annUaL report presentation - marketscreener.com filepresentation annUaL report

presentation

annUaL report

1 a major lifting equipment manufacturer . . . . . . . . . . . . . . p 4/5

2 Key figures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . p 6 to 9

3 Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . p 10/11

4 interview of Chairman and Chief operating officer . . p 12 to 15

5 the business model . . . . . . . . . . . . . . . . . . . . . . . . . . p 16 to 21

6 strategy & perspectives . . . . . . . . . . . . . . . . . . . . . . . . . . p 22/23

7 Haulotte Group shareholders . . . . . . . . . . . . . . . . . . . . . p 24/25

GeneraLpresentation

annUaL report

page 4/5

a major LiftinG eqUipment manUfaCtUrerHaulotte Group, the people and material lifting equipment specialist, manufactures and distributes through its sales and services subsidiaries network, a wide range of more than 60 models to meet all customers’ needs: access equipment, telehandlers, earth moving equipment, system and utility scaffolds, event staging and seating.

annUaL report

23 subsidiaries & offices

83%of international sales

1500employees

7production units

page 6/7

Key fiGUres

95,0

0

100

200

300

400

500

600

700

800

2006 2007 20082009

2006 2007 20082009

648,1

519,3

202,0

450,8

202,0202,0

-80

-60

-40

-20

0

20

40

60

80

100

120 113,7

50,6

-63,4

-40

-20

0

20

40

60

80

100

79,2

93,0

32,1

-38,3

95,0

0

100

200

300

400

500

600

700

800

2006 2007 20082009

2006 2007 20082009

648,1

519,3

202,0

450,8

-80

-60

-40

-20

0

20

40

60

80

100

120 113,7

50,6

-63,4

50,650,6

-40

-20

0

20

40

60

80

100

79,2

93,0

32,1

-38,3

95,0

0

100

200

300

400

500

600

700

800

2006 2007 20082009

2006 2007 20082009

648,1

519,3

202,0

450,8

-80

-60

-40

-20

0

20

40

60

80

100

120 113,7

50,6

-63,4

-40

-20

0

20

40

60

80

100

79,2

93,0

32,1

-38,3

2009

Operating income before goodwill (in € million)

Operating cash flow (in € million)

Sales (in € million)

Sales by activity

Sales by geographical area

2008

Sales85%

Rental business 7%

Services 8%

2008

Europe84%

Latin America4%

Asia Pacific4%

North America7%

2009

Europe69%

North America17%

Latin America6%

Asia Pacific8%

2009

Sales69%

Rental business 16%

Services15%

annUaL report

income statement highlights (in m€)

in € million 2009 2008 % Sales Change

Revenue 202,0 450,8 -55,2%

Operating income * -63,4 50,6 11,2%

Income before taxes -68,8 39,0 8,7%

Consolidated net income -55,7 -31,9 7,1%

in € million 2009 2008

Non-current liabilities 225,0 286,3

Shareholder’s equity (Group share) 31,9 202,4

Of which > Of which Long-term debt 26,6 192,2

Current liabilities 289,1 159,5

Of which > Of which Trade payables 24,3 65,5

> Other payables 12,7 32,5

> Short-term debt* 240,6 48,4

SHAREHOLDER’S EQUITY AND LIABILITIES

546,4 648,9

in € million 2009 2008

Non-current assets 164,9 176,8

Of which > Goodwill 19,2 20,1

> Property, plant and equipment 96,1 88,7

> Receivables from financing activities (> 1 year) 38,4 53,2

Current assets 381,5 472,1

Of which > Inventories 207,0 236,3

> Trade receivables 66,7 141,8

> Receivables from financing activities (< 1 year) 15,1 28,5

> Cash and cash equivalents 65,8 22,8

TOTAL ASSETS 546,4 648,9

Balance sheets : assets Balance sheets : liabilities

page 8/9

*€176 .8 million will be reclassified as Lt in 2010 in compliance with an amendment to the syndicated loan agreement

* of which € 28 .8 million in nonrecurring income in 2008

annUaL report

page 10/11

Corporate GovernanCe

Pierre Saubot Chairman and CEOAlexandre SaubotChief Operating Officer

Bertrand Badré

Michel Bouton

José MonfrontDeputy Managing Director

Elisa Saubot

Hadrien Saubot

members of the board of directors

executive Committee

statutory auditorsPricewaterhouseCoopers AuditRepresented by Elisabeth L’hermite

20, rue Garibaldi • 69451 Lyon cedex 06

Cabinet Hoche AuditRepresented by Dominique Jutier

35, avenue Victor Hugo • 75116 Paris

José MONFRONTDeputy Managing Director

Thibault MOUILLEFARINEMarketing Director

Philippe NOBLETCorporate Secretary

Alexandre SaubotChief Operating Officer

Florence FLICHYChief Financal Officer

annUaL report

interview of pierre & aLexandre saUBot

How would you characterize the year 2009?When one manages a manufacturing group confronted with a fourfold decrease in business volume in 12 months, the phrase that comes inevitably to mind is «Annus Horribilis». This extremely sharp decline is the result of the economic and financial crisis on activity and the capital investment plans of our main customers, equipment rental companies, particularly in Europe and the US.

In an environment that has become extremely challenging, Group results were inevitably impacted by the 55% drop in our sales. Despite this, we managed to maintain our market share in Europe while still making significant inroads in Asia and the Americas. We have also continued to develop outside Europe with the successful integration of the US company BilJax, acquired in July 2008 and the launch in mid-2009 of our first manufacturing plant on the Asian continent in Changzhou.

page 12/13

what are the consequences of the crisis for Haulotte Group?The impact of the crisis on our accounts has been significant. Following the sharp decline in revenue, operating results (-€63.4 million) were also adversely affected by

- the significant negative volume effect on the gross margin;

- the high level of provisions set aside for inventory and trade receivable losses;

- the subnormal capacity usage costs for manufacturing facilities

Our rental business operations were also impacted by the economic crisis while services were affected by the reduced utilisation rate for the fleets of our customer base of equipment rental companies.

In 2008 we already took measures to respond to the crisis and in 2009 these were further reinforced. Very significant efforts were undertaken to reduce fixed costs (-27% in relation to 2008 like-for-like). We have reduced working capital requirements and taken all measures to accelerate efforts to cut inventories. We have also reduced selling and marketing costs and overhead expenses, while maintaining efforts to support investments for research and development.

Despite weak market conditions in 2009, we successfully reduced net borrowings by more than €15 million through a significant decline in product volumes combined with a ten day reduction in our DSO (Days Sales Outstanding) or average collection period. At 31 December 2009, the Group had a cash balance of nearly €66 million.

At the level of Group financing, assured in large part by a syndicated loan with an available credit line at 31 December 2009 of €233.5 million, after a breach of debt covenants in the 2009 second half, we initiated negotiations with our banking partners and reached an agreement in early 2010 setting new conditions applicable to the loan agreement until its maturity in July 2013.

annUaL report

Has the crisis called into question your strategic choices?The flexibility of our business model has allowed us to adapt to a crisis of unprecedented severity. This in turn has enabled us to weather the storm. Our strategic choices have not changed and our priority is to be on the medium-term.

The Group’s strategy that has always consisted on maintaining a strong focus on the needs of our customers through a network of directly owned subsidiaries and by offering a complete range of products and services, will be strengthened by concentrating on two priorities.

- Local customer service: increased proximity to customers through a dedicated sales force and enhanced marketing structures and services.

- An innovative offering: Increased R&D expenditures accompanied by further acceleration in the pace of new product launches.

Our response to deliver specific customer value will increasingly involve offering products conceived and developed with customer input.In Europe, where we have maintained our position as market leader, the Group will focus its resources primarily on maintaining the level of customer satisfaction by strengthening our local presence and network of services. We will organise specific events for each country to meet customers and promote our products, in particular by proposing a number of comparative tests.

In Asia, North America and Australia, the Group will strengthen its presence and raise its brand recognition through initiatives providing a maximum impact including professional trade fairs to optimize the promotion of our brand in target markets.

page 14/15

what is the outlook for 2010?Today there are no concrete signs to suggest a significant rebound in 2010. In the absence of visibility, Haulotte Group has accordingly taken the actions required to prepare for economic conditions comparable to those in 2009.

Still, we remain fully confident in the Group’s capacity to meet the challenges of an economic environment that has become increasingly complicated and difficult. Our strategic focus on delivering the benefits of innovation to our customers will be rewarded by the introduction in 2010 of new highly promising models such as the HA12CJ and HA12CJ+, compact articulating booms with a 12m reach, designed for all types of indoor work, and the further expansion of our telehandler offering with the introduction of a line of 10m machines.

In this uncertain environment, we will pursue our efforts to reduce WCR and maintain tight control of fixed costs, critical components to effectively manage for our future. More than ever we remain committed to maintaining the level of expertise of our teams to offer our customers consistent high quality innovative products and related services adapted to their specific needs.

annUaL report

page 16/17

tHe BUsiness modeL

Group organization : 3 main activities (design-assembly, sales and services, rental business)

Global player, Haulotte Group’s business model covers:

Successful and flexible manufacturing operations able to adapt to the fluctuations in demand and specific market conditions

7 manufacturing plants

L’Horme plant (Loire - France) Manufacturing line: Articulating and telescopic booms for heights of less than 20m.

Le Creusot plant (Saône et Loire - France) Manufacturing lines: Articulating and telescopic booms for heights greater than 20 m, diesel and rough terrain, electric, scissors, truck-mounted booms.

Reims plant (Marne - France) Manufacturing lines: Electric scissors and vertical masts.

Santander (Spain) Manufacturing lines: Telehandlers and backhoe loaders.

Archbold plant (USA) Manufacturing line: Self-propelled booms, trailer-mounted booms, system and utility scaffolds, event staging and seating.

Changzhou plant (China) Manufacturing lines: Electric scissors.

Arges plant (Romania) Manufacturing lines: electric anddiesel scissor lifts.

annUaL report

spare parts

training

technical assistance

services solutions

page 18/19

Delivery of a sales and services offering through a network of 23 subsidiaries and offices covering strategic markets, supplemented by distributors covering more than 100 countries.

