation |
(64.7) |
5.5 |
| Capital increase |
2.6 |
(0.4) |
| Currency translation adjustments |
5.4 |
(9.3) |
| Group share of equity at end of period |
209.7 |
307.8 |
NOTE 15 Other equity interests
Equity interests correspond to the Group's interests in the capital of non-consolidated
companies. They are subject to impairment testing based on the most appropriate financial
analysis criteria. An impairment loss is recognized when appropriate. The criteria
generally applied are the Group's equity in the underlying net assets and the earnings
outlook of the company concerned.
|
|
2024 |
2023 |
| (in € million) |
% of share capital |
Gross |
Net |
Net |
| Changchun Xuyang Industrial group |
18.8 |
12.8 |
12.8 |
12.3 |
| TactoTek Oy |
9.0 |
6.6 |
1.6 |
4.6 |
| Guardknox Cyber Technologies Ltd |
7.0 |
5.4 |
0.0 |
5.4 |
| HELLA Fast Forward Shanghai Co Ltd |
100.0 |
12.7 |
12.7 |
9.8 |
| Light Field Lab |
4.3 |
9.6 |
9.6 |
9.0 |
| Autres |
|
105.9 |
78.3 |
75.4 |
| TOTAL |
|
152.9 |
114.9 |
116.4 |
NOTE 16 Other non-current financial assets
Loans and other financial assets are initially stated at fair value and then at amortized
cost, calculated using the effective interest method.
Provisions are booked on a case-by-case basis where there is a risk of non-recovery.
|
|
2024 |
2023 |
| (in € million) |
Gross |
Provisions |
Net |
Net |
| Loans to companies consolidated by equity method and non-consolidated companies |
157.5 |
(25.6) |
131.9 |
102.9 |
| Other loans |
11.0 |
(7.1) |
3.9 |
13.2 |
| Derivatives |
3.7 |
0.0 |
3.7 |
17.1 |
| Others |
23.0 |
(4.0) |
19.0 |
23.3 |
| TOTAL |
195.2 |
(36.7) |
158.5 |
156.5 |
NOTE 17 Other non-current assets
This item includes:
| (in € million) |
2024 |
2023 |
| Pension plan surpluses |
34.6 |
31.0 |
| Guarantee deposits and other |
109.7 |
123.7 |
| TOTAL |
144.3 |
154.7 |
NOTE 18 Inventories and work-in-progress
Inventories of raw materials and supplies are stated at cost, determined by the FIFO
method (First-In, First-Out).
Finished and semi-finished products, as well as work-in-progress, are stated at production
cost, determined by the FIFO method. Production cost includes the cost of materials
and supplies as well as direct and indirect production costs, excluding overhead not
linked to production and borrowing costs.
Work-in-progress includes the costs of specific tooling produced or purchased specifically
for the purpose of manufacturing parts or modules for customer orders and which are
sold to the customer, i.e. for which the control is transferred to the customer, usually
shortly before serial production starts, and specific development work which is sold
to customers and corresponding to the definition of work in progress when the contract
enables to consider that these developments are a specific performance obligation
under IFRS 15. These costs are expensed (cost of sales) over the period in which the
corresponding revenue is recognized, i.e. at transfer of control of these development
works to the customer.
Inventories of products for which the Group is considered as agent are presented as
contract assets and not in inventories.
Provisions are booked for inventories for which the probable realizable value is lower
than cost and for slow moving items.
|
|
2024 |
2023 |
| (in € million) |
Gross |
Depreciations |
Net |
Net |
| Raw materials and supplies |
1,359.5 |
(177.4) |
1,182.2 |
1,222.8 |
| Engineering, tooling and prototypes |
646.4 |
(15.3) |
631.1 |
905.8 |
| Work in progress for production |
101.8 |
(6.3) |
95.5 |
105.9 |
| Semi-finished and finished products |
821.6 |
(149.6) |
672.0 |
669.2 |
| Total inventories and work in progress |
2,929.3 |
(348.5) |
2,580.8 |
2,903.7 |
| Contract assets |
120.4 |
(5.7) |
114.7 |
149.6 |
| TOTAL |
3,049.7 |
(354.2) |
2,695.5 |
3,053.3 |
Inventories and work in progress as well as contract assets expressed in days of sales
(including agent flows) are representing 40 days as of December 31, 2024:
| (in € million) |
2024 |
2023 |
| Inventories incl contract assets (E) |
2,695 |
3,053 |
| Material Consumption + External Charges (C1) (12 months) |
(18,896) |
(19,629) |
| Agent Flow (C2) (12 months) |
(5,226) |
(7,385) |
| Material Consumption with Agent Flows (C=C1+C2) |
(24,122) |
(27,014) |
| Days of Inventory Outstanding (E/C/360) |
40 days |
41 days |
| of which FX and scope effect year-on-year |
1 day |
|
Nota : the computation of the Days of Inventory outstanding ratio necessitates the
reintegration of the gross amount of agent flows (see note 1.3) which are neither
included in the consolidated sales, nor in cost of goods sold in compliance with IFRS15,
but are included in the working capital in inventory, trade payables and trade receivables.
NOTE 19 Trade accounts receivables
Under trade receivables sale programs, the Group can sell a portion of the receivables
of a number of its French, German, North America and other subsidiaries to a group
of financial institutions, transferring substantially all of the risks and rewards
relating to the receivables sold to the financial institutions concerned.
The following table shows the amount of receivables sold with maturities beyond December
31, 2024, for which substantially all the risks and rewards have been transferred,
and which have therefore been derecognized, as well as the financing under these programs:
| (in € million) |
2024 |
2023 |
| Financing |
1,309.3 |
1,321.2 |
| Guarantee reserve deducted from borrowings |
(30.4) |
(29.7) |
| Cash received as consideration for receivables sold |
1,278.9 |
1,291.6 |
| Receivables sold and derecognized |
(1,278.9) |
(1,291.6) |
Individually impaired trade receivables are as follows:
| (in € million) |
2024 |
2023 |
| Gross total trade receivables |
4,000.9 |
4,164.0 |
| Provision for impairment of receivables |
(38.6) |
(31.1) |
| TOTAL |
3,962.3 |
4,132.9 |
Given the high quality of Group counterparties, late payments do not represent a material
risk. They generally arise from administrative issues.
Late payments as of December 31, 2024 were €231.3 million, breaking down as follows:
| • |
€124.3 million less than one month past due;
|
| • |
€21.0 million between one and two months past due;
|
| • |
€15.1 million between two and three months past due;
|
| • |
€20.8 million between three and six months past due;
|
| • |
€50.1 million more than six months past due.
|
Trade accounts receivables expressed in number of days of sales (including agent flows)
are representing 55 days of sales as of December 31, 2024.
| (in € million) |
2024 |
2023 |
| Trade receivables before factoring (F) |
5,241 |
5,424 |
| Total Sales (H1) (12 months) |
26,974 |
27,248 |
| Agent Flows (H2) (12 months) |
5,226 |
7,385 |
| Total Sales with Agent Flows (H=H1+H2) |
32,200 |
34,633 |
| Days of Sales outstanding (F excl.VAT/H/360) |
55 days |
52 days |
| of which FX and scope effect year-on-year |
2 days |
|
Nota : the computation of the days of sales outstanding ratio necessitates the reintegration
of the gross amount of agent flows (see note 1.3) which are neither included in the
consolidated sales, nor in cost of goods sold in compliance with IFRS15, but are included
in the working capital in inventory, trade payables and trade receivables.
|
Total Group |
o/w |
| Days of Sales outstanding -DSO |
2024 |
EMEA |
Americas |
Asia |
| Total trade accounts receivables |
55 days |
44 days |
41 days |
92 days |
NOTE 20 Other operating receivables
NOTE 21 Other receivables
| (in € million) |
2024 |
2023 |
| Short-term portion of loans |
49.1 |
64.9 |
| Prepaid expenses |
728.7 |
785.1 |
| Current taxes |
337.1 |
389.9 |
| Other sundry receivables |
220.1 |
209.3 |
| TOTAL |
1,335.0 |
1,449.2 |
In 2024, the receivables in France Crédit d'impôt Recherche (CIR) have been sold for
an amount of €43.2 million vs €43.7 million in 2023.
NOTE 22 Cash and cash equivalents
Cash and cash equivalents include current account balances in the amount of €3,357.9
million (compared to €3,130.6 million in 2023) and short-term investments in the amount
of €1,142.4 million (compared to €1,143.3 million in 2023), for a total of €4,500.4
million as of December 31, 2024 (€4,273.9 million as of December 31, 2023).
These components include cash at bank, current account balances, marketable securities
such as money market and shortterm money market funds, deposit and very short-term
risk-free securities that are readily sold or converted into cash. Cash equivalents
are investments held for the purpose of meeting short term cash commitments and are
subject to an insignificant risk of change in value.
They are measured at fair value and variances are booked through P&L.
NOTE 23 Shareholders' equity
23.1 Capital
As of December 31, 2024, FORVIA capital stock totaled €1,379,625,380 divided into
197,089,340 fully paid-up shares with a par value of €7 each.
The Group's capital is not subject to any external restrictions. Double voting rights
are granted to all shares for which a nominative registration can be confirmed, for
at least two years in the name of the same shareholder.
23.2 Share-based payment
Free share grant
In 2010, FORVIA implemented a share grant plan for executives of Group companies.
These shares are subject to service and performance conditions.
In 2021, FORVIA has implemented a unique long term share grant plan (Executive Super
Performance Initiative-ESPI) for the members of the Group Executive Committee. The
acquisition period is five years without conservation condition, and the maximum amount
is limited to 300% of the yearly fixed wages. These shares are subject to a service
and a performance condition, the Total Shareholder Return - TSR, compared to a peer
group.
Free shares are measured at fair value by reference to the market price of FORVIA's
shares at the grant date, less an amount corresponding to the expected dividends due
on the shares but not paid during the vesting period and an amount reflecting the
cost of the shares being subject to a lock-up period. For the ESPI plan, the fair
value of the shares includes also an assumption for the achievement of the external
performance condition which is frozen at grant date. The fair value is recognized
in payroll costs on a straight-line basis over the vesting period, with a corresponding
adjustment to equity.
Details of the share grant plans as of December 31, 2024 are set out in the table
below:
|
|
Maximum number of free shares that can be granted(1) for: |
|
| Date of Annual Shareholders' Meeting |
Date of Board meeting |
reaching the objective |
exceeding the objective |
Performance condition |
|
|
|
|
|
|
|
|
|
For the CEO: 2024 after tax income target as stated in strategic plan when granted,
FORVIA earning per share growth compared to a reference group of companies and percentage
of diversity men-women within the management population |
|
|
|
|
For the other beneficiaries: |
| 06/01/2022 |
07/28/2022 |
1,304,900 |
1,695,790 |
cumulated operating income and net cash flow target over 2022-2023-2024, FORVIA earning
per share growth compared to a reference group of companies, percentage of diversity
men-women within the management population and CO2 emissions reduction target |
| 05/30/2023 |
07/26/2023 |
1,314,370 |
1,709,540 |
Cumulated operating income and net cash flow target over 2023-2024-2025, FORVIA earning
per share growth compared to a reference group of companies, percentage of diversity
men-women within the management population and CO2 emissions reduction target |
| 05/30/2024 |
07/23/2024 |
2,185,520 |
2,841,190 |
Cumulated operating income and net cash flow target over 2024-2025-2026, FORVIA earning
per share growth compared to a reference group of companies, percentage of diversity
men-women within the management population and CO2 emissions reduction target |
|
|
|
|
ESPI plan : FORVIA share relative performance (TSR) compared to a reference group
of companies on a yearly basis; |
| 05/31/2021 |
07/23/2021 |
273,307 |
273,307 |
for the CEO: FORVIA share relative performance (TSR) compared to a reference group
of companies on average over five years (2021-2026) |
|
|
Adjustments |
|
|
| Date of Annual Shareholders' Meeting |
Share market value at grant date |
dividend rate |
Non-transferrability discount |
Acquisition date |
Sales date (from) |
|
(in €) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 06/01/2022 |
16.68 |
6.00% |
NA |
07/28/2026 |
07/28/2026 |
| 05/30/2023 |
24.57 |
4.00% |
NA |
07/26/2027 |
07/26/2027 |
| 05/30/2024 |
10.67 |
6.50% |
NA |
07/23/2028 |
07/23/2028 |
|
|
|
|
|
|
| 05/31/2021 |
39.57 |
3.60% |
NA |
07/23/2026 |
07/23/2026 |
(1)
Net of free shares granted cancelled.
The shares corresponding to the plan attributed by the Board of October 22, 2020 (485,517),
have been distributed in October 2024. The performance conditions for the plan attributed
by the Board of October 25, 2021 have been partially met, the corresponding shares
(500,624) will be distributed in October 2025.
Other plans
Furthermore, a long-term variable remuneration (long-term incentive, LTI) has been
implemented for HELLA Management Board before HELLA acquisition by FORVIA. This long
term incentive is paid in cash. The LTI base amount is determined for the first fiscal
year in the calculation period, as a fixed percentage of the annual fixed salary depending
on the RoIC; the long term variable remuneration is based on a calculation period
of a number of fiscal years and payment is made once the calculation period has come
to an end.
For LTI up to the one granted for fiscal year 2022, the performance criteria are based
on the Return on Invested Capital (RoIC), the income before tax as well as the performance
of the HELLA share (total shareholder return) and the calculation period comprises
a total period of five fiscal years. For example, the LTI allocated for the fiscal
year 2020/2021 will be paid out at the end of the fiscal year 2024 in 2025. As these
LTI are share-based, their value is recognized according to IFRS 2.
For LTI granted for the fiscal year 2023 onwards, the performance of the HELLA share
is not part of the performance criteria and the calculation period comprises a total
of four fiscal years.
There are currently five plans on going with the following valuation:
| Plan |
|
Grant date |
Vesting date |
Debt as at 12/31/2024 |
|
|
|
|
(in € million) |
| LTI 20/21 |
share-based |
06/01/2020 |
12/31/2024 |
4.5 |
| LTI 21/22 |
share-based |
06/01/2021 |
12/31/2025 |
2.2 |
| LTI 22 |
share-based |
06/01/2022 |
12/31/2026 |
2.9 |
| LTI 23 |
non share-based |
01/01/2023 |
12/31/2026 |
1.1 |
| LTI 24 |
non share-based |
01/01/2024 |
12/31/2027 |
0.3 |
The amount recognized for the period for all these plans is an expense of €13.9 million,
compared to €16.4 million in the year 2023.
23.3 Treasury stock
As of December 31, 2024, FORVIA held 269,574 treasury stock shares.
The cost of the shares held in treasury stock as of December 31, 2024 totaled €4.1
million, representing an average cost of €15.30 per share.
NOTE 24 Minority interests
This item corresponds to minority shareholders' interests in the equity of consolidated
subsidiaries.
Changes in minority interests were as follows:
| (in € million) |
2024 |
2023 |
| Amount as at beginning of the period |
1,662.0 |
1,691.1 |
| Increase in minority shareholder interests |
5.9 |
6.8 |
| Other changes in scope of consolidation |
34.8 |
2.0 |
| Minority interests in net income for the year |
161.0 |
143.4 |
| Comprehensive income |
(5.0) |
(7.2) |
| Dividends allocated to minority interests |
(104.8) |
(142.6) |
| Currency translation adjustments |
24.7 |
(31.5) |
| Amount as the end of the year |
1,778.6 |
1,662.0 |
The minority interests, taken individually, are not considered as significant in comparison
to the total net equity.
NOTE 25 Current provisions and contingent liabilities
25.1 Current provisions
A provision is recorded when Group Executive Management has decided to streamline
the organization structure and announced the program to the employees affected by
it or their representatives, when relevant.
| (in € million) |
2024 |
2023 |
| Restructuring |
262.8 |
180.7 |
| Risks on contracts and customer warranties |
223.3 |
301.7 |
| Litigation |
28.7 |
57.2 |
| Other provisions |
101.6 |
63.3 |
| TOTAL |
616.4 |
602.9 |
Changes in these provisions during 2024 were as follows:
| (in € million) |
Amount as of January 1, 2024 |
Additions |
Expenses charged |
Reversals(1) |
| Restructuring |
180.8 |
250.8 |
(171.5) |
0.0 |
| Risks on contracts and customer warranties |
301.7 |
134.4 |
(186.3) |
(76.9) |
| Litigation |
57.2 |
7.4 |
(33.1) |
(3.3) |
| Other provisions |
63.3 |
26.4 |
(3.2) |
(13.4) |
| TOTAL |
602.9 |
418.9 |
(394.2) |
(93.6) |
| (in € million) |
Sub total changes |
Change in scope of consolidation and other changes |
Amount as of December 31, 2024 |
| Restructuring |
79.2 |
2.8 |
262.8 |
| Risks on contracts and customer warranties |
(128.8) |
50.4 |
223.3 |
| Litigation |
(29.0) |
0.5 |
28.7 |
| Other provisions |
(2.2) |
28.5 |
101.6 |
| TOTAL |
(80.8) |
82.2 |
616.4 |
(1)
Surplus provisions.
25.2 Contingent liabilities
Litigation
With letter dated August 2021, the German Federal Financial Supervisory Authority
(Bundesanstalt für Finanzdienstleistungsaufsicht - "BaFin") asked HELLA GmbH & Co.
KGaA ("Company") for information and the submission of documents regarding a potentially
delayed capital market information under the Market Abuse Regulation (EU) No. 596/2014
("MAR"); the request was issued in connection with the public takeover process in
2021 regarding the shares in the Company. The Company is of the opinion that it acted
in accordance with all legal requirements and responded to this letter and another
letter from BaFin on suspected administrative offenses accordingly.
In May 2024, the Company was informed that the public prosecutor's office in Frankfurt
am Main ("Prosecutor's Office") had taken over the administrative fine proceedings
as the possible administrative offense was related to a prosecution of a criminal
offense. However, this possible criminal offense shall not be directed against responsible
persons or employees of the Company. The Prosecutor's Office, however, has informed
HELLA in its initial response that the capital market notifications had been published
too late and were incomplete. Based on the previous legal letters exchanged with the
BaFin and an exchange of letters with the Prosecutor's Office, the Company is still
of the opinion that there is or was no violation of the MAR that is subject to a fine.
According to the current assessment, the material-legal position of the Company in
this matter has not changed. The outcome of the proceeding remains open. The Company
will continue to cooperate with authorities to confirm its position in this matter
and further explain the facts supporting its position.
There are no other claims or litigation in progress or pending that are likely to
have a material impact on the Group's consolidated financial position.
NOTE 26 Non-current provisions and provisions for pensions and other post-employment
benefits
26.1 Non-current provisions
| (in € million) |
2024 |
2023 |
| Provisions for pensions and other employee obligations |
621.1 |
630.0 |
| - Pension plan benefit obligations |
396.1 |
411.2 |
| - Post-retirement benefit obligations |
178.7 |
173.5 |
| - Long-service awards |
38.0 |
37.6 |
| - Healthcare costs |
8.2 |
7.7 |
| TOTAL |
621.1 |
630.0 |
Changes in non-current provisions
| (in € million) |
2024 |
2023 |
| Amount as at the beginning of the period |
630.0 |
575.2 |
| Scope variation |
(4.2) |
(2.1) |
| Other movements |
(2.5) |
12.9 |
| Allowance (or reversal) of provision |
46.3 |
63.6 |
| Expenses charged to the period |
(39.3) |
(54.0) |
| Payment to external funds |
(5.3) |
(7.7) |
| Restatement differences |
(4.0) |
42.1 |
| Amount as at the end of the period |
621.1 |
630.0 |
26.2 Provisions for pensions and other post-employment benefits
Group employees may receive, in addition to their pensions in conformity with the
applicable regulations in the countries where the Group companies employing them are
located, additional benefits or post-retirement benefit obligations. The Group offers
these benefits through either defined benefits or defined contribution plans. The
valuation and accounting methodologies followed by the Group are the following:
| • |
for defined contribution plans, costs are recognized as expenses based on contributions;
|
| • |
the liability for defined benefit plans is determined on an actuarial basis using
the projected unit credit method, according to the agreements effective in each concerned
Group company.
|
The valuation takes into account the probability of employees staying with the Group
up to retirement age and expected future salary levels as well as other economic assumptions
(such as the inflation rate, the discount rate) for each concerned zone or country.
It takes also into account the 2021 IFRS IC decision on attributing benefit to periods
of services. These assumptions are described in Note 26.2.
Benefit obligations are partially funded by contributions to external funds. In cases
where the funds are permanently allocated to the benefit plan concerned, their value
is deducted from the related liability. An excess of plan assets is only recognized
in the balance sheet when it represents future benefits effectively available for
the Group.
Periodic pension and other employee benefit costs are recognized as operating expenses
over the benefit vesting period.
Actuarial gains and losses on defined benefits plan are recognized in other comprehensive
income.
In case of a change in regime, past service costs are fully recognized as operating
expenses, the benefits being fully acquired or not.
The expected rate of return of defined benefits plan assets is equal to the discount
rate used to value the obligation at the opening of the period. This return is recorded
in "Other financial income and expense".
The other long-term benefits (during employment period) mainly cover seniority bonuses
as well as long-service awards. The obligation is valued using similar methodology,
assumptions and frequency as the ones used for post-employment benefits.
Benefit obligations
| (in € million) |
2024 |
2023 |
| Present value of projected obligations |
|
|
| - Pension plan benefit obligations |
633.5 |
676.7 |
| - Post -retirement indemnities obligations |
180.9 |
175.8 |
| - Long-service awards |
38.0 |
37.6 |
| - Healthcare costs |
8.2 |
7.7 |
| TOTAL |
860.6 |
897.8 |
| Value of plan assets: |
|
|
| - Provisions booked in the accounts |
621.1 |
630.0 |
| - External funds (market value)(1) |
274.1 |
298.8 |
| - Plan surplus(2) |
(34.6) |
(31.0) |
| TOTAL |
860.6 |
897.8 |
(1)
External funds mainly cover pension plan benefit obligations for €271.9 million in
2024.
(2)
Pension plan surpluses are included in Other non-current assets.
Pension benefit obligations
A - Description of the plans
In France, all managerial employees with a salary in tranche C are granted a defined
benefit pension scheme, for which the rights acquired as of December 31, 2019 have
been frozen, in order to comply with the PACTE Law from May 22, 2019. Executive Committee
members who have an employment contract with FORVIA S.E. or any of its subsidiaries
also benefit from a defined benefit pension scheme for French members and defined
contribution pension scheme for foreign members, the rights acquired as of December
31, 2019 in the defined benefit pension scheme for French members have also been frozen,
in order to comply with the PACTE Law from May 22, 2019. The rights are reestimated
based on the evolution of the salary and respective expenses of the employees part
of the pension scheme.
In the United States, the two remaining plans, already closed to new participants,
were combined as of January 1, 2020. The combined pension plan covers 752 participants.
In Germany, the main defined benefit pension plan still open covers 5,193 participants.
The benefit granted is based on the number of years of service, starting after 14
years. The main defined benefit pension plan closed to new participants covers 7,906
participants.
In Japan, the main defined benefit plan covers 671 participants. Benefits are based
on years of service and paid at the end of the contract or upon reaching the age of
60.
B - Assumptions used
The Group's obligations under these plans are determined on an actuarial basis, using
the following assumptions:
| • |
retirement age between 64 and 65 for employees in France;
|
| • |
staff turnover assumptions based on the economic conditions specific to each country
and/or Group company;
|
| • |
mortality assumptions specific to each country;
|
| • |
estimated future salary levels until retirement age, based on inflation assumptions
and forecasts of individual salary increases for each country;
|
| • |
the expected long-term return on external funds;
|
| • |
discount and inflation rates (or differential) based on local conditions.
|
The main actuarial assumptions used in the past two years to measure the pension liability
are as follows:
| (in %) |
Euro zone |
United Kingdom |
USA |
Japan |
| Discount rate |
|
|
|
|
| December 31, 2024 |
3.40% |
5.50% |
5.28% |
1.78% |
| December 31, 2023 |
3.40% |
4.55% |
4.59% |
1.39% |
| Inflation rate |
|
|
|
|
| December 31, 2024 |
2.00% |
3.20% |
N/A |
N/A |
| December 31, 2023 |
2.00% |
3.10% |
N/A |
N/A |
Nota: The discount rate for the euro zone was determined on the basis of yields on
prime corporate bonds for a maturity corresponding to the duration of the obligations.
Prime corporate bonds are defined as bonds awarded one of the top two ratings by a
recognized rating agency (for example, bonds rated AA or AAA by Moody's or Standard
& Poor's).
In the United States, the pension benefit obligations are not sensitive to the inflation
rate.
The average duration of the various plans is as follows:
| (in number of years) |
Euro zone |
United Kingdom |
USA |
Japan |
| Average duration |
12.9 |
17.7 |
6.8 |
8.4 |
C - Information on external funds
External funds are invested as follows:
|
2024 |
| (in %) |
Equities |
Bonds |
Others |
| France |
23% |
71% |
6% |
| United Kingdom |
22% |
76% |
2% |
| United States |
0% |
96% |
4% |
| Japan |
10% |
21% |
69% |
|
2023 |
| (in %) |
Equities |
Bonds |
Others |
| France |
23% |
70% |
7% |
| United Kingdom |
28% |
70% |
3% |
| United States |
19% |
79% |
2% |
| Japan |
60% |
19% |
21% |
The fair value of shares and bonds falls in the level 1 category (price quoted in
active markets) in 2024.
D - Provisions for pension liabilities recognized on the balance sheet
|
2024 |
| (in € million) |
France |
Abroad(1) |
Total |
| Amount as at the beginning of the period |
136.6 |
417.1 |
553.7 |
| Effect of changes in scope of consolidation (provision net of plan surpluses) |
0.0 |
(4.2) |
(4.2) |
| Additions |
11.1 |
28.9 |
40.0 |
| Expenses charged to the provision |
(8.5) |
(24.8) |
(33.3) |
| Payments to external funds |
(0.5) |
(4.8) |
(5.3) |
| Actuarial gains/(losses) |
2.0 |
(6.2) |
(4.2) |
| Other movements |
(4.6) |
(1.9) |
(6.5) |
| Amount as at the end of the period |
136.1 |
404.1 |
540.2 |
|
2023 |
| (in € million) |
France |
Abroad |
Total |
| Amount as at the beginning of the period |
127.9 |
376.7 |
504.5 |
| Effect of changes in scope of consolidation (provision net of plan surpluses) |
(0.5) |
(1.0) |
(1.5) |
| Additions |
12.4 |
40.0 |
52.4 |
| Expenses charged to the provision |
(3.6) |
(34.9) |
(38.5) |
| Payments to external funds |
(1.0) |
(6.7) |
(7.7) |
| Actuarial gains/(losses) |
1.4 |
41.0 |
42.4 |
| Other movements |
0.0 |
2.1 |
2.1 |
| Amount as at the end of the period |
136.6 |
417.1 |
553.7 |
(1)
The provision for €404.1 million as of December, 31, 2024 relates mainly to Germany
(€343.1 million).
E - Changes in pension liabilities
|
2024 |
| (in € million) |
France |
Abroad |
Total |
| Projected benefit obligation |
|
|
|
| Amount as at the beginning of the period |
152.0 |
700.5 |
852.5 |
| Service costs |
7.6 |
13.2 |
20.8 |
| Annual restatement |
4.9 |
27.0 |
31.9 |
| Benefits paid |
(9.2) |
(38.6) |
(47.8) |
| Actuarial gains/(losses) |
1.9 |
(14.1) |
(12.2) |
| Other movements (including translation adjustment) |
(4.6) |
(24.1) |
(28.7) |
| Curtailments and settlements |
(0.9) |
(1.3) |
(2.2) |
| Effect of closures and plan amendments |
0.0 |
0.0 |
0.0 |
| Amount as at the end of the period |
151.7 |
662.6 |
814.3 |
| Value of plan assets |
|
|
|
| Amount as at the beginning of the period |
15.4 |
283.4 |
298.8 |
| Projected return on plan assets |
0.5 |
10.0 |
10.5 |
| Actuarial gains/(losses) |
(0.1) |
(7.9) |
(8.0) |
| Other movements (including translation adjustment) |
0.0 |
(13.4) |
(13.4) |
| Employer contributions |
0.5 |
4.8 |
5.3 |
| Benefits paid |
(0.7) |
(18.4) |
(19.1) |
| Curtailments and settlements |
0.0 |
0.0 |
0.0 |
| Effect of closures and plan amendments |
0.0 |
0.0 |
0.0 |
| Amount as at the end of the period |
15.6 |
258.5 |
274.1 |
| BALANCE OF PROVISIONS AS AT THE END OF THE PERIOD |
136.1 |
404.1 |
540.2 |
| TOTAL CHANGE EXPENSED AT THE END OF THE YEAR |
11.1 |
28.9 |
40.0 |
|
2023 |
| (in € million) |
France |
Abroad |
Total |
| Projected benefit obligation |
|
|
|
| Amount as at the beginning of the period |
144.2 |
656.8 |
801.0 |
| Service costs |
7.3 |
23.0 |
30.3 |
| Annual restatement |
5.7 |
27.5 |
33.2 |
| Benefits paid |
(5.3) |
(53.6) |
(58.9) |
| Actuarial gains/(losses) |
0.4 |
45.9 |
46.3 |
| Other movements (including translation adjustment) |
(0.3) |
0.5 |
0.2 |
| Curtailments and settlements |
0.0 |
0.5 |
0.5 |
| Effect of closures and plan amendments |
0.0 |
0.0 |
0.0 |
| Amount as at the end of the period |
152.0 |
700.5 |
852.5 |
| Value of plan assets |
|
|
|
| Amount as at the beginning of the period |
16.3 |
280.1 |
296.4 |
| Projected return on plan assets |
0.6 |
11.0 |
11.6 |
| Actuarial gains/(losses) |
(1.0) |
4.9 |
3.9 |
| Other movements (including translation adjustment) |
0.2 |
(0.6) |
(0.4) |
| Employer contributions |
1.0 |
6.7 |
7.7 |
| Benefits paid |
(1.7) |
(18.7) |
(20.4) |
| Curtailments and settlements |
0.0 |
0.0 |
0.0 |
| Effect of closures and plan amendments |
0.0 |
0.0 |
0.0 |
| Amount as at the end of the period |
15.4 |
283.4 |
298.8 |
| BALANCE OF PROVISIONS AS AT THE END OF THE PERIOD |
136.6 |
417.1 |
553.7 |
| TOTAL CHANGE EXPENSED AT THE END OF THE YEAR |
12.4 |
40.0 |
52.4 |
These costs are recognized:
| • |
in operating income for the portion relating to service cost;
|
| • |
in "Other financial income and expenses" for restatement of vested rights and the
projected return on external funds.
|
The actuarial gains and losses generated have been recorded in "Other comprehensive
income" according to IAS 19R. It can be analyzed as follows:
|
2024 |
| (in € million) |
France |
Abroad |
Total |
| Detail of actuarial gains and losses of the period: |
|
|
|
| - differences linked to financial assumptions |
(2.0) |
14.1 |
12.1 |
| - differences linked to demographic assumptions |
(0.4) |
(0.2) |
(0.6) |
| - other differences |
0.5 |
(7.9) |
(7.4) |
| TOTAL |
(1.9) |
6.0 |
4.2 |
F - Retirement pension liabilities: sensitivity to changes in the discount rate and
in the inflation rate in the main scope
The impact of a 25 basis point increase in the discount rate and in the inflation
rate for the projected benefit obligation is as follows:
| (in %) |
Discount rate +0.25 pts |
Inflation rate +0.25 pts |
| France |
(1.8)% |
+2.1% |
| Germany |
(3.2)% |
+2.2% |
26.3 Long-service awards
The Group evaluates its liability for the payment of long-service awards, given to
employees based on certain seniority requirements. The Group calculates its liability
for the payment of long-service awards using the same method and assumptions as for
its pension liability. Provisions for long-service awards have been set aside as follows:
| (in € million) |
2024 |
2023 |
| France |
3.8 |
4.0 |
| Foreign* |
34.2 |
33.6 |
| TOTAL |
38.0 |
37.6 |
(*)
The provision of €34.2 million as of December 31, 2024 relates mainly to Germay (€
17.5 million).
26.4 Healthcare costs
In addition to pension plans, some Group companies, mainly in the United States, cover
the healthcare costs of their employees.
The related liability can be analyzed as follows:
| (in € million) |
2024 |
2023 |
| Foreign companies |
8.2 |
7.7 |
| TOTAL |
8.2 |
7.7 |
The increase of 25 basis points in the discount rate and 1 percentage point in the
healthcare cost trend rates would lead to the following variations on the Group's
projected benefits obligations:
| (in %) |
Discount rate +0.25 pts |
Healthcare cost trend rate +1 pt |
| Projected benefit obligation |
(1.7)% |
+6.8% |
Expenses recognized in connection with this liability break down as follows:
| (in € million) |
2024 |
2023 |
| Service cost |
0.0 |
0.0 |
| Interest cost(1) |
(0.4) |
(0.4) |
| TOTAL |
(0.4) |
(0.4) |
(1)
Interest cost is recorded under "Other financial income and expenses".
Financial liabilities
The Group's financial liabilities fall within the IFRS 9 categories of (i) financial
liabilities at fair value through profit or loss, and (ii) other financial liabilities
measured at amortized cost.
They are recorded on the following balance sheet items: "Current financial liabilities"
and "Non-current financial liabilities" (Note 27), "Accrued taxes and payroll costs"
(Note 29) and "Sundry payables" (Note 30).
Financial assets and liabilities are broken down into current and non-current components
for maturities at the balance sheet date: under or over a year.
NOTE 27 Net debt
The Group's financial liabilities are generally measured at amortized cost using the
effective interest method.