The rental business in certain sales markets providing enhanced local service and customer relations for end users

the marketsRental companies: Haulotte Group’s traditional customers, rental companies are key partners for developing markets. Natural strategic allies, they contribute to both increased name recognition for the brand and wider distribution of products adapted to specific needs.

Industries: through its 8 product ranges, Haulotte meets the needs of a very diversified and broad spectrum of customers from logistics, manufacturing, maintenance, airports, mass-market retailing…

tHe BUsiness modeL

annUaL report

product rangeProduct portfolio of more than 60 models organised into 8 families.People lifting equipment

Equipment meeting the broad range of construction industry needs

Material lifting and earth moving equipment

Telehandlers Earth moving equipement

Additional ranges, further enhancing the product offering of Haulotte GroupScaffolding equipments/Event Staging/ Drywall equipment

Scaffolding equipments

Drywall equipment Escalate equipment trailers

Event staging and seating

Scissors lift : rough terrain or electric 6 to 18m

Push Around 7 to 14mArticulation booms: rough terrain or electric 12 to 41m

Telescopic booms : 14 to 43m

Lightweight self-propelled booms 13 to 16m

Vertical masts: 6 to 10m

Trailers mounted booms 10 to 19m

Truck mounted booms

page 20/21

annUaL report

page 22/23

objective: customer satisfaction and loyalty building

determination: create market and customer driven company culture

mission: strengthen the Group’s competitiveness

Strengthen customer relationships and knowledge: through specific initiatives, such as open house events, product demonstrations to provide first-hand information regarding specific customer expectations and requirements.

Provide a service tailored to specifc needs with a flexible and diversified offering.

Our approach maximises knowledge management, by

- Anticipating trends regarding expertise and providing opportunities for development and change, by applying a qualitative and quantitative approach in managing career paths to better meet Group priorities. To formalize this commitment, Haulotte Group is progressively implementing:

• The « training passport » for individual skills development• Annual performance review meeting for skills management

planning to be expanded to all the Group’s foreign sites• The «Corporate training» program for the communication of best-practices.

- Confirming our commitment against age discrimination in regards to recruitment, access to a vocational training, mobility, personnel classification, advancement and payment for seniors.

• A commitment to wage parity for men and women. On the basis of objective criteria such as age, expertise, education and experience, the Group assures equal pay for the same work or work of equal value between men and women.

This employer relations policy is jointly supported by all bodies representing personnel and management. Measures implemented are validated by agreements signed by all the labour unions (FO, CGT, CFDT,CFTC) present in the Company.

Two priorities for the 2010-2012 business plan :

Customer proximity, strengthening our sales force, reinforcing our marketing and services structure.

Product innovation : increasing R&D expenditures and accelerating product launches.

strateGy & perspeCtives

annUaL report

page 24/25

Share trading information

Investor calendar

The company’s stock was covered by the following analysts in 2009

Euronext Paris Compartiment B (Mid-Caps) of the NYSE Euronext

Index SBF250

ISIN FR 0000066755

Ticker symbol PIG

Reuters PYHE.PA

Bloomberg PIG FP

Berenberg bank

CA Cheuvreux

CM CIC Securities

Exane BNP Paribas

Financière d’Uzès

Gilbert Dupont

Idmidcaps

Kepler Capital Markets

Natixis Securities

Oddo Securities

Phison Capital

Portzamparc

Société Générale

22/04/2010 > 2010 first-quarter sales

02/06/2010 > Annual General Meeting

01/09/2010 > 2010 First-half sales and earnings

20/10/2010 > 2010 Third-quarter sales

31/12/2010 > End of financial year

16/02/2011 > Annual sales

HaULotte GroUp sHareHoLders

Net earnings per share Net dividends per share

Trading activity and share prices trends

2006 2007 2008 20090,00

0,05

0,10

0,15

0,20

0,25

0,17

0,22 0,22

0,00

2006 2007 20082009

-2,0

-1,5

-1,0

-0,5

0,0

0,5

1,0

1,5

2,0

2,5

1,772,11

1,09

-1,89

0

500 000

1 000 000

1 500 000

2 000 000

January February March April May June July August Sept Oct Nov Dec

766 758 796 474

1 327 3981 417 552

908 868

1 416 508

437 916

750 889

3

4

5

6

7

8

745 594 722 982

1 612 517

1 873 958

4,47

3,56

3,03

4,297

4,98

4,96

4,66

5,55

6,24

7,767,55

6,43

Breakdown of capital on 31 December 2009

Breakdown of voting rights on 31 December 2009

2006 2007 2008 20090,00

0,05

0,10

0,15

0,20

0,25

0,17

0,22 0,22

0,00

SOLEM55,98%

Management,personnel and misc

2,01%

Free float36,12%

Treasury shares 5,89%

SOLEM73,67%

Management,personnel and misc

2,54%

Free float23,79%

annUaL report

1

Statutory accountS

a n n u a L r E P o r t

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> Balance sheet - assets

In thousands of euros 31/12/2009 31/12/2008

INTANGIBLE ASSETS Software, patents Goodwill Other intangible assets

PROPERTY, PLANT AND EQUIPMENT Land Buildings Machinery and equipment Other PPE Fixed assets in progress

FINANCIAL ASSETS Long-term investments Receivables from investments Other investments Other financial assets

3 217168 363

3 458168

1 4668 3766 059

74069

w

11 517258 555

11 832213

13 805273 999

15 385213

NON-CURRENT ASSETS 302 575 327 725

INVENTORIES AND WORK IN PROGRESS Raw materials Work in progress Finished products Trade goods Advances paid to suppliers

ACCOUNTS RECEIVABLE Accounts receivable and other assets Other receivables

CASH AND CASH EQUIVALENT Marketable securities Cash at hand ACCRUALS Prepaid expenses

8 771 5 107

53 835 4 248

203

33 479 16 584

20 010 32 397

565

15 813 55 319

1 702 5 337

256

69 565 24 104

10 5 393

552

CURRENT ASSETS 175 199 178 051

Unrealised foreign exchange losses 11 010 23 686

TOTAL 488 784 529 462

Statutory accountS Fiscal year ended 31 December 2009

3

> Balance sheet - shareholders’ equity and liabilities


Share capital Additional paid-in capital Legal reserve Other reserves Retained earnings

PROFIT (LOSS) FOR THE YEAR Regulated reserves

4 055 91 953

447 1 274

125 912

(27 040) 4 663

4 237 91 945

447 5 549

111 666

20 704 5 981

SHAREHOLDERS’ EQUITY 201 264 240 529

Provisions for contingencies Provisions for charges

12 685 936

26 389 861

COMMITMENTS AND CONTENGENCIES 13 621 27 250

LONG-TERM DEBT Bank borrowings Miscellaneous loans and borrowings TRADE PAYABLES AND OTHER CURRENT LIABILI-TIES Down payments received Trade payables Tax and employee-related liabilities Fixed asset creditors Other payables

221 633 478

1 261 16 016

4 131 1 400

23 012

183 767 408

4 422 40 141

8 383 9

17 563

TOTAL LIABILITIES 267 931 254 693

Unrealised foreign exchange gains 5 968 6 990

TOTAL 488 784 529 462


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In thousands of euros 31/12/2009 31/12/2008NET SALES 98 339 358 965 Change in inventories of finished goods and work in progress Capitalised production Operating grants Reversal of depreciation and provisions, expense reclassifications Other income

2 364 150 292

2 855 37

42 724 207

38 5 068

159

OPERATING INCOME 104 037 407 161 Purchase of trade goods Change in inventories (trade goods) Purchase of raw materials and other supplies Change in inventories (raw materials and other supplies) Other purchases and external charges Taxes other than on corporate income Wages and salaries Social charges Depreciation and amortisation of fixed assets Increase in provisions for current assets Provisions for contingencies and commitments Other expenses

11 345 1 090

44 966 6 657

24 130 1 697

16 868 7 169 4 043 3 688 1 278

5

14 930 (357)

237 862 13 092 58 417

3 565 23 424

9 629 10 893

2 098 2 313

23 OPERATING EXPENSES 122 936 375 889OPERATING PROFIT (18 899) 31 272 Interest income Reversals of provisions Currency gains Net proceeds from the disposal of marketable securities

8 650 39 191

2 909 147

15 312 29 598

4 450 369

FINANCIAL INCOME 50 897 49 729 Allowances for depreciation and reserves Interest expenses Currency losses

54 234 14 170

6 039

57 327 35 859 18 456

FINANCIAL EXPENSE 74 443 111 642NET FINANCIAL INCOME (EXPENSE) (23 546) (61 913)PRE-TAX PROFIT BEFORE EXTRAORDINARY ITEMS (42 445) (30 641) Extraordinary income sundry business operations Extraordinary income on transactions Reversal of provisions, expense reclassificatons

199 1 867 1 653

143 47 622

2 461 EXTRAORDINARY INCOME 3 719 50 226 Extraordinary expenses sundry business operations Extraordinary expenses on transactions Depreciation and provisions

127 1 743

674

1 074 4 614 1 450

EXTRAORDINARY EXPENSES 2 544 7 138EXTRAORDINARY PROFIT (LOSS) 1 175 43 088

Corporate income tax 14 230 8 257

NET PROFIT (LOSS) (27 040) 20 704

> Income statement


5

a. SIGnIFIcant EVEntS Fiscal year 2009 was marked by a slowdown in sales, resulting in large part from the worldwide economic situation.

On 11 March 2009, the Board of Directors decided to cancel 1 401 595 treasury shares according to the authority previously granted by the general meeting of shareholders.

The cancellation of these shares initially valued at €14.6 million and subsequently reduced by €10.1 million on remeasurement resulted in a reduction in capital by €0.2 million and reserves by €4.3 million.

Haulotte Group SA also granted a debt waiver to its subsidiaries UK Platforms and Haulotte Australia for respectively £3.9 million and AUD6.5 million.

The total impact of these waivers (debt cancellation, exchange loss, reversal of provision) were recognised under net financial expense.

B. accountInG PoLIcIES The parent company annual financial statements have been prepared in accordance with the laws and regulations applicable in France.

The accounting principles applied include:- The conservatism principle;- The going concern concept;- The time period concept;- The consistency principle.

B.1 Intangible fixed assetsIntangible assets are recognised at their purchase price, excluding financial charges.