27.1 Analysis of net debt
| (in € million) |
2024 |
2023 |
| Bonds |
6,155.2 |
6,424.9 |
| Bank borrowings |
3,110.3 |
2,189.1 |
| Other borrowings |
1.3 |
2.0 |
| Non-current lease liabilities |
813.9 |
836.5 |
| Non-current derivatives |
88.5 |
70.7 |
| NON-CURRENT FINANCIAL LIABILITIES |
10,169.2 |
9,523.2 |
| Current portion of long term debt |
218.2 |
950.3 |
| Current portion of lease liabilities |
240.4 |
219.1 |
| Short-term borrowings(1) |
485.8 |
590.0 |
| Current derivatives |
18.4 |
4.6 |
| CURRENT FINANCIAL LIABILITIES |
962.8 |
1,763.9 |
| FINANCIAL LIABILITIES |
11,132.0 |
11,287.1 |
| Derivatives classified under non-current and current assets |
(9.0) |
(25.9) |
| Cash and cash equivalents |
(4,500.4) |
(4,273.9) |
| NET DEBT |
6,622.6 |
6,987.3 |
|
(1)
Including bank overdrafts.
|
32.5 |
35.1 |
The change in net financial debt during the year is as follows:
| (in € million) |
Balance as of December 31, 2023 |
Impact on cash |
Translation adjustments |
Impact of fair value changes |
Change in consolidation scope and other changes |
Balance as of December 31, 2024 |
| Bonds |
6,424.9 |
1,198.3 |
0.0 |
1.8 |
(1,469.7) |
6,155.2 |
| Bank borrowings |
2,189.1 |
1,282.8 |
15.2 |
0.6 |
(377.4) |
3,110.3 |
| Other borrowings |
2.0 |
0.0 |
0.0 |
0.0 |
(0.8) |
1.3 |
| Non-current lease liabilities |
836.5 |
0.0 |
18.9 |
0.0 |
(41.4) |
813.9 |
| Non-current derivatives |
70.7 |
0.0 |
0.1 |
17.7 |
0.0 |
88.5 |
| NON-CURRENT FINANCIAL LIABILITIES |
9,523.2 |
2,481.1 |
34.2 |
20.1 |
(1,889.3) |
10,169.2 |
| Current portion of long term debt |
950.3 |
(2,537.1) |
2.8 |
(13.8) |
1,816.1 |
218.2 |
| Current portion of lease liabilities |
219.1 |
(249.4) |
4.0 |
0.0 |
266.7 |
240.4 |
| Short-term borrowings |
590.0 |
(90.1) |
(20.6) |
(4.7) |
11.1 |
485.8 |
| Current derivatives |
4.6 |
0.0 |
0.0 |
13.7 |
0.2 |
18.4 |
| CURRENT FINANCIAL LIABILITIES |
1,763.9 |
(2,876.5) |
(13.8) |
(4.8) |
2,094.0 |
962.8 |
| FINANCIAL LIABILITIES |
11,287.1 |
(395.5) |
20.4 |
15.3 |
204.7 |
11,132.0 |
| Derivatives classified under non-current and current assets |
(25.9) |
0.0 |
(0.4) |
17.2 |
0.0 |
(9.0) |
| Cash and cash equivalents |
(4,273.9) |
(165.7) |
(31.8) |
0.0 |
(29.0) |
(4,500.4) |
| NET DEBT |
6,987.3 |
(561.2) |
(11.7) |
32.5 |
175.8 |
6,622.6 |
27.2 Maturities of financial debt
| (in € million) |
2025 |
2026 |
2027 |
2028 |
| Bonds |
0.0 |
1,149.8 |
2,621.4 |
701.8 |
| Schuldscheindarlehen |
0.0 |
324.5 |
42.2 |
421.3 |
| Bank borrowings |
262.0 |
72.2 |
893.3 |
256.2 |
| Lease liabilities |
240.4 |
202.9 |
162.7 |
130.7 |
| Other debt |
460.4 |
36.3 |
0.0 |
23.0 |
| TOTAL AS OF DECEMBER 31, 2024 |
962.8 |
1,785.7 |
3,719.6 |
1,533.0 |
| Undrawn committed facilities |
0.0 |
0.0 |
541.7 |
1,500.0 |
| (in € million) |
2029 |
2030 and beyond |
Total |
| Bonds |
897.9 |
784.4 |
6,155.3 |
| Schuldscheindarlehen |
585.8 |
99.5 |
1,473.3 |
| Bank borrowings |
287.5 |
61.2 |
1,832.4 |
| Lease liabilities |
98.8 |
218.8 |
1,054.3 |
| Other debt |
6.3 |
90.7 |
616.7 |
| TOTAL AS OF DECEMBER 31, 2024 |
1,876.3 |
1,254.6 |
11,132.0 |
| Undrawn committed facilities |
0.0 |
0.0 |
2,041.7 |
27.3 Financing
The main components of FORVIA financing are described below:
Bonds in EUR
| Bonds |
Amount |
Coupon |
Issuance |
Maturity |
Outstanding as of 12/31/ 2024 |
|
(€ million) |
|
|
|
(€ million) |
| 2025 Bonds |
700 |
2.625% |
03/08/2018 |
06/15/2025 |
|
| Additional 2025 Bonds(1) |
300 |
2.625% |
07/31/2020 |
06/15/2025 |
0(6) |
| 2026 Bonds |
500 |
3.125% |
03/27/2019 |
06/15/2026 |
|
| Additional 2026 Bonds(2) |
250 |
3.125% |
10/31/2019 |
06/15/2026 |
750 |
| 2026 Sustainability-Linked Bonds |
700 |
7.250% |
11/15/2022 |
06/15/2026 |
|
| Additional 2026 Sustainability-Linked Bonds(3) |
250 |
7.250% |
02/01/2023 |
06/15/2026 |
330.2(7) |
| 2027 Bonds |
700 |
2.375% |
11/27/2019 |
06/15/2027 |
|
| Additional 2027 Bonds(4) |
190 |
2.375% |
02/03/2021 |
06/15/2027 |
890 |
| 2027 Sustainability-Linked Bonds |
1,200 |
2.750% |
11/10/2021 |
02/15/2027 |
1,200 |
| 2028 Bonds |
700 |
3.750% |
07/31/2020 |
06/15/2028 |
700 |
| 2029 Bonds |
500 |
5.125% |
03/11/2024 |
06/15/2029 |
500 |
| 2029 Green Bonds |
400 |
2.375% |
03/22/2021 |
06/15/2029 |
400 |
| 2031 Bonds |
500 |
5.500% |
03/11/2024 |
06/15/2031 |
|
| Additional 2031 Bonds(5) |
200 |
5.500% |
05/07/2024 |
06/15/2031 |
700 |
(1)
Consolidated into 2025 bonds from September 9, 2020.
(2)
Consolidated into 2026 bonds from December 16, 2019.
(3)
Consolidated into Sustainability-Linked 2026 bonds from March 14, 2023.
(4)
Consolidated into 2027 bonds from March 15, 2021 - Issued through a private placement.
(5)
Consolidated into 2031 bonds from June 16, 2024.
(6)
Partial repurchases of €580.25 million have been done on March 11, 2024 and the reimbursement
by anticipation of outstanding amount of bond for €421 million has been done on August
27, 2024.
(7)
Amount outstanding taking into consideration partial repurchases of €150.1 million
on December 14, 2023, €219.8 million on March 11, 2024; €250 million on May 7, 2024.
The 2026 and 2027 sustainability-Linked bonds include scope 1 & 2 CO2 emission reduction targets in 2025 in line with the "Sustainable Linked Financing
Framework" published in October 2021 and approved by the ISS ESG. The non compliance
to these objectives involves a step up of the bonds interest in 2026.
The FORVIA S.E bonds include a covenant restricting the additional indebtedness if
the EBITDA after certain adjustments is lower than twice the gross interest costs.
As of December 31, 2024, this condition was met.
These bonds are listed on the Global Exchange Market of Euronext Dublin.
Bonds in JPY
| Bonds |
Amount |
Coupon |
Issue |
|
(¥ million) |
|
|
| JPY 2026 Bonds |
11,700 |
2.48% |
12/15/2024 |
| JPY 2027 Bonds |
6,800 |
2.81% |
12/15/2024 |
| JPY 2028 Bonds |
700 |
3.19% |
12/15/2024 |
| Bonds |
Maturity |
Outstanding as of 12/31/ 2024 |
Outstanding as of 12/31/ 2024 |
|
|
(¥ million) |
(€ million) |
| JPY 2026 Bonds |
03/13/2026 |
11,700 |
71.8 |
| JPY 2027 Bonds |
03/15/2027 |
6,800 |
41.7 |
| JPY 2028 Bonds |
12/15/2028 |
700 |
4.3 |
HELLA bonds
| Bonds |
Amount |
Coupon |
Issuance |
Maturity |
Outstanding as of 12/31/ 2024 |
|
(€ million) |
|
|
|
(€ million) |
| 2024 Bonds |
300 |
1.00% |
05/17/2017 |
05/17/2024 |
0 |
| 2027 Bonds |
500 |
0.50% |
09/03/2019 |
01/26/2027 |
500 |
The HELLA bonds are listed on the Luxembourg stock exchange.
Syndicated credit facility
On December 15, 2014, FORVIA signed a syndicated credit facility, with a five-year
maturity, for an amount of €1,200 million. This credit facility was renegotiated on
June 24, 2016, then on June 15, 2018 in order to extend the maturity to five years
from that date. In May 2021, FORVIA has signed with its banks an Amend & Extend agreement
of this syndicated credit line enabling the Group to increase the amount up to €1,500
million, as well as indexing its costs on FORVIA's environmental performance, the
interest rate varying depending upon the achievement of the Group's target of CO2 neutrality for its scopes 1 & 2, and to extend its maturity to five years, i.e.
May 2026, with two one-year extension options submitted to the banks' agreement.
On April 26, 2022, FORVIA has renegotiated its covenant related to its leverage ratio
(ratio Net debt(1) /adjusted EBITDA(2) and which compliance is a condition affecting the availability of this credit facility.
The level of this covenant was not to be tested for June 30, 2022 and was at 3.75x
for December 31, 2022 (instead of 3.0x) before coming back to 3.0x from June 30, 2023
onwards. As of December 31, 2024, this condition was met.
On June 10, 2024, FORVIA has extended the maturity of the syndicated credit facility
to May 26, 2028 for an amount of €1,500 million.
This credit facility includes some restrictive clauses on asset disposals (disposal
representing over 35% of the Group's total consolidated assets requires the prior
approval of banks representing two-thirds of the syndicate) and on the debt level
of some subsidiaries.
As of December 31, 2024, this facility was not drawn.
Syndicated credit facility HELLA
On September 30, 2022, HELLA signed a new syndicated credit facility, replacing the
previous one, for an amount of €450 million, with maturity on September 30, 2025,
with two one year extension options and an option to increase the amount up to €150
million. In September 2024, HELLA has exercised its second extension option to extend
the maturity of this credit line to December 29, 2027.
The cost of this syndicated credit line has been indexed on HELLA's environmental
performance (in term of neutrality of its CO2 emissions on scopes 1 and 2) and on the gender parity objectives within management.
As of December 31, 2024, this facility was not drawn.
Term Loan 2023
FORVIA has signed on June 9, 2023 a new €500 million syndicated loan (Term Loan 2023)
with a maturity to June 2, 2026 and including two one year extension options until
June 2, 2028, submitted to the banks' agreement, the interest rate varying depending
upon the achievement of the Group's target of CO neutrality for its scopes 1, 2 &
3 (controlled emissions). On May 24, 2024, the maturity of this loan has been extended
to June 2, 2027.
This credit facility includes some restrictive clauses on asset disposals (disposal
representing over 35% of the Group's total consolidated assets requires the prior
approval of banks representing two-thirds of the Term Loan) and on the debt level
of some subsidiaries.
(1)
Consolidated net debt.
(2)
Operating income before depreciation of intangible assets acquired plus depreciation,
amortization and funding of provisions for impairment of property, plant and equipment
and intangible assets, corresponding to the past 12 months.
Schuldscheindarlehen
FORVIA has signed on December 17, 2018 a private placement under German Law (Schuldscheindarlehen)
for a total amount of €700 million. This transaction is structured into several tranches
in EUR and USD, at fixed and variable rates, with maturities of 4, 5 and 6 years,
i.e. December 2022, 2023 and 2024. €378 million have been received on December 20,
2018 and the remaining amount has been received in early January 2019. The USD tranches
have been partially converted in EUR resources through long term cross currency swaps.
This private placement has been used to finance the acquisition of Clarion Co., Ltd.
On June 21, 2021 FORVIA has reimbursed by anticipation €226.5 million of the variable
rate tranche of the Schuldscheindarlehen with 2022 maturity. On December 20, 2022,
FORVIA has reimbursed €58.5 million of the fixed rate tranche of the Schuldscheindarlehen
with 2022 maturity.
On June 20, 2023, FORVIA has reimbursed by anticipation US$165 million of the variable
rate tranche of the Schuldscheindarlehen with December 2023 maturity. The US$55 million
long term cross currency swap linked to the repaid tranche has also been closed by
anticipation.
On June 20, 2024, FORVIA has reimbursed by anticipation €137 million of the variable
rate tranche of the Schuldscheindarlehen with December 2024 maturity. The long term
cross currency swap linked to the repaid tranche has also been closed by anticipation.
FORVIA has signed on December 17, 2021 a private placement under German Law (Schuldscheindarlehen)
including ESR performance criteria for a total amount of €700 million and on June
15, 2022 an additional placement of €50 million. This transaction is structured into
several tranches in EUR and USD, at fixed and variable rates, with maturities of 2.5,
4, 5 and 6 years, i.e. July 2024 and January 2026, 2027 and 2028. €435 million have
been received on December 22, 2021 and the remaining amount has been received in early
January 2022. The USD tranches have been partially converted in EUR resources through
long term cross currency swaps. This private placement is part of the prefinancing
of the acquisition of HELLA.
FORVIA has signed on July 12, 2024 a private placement under German Law (Schuldscheindarlehen)
including ESR performance criteria for a total amount of €542.6 million. An additional
placement of €200 million has been signed on July 24, 2024 and July 31, 2024. This
transaction is structured into several tranches in EUR and USD, at fixed and variable
rates, with maturities of 2, 3.5, 5 and 7 years, i.e. July 2026, January 2028, July
2029 and July 2031. This private placement has been used to finance the reimbursement
by anticipation of Schuldschein with 2024 maturity and the remaining outstanding amount
of 2025 bonds for €421 million with a maturity in June 2025.
Schuldscheindarlehen HELLA
HELLA has issued in March 2024 a private placement under German Law (Schuldscheindarlehen)
for a total amount of €200 million. This transaction is structured into several tranches
in EUR, at fixed and variable rates, with maturities of 3, 5 and 7 years, i.e. March
2027, March 2029 and March 2031. This Schuldschein has been used to finance the reimbursement
of €300 million of the 2024 bonds that took place in May 2024.
¥30 billion credit facility
On February 7, 2020, FORVIA has signed a credit facility in yen for an amount of ¥30
billion, with a five-year maturity, aiming at refinancing on a long term basis the
debt of Clarion Co., Ltd. The credit facility comprises two tranches of ¥15 billion
each, one being a loan and the other one a renewable credit line.
The maturity of the credit line has been extended from February 2026 to February 2027
by exercising the second extension option.
On April 26, 2022, FORVIA has renegotiated its covenant related to its leverage ratio
(ratio Net debt(1) /adjusted EBITDA(2) ) and which compliance is a condition affecting the availability of this credit
facility. The level of this covenant was not to be tested for June 30, 2022 and was
at 3.75x for December 31, 2022 (instead of 3.0x) before coming back to 3.0x from June
30, 2023 onwards. As of December 31, 2024, this condition was met.
As of December 31, 2024, the drawn amount was at ¥15 billion, representing €92 million.
(1)
Consolidated net debt.
(2)
Operating income before depreciation of intangible assets acquired plus depreciation,
amortization and funding of provisions for impairment of property, plant and equipment
and intangible assets, corresponding to the past 12 months.
Syndicated loan Latin America
On September 22, 2022, Faurecia Sistemas Automotrices de Mexico Srl signed a syndicated
credit facility for an amount of US$210 million, with various investors from Latin
America. On this basis, FORVIA Sistemas Automotrices de Mexico Srl has borrowed US$100
million and 2 billion mexican pesos at a variable rate with a maturity on March 22,
2028, the amount in pesos being converted in USD resources through long term cross
currency swaps.
On February 10, 2023, Faurecia Sistemas Automotrices de Mexico Srl has suscribed an
additional loan for US$90 million with the same conditions and a maturity to March
22, 2028.
This credit facility includes some restrictive clauses on the debt level of some subsidiaries.
European Investment Bank (EIB) credit facility
On July 1, 2022, FORVIA signed a credit facility for an amount of €315 million, with
a seven year maturity with the European Investment Bank (EIB). This credit facility
aims at financing investments in research and development, in production and deployment
of the hydrogen technology for mobility applications, advanced systems for driving
assistance and driver control systems. It is composed of two tranches: (i) one for
an amount of €289 million (ii) one for an amount of €26 million.
This credit facility includes a covenant on the ratio Net debt(1) /adjusted EBITDA(2) which compliance is a condition affecting the availability of this credit facility,
identical to the syndicated credit facility and which cannot exceed 3.75x for December
31, 2022 and 3.0x from December 31, 2023 onwards. As of December 31, 2024, this condition
was met. It includes as well some restrictive clauses on asset disposals and on the
debt level of some subsidiaries.
In compliance with IAS 20, the difference between the market rate for a comparable
loan at initial date and the interest rate for this loan has been recognized as a
grant; it is recognized in P&L against the costs that the grant aims to compensate
over the loan duration.
As of December 31, 2024, the drawn amount was at €315 million.
2032 & 2033 loan facilities HELLA in yen
On September 17, 2002, HELLA issued a notes certificate for an amount of ¥12 billion
due September 17, 2032, carrying annual interest of 3.50%, payable on March 17 and
September 17 each year, as from March 17, 2003.
On June 16, 2003, HELLA signed a loan for an amount of ¥10 billion due June 20, 2033,
carrying annual interest of 4.02%, payable in USD on June 20 and December 20 each
year, as from December 20, 2003.
As of December 31, 2024, the outstanding amount of these loans amounted to ¥22 billion
(€134.9 million).
Negotiable debt instruments
In the framework of its programs of NEU CP and of NEU MTN, FORVIA issues regularly
NEU CP amounts (with a maturity between one month and one year) and NEU MTN (maturity
above one year). As of December 31, 2024, the outstanding amounts was respectively
of €348.8 million and €69.2 million.
Credit ratings
The Group is rated:
| • |
BB+ negative outlook by Fitch since October 9, 2024;
|
| • |
BB negative outlook by S&P since August 3, 2024;
|
| • |
Ba3 stable outlook by Moody's since October 17, 2024 and at the same date, Moody's
downgraded the bonds' rating of FORVIA S.E. from Ba2 to B1 ;
|
| • |
A- negative outlook by JCR since November 26, 2024.
|
Moreover, HELLA held at 81.59% by FORVIA is rated Ba1 stable outlook by Moody's since
December 16, 2024.
(1)
Consolidated net debt.
(2)
Operating income before depreciation of intangible assets acquired plus depreciation,
amortization and funding of provisions for impairment of property, plant and equipment
and intangible assets, corresponding to the past 12 months.
The Group's global contractual maturity schedule as of December 31, 2024 breaks down
as follows:
|
Carrying Amount |
| (in € million) |
Assets |
Liabilities |
Total |
| Other non-current financial assets |
158.5 |
|
158.5 |
| Other non-current assets |
144.3 |
|
144.3 |
| Trade accounts receivables |
3,962.3 |
|
3,962.3 |
| Cash and cash equivalents |
4,500.4 |
|
4,500.4 |
| Accrued interests |
|
(65.3) |
(1,327.3) |
| Current portion of lease liabilities |
|
(240.4) |
(240.4) |
| Bank borrowings and other financial debts - current |
|
|
|
| Other current debts |
|
(258.0) |
(258.0) |
| Trade accounts payables |
|
(8,508.7) |
(8,508.7) |
| Bonds non current portion (excluding interest) |
|
|
|
| 2026 Bonds |
|
(749.8) |
(749.8) |
| 2026 SLB Bonds |
|
(329.0) |
(329.0) |
| 2026 JPY Bonds |
|
(71.0) |
(71.0) |
| 2027 Bonds |
|
(884.2) |
(884.2) |
| 2027 SLB Bonds |
|
(1,196.1) |
(1,196.1) |
| 2027 JPY Bonds |
|
(41.7) |
(41.7) |
| 2027 HELLA Bond |
|
(499.4) |
(499.4) |
| 2028 Bonds |
|
(697.5) |
(697.5) |
| 2028 JPY Bonds |
|
(4.3) |
(4.3) |
| 2029 Bonds |
|
(500.0) |
(500.0) |
| 2029 Green Bonds |
|
(397.9) |
(397.9) |
| 2031 Bonds |
|
(695.6) |
(695.6) |
| 2032 HELLA Bond |
|
(88.8) |
(88.8) |
| Bank borrowings and other financial debts - non current |
|
|
|
| Term Loan |
|
(498.1) |
(498.1) |
| Schuldschein |
|
(1,473.3) |
(1,473.3) |
| Other non current debts |
|
(1,140.8) |
(1,140.8) |
| Non-current lease liabilities |
|
(813.9) |
(813.9) |
| Interest rate derivatives |
3.1 |
(7.5) |
(4.4) |
| - o/w cash flow hedges |
2.8 |
(7.5) |
(4.7) |
| - o/w derivatives not qualifying for hedge accounting under IFRS |
0.0 |
0.0 |
0.0 |
| - o/w accrued premiums to be paid/paid |
0.3 |
0.0 |
0.3 |
| Currency hedges |
34.5 |
(149.9) |
(115.4) |
| - o/w fair value hedges |
5.8 |
(17.0) |
(11.2) |
| - o/w cash flow hedges |
27.9 |
(125.0) |
(97.1) |
| - o/w derivatives not qualifying for hedge accounting under IFRS |
0.4 |
0.0 |
0.4 |
| - o/w derivatives of net investment hedge |
0.4 |
(7.9) |
(7.5) |
| TOTAL |
8,803.1 |
(19,310.4) |
(11,769.4) |
|
Remaining contractual maturities |
| (in € million) |
0-3 months |
3-6 months |
6-12 months |
1-5 years |
>5 years |
| Other non-current financial assets |
|
|
|
158.5 |
|
| Other non-current assets |
|
|
|
144.3 |
|
| Trade accounts receivables |
3,848.0 |
27.0 |
87.2 |
|
|
| Cash and cash equivalents |
4,500.4 |
|
|
|
|
| Accrued interests |
(50.8) |
(148.5) |
(193.4) |
(849.0) |
(85.4) |
| Current portion of lease liabilities |
(60.7) |
(60.2) |
(119.5) |
|
|
| Bank borrowings and other financial debts - current |
|
|
|
|
|
| Other current debts |
(200.5) |
(2.1) |
(55.4) |
|
|
| Trade accounts payables |
(8,405.1) |
(21.8) |
(81.8) |
|
|
| Bonds non current portion (excluding interest) |
|
|
|
|
|
| 2026 Bonds |
|
|
|
(749.8) |
|
| 2026 SLB Bonds |
|
|
|
(329.0) |
|
| 2026 JPY Bonds |
|
|
|
(71.0) |
|
| 2027 Bonds |
|
|
|
(884.2) |
|
| 2027 SLB Bonds |
|
|
|
(1,196.1) |
|
| 2027 JPY Bonds |
|
|
|
(41.7) |
|
| 2027 HELLA Bond |
|
|
|
(499.4) |
|
| 2028 Bonds |
|
|
|
(697.5) |
|
| 2028 JPY Bonds |
|
|
|
(4.3) |
|
| 2029 Bonds |
|
|
|
(500.0) |
|
| 2029 Green Bonds |
|
|
|
(397.9) |
|
| 2031 Bonds |
|
|
|
|
(695.6) |
| 2032 HELLA Bond |
|
|
|
|
(88.8) |
| Bank borrowings and other financial debts - non current |
|
|
|
|
|
| Term Loan |
|
|
|
(498.1) |
|
| Schuldschein |
|
|
|
(1,373.8) |
(99.5) |
| Other non current debts |
|
|
|
(1,033.4) |
(106.8) |
| Non-current lease liabilities |
|
|
|
(595.1) |
(218.8) |
| Interest rate derivatives |
0.3 |
0.0 |
0.0 |
(7.5) |
2.8 |
| - o/w cash flow hedges |
0.0 |
0.0 |
0.0 |
(7.5) |
2.8 |
| - o/w derivatives not qualifying for hedge accounting under IFRS |
0.0 |
0.0 |
0.0 |
0.0 |
0.0 |
| - o/w accrued premiums to be paid/paid |
0.3 |
0.0 |
0.0 |
0.0 |
0.0 |
| Currency hedges |
(4.0) |
(15,8) |
(15,2) |
(5,9) |
(74,6) |
| - o/w fair value hedges |
2.3 |
(8.9) |
(2.4) |
(2.2) |
0.0 |
| - o/w cash flow hedges |
(6.5) |
(7.0) |
(7.5) |
(1.5) |
(74.6) |
| - o/w derivatives not qualifying for hedge accounting under IFRS |
0.1 |
0.1 |
0.2 |
0.0 |
0.0 |
| - o/w derivatives of net investment hedge |
0.1 |
0.0 |
(5.5) |
(2.1) |
0.0 |
| TOTAL |
(372.4) |
(221.4) |
(378.1) |
(9,430.8) |
(1,366.7) |
27.4 Analysis of borrowings
As of December 31, 2024, the fixed portion of the gross financial debt amounted to
73.6% before taking into account the impact of hedging.
| (in € million) |
2024 |
| Variable rate borrowings |
2,941.3 |
26.4 % |
| Fixed rate borrowings |
8,190.7 |
73.6 % |
| TOTAL |
11,132.0 |
100.0 % |
Borrowings, taking into account foreign exchange swaps, break down by repayment currency
as follows:
| (in € million) |
2024 |
2023 |
| Euros |
9,357.1 |
84.1% |
9,710.7 |
86.0% |
| US Dollars |
1,139.6 |
10.2% |
931.4 |
8.3% |
| Japanese Yen |
367.9 |
3.3% |
379.7 |
3.4% |
| Other currencies |
267.4 |
2.4% |
265.2 |
2.3% |
| TOTAL |
11,132.0 |
100.0% |
11,287.1 |
100.0% |
As of December 31, 2024, the weighted average interest rate on gross outstanding borrowings
was 4.79%.
NOTE 28 Trade payables, accrued taxes and payroll costs
FORVIA has implemented a reverse factoring program since 2017. This program enables
suppliers participating to sell their receivables towards FORVIA to a financial institution
(factor) before their contractual payment term. Relations between the parties are
structured through two contracts:
| • |
FORVIA suppliers are entering a factoring contract with the factor, for the receivables
they have towards FORVIA;
|
| • |
FORVIA signs a contract with the factor in which FORVIA commits to pay these invoices
at the contractual payment term to the factor (once the invoices have been validated).
|
This program enables the participating suppliers to have their receivables paid on
a short term by the factor. FORVIA pays these invoices at their contractual due date
to the factor.
The scheme's analysis has led FORVIA to consider that the nature of these invoices
was not changed by the implementation of this program. They are therefore still classified
as trade payables in the balance sheet and in change in working capital requirement
in the consolidated cash flow statement.
| (in € million) |
2024 |
2023 |
| Total trade payables |
8,508.7 |
8,397.9 |
| out of which trade payables for which the suppliers have already been paid by the
factor at their initiative |
723.7 |
844.0 |
| memo: Amount of trade payables being part to a supplier finance arrangement program
(within the limit on the negotiated lines) |
1,066.9 |
1,123.0 |
Average payment terms corresponding to the total trade payables are of around 115
days; average payment terms corresponding to the trade payables from suppliers having
subscribed to the supplier finance arrangements are of between 80 and 90 days, they
can vary depending on the geographical area of origin of the suppliers.
There has been no significant non cash change in the amount of trade payables being
part to a supplier finance arrangement program apart from variances linked to foreign
exchange rates.
| (in € million) |
2024 |
2023 |
| Trade payables (A) |
(8,509) |
(8,398) |
| Material Consumption + External Charges (C1) (over 12 months) |
(18,896) |
(19,629) |
| Agent Flow (C2) (over 12 months) |
(5,226) |
(7,385) |
| Material Consumption with Agent Flows (C=C1+C2) |
(24,122) |
(27,014) |
| Days of Purchases Outstanding - DPO (A excl VAT/C/360) |
115 days |
102 days |
| of which FX and scope effect year-on-year |
5 days |
|
|
Total Group |
o/w |
| Days of Purchases Outstanding -DPO |
2024 |
EMEA |
Americas |
Asia |
| Total trade payables |
115 days |
97 days |
96 days |
167 days |
| Total trade payables from suppliers having subscribed to the supplier finance arrangements
within the limit on the negotiated lines |
82 days |
95 days |
76 days |
57 days |
Nota : the computation of the days of purchases outstanding ratio necessitates the
reintegration of the gross amount of agent flows (see note 1.3) which are neither
included in the consolidated sales, nor in cost of goods sold in compliance with IFRS15,
but are included in the working capital in inventory, trade payables and trade receivables.
NOTE 29 Accrued taxes and payroll costs
| (in € million) |
2024 |
2023 |
| Accrued payroll costs |
672.9 |
699.4 |
| Payroll taxes |
148.5 |
152.7 |
| Employee profit-sharing |
44.6 |
40.4 |
| Other accrued taxes and payroll costs |
164.8 |
168.8 |
| TOTAL |
1,030.8 |
1,061.3 |
NOTE 30 Sundry payables
| (in € million) |
2024 |
2023 |
| Due to suppliers of non-current assets |
313.4 |
313.2 |
| Prepaid income |
45.7 |
77.2 |
| Current taxes |
162.7 |
168.8 |
| Other |
337.4 |
313.6 |
| Currency derivatives for operations |
48.1 |
10.6 |
| TOTAL |
907.3 |
883.4 |
NOTE 31 Financial instruments
31.1 Financial instruments recorded in the balance sheet
|
12/31/2024 |
| (in € million) |
Balance Sheet Carrying amount |
Carrying amount not defined as financial instruments |
| Other equity interests |
114.9 |
|
| Other non-current financial assets |
158.5 |
|
| Trade accounts receivables |
3,962.3 |
3,962.3 |
| Other operating receivables |
510.6 |
483.2 |
| Other non-current assets |
144.3 |
143.4 |
| Other receivables and prepaid expenses |
1,335.0 |
1,306.3 |
| Currency derivatives |
4.8 |
|
| Interest rate derivatives |
0.0 |
|
| Cash and cash equivalents |
4,500.4 |
|
| FINANCIAL ASSETS |
10,730.8 |
5,895.2 |
| Long-term debt(3) |
9,355.3 |
1.3 |
| Non-current lease liabilities |
813.9 |
|
| Short-term debt |
722.4 |
|
| Current portion of lease |
|
|
| liabilities |
240.4 |
|
| Prepayments on customers contracts |
1,048.8 |
1,048.8 |
| Trade payables |
8,508.7 |
8,508.7 |
| Accrued taxes and payroll costs |
1,030.8 |
1,030.8 |
| Other non current liabilities |
69.5 |
38.8 |
| Sundry payables |
907.3 |
859.2 |
| FINANCIAL LIABILITIES |
22,697.1 |
11,487.5 |
|
Breakdown by category of instrument(1) |
| (in € million) |
Financial assets/ liabilities at fair value through profit or loss(2) |
Financial assets/ liabilities at fair value through equity(2) |
Assets and liabilities at amortized cost |
Financial assets/ liabilities measured at fair value |
| Other equity interests |
114.9 |
|
|
114.9 |
| Other non-current financial assets |
0.9 |
2.8 |
154.8 |
158.5 |
| Trade accounts receivables |
|
|
|
0.0 |
| Other operating receivables |
1.4 |
26.0 |
|
27.4 |
| Other non-current assets |
|
0.9 |
|
0.9 |
| Other receivables and prepaid expenses |
|
28.7 |
|
28.7 |
| Currency derivatives |
4.8 |
|
|
4.8 |
| Interest rate derivatives |
0.0 |
0.0 |
|
0.0 |
| Cash and cash equivalents |
4,500.4 |
|
|
4,500.4 |
| FINANCIAL ASSETS |
4,622.4 |
58.4 |
154.8 |
4,835.6 |
| Long-term debt(3) |
33.8 |
51.6 |
9,268.6 |
9,111.2 |
| Non-current lease liabilities |
|
|
813.9 |
813.9 |
| Short-term debt |
13.6 |
4.9 |
704.0 |
722.4 |
| Current portion of lease |
|
|
|
|
| liabilities |
|
|
240.4 |
240.4 |
| Prepayments on customers contracts |
|
|
|
0.0 |
| Trade payables |
|
|
|
0.0 |
| Accrued taxes and payroll costs |
|
|
|
0.0 |
| Other non current liabilities |
28.3 |
2.4 |
|
30.7 |
| Sundry payables |
9.3 |
38.8 |
|
48.1 |
| FINANCIAL LIABILITIES |
85.0 |
97.7 |
11,026.9 |
10,966.7 |
(1)
No financial instruments were transferred between categories during the year 2024.
(2)
All of the instruments in this category are financial assets or liabilities designated
as measured on initial recognition.
(3)
The fair value of the bonds, excluding accrued interest, was established on the basis
of the year-end market value (December 31, 2024): for the 2026 bonds quoted 98.79%
of par, at €740.9 million ; for the SLB 7.25% 2026 bonds quoted 103.20% of par, at
€340.7 million ; for the 2026 bonds in Yen quoted 99.67% of par, at €71.5 million
; for the 2027 bonds quoted 95.00% of par, at €845.5 million; for the 2027 bonds SL
quoted 96.16% of par, at €1,153.9 million; for the 2027 HELLA bonds quoted 94.99%
of par, at €474.9 million; for the 2027 bonds in Yen quoted 99.45% of par, at €41.5
million ; for the 2028 bonds quoted 97.27% of par, at €680.9 million; for the 2028
bonds in Yen quoted 99.34% of par, at €4.3 million, for the 2029 green bonds quoted
89.73% of par, at €358.9 million, for the 2029 bonds quoted 100.02% of par, at €500.1
million and for the 2031 bonds quoted 99.88% of par, at €699.2 million.
|
12/31/2023 |
| (in € million) |
Balance Sheet Carrying amount |
Carrying amount not defined as financial instruments |
| Other equity interests |
116.4 |
|
| Other non-current financial assets |
156.5 |
|
| Trade accounts receivables |
4,132.9 |
4,132.9 |
| Other operating receivables |
593.4 |
541.3 |
| Other non-current assets |
154.7 |
152.8 |
| Other receivables and prepaid expenses |
1,449.2 |
1,414.6 |
| Currency derivatives |
4.5 |
|
| Interest rate derivatives |
4.2 |
|
| Cash and cash equivalents |
4,273.9 |
|
| FINANCIAL ASSETS |
10,885.7 |
6,241.7 |
| Long-term debt(3) |
8,686.7 |
2.0 |
| Non-current lease liabilities |
836.5 |
|
| Short-term debt |
1,544.8 |
|
| Current portion of lease liabilities |
219.1 |
|
| Prepayments on customers contracts |
1,051.4 |
1,051.4 |
| Trade payables |
8,397.9 |
8,397.9 |
| Accrued taxes and payroll costs |
1,061.3 |
1,061.3 |
| Other non-current liabilities |
72.0 |
42.2 |
| Sundry payables |
883.4 |
872.9 |
| FINANCIAL LIABILITIES |
22,753.1 |
11,427.6 |
|
Breakdown by category of instrument(1) |
| (in € million) |
Financial assets/ liabilities at fair value through profit or loss(2) |
Financial assets/ liabilities at fair value through equity(2) |
Assets and liabilities at amortized cost |
Financial assets/ liabilities measured at fair value |
| Other equity interests |
116.4 |
|
|
116.4 |
| Other non-current financial assets |
16.6 |
0.5 |
139.4 |
156.5 |
| Trade accounts receivables |
|
|
|
0.0 |
| Other operating receivables |
2.5 |
49.6 |
|
52.1 |
| Other non-current assets |
|
1.9 |
|
1.9 |
| Other receivables and prepaid expenses |
|
34.6 |
|
34.6 |
| Currency derivatives |
4.5 |
|
|
4.5 |
| Interest rate derivatives |
0.1 |
4.1 |
|
4.2 |
| Cash and cash equivalents |
4,273.9 |
|
|
4,273.9 |
| FINANCIAL ASSETS |
4,414.1 |
90.6 |
139.4 |
4,644.1 |
| Long-term debt(3) |
29.6 |
41.1 |
8,614.0 |
8,744.1 |
| Non-current lease liabilities |
|
|
836.5 |
836.5 |
| Short-term debt |
3.9 |
0.7 |
1,540.3 |
1,544.8 |
| Current portion of lease liabilities |
|
|
219.1 |
219.1 |
| Prepayments on customers contracts |
|
|
|
0.0 |
| Trade payables |
|
|
|
0.0 |
| Accrued taxes and payroll costs |
|
|
|
0.0 |
| Other non-current liabilities |
29.4 |
0.4 |
|
29.8 |
| Sundry payables |
0.3 |
10.2 |
|
10.5 |
| FINANCIAL LIABILITIES |
63.2 |
52.4 |
11,209.8 |
11,384.9 |
(1)
No financial instruments were transferred between categories during the year 2023
(2)
All of the instruments in this category are financial assets or liabilities designated
as measured on initial recognition.
(3)
The fair value of the bonds, excluding accrued interest, was established on the basis
of the year-end market value (December 31, 2023): for the 2024 HELLA bonds quoted
98.60% of par, at €295.8 million; for the 2025 bonds quoted 98.17% of par, at €981.7
million; for the 2026 bonds quoted 98.06% of par, at €735.5 million; for the SLB 7.25%
2026 bonds quoted 106.06% of par, at €848.4 million; for the 2026 bonds in Yen quoted
100.10% of par, at €74.9 million; for the 2027 bonds quoted 94.59% of par, at €841.9
million; for the 2027 bonds SL quoted 95.70% of par, at €1,148.4 million; for the
2027 HELLA bonds quoted 91.56% of par, at €457.8 million; for the 2027 bonds in Yen
quoted 100.36% of par, at €43.7 million; for the 2028 bonds quoted 98.07% of par,
at €686.5 million; for the 2028 bonds in Yen quoted 100.61% of par, at €4.5 million
and for the 2029 green bonds quoted 91.33% of par, at €365.3 million.