Software is depreciated on a straight-line basis over 3 to 7 years according to its useful life.

Models and designs are depreciated over 5 years.

Goodwill is not subject to depreciation. An impairment is recorded when its value in use is less than the amount initially recognised.

Research and development expenditure is expensed in the period incurred

B.2 Property, plant and equipmentProperty, plant and equipment are recognised in the balance sheet at purchase cost or production cost and do not include borrowing costs.


> Income statement

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Property, plant and equipment are depreciated on a straight-line basis over their expected useful lives from the date of acquisition or commissioning.

When a fixed asset includes components with material relative values and expected useful lives that differ from that of the fixed asset itself, specific component classifications are established. These components are subject to specific depreciation rates.

The basis for calculating the depreciation is the purchase price less the estimated residual value, when applicable, at the end of the expected useful life.

Useful lives are defined for each category of fixed asset. Useful lives are usually as follows:

Residual values and useful lives are reviewed at the end of each period and adjusted when necessary.

When the carrying value of an asset is lower than its recoverable amount, an impairment is immediately recorded reducing it to the recoverable value.

• Regulated tax reserves Regulated reserves include additional tax depreciation allowances calculated by utilising the most favourable tax option.

B.3 Financial assets

• Equity interestsEquity interests are recognised in the balance sheet at historical cost, including acquisition costs such as transfer rights, commissions and fees directly attributable to the acquisition of the securities. These expenses are included in the cost of securities and are subject to special accelerated depreciation over five years.

Depreciation period

Plant buildings: - main component- other components

40 years10 to 30 years

Building fixtures and improvements- main component- other components

10 to 40 years5 to 20 years

Plant equipment: - main component- other components

10 to 15 years4 to 40 years

Other installations and equipment 3 to 20 years

Transportation equipment 5 years

Computer and office equipment 3 to 10 years

Office furniture 3 to 10 years


7

At year-end their balance sheet value is compared with their going concern value. This latter value is determined with reference to the share in net equity and the earnings prospects. When applicable, a provision for impairment is recorded. When necessary (notably for subsidiaries with negative net equity), additional provisions for impairment are recognised for intra-group assets (receivables, current accounts) and a provision for charges is recorded if.

• Current account advances and loans to subsidiariesThese items are recognised at face value. Current account balances in foreign currencies are translated into Euros at the year-end exchange rate. Gains arising on translation are recognised as translation adjustments and recorded in the balance sheet. Losses arising on translation result in the recognition of a provision for accrued currency losses.

In the cases described above, current accounts are subject to impairment. There is no translation adjustment recorded for the impaired portion of foreign currency current accounts.

• Treasury sharesTreasury shares acquired in connection with the Group’s share buy-back program are recorded as financial assets. They are recognised at purchase price. At the end of the year, their carrying value is determined on the basis of the average share price for the last month of the year. If the carrying value is lower than the purchase price, an impairment loss is recorded for the difference.

B.4 Inventories and work in progressInventories are recorded at their acquisition cost. Inventories are measured on the basis of the average cost method according to the weighted average cost per unit.

Finished products and work in progress are recognised at production cost. This item includes direct costs and factory overhead estimated on the basis of normal production output and recognised according to the weighted average cost per unit.

When the gross value determined on the basis defined above is greater than the probable realisable value, a provision for impairment is recorded for the difference.

The net realisable value represents the sale price less costs necessary for its sale or reconditioning.

B.5 Receivables and payablesReceivables and payables are recognised at their face value.

A provision for impairment is recorded when their collection value, determined on a case-by-case basis, is estimated to be lower than the carrying value.

When there are indications of a real and serious collection risk, a provision for impairment is recorded.


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B.6 Translation of transactions in foreign currencyTransactions in foreign currencies are translated by the subsidiary at the exchange rate on the transaction date. At the end of the period, receivables and payables that have not been hedged are converted at the closing rate. The resulting translation differences for payables and receivables in foreign currency at the end of the period are recognised in the balance sheet under the cumulative translation adjustment. For unrealised foreign exchange losses a provision for contingencies is recorded.

Hedged receivables are translated at the hedge rate.

For receivables for which an impairment has been recorded, only the remaining balance is converted at the year-end exchange rate.

B.7 Marketable investment securitiesInvestment securities are initially recognised at their purchase price excluding incidentals. Investment securities were remeasured on the basis of market prices at 31 December 2009 and a provision was recorded where the resulting amount was lower than the purchase price.

B.8 ProvisionsProvisions are recognised according to the best estimate of the expenditure required to settle a present obligation arising from a legal or constructive obligation at the balance sheet date. For contingent liabilities that cannot be reliably estimated, no provision is recorded. When applicable, risks incurred in consequence are described in the notes on contingencies and commitments.

• DisputesProvisions are recorded for disputes for which the amount is determined on the basis of the management’s best estimate and recommendations provided by its legal counsel.

• Warranty provisionThe Group grants customers a manufacturer’s warranty for its products. The estimated cost of warranties on products already sold is covered by a provision statistically calculated on the basis of historical data.

When necessary, a provision is recognised on a case-by-case basis to cover specific risks of warranty proceedings.

• Pension obligationsHaulotte Group applies the preferred method under French regulations to record pension and similar employee benefits. These obligations are measured using projected unit credit method with end-of-career wages, taking into account the provisions of the collective bargaining agreement and actuarial assumptions concerning staff turnover, mortality tables and the discount rate.


9

B.9 Extraordinary itemsItems that are exceptional in nature or that do not occur in the normal course of business are recognised under extraordinary profit or loss. In accordance with the French National Accounting Code (Plan Comptable Général) extraordinary profit or loss also includes allowances and reversals of special tax depreciation.

c. PoSt-cLoSInG EVEntSAfter breaching financial ratios in the second half of 2009, Haulotte Group reached an agreement with its banks setting new conditions applicable to the credit lines until the maturity of the syndicated loan in July 2013.

This agreement provides for a two-year grace period suspending the testing of financial ratios provided for in the initial loan agreement with the implementation of liquidity ratio tests to be performed on 31 March 2010 and 2011 respectively. It defines new terms and conditions for interest payments to the lenders and provides for the transformation of a portion of the amortising credit lines into revolving credit lines for €50 million.


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1. FIXED aSSEtS

1.1 Property, plant and equipment & intangible assets

Gross amountsIn thousands of euros 31/12/2008 Increases Decreases 31/12/2009 Intangible assets (1)

Intangible assets in progress

Land Building General installations Machinery and equipment (2)

Other PPE Fixed assets in progress

7 327

1 4664 566

10 17237 642

1 837161

840363

101661120

66

1 130

2578 735

250158

7 037363

1 4664 566

10 01629 568

1 70769

TOTAL 63 171 2 151 10 530 54 792

Accumulated depreciation and impairmentIn thousands of euros 31/12/2008 Increases Decreases 31/12/2009 Intangible assets

Land Building General installations Machinery and equipment Other PPE Fixed assets in progress

3 702

1 1914 179

28 854921

849

136788

1 977293

898

887 322

248

3 653

1 3274 879

23 509966

TOTAL 38 847 4 043 8 556 34 334

(1) The increase in intangible assets is primarily software. It also includes goodwill of K€168. The goodwill originated from the creation of Haulotte S.A. in 1995. No depreciation or impairment has been recorded. Research and development expenditure totalled K€5 115 for the fiscal year.

(2) Disposals of tangible fixed asset equipment held under a finance lease. At the end of the lease period, the equipment is sold to the lessee under the terms of the lease agree-ment.

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1.2 Financial assets

Financial assets break down as follows on a cost basis:

In thousands of euros 31/12/2009 31/12/2008 Equity investments (1) Current accounts and loans to subsidiaries (2) Treasury shares (3) Other financial assets

16 049298 976

14 690214

14 216289 918

29 307214

329 929 333 655

(1) Haulotte Group created one new subsidiary in China in the fiscal year. (2) Receivables from equity interests include €58 million with a maturity exceeding five years. (3) Treasury shares in the period decreased from 3 239 418 in 2008 to 1 837 823 in 2009 after can-

cellation of 1 401 595 treasury shares.

Changes in provisions break down as follows:

In thousands of euros 31/12/2008 Allowances Reversals Other changes(3) 31/12/2009

Equity interests (1)

Current accounts and loans (2)

Treasury shares (3)

411

15 919 13 922

4 120

26 08513 018

1 584 13 922 (10 159)

4 531

40 420 2 859

Total 30 252 43 223 15 506 (10 159) 47 810

(1) Haulotte Group increased provisions against its shares in the subsidiaries Haulotte France and Haulotte Cantabria.

(2) Increased impairment charges for current account balances of subsidiaries, primarily those in the UK and US.

(3) In March 2009 the company canceled 1 401 595 treasury shares. Provisions for these securities of €10.1 million were written back to income.

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1.3 Changes in treasury shares

The company did not repurchase any of its own shares in 2009. Haulotte Group canceled 1 401 773 treasury shares in March 2009.

Type 2009 2008

Liquidity agreement

Number of shares purchased Value of shares purchased Average price per share Number of shares sold Initial value of shares sold Sale price of shares sold Net gain / (loss) Number of shares cancelled Number of shares at 31/12 Initial value of shares at 31/12

139 4181 506 773

287 7553 592 493

12,5

229 2094 620 8582 868 641

(1 752 217)

50 000

139 4181 506 773

Buyback authorisa-

tion

Number of shares purchased Value of shares purchased Average price per share Number of shares sold Number of shares cancelled Number of shares at 31/12 Initial value of shares at 31/12

1 401 595

1 698 40513 183 551

4 208 76643 821 656

10,4

01 806 186

3 100 00027 799 867

Total

Number of shares at 31/12 Initial value of shares at 31/12 Provision for treasury shares at 31/12*

Closing price of shares at 31/12

1 837 82314 690 324(2 858 921)

6,43

3 239 41829 306 641

(13 921 719)

4,45

* on the basis of the average price of shares for the last month.