Moreover, FORVIA has signed in 2022 two power purchase contracts (VPPA) in wind farms
in Sweden for a total production of 638 GWh per year (ten years contracts). These
contracts, except the component of guarantees of origin acquisition, are considered
as financial instruments according to IFRS 9. As of December 31, 2024, the variance
of the fair value of the contracts represented a loss of €0.7 million accounted for
in other financial income and expense (fair value at level 3). The guarantees of origin
are for FORVIA own-use.
The main measurement methods applied are as follows:
| • |
items accounted for at fair value through profit or loss, as well as hedging instruments,
are measured using a valuation technique based on rates quoted on the interbank market,
such as Euribor and exchange rates set daily by the European Central Bank;
|
| • |
financial liabilities are primarily recognized at amortized cost calculated using
the effective interest rate method;
|
| • |
the fair value of trade receivables and payables related to manufacturing and sales
operations corresponds to their carrying value given of their very short maturities.
|
The impact of financial instruments on income:
|
2024 |
Breakdown by category of instrument |
| (in € million) |
Impact Income |
Financial assets/ liabilities at fair value through profit or loss |
Financial liabilities at amortized cost |
Instruments derivatives |
| Translation differences on commercial transactions |
11.7 |
14.9 |
|
(3.2) |
| Income on loans, cash investments and marketable securities |
129.4 |
129.4 |
|
|
| Finance costs |
(624.6) |
|
(624.6) |
|
| Other financial income and expenses |
(66.6) |
(34.3) |
(36.5) |
4.2 |
| Net income (expenses) |
(550.1) |
110.0 |
(661.1) |
1.0 |
|
2023 |
Breakdown by category of instrument |
| (in € million) |
Impact Income |
Financial assets/ liabilities at fair value through profit or loss |
Financial liabilities at amortized cost |
Instruments derivatives |
| Translation differences on commercial transactions |
63.8 |
61.4 |
|
2.4 |
| Income on loans, cash investments and marketable securities |
90.7 |
90.7 |
|
|
| Finance costs |
(586.2) |
|
(586.2) |
|
| Other financial income and expenses |
(52.3) |
(14.5) |
(22.7) |
(15.1) |
| Net income (expenses) |
(484.0) |
137.6 |
(608.9) |
(12.7) |
As of December 31, 2024, movements in provisions for impairment break down as follows
by category of financial asset:
| (in € million) |
Balance as of January 1, 2024 |
Additions |
Utilizations |
| Doubtful accounts |
(31.1) |
(44.8) |
37.7 |
| Shares in non-consolidated companies |
(24.6) |
(13.1) |
0.3 |
| Non-current financial assets |
(16.3) |
(19.7) |
1.0 |
| Other receivables |
(17.4) |
0.0 |
0.8 |
| TOTAL |
(89.4) |
(77.5) |
39.8 |
| (in € million) |
Reversals (surplus provisions) |
Change in scope of consolidation and other changes |
Balance as of December 31, 2024 |
| Doubtful accounts |
0.0 |
(0.3) |
(38.6) |
| Shares in non-consolidated companies |
0.0 |
(0.7) |
(37.9) |
| Non-current financial assets |
0.0 |
(1.7) |
(36.7) |
| Other receivables |
0.0 |
0.2 |
(16.3) |
| TOTAL |
0.0 |
(2.4) |
(129.5) |
31.2 Financial instruments - fair value hierarchy
The Group's financial instruments that are measured at fair value break down as follows
by level of fair value measurement:
Level 1 (prices quoted in active markets) for short-term cash investments and Level
2 (measured using a valuation technique based on rates quoted on the interbank market
and exchange rates set daily by the European Central Bank) for currency and interest
rate instruments.
NOTE 32 Hedging of currency and interest rate risks
32.1 Transactions in foreign currencies and derivatives
Transactions in foreign currencies are converted at the exchange rate prevailing on
the transaction date. Receivables and payables are converted at the year-end exchange
rate. Resulting gains or losses are recorded in the income statement as operating
income or expenses for operating receivables and payables, and under "Other financial
income and expenses" for other receivables and payables.
FORVIA uses derivative instruments traded on organized markets or purchased over the
counter from first-rate counterparties to hedge currency and interest rate risks.
They are recorded at fair value in the balance sheet.
32.2 Hedging of currency risks
Currency risks relating to the commercial transactions of the Group's subsidiaries
are managed centrally by FORVIA, except HELLA and its subsidiaries, using forward
purchase and sale contracts and options as well as foreign currency financing. FORVIA
manages the hedging of currency risks on a central basis, through the Group Finance
and Treasury department, which reports to the Executive Management. Hedging decisions
are made by a Market Risk Management Committee that meets on a monthly basis.
Currency risks relating to the commercial transactions of the HELLA's subsidiaries,
are managed centrally by HELLA, using forward purchase and sale contracts and options
as well as foreign currency financing. HELLA manages the hedging of currency risks
on a central basis, through the Treasury department, which reports to the Executive
Management.
Currency risks on forecasted transactions are hedged on the basis of estimated cash
flows determined when budgets are prepared, validated by Executive Management; these
forecasts are updated on a regular basis. The related derivatives are classified as
cash flow hedges when there is a hedging relationship that satisfies the IFRS 9 criteria.
Subsidiaries with a functional currency different from the euro are granted inter-company
loans in their operating currencies. Although these loans are refinanced in euros
and eliminated in consolidation, they contribute to the Group's currency risk exposure
and are therefore hedged through foreign exchange swaps or financing in the concerned
currency.
The effective portion of changes in the fair value of instruments used to hedge future
revenues is recorded in equity and taken to operating income when the hedged revenues
are received.
Changes in the fair value of instruments used to hedge trade receivables and payables
are recorded as operating income or expense.
The portion of the change in fair value of these hedges that is ineffective (time
value of the hedges) is recorded under "Other financial income and expenses" together
with changes in the fair value of instruments used to hedge otherreceivables and payables
except for the changes in the fair value of cash flow hedges which are recorded in
amounts to be potentially reclassified to profit or loss.
The foreign exchange exposure of investments in equity (in different currency than
euro) is generally not hedged using financial instruments. However, the Group has
decided to partially hedge its net investment in China. Foreign exchange gains or
losses related to these hedges directly impact equity for the variance of the intrinsic
value; variances of the timevalue are recorded under "Other financial income and expenses".
2024
| Currency exposure |
USD |
CZK |
CNY |
GBP |
| (in € million) |
|
|
|
|
| Trade receivables (net of payables) |
109.6 |
(108.6) |
116.3 |
12.0 |
| Financial assets (net of liabilities)(1) |
344.2 |
(2.6) |
(487.1) |
(123.2) |
| Forecast transactions(2) |
129.6 |
(156.6) |
(2.3) |
(43.7) |
| Net position before hedging |
583.3 |
(267.7) |
(373.0) |
(154.9) |
| Currency hedges |
(484.4) |
200.4 |
347.2 |
133.6 |
| Net position after hedging |
99.0 |
(67.4) |
(25.8) |
(21.3) |
| Currency exposure |
PLN |
MXN |
JPY |
| (in € million) |
|
|
|
| Trade receivables (net of payables) |
(43.1) |
(122.4) |
53.8 |
| Financial assets (net of liabilities)(1) |
0.0 |
(7.0) |
154.1 |
| Forecast transactions(2) |
(88.3) |
(134.5) |
105.2 |
| Net position before hedging |
(131.4) |
(263.9) |
313.1 |
| Currency hedges |
109.6 |
298.0 |
(271.6) |
| Net position after hedging |
(21.8) |
34.1 |
41.5 |
(1)
Including inter-company financing.
(2)
Commercial exposure anticipated over the next 6 months.
2023
| Currency exposure (in € million) |
USD |
CZK |
CNY |
RUB |
| Trade receivables (net of payables) |
94.6 |
(111.3) |
159.2 |
2.5 |
| Financial assets (net of liabilities)(1) |
226.7 |
(1.8) |
(349.0) |
(27.6) |
| Forecast transactions(2) |
147.4 |
(139.4) |
41.5 |
0.5 |
| Net position before hedging |
468.7 |
(252.4) |
(148.3) |
(24.6) |
| Currency hedges |
(354.0) |
196.3 |
178.0 |
0.0 |
| Net position after hedging |
114.7 |
(56.1) |
29.7 |
(24.6) |
| Currency exposure (in € million) |
GBP |
PLN |
MXN |
JPY |
| Trade receivables (net of payables) |
2.1 |
(21.4) |
(95.6) |
52.9 |
| Financial assets (net of liabilities)(1) |
(97.2) |
0.0 |
15.2 |
34.8 |
| Forecast transactions(2) |
(33.4) |
(92.0) |
(158.3) |
31.4 |
| Net position before hedging |
(128.4) |
(113.4) |
(238.7) |
119.1 |
| Currency hedges |
118.8 |
79.0 |
212.3 |
(211.2) |
| Net position after hedging |
(9.6) |
(34.4) |
(26.4) |
(92.0) |
(1)
Including inter-company financing.
(2)
Commercial exposure anticipated over the next six months.
Hedging instruments are recognized in the balance sheet at fair value. Fair value
is determined based on measurements confirmed by banking counterparties.
Information on hedged notional amounts
| (in € million) |
Carrying amount |
Notional amount(1) |
| December 31, 2024 |
Assets |
Liabilities |
|
| Fair value hedges |
|
|
|
| - forward currency contracts |
0.1 |
(0.1) |
10.8 |
| - foreign currencies swaps |
4.8 |
(13.7) |
1,230.2 |
| - cross-currency swaps |
0.9 |
(3.0) |
106.5 |
| Cash flow hedges |
|
|
|
| - forward currency contracts |
23.3 |
(46.5) |
2,134.3 |
| - currency option |
4.5 |
(3.9) |
363.7 |
| - cross-currency swaps |
0.0 |
(74.7) |
134.9 |
| Net Investment Hedge |
|
|
|
| - forward currency contracts |
0.0 |
(7.7) |
409.4 |
| - currency option |
0.4 |
(0.3) |
100.2 |
| Not eligible for hedge accounting |
0.4 |
0.0 |
26.3 |
| TOTAL |
34.5 |
(149.9) |
|
| (in € million) |
Maturities of notional amount |
| December 31, 2024 |
< 1 year |
1 to 5 years |
> 5 years |
| Fair value hedges |
|
|
|
| - forward currency contracts |
10.8 |
0.0 |
0.0 |
| - foreign currencies swaps |
1,230.2 |
0.0 |
0.0 |
| - cross-currency swaps |
0.0 |
106.5 |
0.0 |
| Cash flow hedges |
|
|
|
| - forward currency contracts |
1,973.6 |
160.7 |
0.0 |
| - currency option |
363.7 |
0.0 |
0.0 |
| - cross-currency swaps |
0.0 |
0.0 |
134.9 |
| Net Investment Hedge |
|
|
|
| - forward currency contracts |
274.2 |
135.2 |
0.0 |
| - currency option |
100.2 |
0.0 |
0.0 |
| Not eligible for hedge accounting |
26.3 |
0.0 |
0.0 |
| TOTAL |
|
|
|
(1)
Notional amounts based on absolute values.
| (in € million) |
Carrying amount |
Notional amount(1) |
| 12/31/2023 |
Assets |
Liabilities |
|
| Fair value hedges |
|
|
|
| - Forward currency contracts |
0.0 |
(0.1) |
23.6 |
| - Foreign currencies swaps |
4.6 |
(4.2) |
1,141.3 |
| - Cross-currency swaps |
17.0 |
(1.5) |
137.1 |
| Cash flow hedges |
|
|
|
| - Forward currency contracts |
48.2 |
(10.0) |
1,871.9 |
| - Currency option |
5.7 |
(0.9) |
372.8 |
| - Cross-currency swaps |
0.0 |
(68.4) |
140.7 |
| Net Investment Hedge |
|
|
|
| - Forward currency contracts |
0.0 |
(0.5) |
195.8 |
| Not eligible for hedge accounting |
0.0 |
0.0 |
8.8 |
| TOTAL |
75.5 |
(85.6) |
|
| (in € million) |
Maturities of notional amount |
| 12/31/2023 |
< 1 year |
1 to 5 years |
> 5 years |
| Fair value hedges |
|
|
|
| - Forward currency contracts |
23.6 |
0.0 |
0.0 |
| - Foreign currencies swaps |
1,141.3 |
0.0 |
0.0 |
| - Cross-currency swaps |
0.0 |
137.1 |
0.0 |
| Cash flow hedges |
|
|
|
| - Forward currency contracts |
1,730.8 |
141.1 |
0.0 |
| - Currency option |
372.8 |
0.0 |
0.0 |
| - Cross-currency swaps |
0.0 |
0.0 |
140.7 |
| Net Investment Hedge |
|
|
|
| - Forward currency contracts |
195.8 |
0.0 |
0.0 |
| Not eligible for hedge accounting |
8.8 |
0.0 |
0.0 |
| TOTAL |
|
|
|
(1)
Notional amounts based on absolute values.
The sensitivity of Group income and equity as of December 31, 2024 to a fluctuation
in exchange rates against the euro is as follows:
| Currency |
USD |
CZK |
CNY |
| 2024 |
1.04 |
25.19 |
7.58 |
| Currency fluctuation scenario (depreciation of currency/EUR) |
5.0% |
5.0% |
5.0% |
| Exchange rate after currency depreciation |
1.09 |
26.44 |
7.96 |
| Impact on pre-tax income (in € million) |
(7.7) |
5.5 |
2.9 |
| Impact on other comprehensive income (in € million) |
14.5 |
(14.6) |
23.9 |
| Currency |
GBP |
PLN |
MXN |
JPY |
| 2024 |
0.83 |
4.28 |
21.55 |
163.06 |
| Currency fluctuation scenario (depreciation of currency/EUR) |
5.0% |
5.0% |
5.0% |
5.0% |
| Exchange rate after currency depreciation |
0.87 |
4.49 |
22.63 |
171.21 |
| Impact on pre-tax income (in € million) |
(0.4) |
2.3 |
7.0 |
(7.3) |
| Impact on other comprehensive income (in € million) |
0.0 |
(6.9) |
(8.6) |
(1.0) |
These impacts reflect (i) the effect on the income statement of currency fluctuations
on the year-end valuation of assets and liabilities recognized on the balance sheet,
net of the impact of the change in the intrinsic value of hedging instruments (both
those qualifying and not qualifying as fair value hedges) and (ii) the effect on equity
of the change in the intrinsic value of hedging instruments for derivatives qualifying
as cash-flow hedges.
32.3 Interest rate hedges
FORVIA manages the hedging of interest rate risks on a central basis. Such management
is implemented through the Group Finance and Treasury department, which reports to
the Executive Management. Hedging decisions are made by a Market Risk Management Committee
that meets on a monthly basis.
HELLA manages the hedging of interest rate risks on a central basis. Such management
is implemented through the Group Finance and Treasury department, which reports to
the Executive Management.
Changes in the fair value of interest rate hedges are recorded directly in "Other
financial income and expenses" when the hedging relationship cannot be demonstrated
under IFRS 9, or where the Group has elected not to apply hedge accounting principles.
The table below shows the Group's interest rate position, with assets, liabilities
and derivatives broken down into fixed or variable rates. Financial assets include
cash and cash equivalents and interest rate hedges include interest rate swaps as
well as in-the-money options.
| (in € million) |
Under 1 year |
1 to 2 years |
| 2024 |
Fixed rate |
Variable Rate |
Fixed rate |
Variable Rate |
| Financial assets |
|
4,505.7 |
|
|
| Financial liabilities |
(260.4) |
(702.4) |
(1,469.6) |
(316.0) |
| Net position before hedging |
(260.4) |
3,803.3 |
(1,469.6) |
(316.0) |
| Interest rate hedges |
0.0 |
0.0 |
0.0 |
0.0 |
| Net position after hedging |
(260.4) |
3,803.3 |
(1,469.6) |
(316.0) |
| (in € million) |
2 to 5 years |
More than 5 years |
| 2024 |
Fixed rate |
Variable Rate |
Fixed rate |
Variable Rate |
| Financial assets |
|
0.9 |
|
2.8 |
| Financial liabilities |
(5,287.5) |
(1,841.4) |
(1,173.2) |
(81.5) |
| Net position before hedging |
(5,287.5) |
(1,840.4) |
(1,173.2) |
(78.7) |
| Interest rate hedges |
(317.5) |
317.5 |
(200.0) |
200.0 |
| Net position after hedging |
(5,605.0) |
(1,522.9) |
(1,373.2) |
121.3 |
| (in € million) |
Total |
| 2024 |
Fixed rate |
Variable Rate |
| Financial assets |
|
4,509.4 |
| Financial liabilities |
(8,190.7) |
(2,941.2) |
| Net position before hedging |
(8,190.7) |
1,568.2 |
| Interest rate hedges |
(517.5) |
517.5 |
| Net position after hedging |
(8,708.2) |
2,085.7 |
| (in € million) |
Under 1 year |
1 to 2 years |
| 2023 |
Fixed rate |
Variable Rate |
Fixed rate |
Variable Rate |
| Financial assets |
|
4,282.7 |
|
|
| Financial liabilities |
(613.2) |
(1,236.9) |
(1,200.6) |
(190.0) |
| Net position before hedging |
(613.2) |
3,045.8 |
(1,200.6) |
(190.0) |
| Interest rate hedges |
(137.0) |
137.0 |
0.0 |
0.0 |
| Net position after hedging |
(750.2) |
3,182.8 |
(1,200.6) |
(190.0) |
| (in € million) |
2 to 5 years |
More than 5 years |
| 2023 |
Fixed rate |
Variable Rate |
Fixed rate |
Variable Rate |
| Financial assets |
|
17.0 |
|
0.1 |
| Financial liabilities |
(5,471.2) |
(1,469.7) |
(1,105.5) |
0.0 |
| Net position before hedging |
(5,471.2) |
(1,452.7) |
(1,105.5) |
0.1 |
| Interest rate hedges |
30.3 |
(30.3) |
(225.0) |
225.0 |
| Net position after hedging |
(5,440.9) |
(1,483.0) |
(1,330.5) |
225.1 |
| (in € million) |
Total |
| 2023 |
Fixed rate |
Variable Rate |
| Financial assets |
|
4,299.8 |
| Financial liabilities |
(8,390.4) |
(2,896.6) |
| Net position before hedging |
(8,390.4) |
1,403.2 |
| Interest rate hedges |
(331.7) |
331.7 |
| Net position after hedging |
(8,722.1) |
1,734.9 |
Cross-currency swaps variable/fixed rate are included in the above detailed position,
but their value in the balance sheet as well as the notional amounts are included
in the corresponding table for currency hedging instruments in Note 32.2 and not in
the interest rate hedging instruments hereafter.
The main components of the fixed rate debt are the bonds issued by FORVIA S.E. and
HELLA; EIB credit facility maturing in 2029; a part of the Schuldscheindarlehen issued
in December 2021 and in July 2024; HELLA Bilaterals maturing in 2032 and 2033 (see
Note 27.3).
The majority of interest rate derivatives as of December 31, 2024 aim at hedging the
variable part of the Schuldscheindarlehen against an interest rate increase.
In December 2024, FORVIA has implemented a pre hedging with rate swaps with delayed
start, in order to hedge a portion of the future issuance of debt. As of December
31, 2024, the nominal value of this pre hedge was €300 million, with a value booked
in assets for €2.8 million.
The notional amounts of the Group's interest rate hedges break down as follow:
| (in € million) |
Carrying amount |
Notional amounts by maturity |
| 12/31/2024 |
Assets |
Liabilities |
< 1 year |
1 to 5 years |
> 5 years |
| Interest rate options |
0.0 |
0.0 |
0.0 |
0.0 |
0.0 |
| Variable rate/fixed rate swaps |
2.2 |
(7.5) |
0.0 |
217.5 |
300.0 |
| Swaption |
0.6 |
0.0 |
0.0 |
0.0 |
100.0 |
| Accrued premiums payable |
0.3 |
0.0 |
0.0 |
0.0 |
0.0 |
| TOTAL |
3.1 |
(7.5) |
0.0 |
217.5 |
400.0 |
| (in € million) |
Carrying amount |
Notional amounts by maturity |
| 12/31/2023 |
Assets |
Liabilities |
< 1 year |
1 to 5 years |
> 5 years |
| Interest rate options |
0.0 |
0.0 |
0.0 |
0.0 |
0.0 |
| Variable rate/fixed rate swaps |
4.3 |
(0.6) |
137.0 |
225.0 |
0.0 |
| Swaption |
0.0 |
0.0 |
0.0 |
0.0 |
0.0 |
| Accrued premiums payable |
0.0 |
0.0 |
0.0 |
0.0 |
0.0 |
| TOTAL |
4.3 |
(0.6) |
137.0 |
225.0 |
0.0 |
A part of the Group borrowings being at variable rates as stated in Note 27.4, a rise
in short-term rates would therefore have an impact on financial expense.
The sensitivity tests performed, assuming a 100 bp increase in average interest rates
compared to the rate curve as of December 31, 2024, show that the effect on net financial
expense (before taxes) would not be significant, taking into account the profile of
the Group's borrowings and derivatives in place as of December 31, 2024.
32.4 Counterpart risk on derivatives
FORVIA's counterparty risk connection with its derivatives is not significant as the
majority of its derivatives are arranged with banks with strong ratings that form
part of its banking pool. The consideration of derivatives compensation agreements
existing with counterparts, is summarized as follows:
|
(a) |
(b) |
(c) = (a) - (b) |
| Financial assets as of December 31, 2024 |
Gross amount value (before compensation) |
Gross Amounts compensated (according to IAS 32) |
Net amounts presented in the balance sheet |
| Derivatives |
37.4 |
0.0 |
37.4 |
| Other financial instruments |
0.0 |
0.0 |
0.0 |
| TOTAL |
37.4 |
0.0 |
37.4 |
|
(d) Related amounts not set off in the balance sheet (not fullfiling IAS 32 compensation
criteria) |
(e) = (c) - (d) |
| Financial assets as of December 31, 2024 |
Financial instruments |
Collaterals received |
Net amount |
| Derivatives |
20.3 |
0.0 |
17.1 |
| Other financial instruments |
0.0 |
0.0 |
0.0 |
| TOTAL |
20.3 |
0.0 |
17.1 |
|
(a) |
(b) |
(c) = (a) - (b) |
| Financial liabilities as of December 31, 2024 |
Gross amount value (before compensation) |
Gross Amounts compensated (according to IAS 32) |
Net amounts presented in the balance sheet |
| Derivatives |
157.4 |
0.0 |
157.4 |
| Other financial instruments |
0.0 |
0.0 |
0.0 |
| TOTAL |
157.4 |
0.0 |
157.4 |
|
(d) Related amounts not set off in the balance sheet (not fullfiling IAS 32 compensation
criteria) |
(e) = (c) - (d) |
| Financial liabilities as of December 31, 2024 |
Financial instruments |
Collaterals received |
Net amount |
| Derivatives |
20.3 |
0.0 |
137.1 |
| Other financial instruments |
0.0 |
0.0 |
0.0 |
| TOTAL |
20.3 |
0.0 |
137.1 |
NOTE 33 Commitments given and contingent liabilities
Commitments given
| (in € million) |
2024 |
2023 |
| Future minimum lease payments(1) |
28.6 |
70.5 |
| Debt collateral: |
|
|
| - mortgages |
1.9 |
2.2 |
| Other debt guarantees |
86.4 |
106.6 |
| Firm orders for property, plant and equipment and intangible assets |
252.7 |
353.1 |
| Other |
10.5 |
4.0 |
| TOTAL |
380.1 |
536.4 |
(1)
Commitments on future lease payments are considering for December 2024 only obligations
not reflected in the lease liability, such as payments on contracts corresponding
to exemption criteria allowed by IFRS 16 and considered by the Group as well as future
payments on signed contracts which execution has not yet started.
Future minimum lease payments break down as follows:
| (in € million) |
2024 |
2023 |
| N+1 |
11.9 |
22.4 |
| N+2 |
7.5 |
11.3 |
| N+3 |
5.8 |
10.7 |
| N+4 |
2.0 |
6.9 |
| N+5 and above |
1.4 |
19.1 |
| TOTAL |
28.6 |
70.5 |
Expiry dates of mortgages and guarantees:
| (in € million) |
2024 |
| - less than a year |
41.4 |
| - 1 to 5 years |
27.5 |
| - more than 5 years |
19.5 |
| TOTAL |
88.3 |
NOTE 34 Related party transactions
Transactions with consolidated entities are eliminated by the consolidation process.
FORVIA's business relations with nonconsolidated or Equity consolidated entities are
considered as non-significant.
NOTE 35 Management compensation
Total compensation for 2024 awarded to the members of the Board of Directors and the
Group Executive Committee serving in this capacity as at December 31, 2024 amounted
to €19,573,390 including directors' fees of €1,200,000 compared with the 2023 figures
of €17,382,859 and €703,571 respectively.
NOTE 36 Fees paid to the Statutory Auditors
|
EY |
|
Amount (excl. VAT) |
% |
| (in € million) |
2024 |
2023 |
2024 |
2023 |
| Audit |
|
|
|
|
| Statutory and contractual audits |
|
|
|
|
| Issuer |
1.4 |
1.3 |
20.0% |
22.8% |
| Fully consolidated companies |
4.0 |
3.8 |
55.6% |
66.7% |
| Certification of Sustainability Information (CSRD) |
0.6 |
NA |
7.8% |
NA |
| SUB-TOTAL |
6.0 |
5.1 |
83.3% |
89.5% |
| Other services |
|
|
|
|
| Issuer |
1.0 |
0.4 |
13.9% |
7.0% |
| Fully consolidated companies |
0.2 |
0.2 |
2.8% |
3.5% |
| SUB-TOTAL |
1.2 |
0.6 |
16.7% |
10.5% |
| TOTAL |
7.2 |
5.7 |
100.0% |
100.0% |
|
Forvis Mazars |
|
Amount (excl. VAT) |
% |
| (in € million) |
2024 |
2023 |
2024 |
2023 |
| Audit |
|
|
|
|
| Statutory and contractual audits |
|
|
|
|
| Issuer |
1.5 |
1.2 |
14.3% |
14.6% |
| Fully consolidated companies |
7.7 |
6.7 |
73.3% |
82.9% |
| Certification of Sustainability Information (CSRD) |
0.5 |
NA |
4.8% |
NA |
| SUB-TOTAL |
9.7 |
7.9 |
92.4% |
97.5% |
| Other services |
|
|
|
|
| Issuer |
0.8 |
0.2 |
7.6% |
2.5% |
| Fully consolidated companies |
0.0 |
0.0 |
0.0% |
0.0% |
| SUB-TOTAL |
0.8 |
0.2 |
7.6% |
2.5% |
| TOTAL |
10.5 |
8.1 |
100.0% |
100.0% |
Other services provided by EY to the Company and its subsidiaries mainly relate to
issuance of statements as independent auditors, contractual audit reports, procedures
in connection with divestment projects, consultations and comfort letters in connection
with a financing operation.
Other services provided by Forvis Mazars to the Company and its subsidiaries mainly
relate to issuance of statements as independent auditors, verification of the non-financial
statement included in management report, contractual audit reports, procedures in
connection with divestment projects, consultations and comfort letters in connection
with a financing operation.
NOTE 37 Dividends
The Board of Directors has decided to propose to the next Annual Shareholders' Meeting
not to distribute any dividend for the year 2024.
List of consolidated companies as of December 31, 2024
|
Country |
Interest of (%) |
Stake (%)(1) |
| I - FULLY CONSOLIDATED COMPANIES |
|
|
|
| FORVIA S.E. |
France |
Holding |
Holding |
| South Africa |
|
|
|
| Faurecia Interior Systems South Africa (Pty), Ltd |
South Africa |
100 |
100 |
| Faurecia Interior Systems Pretoria (Pty), Ltd |
South Africa |
100 |
100 |
| Faurecia Emission Control Technologies South Africa (CapeTown) (Pty), Ltd |
South Africa |
100 |
100 |
| HELLA Automotive South Africa (Pty) Ltd |
South Africa |
81.59 |
100 |
| Germany |
|
|
|
| Faurecia Autositze GmbH(2) |
Germany |
100 |
100 |
| Faurecia Automobiltechnik GmbH(2)(3) |
Germany |
100 |
100 |
| Faurecia Automotive GmbH(2)(3) |
Germany |
100 |
100 |
| Faurecia Innenraum Systeme GmbH(2) |
Germany |
100 |
100 |
| Faurecia Emissions Control Technologies, Germany GmbH(2) |
Germany |
100 |
100 |
| Clarion Europa GmbH |
Germany |
100 |
100 |
| FORVIA Germany GmbH(2)(3) |
Germany |
100 |
100 |
| HELLA GmbH & Co. KGaA |
Germany |
81.59 |
100 |
| HELLA Innenleuchten-Systeme GmbH |
Germany |
81.59 |
100 |
| HELLA Fahrzeugkomponenten GmbH |
Germany |
81.59 |
100 |
| HFK Liegenschaftsgesellschaft mbH |
Germany |
81.59 |
100 |
| HELLA Aglaia Mobile Vision GmbH |
Germany |
81.59 |
100 |
| HELLA Distribution GmbH |
Germany |
81.59 |
100 |
| RP Finanz GmbH |
Germany |
81.59 |
100 |
| Docter Optics SE |
Germany |
81.59 |
100 |
| Docter Optics Components GmbH |
Germany |
81.59 |
100 |
| HELLA Werkzeug Technologiezentrum GmbH |
Germany |
81.59 |
100 |
| HELLA Corporate Center GmbH |
Germany |
81.59 |
100 |
| HELLA Gutmann Holding GmbH |
Germany |
81.59 |
100 |
| HELLA Gutmann Solutions GmbH |
Germany |
81.59 |
100 |
| HELLA Gutmann Anlagenvermietung GmbH |
Germany |
81.59 |
100 |
| TecMotive GmbH |
Germany |
81.59 |
100 |
| HELLA Geschaftsfuhrungsgesellschaft GmbH |
Germany |
81.59 |
100 |
| HELLA Holding International GmbH |
Germany |
81.59 |
100 |
| Faurecia Hydrogen Solutions Germany |
Germany |
100 |
100 |
| Argentina |
|
|
|
| Faurecia Sistemas De Escape Argentina S.A. |
Argentina |
100 |
100 |
| Faurecia Argentina S.A. |
Argentina |
100 |
100 |
| Australia |
|
|
|
| HELLA Asia Pacific Pty Ltd |
Australia |
81.59 |
100 |
| HELLA Australia Pty Ltd |
Australia |
81.59 |
100 |
| HELLA Asia Pacific Holdings Pty Ltd |
Australia |
81.59 |
100 |
| Austria |
|
|
|
| HELLA Handel Austria GmbH |
Austria |
81.59 |
100 |
| HELLA Fahrzeugteile Austria GmbH |
Austria |
81.59 |
100 |
| Belgium |
|
|
|
| Faurecia Automotive Belgium |
Belgium |
100 |
100 |
| Brazil |
|
|
|
| Faurecia Automotive do Brasil, Ltda |
Brazil |
100 |
100 |
| FMM Pernambuco Componentes Automotivos, Ltda |
Brazil |
100 |
100 |
| HELLA do Brazil Automotive Ltda. |
Brazil |
81.59 |
100 |
| Canada |
|
|
|
| Faurecia Emissions Control Technologies Canada, Ltd |
Canada |
100 |
100 |
| Irystec Software Inc. |
Canada |
100 |
100 |
| China |
|
|
|
| Faurecia Exhaust Systems Changchun Co., Ltd |
China |
51 |
100 |
| Changchun Faurecia Xuyang Automotive Seat Co., Ltd |
China |
60 |
100 |
| Faurecia - GSK (Wuhan) Automotive Seating Co., Ltd |
China |
51 |
100 |
| Faurecia (Wuxi) Seating Components Co., Ltd |
China |
100 |
100 |
| Faurecia Tongda Exhaust Systems Wuhan Co., Ltd |
China |
50 |
100 |
| Faurecia Honghu Exhaust Systems Shanghai, Co., Ltd |
China |
66 |
100 |
| Faurecia (Changchun) Automotive Systems Co., Ltd |
China |
100 |
100 |
| Faurecia Emissions Control Technologies Development (Shanghai) Co., Ltd |
China |
100 |
100 |
| Faurecia (Shanghai) Automotive Systems Co., Ltd |
China |
100 |
100 |
| Faurecia (Qingdao) Exhaust Systems Co., Ltd |
China |
100 |
100 |
| Faurecia (China) Holding Co., Ltd |
China |
100 |
100 |
| Faurecia (Guangzhou) Automotive Systems Co., Ltd |
China |
100 |
100 |
| Faurecia Emissions Control Technologies (Chongqing) Co., Ltd |
China |
72.5 |
100 |
| Faurecia Emissions Control Technologies (Yantai) Co., Ltd. |
China |
100 |
100 |
| Faurecia (Chengdu) Emissions Control Technologies Co., Ltd |
China |
51 |
100 |
| Faurecia (Nanjing) Automotive Systems Co., Ltd |
China |
100 |
100 |
| Faurecia (Shenyang) Automotive Systems Co., Ltd |
China |
100 |
100 |
| Faurecia (Wuhan) Automotive Components Systems Co., Ltd |
China |
100 |
100 |
| Changchun Faurecia Xuyang Interior Systems Co., Ltd |
China |
60 |
100 |
| Chengdu Faurecia Automotive Systems Co., Ltd |
China |
100 |
100 |
| Faurecia (Yancheng) Automotive Systems Co., Ltd |
China |
100 |
100 |
| CSM Faurecia Automotive Parts Co., Ltd |
China |
50 |
100 |
| Faurecia NHK (Xiangyang) Automotive Seating Co., Ltd |
China |
51 |
100 |
| Faurecia Emissions Control Technologies (Beijing) Co., Ltd |
China |
100 |
100 |
| Faurecia Emissions Control Technologies (Nanchang) Co., Ltd |
China |
51 |
100 |
| Faurecia (Chengdu) Automotive Components Manufacturing Co., Ltd |
China |
100 |
100 |
| Faurecia Emissions Control Technologies (Foshan) Co., Ltd |
China |
51 |
100 |
| Foshan Faurecia Xuyang Interior Systems Co., Ltd |
China |
60 |
100 |
| Faurecia PowerGreen Emissions Control Technologies (Shanghai) Co., Ltd |
China |
100 |
100 |
| Shanghai Faurecia Automotive Seating Co., Ltd |
China |
55 |
100 |
| Changsha Faurecia Emissions Control Technologies Co., Ltd |
China |
100 |
100 |
| Dongfeng Faurecia Automotive Interior Co., Ltd |
China |
50 |
100 |
| Borgward Faurecia (Tianjin) Auto Systems Co., Ltd |
China |
51 |
100 |
| Faurecia Automotive Parts (Foshan) CO., LTD. |
China |
100 |
100 |
| Faurecia (Jimo) Emissions Control Technologies Co., Ltd |
China |
100 |
100 |
| Faurecia (Tianjin) Emission Control Technologies Co., Ltd |
China |
51 |
100 |
| Faurecia Yinlun (Weifang) Emission Control Technologies Co., Ltd |
China |
52 |
100 |
| Tianjin Faurecia Xuyang Automotive System Co., Ltd |
China |
60 |
100 |
| Dongfeng Faurecia (Xianyang) Emissions Control Technologies Co. Ltd |
China |
50 |
100 |
| Faurecia (Changshu) Automotive System Co., Ltd |
China |
60 |
100 |
| Faurecia Clarion Electronic Fengcheng Co., Ltd |
China |
100 |
100 |
| Shenzhen Faurecia Automotive Parts Co., Ltd |
China |
70 |
100 |
| Faurecia (Haining) Automotive Systems Co., Ltd. |
China |
100 |
100 |
| Faurecia (Liuzhou) Automotive Interior Systems Co.,Ltd |
China |
50 |
100 |
| Faurecia Clarion Electronic Foshan Co., Ltd |
China |
100 |
100 |
| Faurecia Chongqing Zhuotong Automotive Interior Systems Co.,Ltd |
China |
50 |
100 |
| Shanghai Faurecia Automotive Seating component Co., Ltd |
China |
55 |
100 |
| HUG Engineering Shanghai Co., Ltd |
China |
100 |
100 |
| Faurecia Clarion Electronics (Dongguan) Co. Ltd. |
China |
100 |
100 |
| Faurecia Clarion Electronics (Xiamen) Co. Ltd. |
China |
100 |
100 |
| Chengdu Faurecia Xuyang Automotive Seat Co., Ltd |
China |
60 |
100 |
| Zhejiang Faurecia Interior & Exterior Systems Co., Ltd |
China |
100 |
100 |
| Faurecia Clarion Electronic Chongqing LTD |
China |
100 |
100 |
| Changchun Faurecia Xuyang Display Technology Co., Ltd. |
China |
100 |
100 |
| Nanjing Faurecia Emission Control Technology Co.,ltd |
China |
66 |
100 |
| Faurecia (Shanghai) Automotive Component Co.LTD |
China |
100 |
100 |
| Faurecia (Jiaxing) Automotive Systems Co., Ltd. |
China |
100 |
100 |
| Faurecia CLD Safety Technology (Shenyang) Co., Ltd. |
China |
100 |
100 |
| FSVAP Electronics (Wuhan) Co., Ltd. |
China |
100 |
100 |
| Faurecia (Tianjin) Automotive Systems Co., Ltd |
China |
100 |
100 |
| HELLA Shanghai Electronics Co., Ltd. |
China |
81.59 |
100 |