13


2. InVEntorIESInventories at 31/12/2009 Inventories at 31/12/2008

In thousands of euros Gross Provisions Net Gross Provisions Net

Raw materialsWork in progressFinished goodsTrade goods

9 8225 107

54 6635 520

(1 051)

(828)(1 273)

8 7715 107

53 8354 247

16 47055 319

2 1086 606

(657)

(406)(1 269)

15 81355 319

1 7025 337

TOTAL 75 112 (3 152) 71 960 80 503 (2 332) 78 171

Inventories levels declined overall of 6.5% in 2009. Raw material inventories reduced by 37%. The change in work in progress and finished goods reflects the reclassification of inventories of standard new equipment into finished goods. This represents equipment that has not yet been subject to the final phase of finishing and customisation. In 2008, these items were included under work in progress and represented €42.6 million.

3. traDE rEcEIVaBLES

In thousands of euros 31/12/2009 31/12/2008 Trade receivablesProvisions

42 307(8 829)

75 977(6 412)

NET TRADE RECEIVABLES 33 478 69 565

The decline in trade receivables is in line with the the decline in sales.

4. MaturIty oF rEcEIVaBLES anD PayaBLESAt 31 December 2009 all receivables had maturity dates of less than one year, with the exception of certain uncollectible receivables and arrears totalling K€6 890 (31 December 2008 : K€6 434) with uncertain maturities. Payables at 31 December 2009 amounted to K€266 670 and breakdown as follows:

In thousands of euros 31/12/2009<1 year 1 - 5 years > 5 years

Bank borrowings Miscellaneous loans and borrowings Other trade payables

44 200 258

45 192

176 800 220

00

TOTAL 89 650 177 020 0

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In 2005 Haulotte Group secured a 7-year syndicated loan of €330 million, which was later reduced to €251 million via amendment. The loan was contracted at a variable rate of interest indexed to the Euri-bor. A swap agreement has been implemented to cover the risk of interest rate fluctuations. In 2009, €41 million of this credit line was drawn. At 31 December 2009, the total amount drawn on this loan was €221 million (including a revolving credit of €17.5 million). Following the breach of the financial covenants during the second half of 2009, Haulotte Group reached an agreement with its bankers to set new credit conditions until July 2013. This agreement provides for a two-year grace period suspending the testing of financial ratios provi-ded for in the initial loan agreement with the implementation of liquidity ratio tests to be performed on 31 March 2010 and 2011 respectively. It defines new terms and conditions for interest payments to the lenders and provides for the transformation of a portion of the amortising credit lines into re-volving credit lines of €50 million. The schedule presented above indicates the maturity dates for repayment installments under the new agreement. Bills of echange totalled K€1 312 at 31 December 2009 (31 December 2008 : K€5 175).

Carry back :The company has opted for the carry back of tax losses. As a result, an income tax receivable of K€13 911 was recognised.

5. accruaLS


Prepaid expensesOperating expensesFinancial expenses

Deferred revenueOperating income

Unrealized foreign exchange losses

On receivablesOn payables

Unrealized foreign exchange gains

On receivablesOn payables

565565

11 010

10 99218

5 968

5 95711

552552

23 686

23 59492

6 989

6 92861

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6. otHEr accruED LIaBILItIES anD IncoME

6.1 Accrued liabilities In thousands of euros 31/12/2009 31/12/2008

Bank borrowingsTrade payablesTax and employee-related payablesOther payables

6417 1281 777

91

53913 503

4 705287

TOTAL 9 637 19 034

6.2 Accrued assets In thousands of euros 31/12/2009 31/12/2008 Trade receivablesOther receivablesAccrued interest

2 562669115

4 9861 794

174

TOTAL 3 346 6 954

7. SHarEHoLDErS’ EQuIty

Analysis of the share capital31/12/2008 Increase Decrease 31/12/2009

Number of sharesNominal value in euros

Share capital in euros

32 591 1640,13

4 236 851

2 1000,13

273

1 401 5950,13

182 207

31 191 6690,13

4 054 917

Statement of changes in shareholders’ equity (in thousands of euros)Shareholders’ equity at 31/12/2008 240 529 Capital increaseElimination of treasury sharesIncrease in additional paid-in capitalDecrease of reserves following the elimination of treasury sharesDividends distributedChange in regulated provisionsProfit of the period

(182)9

(4 275)(6 458)(1 318)

(27 040)

Shareholders’ equity at 31/12/2009 201 265

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8. IDEntIty oF tHE ParEnt coMPany conSoLIDatInG tHE FInancIaL StatEMEntS

Company name - registered office Legal form Capital Ownership interest (%)

SOLEM 93 Epinay sur Seine - France S.A.S 490 55,97

9. BaLancE SHEEt tranSactIonS WItH SuBSIDIarIES

Main balance sheet aggregates representing transactions with subsidiaries are:

In thousands of euros 31/12/2009 31/12/2008 Equity interestsReceivables from investmentsTrade receivables and related accountsOther receivablesPayables on fixed assetsTrade payables and equivalentOther payables

16 049298 976

31 304

(1 400)(4 390)

(22 993)

14 216289 918

64 1707

(9)(2 788)

(17 053)

NET RECEIVABLES (PAYABLES) 317 546 348 461

10. LISt oF SuBSIDIarIES anD aFFILIatES For foreign subsidiaries, figures presented are translated at the year-end exchange rate except for revenue which is translated at the average exchange rate of the period.

17

CompanyRegistered office In thousands of euros

Share capitalShareholders’

equity (1)

Ownership interest

(%)

Reservesand

retainedearnings

Gross valueNet valueof shares

Advances Dividendsreceived

RevenueNet

income

Haulotte Hubarbeitsbuhnen GmbH - Germany

2611 634 100,00% 11 287 25

25 (8 707) - 19 123322

Haulotte France Sarl - 93 Epinay sur Seine - France

2 279864 99,99% 4 592 2 309

864 7 758 - 32 375(6 006)

Haulotte UK LtdUK

1(3 594) 100,00% 6 739 2

0 26 674 - 7 943(10 301)

Haulotte Italia SrlItaly

1009 692 99,00% 10 617 10

10 3 803 - 12 768(1 025)

Haulotte Australia Pty Ltd - Australia

1(2 122) 100,00% (3 147) 1

0 15 499 - 8 978924

Haulotte Iberica SLSpain

31021 647 98,71% 43 732 3

3 42 178 - 15 744(22 395)

Haulotte Netherlands BVNetherlands

20(1 529) 100,00% (1 060) 20

0 3 004 - 3 656(488)

Haulotte US IncUSA

2(11 807) 100,00% 468 3

0 54 167 - 12 123(12 694)

Haulotte Scandinavia ABSweden

1013 665 100,00% 14 095 11

11 (8 231) - 7 103(424)

ABM Industries SAS01 Beynost - France

5201 294 100,00% 714 1 220

1 220 (495) - 13360

TELESCOPELLE SASL'Horme - France

37346 100,00% 251 37

37 (512) - 11559

Haulotte BrazilBrazil

20(2 114) 99,98% (4 310) 30

0 14 181 - 7 2781 974

Haulotte VostokRussia

66(2 100) 100,00% (239) 80

0 - - 4 428(1 884)

Haulotte PolskaPoland

972 756 100,00% 3 185 105

105 - 3 786(499)

LevanorSpain

100959 91,00% 810 300

300 4 172 - 3 44148

NoveItaly

10373 100,00% 222 564

564 21 735 - 10 302(252)

Haulotte ArgèsRomania

9223 212 100,00% 5 021 1 100

1 100 19 189 - 2 949(2 729)

Haulotte CantabriaSpain

7 903(1 898) 99,96% (5 381) 2 403

0 40 029 - 9 329(4 420)

Haulotte ShangaïChina

5785 100,00% (363) 550

5 62 - 3 694(216)

Haulotte SingapourSingapore

0(4) 100,00% 551 1

0 4 162 - 5 440(574)

Haulotte ArgentineArgentina

9(252) 95,00% (34) 9

9 1 263 - 1 341(242)

Haulotte MexiqueMexico

3(1 532) 95,00% (724) 3

0 3 734 - 584(838)

Haulotte Middle EastUAE

1892 519 100,00% 1 296 199

199 3 705 - 8 7211 068

HorizonArgentina

3941 654 100,00% 1 082 5 065

5 0652 441

190Haulotte ChangzouChina

2 0001 793 100,00% 2 000

2 000 (214)

(1) including Capital and Income.


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11. contInGEncIES anD coMMItMEntS

31/12/2008 AllowancesProvisions

used in the period

Reversal of unused

provisions31/12/2009

Warranty provisions (1)

Provisions for foreign exchange lossesProvision for retirement commitments (2)

Other contingencies and commitments (3)

2 313

23 686

861

390

1 204

11 010

75

113

2 313

23 686

32

1 204

11 010

936

471

TOTAL 27 250 12 402 25 999 32 13 621 Recognised under operating profitRecognised under net financial income (expense)Recognised under extraordinary profit

1 279

11 010

113

2 313

23 686

32

TOTAL 12 402 26 031

(1) Warranty provisionsHaulotte Group provides a one year warranty on the sale of equipment. A statistical calculation is used to estimate the probable risks of warranty proceedings. When necessary, a provision is recognised on a case-by-case basis to cover specific risks of warranty provisions. (2) Provisions for post-employment benefits Haulotte Group records a provision to cover retirement indemnities and long-service awards in compliance with the principles described in note B9. For end-of-career indemnities, the principle adopted is a voluntary retirement of em-ployees, therefore these indemnities are subject to social charges. This principle is based on a restrictive application by the company of the «National Interprofessional Agreement» (Accord National Interprofessionnel) of 11 January 2008 relating to «severance» benefits in compliance with the report on the interpretation of this agreement of 15 December 2008. This calculation method adheres to the provisions of the French Pension Reform Act of 21 August 2003 (Loi Fillon). Commitments are estimated using the projected unit credit method with end-of-ca-reer wages, taking into account the provisions of the laws and collective bargaining agreements and actuarial assumptions concerning notably staff turnover, mortality tables and salary increases and inflation.

19


The following assumptions are applied: - discount rate: 5% - salary increase rate: 2.0% - social charges rate: 45% - retirement age: between 60 and 65 depending on age and professional category of the employee Actuarial gains and losses resulting from adjustments linked to experience and changes in actuarial assumptions are fully recognized in the income statement of the period in which the gains and losses are incurred.