| HELLA Changchun Tooling Co., Ltd.-5 |
China |
81.59 |
100 |
| HELLA Corporate Center (China) Co., Ltd. |
China |
81.59 |
100 |
| Changchun HELLA Automotive Lighting Ltd. |
China |
81.59 |
100 |
| Beifang HELLA Automotive Lighting Ltd. |
China |
81.59 |
100 |
| HELLA Trading (Shanghai) Co., Ltd. |
China |
81.59 |
100 |
| HELLA China Holding Co., Ltd. |
China |
81.59 |
100 |
| HELLA (Xiamen) Electronic Device Co., Ltd. |
China |
81.59 |
100 |
| Jiaxing HELLA Lighting Co., Ltd. |
China |
81.59 |
100 |
| Xian Faurecia Automotive Parts Co.,LTD |
China |
70 |
100 |
| Changzhou Faurecia Automotive Parts Co.,LTD |
China |
70 |
100 |
| Changchun FAWSN Faurecia Cockpit of Future System Co., Ltd |
China |
50 |
100 |
| Faurecia (Jiaxing) Automotive Seating Co., Ltd |
China |
100 |
100 |
| Faurecia Hydrogen Solutions China |
China |
100 |
100 |
| Zhengzhou Faurecia Automotive Parts Co LTD |
China |
70 |
100 |
| JinHua LEAP Faurecia Automotive Parts Co LTD |
China |
51 |
100 |
| Faurecia (Shanghai) Automotive Interior Systems Co. Ltd |
China |
100 |
100 |
| Beijing Hella BHAP Automotive Lighting Co., Ltd |
China |
40.8 |
100 |
| Hella BHAP (Sanhe) Automotive Lighting Co., Ltd |
China |
40.8 |
100 |
| Hella BHAP (Tianjin) Automotive Lighting Co., Ltd |
China |
40.8 |
100 |
| Shenzhen Faurecia Automotive Parts System Co., Ltd |
China |
70 |
100 |
| AnHui Chery Faurecia Cockpit of Future System Co.,LTD. |
China |
51 |
100 |
| HELLA Nanjing Electronics Co., Ltd. |
China |
81.59 |
100 |
| Hella BHAP (Changzhou) Automotive Lighting Co., Ltd. |
China |
40.8 |
100 |
| Faurecia FCM System (shanghai) Co. Ltd. |
China |
100 |
100 |
| Faurecia Clarion Electronics Asia Pacific Limited |
China |
100 |
100 |
| Chang Ming Co., Ltd. |
China |
100 |
100 |
| Clarion (H.K.) Industries Co., Ltd |
China |
100 |
100 |
| China Taiwan |
|
|
|
| Covatech Inc. |
China Taiwan |
100 |
100 |
| Colombia |
|
|
|
| Hella Colombia Autopartes S.A.S. |
Colombia |
81.59 |
100 |
| South Korea |
|
|
|
| Faurecia Korea, Ltd |
South Korea |
100 |
100 |
| FCM Yeongcheon |
South Korea |
100 |
100 |
| FAS Yeongcheon |
South Korea |
100 |
100 |
| Docter Optics Asia Ltd. |
South Korea |
81.59 |
100 |
| HELLA Korea Inc. |
South Korea |
81.59 |
100 |
| Faurecia Hydrogen Solutions Korea |
South Korea |
100 |
100 |
| Denmark |
|
|
|
| Amminex Emissions Technology AS |
Denmark |
100 |
100 |
| HELLA Gutmann Solutions A/S |
Denmark |
81.59 |
100 |
| HELLA A/S |
Denmark |
81.59 |
100 |
| United Arab Emirates |
|
|
|
| HELLA Middle East FZE |
United Arab Emirates |
81.59 |
100 |
| HELLA Middle East LLC |
United Arab Emirates |
39.98 |
100 |
| Spain |
|
|
|
| Asientos de Castilla Leon, S.A. |
Spain |
100 |
100 |
| Asientos del Norte, S.A. |
Spain |
100 |
100 |
| Faurecia Asientos Para Automovil España, S.A. |
Spain |
100 |
100 |
| Faurecia Sistemas De Escape Espana, SA |
Spain |
100 |
100 |
| Tecnoconfort |
Spain |
50 |
100 |
| Asientos de Galicia, S.L. |
Spain |
100 |
100 |
| Faurecia Automotive España, S.L. |
Spain |
100 |
100 |
| Faurecia Interior System España, S.A. |
Spain |
100 |
100 |
| Faurecia Interior System SALC España, S.L. |
Spain |
100 |
100 |
| Valencia Modulos de Puertas, S.L. |
Spain |
100 |
100 |
| Faurecia Emissions Control Technologies, Pamplona, S.L. |
Spain |
100 |
100 |
| Incalplas, S.L. |
Spain |
100 |
100 |
| Faurecia Holding España S.L. |
Spain |
100 |
100 |
| HELLA Espana Holdings S. L. |
Spain |
81.59 |
100 |
| Manufacturas y Accesorios Electricos S.A. |
Spain |
81.59 |
100 |
| HELLA S.A. |
Spain |
81.59 |
100 |
| United States |
|
|
|
| Faurecia Emissions Control Systems NA, LLC |
United States |
100 |
100 |
| Faurecia Automotive Seating, LLC |
United States |
100 |
100 |
| Faurecia USA Holdings, Inc. |
United States |
100 |
100 |
| Faurecia Emissions Control Technologies, USA, LLC |
United States |
100 |
100 |
| Faurecia Interior Systems, Inc. |
United States |
100 |
100 |
| Faurecia Madison Automotive Seating, Inc. |
United States |
100 |
100 |
| Faurecia Interiors Louisville, LLC |
United States |
100 |
100 |
| Faurecia Interior Systems Saline, LLC |
United States |
100 |
100 |
| Faurecia Mexico Holdings, LLC |
United States |
100 |
100 |
| FNK North America, Inc. |
United States |
100 |
100 |
| Faurecia NAO, INC. |
United States |
100 |
100 |
| Clarion Corporation of America |
United States |
100 |
100 |
| Docter Optics Inc. |
United States |
81.59 |
100 |
| HELLA Corporate Center USA, Inc. |
United States |
81.59 |
100 |
| HELLA Electronics Corporation |
United States |
81.59 |
100 |
| HELLA Automotive Sales, Inc. |
United States |
81.59 |
100 |
| HELLA Ventures, LLC |
United States |
81.59 |
100 |
| Faurecia Hydrogen Solutions North America, Inc. |
United States |
100 |
100 |
| Materi'act Dallas LLC |
United States |
55.4 |
100 |
| FSVAP USA, INC |
United States |
100 |
100 |
| France |
|
|
|
| Faurecia Sièges d'automobile |
France |
100 |
100 |
| Faurecia Industries |
France |
100 |
100 |
| ECSA - Etudes Et Construction de Sièges pour l'Automobile |
France |
100 |
100 |
| Siedoubs |
France |
100 |
100 |
| Siemar |
France |
100 |
100 |
| Faurecia Seating Flers |
France |
100 |
100 |
| Faurecia Investments |
France |
100 |
100 |
| Trecia |
France |
100 |
100 |
| Faurecia Automotive Holdings |
France |
100 |
100 |
| Faurecia Intérieur Industrie |
France |
100 |
100 |
| Faurecia Systèmes d'Echappement |
France |
100 |
100 |
| Faurecia Services Groupe |
France |
100 |
100 |
| Faurecia Exhaust International |
France |
100 |
100 |
| Faurecia Exhaust Russia Holding |
France |
100 |
100 |
| Materi'Act |
France |
100 |
100 |
| Faurecia Hydrogen Solutions |
France |
100 |
100 |
| Faurecia Ventures |
France |
100 |
100 |
| Faurecia Automotive Composites |
France |
100 |
100 |
| Hambach Automotive Exteriors |
France |
100 |
100 |
| Hennape Six |
France |
100 |
100 |
| Faurecia Clarion Electronics Europe S.A.S. |
France |
100 |
100 |
| Clarion Europe S.A.S |
France |
100 |
100 |
| Faurecia Hydrogen Solutions France |
France |
100 |
100 |
| HELLA S.A.S. |
France |
81.59 |
100 |
| HELLA Engineering France S.A.S. |
France |
81.59 |
100 |
| FH Services S.A.S. |
France |
95.4 |
100 |
| FSVAP Europe |
France |
100 |
100 |
| Great Britain |
|
|
|
| Faurecia Automotive Seating UK, Ltd |
Great Britain |
100 |
100 |
| Faurecia Midlands, Ltd |
Great Britain |
100 |
100 |
| SAI Automotive Fradley, Ltd |
Great Britain |
100 |
100 |
| SAI Automotive Washington, Ltd |
Great Britain |
100 |
100 |
| Faurecia Emissions Control Technologies UK, Ltd |
Great Britain |
100 |
100 |
| Design LED Products, Ltd |
Great Britain |
100 |
100 |
| HELLA UK Holdings Limited |
Great Britain |
81.59 |
100 |
| HELLA Limited |
Great Britain |
81.59 |
100 |
| Hungary |
|
|
|
| Faurecia Emissions Control Technologies, Hungary Kft. |
Hungary |
100 |
100 |
| Clarion Hungary Electronics Kft. |
Hungary |
100 |
100 |
| HELLA Hungaria Kft. |
Hungary |
81.59 |
100 |
| India |
|
|
|
| Faurecia Automotive Seating India Private, Ltd |
India |
100 |
100 |
| Faurecia Emissions Control Technologies India Private, Ltd |
India |
74 |
100 |
| Faurecia Interior Systems India Private, Ltd |
India |
100 |
100 |
| Clarion India Pvt, Ltd |
India |
100 |
100 |
| HELLA India Automotive Private Limited |
India |
81.59 |
100 |
| HELLA Emobionics Pvt Ltd |
India |
81.59 |
100 |
| Hella India Lighting Ltd |
India |
69.5 |
100 |
| HELLA India autoparts and services private limited |
India |
81.59 |
100 |
| Indonesia |
|
|
|
| FCM Indonesia |
Indonesia |
100 |
100 |
| Israel |
|
|
|
| Faurecia Security Technologies |
Israel |
100 |
100 |
| Italy |
|
|
|
| Faurecia Emissions Control Technologies, Italy SRL |
Italy |
100 |
100 |
| HELLA S.p.A. |
Italy |
81.59 |
100 |
| Japan |
|
|
|
| Faurecia Japan K.K. |
Japan |
100 |
100 |
| Faurecia Howa Interiors Co., Ltd |
Japan |
50 |
100 |
| Faurecia Clarion Electronics Co., Ltd |
Japan |
100 |
100 |
| Clarion Lifecycle Solutions Co., Ltd |
Japan |
100 |
100 |
| FSVAP Japan Co., Ltd |
Japan |
100 |
100 |
| Lithuania |
|
|
|
| UAB HELLA Lithuania |
Lithuania |
81.59 |
100 |
| Luxembourg |
|
|
|
| FORVIA Ré |
Luxembourg |
100 |
100 |
| Morocco |
|
|
|
| Faurecia Equipements Automobiles Maroc |
Morocco |
100 |
100 |
| Faurecia Automotive Systems Technologies |
Morocco |
100 |
100 |
| Faurecia Automotive Industries Morocco SARL |
Morocco |
100 |
100 |
| Mexico |
|
|
|
| Faurecia Sistemas Automotrices De Mexico, S.R.L de C.V. |
Mexico |
100 |
100 |
| Servicios Corporativos de Personal Especializado, S.A. de C.V. |
Mexico |
100 |
100 |
| Faurecia Howa Interior Mexico, S.A. de C.V. |
Mexico |
51 |
100 |
| Electronica Clarion, S.A. de C.V. |
Mexico |
100 |
100 |
| HELLA Centro Corporativo Mexico S.A. de C.V. |
Mexico |
81.59 |
100 |
| HELLA Automotive Mexico S.A. de C.V. |
Mexico |
81.59 |
100 |
| HELLAmex S.A. de C.V. |
Mexico |
81.59 |
100 |
| FSVAP Mexico, S.A. de C.V. |
Mexico |
100 |
100 |
| GMD Stamping Mexico |
Mexico |
100 |
100 |
| Norway |
|
|
|
| HELLA Gutmann Solutions AS |
Norway |
81.59 |
100 |
| New Zealand |
|
|
|
| HELLA-New Zealand Limited |
New Zealand |
81.59 |
100 |
| Netherlands |
|
|
|
| ET Dutch Holdings B.V. |
Netherlands |
100 |
100 |
| HELLA Benelux B.V. |
Netherlands |
81.59 |
100 |
| Poland |
|
|
|
| Faurecia Automotive Polska S.A. |
Poland |
100 |
100 |
| Faurecia Walbrzych S.A. |
Poland |
100 |
100 |
| Faurecia Grojec R&D Center S.A. |
Poland |
100 |
100 |
| Faurecia Gorzow S.A. |
Poland |
100 |
100 |
| HELLA Polska Sp. z o.o. |
Poland |
81.59 |
100 |
| Portugal |
|
|
|
| Faurecia - Assentos de Automovel, Lda |
Portugal |
100 |
100 |
| SASAL |
Portugal |
100 |
100 |
| Faurecia - Slstemas De Escape Portugal, Lda |
Portugal |
100 |
100 |
| EDA - Estofagem de Assentos, Lda |
Portugal |
100 |
100 |
| Faurecia Sistemas de Interior de Portugal, Componentes Para Automoveis S.A. |
Portugal |
100 |
100 |
| Faurecia Aptoide Automotive |
Portugal |
100 |
100 |
| Czech Republic |
|
|
|
| Faurecia Exhaust Systems, S.R.O. |
Czech Republic |
100 |
100 |
| Faurecia Automotive Czech Republic, S.R.O. |
Czech Republic |
100 |
100 |
| Faurecia Interior Systems Bohemia, S.R.O. |
Czech Republic |
100 |
100 |
| Faurecia Components Pisek, S.R.O. |
Czech Republic |
100 |
100 |
| Faurecia Interiors Pardubice, S.R.O. |
Czech Republic |
100 |
100 |
| Faurecia Emissions Control Technologies Mlada Boleslav, S.R.O. |
Czech Republic |
100 |
100 |
| Faurecia Plzen |
Czech Republic |
100 |
100 |
| Docter Optics s.r.o. |
Czech Republic |
81.59 |
100 |
| HELLA Autotechnik Nova s.r.o. |
Czech Republic |
81.59 |
100 |
| Romania |
|
|
|
| Faurecia Romania S.R.L. |
Romania |
100 |
100 |
| Euro Auto Plastic Systems S.R.L. |
Romania |
50 |
100 |
| HELLA Romania s.r.l. |
Romania |
81.59 |
100 |
| Russia |
|
|
|
| OOO Faurecia Automotive Development |
Russia |
100 |
100 |
| Singapore |
|
|
|
| HELLA Asia Singapore Pte. Ltd. |
Singapore |
81.59 |
100 |
| Slovakia |
|
|
|
| Faurecia Automotive Slovakia s.r.o. |
Slovakia |
100 |
100 |
| HELLA Slovakia Holding s.r.o. |
Slovakia |
81.59 |
100 |
| HELLA Slovakia Signal-Lighting s.r.o. |
Slovakia |
81.59 |
100 |
| Slovenia |
|
|
|
| HELLA Saturnus Slovenija d.o.o. |
Slovenia |
81.59 |
100 |
| Sweden |
|
|
|
| Faurecia Interior Systems Sweden AB |
Sweden |
100 |
100 |
| Faurecia CREO |
Sweden |
100 |
100 |
| Switzerland |
|
|
|
| Faurecia Switzerland Sarl |
Switzerland |
100 |
100 |
| Faurecia Switzerland Group AG |
Switzerland |
100 |
100 |
| Thailand |
|
|
|
| Faurecia Interior Systems (Thailand) Co., Ltd |
Thailand |
100 |
100 |
| Faurecia Emissions Control Technologies, Thailand Co., Ltd |
Thailand |
100 |
100 |
| Faurecia & Summit Interior Systems (Thailand) Co., Ltd |
Thailand |
50 |
100 |
| Clarion Asia (Thailand) Co., Ltd |
Thailand |
100 |
100 |
| Faurecia Automotive Parts (Thailand) Co.,Ltd |
Thailand |
70 |
100 |
| FSVAP (Thailand) Co., Ltd |
Thailand |
100 |
100 |
| Tunisia |
|
|
|
| Société Tunisienne D'Équipements d'Automobile |
Tunisia |
100 |
100 |
| Faurecia Informatique Tunisie |
Tunisia |
100 |
100 |
| Türkiye |
|
|
|
| Faurecia Polifleks Otomotiv Sanayi Ve Ticaret Anonim Sirketi |
Türkiye |
100 |
100 |
| Intermobil Otomotiv Mumessillik Ve Ticaret A.S. |
Türkiye |
45.69 |
100 |
| Uruguay |
|
|
|
| Faurecia Automotive Del Uruguay, S.A. |
Uruguay |
100 |
100 |
| Vietnam |
|
|
|
| Faurecia Vietnam Haiphong |
Vietnam |
100 |
100 |
| HELLA Vietnam Company Limited |
Vietnam |
81.59 |
100 |
| II - COMPANIES ACCOUNTED FOR BY THE EQUITY METHOD |
|
|
|
| Germany |
|
|
|
| InnoSenT GmbH |
Germany |
40.8 |
40.8 |
| China |
|
|
|
| Changchun Xuyang Faurecia Acoustics & Soft Trim Co., Ltd |
China |
40 |
40 |
| Jinan Jidao Auto Parts Co., Ltd |
China |
50 |
50 |
| Changchun Faurecia Xuyang Automotive Components Technologies R&D Co., Ltd |
China |
45 |
45 |
| Dongfeng Faurecia (Wuhan) Automotive Parts Sales Co., Ltd |
China |
50 |
50 |
| Qinhuangdao WKW-FAD Automotive Interior Parts Co., Ltd |
China |
50 |
50 |
| Dongfeng Faurecia (Xiangyang) Emissions Systems Co., Ltd |
China |
50 |
50 |
| Faurecia Liuzhou Automotive Seating Sales Co., Ltd |
China |
50 |
50 |
| Chongqing Guangneng Faurecia Interior Systems Co., Ltd |
China |
50 |
50 |
| Faurecia (Liuzhou) Emissions Control Technologies Co., Ltd. |
China |
50 |
50 |
| Wuhan Clarion Kotei Software Technology Co., Ltd |
China |
25 |
25 |
| Beijing BAIC Faurecia Automotive Systems Co., Ltd |
China |
50 |
50 |
| Kaishi Faurecia Aftertreatment Control Technologies Co., Ltd. |
China |
35 |
35 |
| Changchun Hella Faway Automotive Lighting Co., Ltd. |
China |
39.98 |
39.98 |
| Hella BHAP Electronics (Jiangsu) Co., Ltd. |
China |
40.8 |
40.8 |
| HELLA Evergrande Electronics (Shenzhen) Co.,Ltd. |
China |
39.98 |
39.98 |
| HELLA MINTH Jiaxing Automotive Parts Co., Ltd. |
China |
40.8 |
40.8 |
| Faway Hainuo Automotive Technology (Changzhou) Co., Ltd. |
China |
24.39 |
24.39 |
| Beijing SamLip Automotive Lighting Ltd. |
China |
19.99 |
19.99 |
| Hella Faway Automotive Lighting (Tianjin) Co., Ltd |
China |
39.98 |
39.98 |
| Liuzhou Wuling Automotive Industry Co., Ltd |
China |
50 |
50 |
| HELLA BHAP (Beijing) Automotive Lighting Sales Company |
China |
40.8 |
40.8 |
| Spain |
|
|
|
| Componentes de Vehiculos de Galicia, S.A. |
Spain |
50 |
50 |
| Copo Iberica, S.A. |
Spain |
50 |
50 |
| United States |
|
|
|
| Total Network Manufacturing LLC |
United States |
49 |
49 |
| France |
|
|
|
| Automotive Performance Materials (APM) |
France |
50 |
50 |
| Symbio |
France |
33.33 |
33.33 |
| India |
|
|
|
| NHK F. Krishna India Automotive Seating Private, Ltd |
India |
19 |
19 |
| Basis Mold India Private Limited |
India |
38 |
38 |
| Italy |
|
|
|
| Ligneos Srl |
Italy |
50 |
50 |
| Japan |
|
|
|
| Faurecia - NHK Co., Ltd |
Japan |
50 |
50 |
| Malaysia |
|
|
|
| Clarion (Malaysia) Sdn. Bhd. |
Malaysia |
45 |
45 |
| Portugal |
|
|
|
| Vanpro Assentos, Lda |
Portugal |
50 |
50 |
| Türkiye |
|
|
|
| Teknik Malzeme Ticaret Ve Sanayi AS |
Türkiye |
50 |
50 |
(1)
Cumulated percentages of interest for fully consolidated companies.