At 31 December 2009, the provision was split between : - K€700 for retirement indemnity provisions - K€236 for long-service award provisions (3) Lawsuit contingenciesAll disputes are reviewed by management and referred to legal counsel for assessment. When necessary, provisions are recorded to cover estimated risks.

12. rEVEnuE

In thousands of euros France Export Total Sales of equipmentSales of services

32 6841 361

60 8053 489

93 4894 850

TOTAL 34 045 64 294 98 339

13. IncoME anD EXPEnSE GEnEratED tHrouGH traDInG WItH SuBSIDIarIES & aSSocIatES

In thousands of euros 31/12/09 31/12/08 Operating incomeFinancial incomeFinancial expense

77 1458 247

593

327 99614 674

1 071

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14. EXcEPtIonaL ItEMS anD nEt FInancIaL IncoME

14.1 EXTRAORDINARY PROFIT (LOSS)

In thousands of euros Expense31/12/09

Income31/12/09

Expense31/12/08

Income31/12/08

Fines and penalties Provisions for lawsuit contingencies Other extraordinary income (expense) Losses/gains from treasury shares Proceeds from the disposal of PPE Proceeds from the disposal of financial assets Exceptional depreciation expensesExcess tax depreciation

47113240

1 583258303

32749

1 317

1 621

23160

1 0511 753

2 861

1 290

341143

13 075

44 547

2 120

TOTAL 2 544 3 719 7 138 50 227

14.2 NET FINANCIAL EXPENSE

In thousands of euros Profit / (loss) 31/12/09

Profit / (loss)31/12/08

Change in provisions for impairment of shares and advances to subsidiaries Interest on bank overdrafts and current account loansInterest on borrowings and bank fees Foreign exchange: gains, losses, changes in provisions Details by currency: USD 575 GBP 5 978 AUD 2 994 9 547Treasury shares Income from marketable securities Debt waivers Late payment interest and discounts

(28 622)7 654

(5 266)9 547

904147

(8 097)187

5 03713 447(6 674)

(28 807)

(17 966)369

(27 305)(13)

TOTAL (23 546) (61 912)

21


15. BrEaKDoWn oF taX IncoME BEtWEEn currEnt IncoME anD EXtraorDInary ProFIt (LoSS)

In thousands of euros Pre-tax income Corporate income tax After-tax income

Current income Extraordinary profit (loss)

(42 445) 1 175

(14 621) 392

(27 824) 783

TOTAL (41 270) (14 229) (27 041)

The breakdown of tax between current income and extraordinary income has been deter-mined by applying the legal tax rate respectively to a current tax income and an extraor-dinary tax income.

16. DEFErrED taXES

In thousands of euros Basis Deferred tax

Organic pension schemeProvision for inventory lossesProvision for trade receivable lossesProvision for retirement liabilities

1592 2393 118

700

53746

1 039233

Deferred tax assets 6 216 2 072

Unrecognised tax deductions (5 967) (1 989)

Deferred tax liabilities (5 967) (1 989)

NET DEFERRED TAXES 249 83

17. taX conSoLIDatIonHaulotte Group SA is the head of a French tax consolidation that included on 31 December 2009 Haulotte France, ABM Industries,Telescopelle and Haulotte Services. Under these tax sharing agreements, the income tax of entities is incurred by subsidiaries as if they are not included in a tax group.

18. FEES aLLocatED to DIrEctorS anD oFFIcErSAmount allocated to directors and officers expensed by the Group totalled K€696 in 2009 versus K€763 in 2008. This amount was invoiced by Solem S.A.S. for the services rendered on behalf of the Group by two executives. It includes expenses incurred by the executives on behalf of the Group.

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In compliance with the agreement to provide general administrative and commercial assistance signed by Solem S.A.S. the cost of the services is subject to a 10% mark-up.No loans or advances have been granted to directors and officers. There are no other pension obligations or related commitments in favour of former executives.

19. oFF-BaLancE SHEEt coMMItMEntS

19.1 FINANCE LEASE COMMITMENTS

Lease payments paid and receivedPaid Received

In thousands of euros Fiscal year Accumulated Fiscal year Accumulated Property Equipment held by Haulotte Group SA

- - 925 40 862

TOTAL - - 925 40 862

Lease payments payable

TotalLess than

1 year

1-5 years

More than 5

years

Residualvalue atend the

lease

Totalcommitment

Equipment held by Haulotte Group SA

of which financial expense

222

8 14 - -

4 262

TOTAL 24 8 14 - 4 28

Net commitment: 24

19.2 OTHER COMMITMENTS GIVEN

Commitments to cover lease paymentsThese represent commitments by the Company to financial institutions guaranteeing lease payments in the event of customer default.

In thousands of euros 31/12/2009 31/12/2008 < 1 year 1 - 5 years > 5 years

4 5626 921

10 42115 266

TOTAL 11 483 25 687

23


Risk poolRisk pool commitments relate to the sale of aerial work platforms to financial institutions who lease Haulotte Group SA lifts to their end customers and for which Haulotte Group SA has given a guarantee limited to a certain percentage of the sales volume generated by such institutions. The off-balance sheet commitments include the share of lease payments outstanding by end customers for which Haulotte Group SA has stood guarantee:

of which given to Haulotte Polska K€ 1 000of which given to Haulotte Ibérica K€ 6 846of which given to Haulotte UK K€ 266of which given to Haulotte USA K€ 1 241of which given to Haulotte Australia K€ 764of which given to Haulotte Italia K€ 1 211of which given to Haulotte Singapore K€ 174


< 1 year 1 - 5 years > 5 years

4 6006 902

5 9928 849

TOTAL 11 502 14 841

Repurchase commitments given to institutions providing financing to customersThis concerns commitments given by the Company to financial institutions to substitute for customers who do not exercise their purchase option.

of which K€ 667 given to Haulotte Franceof which K€ 8 901 given to Haulotte Ibéricaof which K€ 1 647 given to Haulotte Polska

In thousands of euros 31/12/2009 31/12/2008 < 1 year 1 - 5 years > 5 years

1 5939 622

20711 160

51

TOTAL 11 215 11 418

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19.3 DEBT GUARANTEED BY COLLATERAL


Bank borrowings Goodwill, business assets and shares in Haulotte UK pledged as collateral

221 633 183 767

19.4 CONTINGENT LIABILITIESIn the first-half of 2008, a supplier submitted a claim against Haulotte Group for €7 million for breach of contract for the supply of raw materials. No provision was set aside for this claim as the company considered that it was without legal and financial merit and was not justified by the supplier.

20. coMMItMEntS rEcEIVED


Commitment received by Télescopelle as a beneficiary of a debt waiver accompanied by a «better fortunes» clause. Commitment received by UK Platforms as a beneficiary of a debt waiver accompanied by a «better fortunes» clause for £4,085,000 or €5,911,000. Commitment received by UK Platforms as a beneficiary of a debt waiver accompanied by a «better fortunes» clause for £3,900,000 or €4,330,000.

1 450

5 911

4 330

1 450

5 911

21. InForMatIon on EMPLoyEE StocK oPtIon PLanS

Plan 3

Board of Directors’ meeting date Number of options initially granted Number of shares available for subscription Commencement of the option exercise period End of the option exercise period Exercise or purchase price Number of shares subscribed at 31/12/2009

8-july-03159 200

27 0508-july-078-july-10

4,19 €84 800

25


22. WorKForcE

31/12/2009 31/12/2008 Managers Office employees, technicians Workers

198139345

182128375

TOTAL 682 685

23. traInInG BEnEFItSAt 31 December 2009 rights vested but not exercised by Haulotte Group SA in connection with the French individual training entitlement benefit (DIF) represented K€318 for a total of 41 316 hours.

24. ForEIGn EXcHanGE rISKS

Foreign exchange risk of the company is primarily concerned with receivables in US dollars, Australian dollars and pound sterling. A portion of this exposure is covered by forward purchases of the relevant currencies.

Significant receivables (net of provisions), payables and commitments in foreign currency that are not hedged.

Foreign exchange exposureIn thousands of euros

Currencies

AUD AED GBP USD PLNBALANCE SHEET

Receivables (1)

of which Group receivablesof which non-Group receivables

15 98615 986

59 95359 340

613

64 35859 764

4 594

Payables (2)

of which Group payablesof which non-Group payables

5959

1 108755353

4

4

OFF-BALANCE SHEET COMMITMENTS (3)

Group commitments receivedNon-group commitments received

764 1 793 1 272

(1) Financial receivables, trade receivables.(2) Borrowings, trade payables, other.(3) This concerns commitments to cover lease payments and risk pools mentioned in section

19.2

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Significant receivables, payables and commitments in foreign currency that are hedged.

Foreign exchange exposureIn thousands of euros

CurrenciesAUD AED GBP USD PLN

Balance sheet

Receivables (1)

of which Group receivablesof which non-Group receivables

15 17315 173

(1) Financial receivables, operating receivables.

Receivables in US dollars are hedged at an exchange rate of €1.1204.

25. IntErESt-ratE rISKS

The company has purchased interest rate swaps with maturities of 1 to 5 five years. The market valuation of these financial instruments represented a negative position of K€5 879.

26. StatEMEnt oF caSH FLoWS

2009 Net income

Allowances for depreciation and provisionsProceeds from disposals, net of tax

Operating cash flow Change in cash flow from operating activities

(27 040)

17 070 (266)

(10 236) 64 993

Net cash provided by operating activities 54 757

Acquisitions of PPE and intangible assets

Proceeds from disposals of fixed assets, net of taxChanges in payables on fixed assets

(41 107)

1 867 -

Net cash used by investing activities (39 240)

Debt issuesRepayment of debtCash capital increasesDividends paid to shareholders

50 761 (9 338)

9 (6 457)

Net cash provided by financing activities 34 975 Net change in cash and cash equivalents 50 492 Opening cash and cash equivalents (15 584) Closing cash and cash equivalents 34 907

27

Statutory auDItorS’ rEPort on tHE FInancIaL StatEMEntS For the year ended 31 December 2009

This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. The Statutory Auditors’ report includes information specifically required by French law in such reports, whether modified or not. This information is presented below the opinion on the financial statements and includes an explanatory paragraph discussing the Auditors’ assessments of certain significant accounting and auditing matters. These assessments were considered for the purpose of issuing an audit opinion on the financial statements taken as a whole and not to provide separate assurance on individual account captions or on information taken outside of the financial statements.

This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

Haulotte Group SA L’Horme

To the Shareholders,

In compliance with the assignment entrusted to us by your General Meeting, we herebyreport to you, for the year ended 31 December 2009, on:

- the audit of the accompanying financial statements of Haulotte Group SA;- the justification of our assessments;- the specific verifications and information required by law.

These financial statements have been approved by the Board of Directors. Our role is to express an opinion on these financial statements based on our audit.

I. oPInIon on tHE FInancIaL StatEMEntSWe conducted our audit in accordance with professional standards applicable in France.Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit involves performing procedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and disclosures in the financial statements. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made, as well as the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

In our opinion, the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company at 31 December 2009 and of the results of its operations for the year then ended in accordance with French accounting principles.

Without qualifying our opinion, we draw your attention to Notes C and 4 to the financial statements which describe the new agreement entered into with the banks between the end of the reporting period and the date of the approval of the financial statements subsequent to the Company’s failure to comply with the financial ratios, as well as the new repayment schedule for the bank borrowings provided for in the agreement.

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Statutory auDItorS’ rEPort on tHE FInancIaL StatEMEntS For the year ended 31 December 2009

II. JuStIFIcatIon oF our aSSESSMEntSAccounting estimates used for the preparation of the financial statements for the year ended 31 December 2009 were made in the context of continuing difficulty in assessing the economic outlook. Against this backdrop and in accordance with the requirements of article L.823-9 of the French Commercial Code (Code de commerce) relating to the justification of our assessments, we bring to your attention the following matter:

Shares in subsidiaries, receivables from investments, treasury shares and trade receivables have been valued in accordance with the methods described in Notes B.3 and B.5 to the financial statements. Our work consisted in reviewing the approach used by the Company and assessing the reasonableness of the resulting estimates.

These assessments were made as part of our audit of the financial statements, taken as a whole, and therefore contributed to the opinion we formed which is expressed in the first part of this report.

III. SPEcIFIc VErIFIcatIonS anD InForMatIonIn accordance with professional standards applicable in France, we have also performed the specific verifications required by French law.

We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the management report of the Board of Directors, and in the documents addressed to the shareholders with respect to the financial position and the financial statements.

Concerning the information given in accordance with the requirements of article L.225- 102-1 of the French Commercial Code relating to remuneration and benefits received by corporate officers and any other commitments made in their favour, we have verified its consistency with the financial statements, or with the underlying information used to prepare these financial statements and, where applicable, with the information obtained by your Company from companies controlling it or controlled by it. Based on this work, and, in respect of the accuracy and fair presentation of this information, we have the following observation to make: the Company has not provided the required information concerning non-executive corporate officers.

In accordance with French law, we have verified that the required information concerning the identity of shareholders and holders of the voting rights has been properly disclosed in the management report.

Lyon and Paris, 30 April 2010

The Statutory Auditors

PricewaterhouseCoopers Audit Hoche Audit

Elisabeth L’hermite Dominique Jutier

1

Consolidated finanCial statements

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> Consolidated BalanCe sHeet - assets

Consolidated finanCial statements for the year ended 31 december 2009

In thousands of euros

Note 31/12/2009 31/12/2008

Goodwill 8 19 239 20 099

Intangible assets 9 5 906 5 210

Property, plant and equipment 10 96 134 88 726

Financial assets 11 1 203 933

Deferred tax assets 27 3 956 8 647

Trade receivables from financing activities exceeding one year 13 38 399 53 175

NON CURRENTS ASSETS (A) 164 837 176 791

Inventories 12 207 034 236 313

Trade receivables 13 66 682 141 830

Trade receivables from financing activities at less than one year 13 15 128 28 500

Other debtors 14 23 474 39 679

Cash and cash equivalents 17 65 845 22 848

Financial derivative instruments 18 3 368 2 970

CURRENT ASSETS (B) 381 531 472 140

ASSETS HELD FOR SALE © - -

TOTAL ASSETS (A+B+C) 546 368 648 931

Notes 1 to 48 constitute an integral part of these consolidated financial statements.

3

> Consolidated BalanCe sHeet - liaBilities & eQUitY



Note 31/12/2009 31/12/2008

Share capital 19 4 055 4 237

Share premiums 19 91 953 91 945

Consolidated reserves and income 129 034 190 150

SHAREHOLDERS’EQUITY BEFORE MINORITY INTERESTS (A) 225 042 286 332

Minority interests (B) 290 634

TOTAL EQUITY 225 332 286 966

Long-term debt 21 26 626 192 166

Deferred tax liabilities 27 3 459 8 445

Provisions 23 1 851 1 814

NON-CURRENT LIABILITIES (C) 31 936 202 425

Trade payables 25 24 262 65 461

Other payables 26 12 707 32 514

Current borrowings 21 240 610 48 394

Provisions 23 5 391 6 618

Financial derivative instruments 18 6 130 6 553

CURRENT LIABILITIES (D) 289 100 159 540

LIABILITIES HELD FOR SALE (E) - -

LIABILITIES AND SHAREHOLDERS’EQUITY (A+B+C+D+E) 546 368 648 931


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> inCome statement



Note 31/12/2009 31/12/2008

Sales and revenue 28 202 028 100% 450 780 100%

Cost of goods sold 29 (185 362) -91.8% (335 600) -74,4%

Selling expenses (24 335) -12.0% (36 494) -8,1%

General and administrative expenses

30 (53 356) -26.4% (49 694) -11,0%

Research and development expenditures

31 (5 274) -2.6% (5 806) -1,3%

Exchange gains and losses 32 4 390 2.2% (1 973) -0,4%

Other operating income 35 547 0.2% 31 668 7,0%

Other operating expenses 35 (1 998) -0,9 % (2 245) -0,5 %

CURRENT OPERATING INCOME (63 359) -31.4% 50 636 11,2%

Recognition of negative goodwill/ impairment of positive goodwill

- 0,0% - 0,0%

OPERATING INCOME (63 359) -31.4% 50 636 11,2%

Cost of net financial debt 36 (5 376) -2.7% (11 571) -2,6%

Other financial income 147 0.0% 385 0,0%

Other financial expenses (217) -0,0% (447) -0,0%

INCOME BEFORE TAXES (68 797) -34.1% 39 004 8,7%

Income tax 37 13 110 6,4 % (7 094) -1,6%

NET INCOME (55 687) -27,5 % 31 910 7,1%

Attributable to equity holders of the parent

(55 326) -27,4 % 31 961 -7,1%

Attributable to minority interests (361) -0,1 % (51) 0,0%

NET EARNINGS PER SHARE 39 (1,89) 1,09

NET DILUTED EARNINGS PER SHARE 39 (1,88) 1,09


5

> Consolidated statement of ComPReHensiVe inCome



31/12/2009 31/12/2008

Net income (55 687) 31 910

Translation adjustments for cash items relating to net investments in foreign operations 4 327 (6 379)

Translation adjustments from financial statements of subsidiaries (3 825) (6 552)

Total other comprehensive income items 502 (12 931)

Total comprehensive income (55 185) 18 979

attributable to equity holders of the parent (54 843) 19 032

attributable to minority interests (342) (53)


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> Consolidated CasH floW statement


In thousands of eurosNote 31/12/2009 31/12/2008

Net income (55 687) 31 910

Stock option expenses

Allowance of depreciation and amortisation 17 416 17 875

Change in provisions (except for current assets) (962) 1 105

Change in deferred taxes 866 11 703

Gains and losses from disposal of fixed assets 24 (30 468)

GROSS CASH FLOW FROM CONSOLIDATED OPERATIONS (38 343) 32 125

Change in operating working capital 41 59 764 (60 432)

Change in receivables from financing activities 42 11 476 (25 505)

CASH FLOW FROM OPERATING ACTIVITIES 32 897 (53 812)

Purchases of fixed assets (29 186) (44 323)

Proceeds from the sale of fixed assets, net of tax 2 062 1 803

Impact of change in consolidation scope 17 256

Change in payables on fixed assets (138) 859

CASH FLOW FROM INVESTING ACTIVITIES (27 262) (24 405)

Dividends paid to parent company’s shareholders (6 458) (7 058)

Cash capital increases 0 77

Loans issues 60 983 92 994

Repayments of borrowings (13 263) (14 124)

Purchases / sales of treasury shares (44 546)

CASH FLOWS FROM FINANCING ACTIVITIES 41 262 27 343

NET CHANGE IN CASH AND CASH EQUIVALENT 46 897 (50 874)

Opening cash and cash equivalents 43 (2 324) 49 688

Effect of exchange rate changes 285 (1 138)

Closing cash and cash equivalents 43 44 858 (2 324)

NET CHANGE IN CASH AND CASH EQUIVALENTS 46 897 (50 874)


7

> statement of CHanGes in eQUitY

Share capital

Share pre-

miums

Consolida-ted reserves

Profit of the period

Stock options

Treasury shares

Translation differences

Group share

Minority interest Total

Balance at 1 January 2008 4 476 91 868 173 369 71 005 251 (18 810) (6 338) 315 821 699 316 520

Change in capital of the parent company (239) 77 239 77 77

Appropriation of 2007 net income 71 005 (71 005) 0 0

Dividends paid by the parent company (7 058) (7 058) (7 058)

Treasury shares (41 541) (41 541) (41 541)

Profit of the period 31 963 31 963 (51) 31 912

Net income / (expense) recognised directly in equity (12 929) (12 929) (2) (12 931)

Total recognised income and expense 31 963 (12 929) 19 034 (53) 18 981

Other changes (12) (12)

Balance at 31 December 2008 4 237 91 945 237 316 31 963 251 (60 112) (19 267) 286 332 634 286 966

Cancellation of treasury shares (182) (4 275) 4 457 0 0

Appropriation of 2008 net income 31 963 (31 963) 0

Dividends paid by the parent company (6 457) (6 457) (6 457)

Profit of the period (55 326) (55 326) (361) (55 687)

Net income / (expense) recognised directly in equity

483 483 19 502

Total recognised income and expense (55 326) 483 (54 843) (342) (55 185)

Other changes 8 8 8

Balance at 31 December 2009 4 055 91 953 258 547 (55 326) 251 (55 655) (18 784) 225 042 290 225 332