3 STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS
3.1. Statutory auditors' report on the consolidated financial statements
This is a translation into English of the statutory auditors' report on the consolidated
financial statements of the Company issued in French and it is provided solely for
the convenience of English-speaking users.
This statutory auditors' report includes information required by European regulations
and French law, such as information about the appointment of the statutory auditors
or verification of the information concerning the Group presented in the management
report and other documents provided to shareholders.
This report should be read in conjunction with, and construed in accordance with,
French law and professional auditing standards applicable in France.
Year ended December 31st , 2024
To the shareholders,
Opinion
In compliance with the engagement entrusted to us by the annual general meeting, we
have audited the accompanying consolidated financial statements of FORVIA for the
year ended December 31st , 2024.
In our opinion, the consolidated financial statements give a true and fair view of
the assets and liabilities and of the financial position of the Group as at December
31st , 2024 and of the results of its operations for the year then ended in accordance
with International Financial Reporting Standards as adopted by the European Union.
The audit opinion expressed above is consistent with our report to the Audit Committee.
Basis for Opinion
Audit Framework
We conducted our audit in accordance with professional standards applicable in France.
We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.
Our responsibilities under those standards are further described in the Statutory
Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
section of our report.
Independence
We conducted our audit engagement in compliance with the independence requirements
of the French Commercial Code (Code de commerce) and the French Code of Ethics for
Statutory Auditors (Code de déontologie de la profession de commissaire aux comptes)
for the period from January 1st , 2024 to the date of our report and specifically we did not provide any prohibited
non-audit services referred to in Article 5(1) of Regulation (EU) No 537/2014.
Justification of Assessments - Key Audit Matters
In accordance with the requirements of Articles L. 821-53 and R. 821-180 of the French
Commercial Code (Code de commerce) relating to the justification of our assessments,
we inform you of the key audit matters relating to risks of material misstatement
that, in our professional judgment, were of most significance in our audit of the
consolidated financial statements of the current period, as well as how we addressed
those risks.
These matters were addressed in the context of our audit of the consolidated financial
statements as a whole and in forming our opinion thereon, and we do not provide a
separate opinion on specific items of the consolidated financial statements.
Impairment testing of goodwill
(Note 10 "Goodwill" to the consolidated financial statements)
Risk identified
The carrying amount of goodwill is €5,158.7 million at December 31, 2024. Goodwill
is allocated to the six groups of cash generating units (CGUs) corresponding to the
Group's operating segments at which goodwill is monitored for internal management
purposes : Seating, Clean Mobility, Interiors, Electronics, Lighting and Lifecycle
solutions.
In accordance with IAS 36, goodwill is not amortized but is tested for impairment
at least once a year and more often if there is an indication that it may be impaired.
For the purpose of impairment testing, goodwill is allocated between groups of CGUs.
A CGU is defined as the smallest identifiable group of assets that generates cash
inflows that are largely independent of the cash inflows from other assets or groups
of assets, as described in Note 10 to the consolidated financial statements.
Impairment tests are performed to compare the carrying amount of assets and liabilities
by group of CGUs with the higher of their value in use equal to the present value
of the net future cash flows expected and their net market value including costs of
disposal. For a given group of CGUs, an impairment loss is recognized whenever its
value then determined falls below its carrying amount.
The cash flow forecasts used to calculate value in use were based on the Group's 2025-2029
forecasts for all six CGUs.
Those forecasts were established during 2024 last semester. The volume assumptions
used in the forecasts are based on external information sources.
As mentioned in Note 10 to the consolidated financial statements, impairment test
performed as of December 31, 2024 confirmed goodwill value accounted for in the balance
sheet.
We considered the measurement of the recoverable amount of goodwill to be a key audit
matter for the following reasons :
| • |
the amount of goodwill recorded in the consolidated financial statements is material
;
|
| • |
defining the inputs to be used to perform impairment tests requires a high degree
of judgment and estimation from management, in particular regarding future cash flows,
discount rates (WACC) and long-term growth rates, which are inherently impacted by
the economic environment.
|
Our response
We assessed the method used by management to determine the goodwill recoverable amount
of each group of CGUs in order to assess its compliance with IAS 36.
With asset valuation experts part of the audit team, we assessed the key assumptions
used by management to determine projected future cash flows and, in particular, we
:
| • |
reconciled the components taken in the impairment tests of each group of CGUs with
the consolidated financial statements ;
|
| • |
compared to external market data the key assumptions used to determine the value in
use of the group of CGUs, in particular the discount rate, growth rate and volumes
assumptions of the global automotive market considered by your Group ;
|
| • |
assessed the consistency of projected cash flows with historical data ;
|
| • |
reperformed the calculations and reconciled the main forecasts including those for
the 2025-2029 period with the data used in impairment testing ;
|
| • |
performed sensitivity analyses on the recoverable amounts calculated by management,
in particular with regard to discount rates and operating income to estimate their
effects and assumptions related to the volume for the global automotive market considered
by the Group.
|
We also assessed the appropriateness of the disclosures on goodwill provided in the
notes to the consolidated financial statements.
Accounting and recoverability of development costs
(Notes 10 and 11 to the consolidated financial statements)
Risk identified
Net capitalized development costs amount to €3,531.9 million as of December 31, 2024.
In accordance with IAS 38, development costs incurred in connection with producing
and delivering modules for specific customer orders are recorded as an intangible
asset pursuant to the conditions set out in Note 11 to the consolidated financial
statements.
These capitalized costs are amortized to match the quantities of parts delivered to
the customer, over a period not exceeding five years except under exceptional circumstances.
Research costs, and development costs that do not meet the above criteria, are expensed
as incurred.
As mentioned in Notes 10 and 11 to the consolidated financial statements, the capitalized
development costs are tested for impairment whenever there is an indication that they
may be impaired. Impairment tests involve comparing the carrying amount of the tangible
and intangible assets allocated to a customer contract with the present value of the
expected net future cash flows to be derived from the contract, considering the best
estimates of the future sales.
We considered the accounting and recoverability of development costs to be a key audit
matter for the following reasons :
| • |
the amount of capitalized development costs in the consolidated financial statements
is material ;
|
| • |
defining the inputs to be used to perform impairment tests requires a high degree
of judgment and estimation from management, in particular as regards future cash flows,
discount rates and the expected gross margin per customer contracts.
|
Our response
Regarding the capitalization of development costs :
| • |
we obtained an understanding of the procedures implemented by management to determine
the eligibility of development costs for capitalization and analyzed their compliance
with IAS 38 ;
|
| • |
we performed certain specific testing on a sample of customer contracts to evaluate
whether the related development costs were eligible for capitalization in compliance
with IAS 38.
|
With regard to the measurement of the recoverable amount of capitalized development
costs :
| • |
we made inquiries of management about any indications of impairment;
|
| • |
we obtained an understanding of the method used by management to determine the recoverable
amount of these assets and assessed the consistency of performed calculations ;
|
| • |
we assess the consistency of the key assumptions used by management to determine projected
cash flows including assumptions considered by management, for a sample of customer
contracts subject to an impairment test and, in particular, we :
| ― |
reconciled the components of the carrying amount of these tangible and intangible
assets allocated to a customer contract with the consolidated financial statements
;
|
| ― |
compared, with asset valuation experts, the key assumptions used, such as discount
rates, with independent market data ;
|
| ― |
reconciled, on a sample basis, the data specific to each customer contracts, such
as projected delivery quantities and negotiated selling unit price per product, with
the customer contract or observable external data, where applicable taking into account
ongoing negotiations.
|
|
We also assessed the appropriateness of the disclosures provided on development costs
in the notes to the consolidated financial statements.
Accounting and recoverability of deferred tax assets
(Note 8 "Corporate Income Tax" to the consolidated financial statements)
Risk identified
Deferred tax assets amount to €983.8 million in the balance sheet as of December 31,
2024, while deferred tax liabilities amount to €266.3 million.
Deferred income tax assets are recognized only to the extent that it is probable that
future taxable profit will be available in the short or medium term against which
the temporary differences or the loss carryforward can be utilized, based on the management's
forecasts.
The Group's ability to recover deferred tax assets is assessed by management at the
end of the year.
The assessment of the ability to recover net deferred tax assets as of December 31,
2024 (€717.5 million) is based on the management's forecasts for the long-term recovery
of tax losses.
We considered the accounting and the recoverability of deferred tax assets to be a
key audit matter due to the importance of the assumptions and judgments used by management
to recognize these assets and considering the materiality of their amounts in the
consolidated financial statements.
Our response
We assessed the consistency of the assumptions used by management to recognize and
measure deferred tax assets and their compliance with IAS 12.
With the support of our tax experts, we assessed the probability that the Group would
be able to utilize the tax loss carryforwards currently recognized in its balance
sheet, in particular with regard to :
| • |
deferred tax liabilities existing in the same tax jurisdiction that may be used to
offset existing tax loss carryforwards, prior to their expiry date if applicable ;
|
| • |
the ability of the Group companies concerned to generate future taxable profit against
which the existing tax loss carryforwards can be utilized, reconciling the future
flows used in tax planning with the projections validated by the board.
|
We also assessed the consistency of the key data and assumptions underlying the taxable
income projections, underlying the recognition and recoverability of deferred tax
assets relating to the Tax Loss Carryforward, with the supporting items we otherwise
obtained, such as, in particular, the Group's guidance for the period 2025-2029 presented
to the Board of Directors.
Lastly, we also assessed the appropriateness of the disclosures on deferred tax assets
provided in the notes to the consolidated financial statements.
Specific Verifications
We have also performed, in accordance with professional standards applicable in France,
the specific verifications required by laws and regulations of the information relating
to the Group given in the Board of directors' management report.
We have no matters to report as to its fair presentation and its consistency with
the consolidated financial statements.
Report on Other Legal and Regulatory Requirements
Format of preparation of the consolidated financial statements intended to be included
in the annual financial report
We have also verified, in accordance with the professional standard applicable in
France relating to the procedures performed by statutory auditors regarding the annual
and consolidated financial statements prepared in the European single electronic format,
that the preparation of the consolidated financial statements intended to be included
in the annual financial report mentioned in Article L. 451-1-2, I of the French Monetary
and Financial Code (Code monétaire et financier), prepared under the chief executive
officer's responsibility, complies with the single electronic format defined in Commission
Delegated Regulation (EU) No. 2019/815 of 17 December 2018. Regarding consolidated
financial statements, our work includes verifying that the tagging thereof complies
with the format defined in the above-mentioned regulation.
On the basis of our work, we conclude that the preparation of the consolidated financial
statements intended to be included in the annual financial report complies, in all
material respects, with the European single electronic format.
Furthermore, we have no responsibility to verify that the consolidated financial statements
that will ultimately be included by your Company in the annual financial report filed
with the AMF (Autorité des marchés financiers) agree with those on which we have performed
our work.
Appointment of the Statutory Auditors
We were appointed Statutory Auditors of FORVIA by the Annual General Meetings held
on May 28, 2019 for Forvis Mazars and on June 17, 1983 for ERNST & YOUNG Audit.
At December 31, 2024, Forvis Mazars were respectively in their sixth year of their
engagement and ERNST & YOUNG were in the fourty two year of total uninterrupted engagement
(which is the twenty-six year since securities of the Company were admitted to trading
on a regulated market).
Responsibilities of Management and Those Charged with Governance for the Consolidated
Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated
financial statements in accordance with International Financial Reporting Standards
as adopted by the European Union and for such internal control as Management determines
is necessary to enable the preparation of consolidated financial statements that are
free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, Management is responsible for
assessing the Company's ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless
it is expected to liquidate the Company or to cease operations.
The Audit Committee is responsible for monitoring the financial reporting process
and the effectiveness of internal control and risk management systems and where applicable,
its internal audit, regarding the accounting and financial reporting procedures.
The consolidated financial statements were approved by the Board of Directors.
Statutory Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
Objectives and audit approach
Our role is to issue a report on the consolidated financial statements. Our objective
is to obtain reasonable assurance about whether the consolidated financial statements
as a whole are free from material misstatement. Reasonable assurance is a high level
of assurance, but is not a guarantee that an audit conducted in accordance with professional
standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of
users made on the basis of these consolidated financial statements.
As specified in Article L. 821-55 of the French Commercial Code (Code de commerce),
our statutory audit does not include assurance on the viability of the Company or
the quality of management of the affairs of the Company.
As part of an audit conducted in accordance with professional standards applicable
in France, the statutory auditor exercises professional judgment throughout the audit
and furthermore :
| • |
identifies and assesses the risks of material misstatement of the consolidated financial
statements, whether due to fraud or error, designs and performs audit procedures responsive
to those risks, and obtains audit evidence considered to be sufficient and appropriate
to provide a basis for his opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control;
|
| • |
obtains an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the internal control;
|
| • |
evaluates the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by Management in the consolidated
financial statements;
|
| • |
assesses the appropriateness of Management's use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the Company's ability to
continue as a going concern. This assessment is based on the audit evidence obtained
up to the date of his audit report. However, future events or conditions may cause
the Company to cease to continue as a going concern. If the statutory auditor concludes
that a material uncertainty exists, there is a requirement to draw attention in the
audit report to the related disclosures in the consolidated financial statements or,
if such disclosures are not provided or inadequate, to modify the opinion expressed
therein;
|
| • |
evaluates the overall presentation of the consolidated financial statements and assesses
whether these statements represent the underlying transactions and events in a manner
that achieves fair presentation
|
| • |
obtains sufficient appropriate audit evidence regarding the financial information
of the entities or business activities within the Group to express an opinion on the
consolidated financial statements. The statutory auditor is responsible for the direction,
supervision and performance of the audit of the consolidated financial statements
and for the opinion expressed on these consolidated financial statements.
|
Report to the Audit Committee
We submit to the Audit Committee a report which includes in particular a description
of the scope of the audit and the audit program implemented, as well as the results
of our audit. We also report significant deficiencies, if any, in internal control
regarding the accounting and financial reporting procedures that we have identified.
Our report to the Audit Committee includes the risks of material misstatement that,
in our professional judgment, were of most significance in the audit of the consolidated
financial statements of the current period and which are therefore the key audit matters
that we are required to describe in this report.
We also provide the Audit Committee with the declaration provided for in Article 6
of Regulation (EU) No. 537/2014, confirming our independence within the meaning of
the rules applicable in France as set out in particular in Articles L. 821-27 to L.
821-34 of the French Commercial Code (Code de commerce) and in the French Code of
Ethics for Statutory Auditors (Code de déontologie de la profession de commissaire
aux comptes). Where appropriate, we discuss with the Audit Committee the risks that
may reasonably be thought to bear on our independence, and the related safeguards.
Paris-La Défense, February 28, 2025
The Statutory Auditors
French original signed by
FORVIS MAZARS
Anne-Laure Rousselou
Grégory Derouet
ERNST & YOUNG Audit
Guillaume Brunet-Moret
|