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notes to tHe Consolidated finanCial statementsNote 1 General information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10Note 2 Significant accounting policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102.1 Statement of compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102.2 Critical accounting estimates and judgments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122.3 Consolidation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132.4 Intercompany balances and transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132.5 Foreign currency translation of financial statements of foreign subsidiaries . . . . . . . . . . . . . . . . 132.6 Translation of transactions in foreign currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 142.7 Business combinations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 142.8 Segment reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14Note 3 Principles and methods for the valuation of key balance sheet aggregates . . 153.1 Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 153.2 Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 163.3 Property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 163.4 Financial assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 173.5 Inventories and work in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 183.6 Trade receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 183.7 Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213.8 Treasury shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213.9 Stock option plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213.10 Employee benefits. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213.11 Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213.12 Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 223.13 Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22Note 4 Management of financial risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22Note 5 Principles and methods of measurement for the income statement . . . . . . . . 235.1 Revenue recognition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 235.2 Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245.3 Selling expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245.4 General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245.5 Research and development expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245.6 Other operating income and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245.7 Current operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245.8 Cost of net financial debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 255.9 Other financial income and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 255.10 Earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25Note 6 Scope of consolidation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25Note 7 Change in the consolidation scope . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26Note 8 Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27Note 9 Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29Note 10 Property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30


9

Note 11 Financial assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31Note 12 Inventories and work in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31Note 13 Trade receivales and related accounts. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32Note 14 Other debtors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34Note 15 Receivables by maturity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34Note 16 Management of foreign exchange risk. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34Note 17 Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35Note 18 Derivative instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35Note 19 Share capital and premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35Note 20 Employee stock option plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37Note 21 Borrowings and financial debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38Note 22 Management of interest-rate risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39Note 23 Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40Note 24 Pension and related benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41Note 25 Payables by maturity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42Note 26 Other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43Note 27 Deferred taxe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43Note 28 Sales and revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44Note 29 Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44Note 30 Administrative and general expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44Note 31 Research and development expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45Note 32 Exchange gains and losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45Note 33 Expenses by nature in current operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45Note 34 Staff costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46Note 35 Other operating income and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46Note 36 Cost of net financial debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47Note 37 Corporate income tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47Note 38 Effective income tax reconciliation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48Note 39 Earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49Note 40 Segment reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50Note 41 Analysis of change in working capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55Note 42 Analysis of changes in receivables from financing activities . . . . . . . . . . . . . . . . . . . . 55Note 43 Cash components . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56Note 44 Information on related parties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56Note 45 Off-balance sheet commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57Note 46 Off-balance sheet commitments in connection with entitlements to

individual training benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57Note 47 Average number of employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58Note 48 Post-closing events . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58


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note 1 General information Haulotte Group S.A. manufactures and distributes through its subsidiaries (forming the “Group”) people and material lifting equipment.

Haulotte Group also operates in the rental market for this equipment.

Haulotte Group S.A. is a société anonyme (a French limited liability company) incorporated in Saint Etienne (France) with its registered office in L’Horme. The company is listed on Euronext Paris – Eurolist Compartment B (Mid Caps).

The annual consolidated financial statements for the period ended 31 December 2009 and the notes thereto were approved by the Board of Directors of Haulotte Group SA on 10 March 2010. Figures are expressed as thousands of euros (K€).

note 2 significant accounting policiesThe main accounting policies applied to prepare the consolidated financial statements are described below. Except where specifically specified otherwise, these policies are consistently applied to all financial periods presented herein.

2.1 Statement of complianceAs a publicly traded company listed in the European Union and in accordance with EC regulation 1606/2002 of 19 July 2002, the Group’s consolidated financial statements for fiscal year ended 31 December 2009 have been prepared according to IFRS (International Financial Reporting Standards) as adopted by the European Union on 31 December 2009.

These standards can be consulted at the website of the European commission (http://ec.europa.eu/internal_market/accounting/ias/index_en.htm). They include standards approved by the International Accounting Standards Board (IASB), i.e. IFRS, International Accounting Standards (IAS) and interpretations of the International Financial Reporting Interpretations Committee (IFRIC).

The consolidated financial statements have been prepared according to the historical cost convention, with the exception of certain items, notably assets and liabilities measured at fair value.

Amendments and interpretations published taking effect in 2009The Group has applied the following standards that are mandatory for periods beginning on or after 1 January 2009.

- IAS 1 (revised) – Presentation of financial statements: the standard introduce the notion of comprehensive income that presents changes in equity of the period not relating to transactions with equity owners and acting in said capacity. The Group has elected to present a comprehensive income in two distinct statements (the consolidated income statement and the consolidated statement of comprehensive income).


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- IFRS 8 – Operating Segments: the standard provides for the amendment of segment information presented by geographical sector by the Group as described in note 41. The first-time application of this standard is considered as a change in accounting method.

The Group is not concerned by the other standards adopted by the European Union and mandatory for periods beginning on or after 1 January 2009.

The application as of 1 January 2009 of the following standards, amendments and interpretations had no impact on the Group’s financial statements:

- IAS 23 (revised) – Borrowing costs

- IFRS 2 (revised) – Share-based payments: Vesting conditions and cancellations

- IAS 38 (revised) – Recognition of advertising and promotional expenditures

- IFRIC 13 – Customer loyalty programmes

- IFRIC 14 – IAS 19: The limit on a defined benefit asset, minimum funding requirements and their interaction.

New texts that have not been early-adoptedStandards, amendments and interpretations concerning Haulotte Group that are mandatory for accounting periods beginning on or after 1 January 2010 have not been early adaopted by the Group in 2009. There are:

- IFRS 3 (revised) – Business combinations

- IAS 27 (revised) – Consolidated and separate financial statements

- Amendment to IAS 39 – Eligible hedged items.

New tax regulations applicable in France starting on 1 January 2010The 2010 French Finance Act eliminated the assessment on French tax entities of the local business tax (taxe professionnelle) starting in 2010. This tax was replaced by the «Territorial Economic Contribution Tax» (Contribution Economique Territoriale or CET) that includes two new levies based on:

- company real estate (“Cotisation Foncière des Entreprises” or CFE) calculated on the rental value applicable under the current local business tax,

- added value of the company (“Cotisation sur la Valeur Ajoutée des Entreprises” or CVAE) determined on the basis of the added value as per statutory accounts.

Haulotte Group recognises the local business tax under operating expenses and considers at this stage that the new tax regulation represent primarily a modification in the method for calculating local French tax without constituting a material change in nature. In consequence, these two new tax contributions will be recorded under operating expenses without resulting in any change in relation to the current treatment for the local business tax.


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2.2 Critical accounting estimate and judgments2.2.1 Critical accounting estimates and assumptions :In preparing financial statements, the Group has recourse to estimates and assumptions about future events. Such estimates are based on past experience and other factors considered reasonable in view of current circumstances. Actual results may differ from these estimations.

The main sources of uncertainties concerning key assumptions and assessments are:

- estimated impairment of goodwill (cf. note 3.1);

- the assessment of counterparty risk on trade receivables: the measurement of the recoverable value of trade receivables (cf. note 3.6.1) is based on the Group’s ability to repossess equipment in the event of customer default on the ability to sell equipment at a determined value. This resale value is estimated on the basis of second-hand equipment sales by the Group over several years. The coherence of these amounts with the second-hand equipment quoted values is also verified. Today, there is no information that would warrant calling into question the recoverable value used by the Group, and notably listed values for second-hand equipment quoted. However, a deterioration in the future of market or second-hand quoted values may result in the recognition of additional impairment loss for trade receivables;

- net realisable value of inventory (cf. note 3.5): the net realisable value of work in progress and finished goods at 31 December 2009 determined on the basis of actual recorded transactions depending on each equipment’s production year, remains significantly higher than the cost price,

- the assessment of the preferential nature of guarantees for residual amounts: the accounting treatment associated with transactions accompanied by such guarantees (cf. note 3.6.2) is based on the assumption that has been almost systematically verified to date of the attractiveness of the option to repurchase equipment offered to customers when compared to the current sales prices in the second-hand equipment market. If this assumption ceases to be confirmed, the accounting treatment of such future transactions should be adapted in consequence

The net realisable value of inventory as well as the resale value for the Group for equipment repossessed pursuant to a customer default has been determined by taking into account the amount of time required to draw down existing inventory.

Use of estimates and assumptions has also an impact on the following items:

- amortisation and depreciation periods for fixed assets (cf. note 3.3)

- the valuation of provisions, notably for manufacturer warranties (cf. note 3.11) and for pension liabilities (cf. note 3.10),

- the valuation of share-based payment plan (cf. note 3.9),

- the recognition of deferred tax assets (cf. note 3.13).

The financial statements reflect the best estimates according to information available at the closing date.


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2.2.2 Evaluation of risks and significant uncertainties having a potential material impact on Haulotte Group

In 2009, the economic environment remained in a severe downturn, with a decline of nearly 75% in volume of the worldwide market of powered access platforms compared to 2008. There was virtually no investment by European and American major rental companies in 2009, though Haulotte Group was successful in maintaining its European market share while further expanding in Asia and America.

In the absence of any tangible sign of a market upturn, Haulotte Group has prepared for 2010 on the expectations of conditions comparable to that of 2009. The priorities remain to reduce working capital (continue to decrease inventories), contain fixed costs and increase commercial efforts in zones with stronger potential.

At 31 December 2009, the Group had drawn down €221 million of its €233.5 million of available credit line. At year-end, the Group had a cash balance of €65.8 million. After a breach of debt covenants in the 2009 second half, Haulotte Group reached an agreement with its banking partners in January 2010, setting new conditions applicable to the loan agreement until its maturity in July 2013. The amounts to be repaid in 2010 and 2011 total respectively €44.2 million and €45.2 million, leaving the Group with sufficient liquidity until the crisis subsides.

2.3 ConsolidationSubsidiaries over which Haulotte Group S.A. directly or indirectly exercises exclusive control are fully consolidated. They are deconsolidated from the date that control ceases.

The list of subsidiaries included in the consolidation scope is disclosed in note 6.

2.4 Intercompany balances and transactionsAll intercompany balances and transactions between fully consolidated companies are eliminated.

2.5 Foreign currency translation of foreign subsidiaries financial statementThe consolidated financial statements are presented in euro (€), which is the parent company’s, Haulotte Group S.A., functional currency and the Group’s presentation currency.

Financial statements of foreign subsidiaries are measured using the local currency, their functional currency.

The results and financial position of foreign entities that have a functional currency different from the presentation currency (euro) are translated into the presentation currency as follows:

- Assets and liabilities are translated at the closing rate at the date of balance sheet;

- Income statement items are translated at the average exchange rate for the period (average for 12 monthly rates) except if exchange rates experience significant fluctuations. In the latter case, applying an average exchange rate for a period would not be appropriate.

Exchange differences resulting from the translation of the subsidiaries’financial statements are recognised as a separate component of equity and broken down between the parent company share and minority interests.


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In the case of the disposal of an entity, translation differences that were recognised under components of comprehensive income items are reclassified from equity to income of the period (as a reclassification adjustment) when a gain or loss resulting from the disposal is recognised.

Goodwill is accounted for in the currency of the subsidiary concerned. It must consequently be stated in the functional currency of the subsidiary and translated at year-end.

2.6 Translation of transactions in foreign currencyForeign currency transactions are translated by the subsidiary into its functional currency using the exchange rates prevailing at the date of the transaction. At year-end, monetary items of the balance sheet denominated in foreign currencies are translated at closing exchange rates

Gains and losses on translation are recorded directly in the income statement under operating income as “exchange gains and losses” except net foreign investments as defined under IAS 21 for which exchange differences are recognised as other comprehensive income items.

2.7 Business combinationsBusiness combinations are recorded on the basis of the purchase method of accounting:

- The cost of an acquisition is measured as the fair value at the date of exchange of assets given, liabilities incurred or assumed, plus any costs directly attributable to the combination.

- Identifiable assets acquired, liabilities, and contingent liabilities assumed are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If the Group’s share in the fair value of the acquired identifiable net assets exceeds the cost of acquisition, that difference is recognised directly in the income statement (see note 3.1).

2.8 Segment reportingThe Group has determined that the primary operating decision-making body of the entity is the Executive Committee. The Committee reviews internal reporting of the Group, evaluating its performance and making decisions for the allocation of resources. The operating segments have been adopted by management on the basis of this reporting.

The Executive Committee analyzes activity both according to geographical markets and the Group’s businesses. These businesses are:

- the manufacture and sale of lifting equipment,

- the rental of lifting equipment,

- services (spare parts, repairs and financing).

In addition, these activities overall are subject to analysis according to geographical region (Europe, North America, Latin America, Asia Pacific).

Internal reporting used by the Executive Committee is based on a presentation of the accounts according to IFRS principles, and includes all Group activities.


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The main indicators for performance reviewed by the Executive Committee are revenue, operating income and depreciation expenses. In addition, the Executive Committee monitors the main balance sheet captions: property, plant and equipment, trade receivables, receivables from financing activities, inventories, trade payables, borrowings.

Items relating to net financial income or expense and in general non-operating items, as well as items relating specifically to consolidation (tax…) are tracked on a global basis without applying a breakdown by activity or geographical sector. As such they are not included in this segment information.

The Group has not identified customers accounting for more than 10% of revenue.

note 3 Principles and methods for the valuation of key balance sheet aggregates

3.1 GoodwillGoodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets of the acquired entity at the date of acquisition.

Goodwill on acquisition of subsidiary is included in intangible assets.

Negative Goodwil (or badwill) is recognised immediately under opearting income as a gain and no later than 12 months after the acqusition, after the correct identification and valuation of acquired assets and liabilities has been verified.

Goodwill is not depreciated but is instead subject to impairment testing whenever there exists an indicator of impairment and at least once a year. For the purpose of impairment testing, goodwill is allocated to Cash Generating Units (CGU) or groups of CGU that may benefit from business combinations.

The Group has defined three CGUs:

- The North America CGU including the subsidiaries Haulotte US and BilJax,

- Group rental company subsidiaries each representing an independent CGU,

- Manufacturing and distribution subsidiaries of the Group included within a single CGU

An impairment loss is recognised when the carrying value is higher than the recoverable value, defined as the higher value in use and fair value. Value in use is determined in reference to five-year business plans for which future flows are extrapolated and discounted to present value.

Goodwill impairment charges are irreversible.

Income and expense arising respectively from the recognition of negative goodwill (badwill) and the impairment of positive goodwill are recognised under a distinct operating income line item «recognition of negative goodwill/impairment of positive goodwill».


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3.2 Intangible assets3.2.1 Development expendituresResearch expenditures are expensed as incurred. Development expenditures in connection with projects (for the design of new products or improvement of existing products) are recognised as intangible assets when the following criteria are met:

- the technical feasibility of completing the project;

- the intention of management to complete the project;

- the ability to use or sell the intangible asset;

- the intangible asset will generate probable future economic benefits for the group;

- the availability of adequate technical, financial and other resources to complete the project;

- the ability to measure reliably the costs.

Other development expenditures that do not meet these criteria are expensed in the period incurred. Development expenditures previously expensed are not recorded as assets in subsequent periods.

Development expenditures are amortised from the date the asset is commissioned using the straight-line method over their estimated useful life of 2 to 5 years.

In compliance with IAS 36, development expenditures recognised under assets not yet fully amortised are tested for impairment annually or as soon as any impairment indicator is identified (when the inflow of economic benefits is less than initially anticipated). The carrying value of capitalised development expenditures is compared with expected cash flows projected over 2 to 5 years to determine the impairment loss to be recorded.

3.2.2 Other intangible assetsOther intangible assets (software, patents, etc.) are recognised at purchase cost excluding incidental expenses and financial charges

Software is amortised using a straight-line method over 3 to 5 years.

3.3 Property, plant and equipmentProperty, plant and equipment are recognised in the balance sheet at purchase cost (less discounts and all costs necessary to bring the asset to working condition for its intended use) or production cost. Finance costs are not included in the cost of fixed assets.

The basis for depreciation of fixed assets is their gross value (cost less residual value). Depreciation starts from the date the asset is ready to be commissioned. Depreciation is recorded over the useful life that reflects the consumption of future economic benefits associated with the asset that will flow to the Group.

When the asset’s carrying value is greater than the estimated recoverable amount, an impairment is recorded for the difference.

Component parts are recognised as separate assets and subject to different depreciation rates if the related assets have different useful lives. The renewal or replacement costs of components are recognised as distinct assets and the replaced asset is written off.

In compliance with IAS 17, assets held under finance leases are capitalised at the lower of fair value or the present value of the minimum lease payments. These assets are depreciated


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on the basis of the same periods as those indicated below. If lease agreements transfer substantially all the risks and rewards ownership to Haulotte, they thus correspond to the main indicators used under IAS 17 (existence of a purchase option, lease period coherent with the useful life of the asset, present value of minimum lease payments close to the fair value of the lease on the date of the lease agreement).

Payments for finance leases are broken down between financial expense and the amortisation of the debt in order to obtain the application of a constant periodic rate of interest on the remaining balance of the liabilities for each period. Interest expense is recognised directly in the income statement.

Contracts corresponding to operating leases are not restated.

Land is not depreciated. Other depreciation on assets is calculated using the straight-line method over their estimated useful lives as follows:

Lands improvements 10 years

Structural work 30 to 40 years

Interior office improvements 5 to 10 years

Paint line 8 to 15 years

Telehandlers, aerial work platforms and cranes 7 to 10 years

Machine tools 20 years

Other equipment 10 years

Industrial processes 3 to 5 years

Computer equipment 5 years

Furniture 10 years

General services 20 years

The assets’ residual value and useful lives are reviewed and adjusted, if appropriate, at each balance-sheet date.

Gains and losses arising from the disposal of fixed assets are recognised under other operating income and expenses.

3.4 Financial assetsFinancial assets are classified into four categories according to their nature and the intended investment period:

- Held-to- maturity investments

- Financial assets measured at fair value through profit and loss

- Available-for-sale financial assets

- Loans and receivables (excluding trade receivables)

The Group holds primarily financial assets belonging to the fourth category of “loans and receivables”. They are recognised at the fair value of the price paid less transaction costs at initial recognition and subsequently at amortised cost at each balance sheet date. All impairment losses on these assets are immediately recognised in the income statement.

Information on derivatives used by the Group is provided in a separate note (note 4).


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3.5 Inventories and work in progressInventories are stated at the lower of cost or net realisable value:

- Materials and supplies cost is determined using the average cost method based on the weighted average cost per unit;

- The cost of finished products and work in progress includes direct production costs and factory overhead (based on normal operating capacity);

- The net realisable value is the estimated selling price in the ordinary course of business less applicable expenses to sell or recondition the good.

3.6 Trade receivablesThere are four categories of trade receivables :

- Receivables resulting from transactions with customers obtaining financing directly (3.6.1) with no guarantee given by the Group to the financial institution providing the financing;

- Receivables resulting from transactions for which Haulotte Group grants guarantees to the financial institution providing financing to the customer (3.6.2)

- Receivables resulting from finance leases with financing provided by Haulotte Group (3.6. 3);

- Receivables resulting from back-to-back arrangements (3.6.4).

The accounting treatment for each transaction category is described below.

3.6.1 Sales without Group financing or guaranteesThese receivables are recognised at fair value of the compensation received or to be received. They are subsequently recognised at amortised cost according to the effective interest rate method, less provisions for impairment.

When there exists serious and objective evidence of collection risks, a provision for impairment loss is recorded. The provision represents the difference between the asset’s carrying amount and the estimated resale value of the equipment representing the receivable on the date the risk of non-collection is determined. This policy is based on the following factors:

- Assets representing receivables may be repossessed by Haulotte Group in the event of customer default, when provided for by contractual terms and conditions

- A precise knowledge of the equipment’s market value

These market values are estimated on the basis of second-hand equipment sales realised by the Group over several years and corroborated by by listed values for second-hand equipment.

3.6.2 Sales including guarantees granted by the GroupIn line with industry practice, Haulotte Group grants guarantees to financial institutions offering financing to Group customers. Under such arrangements, Haulotte Group sells equipment to the financial institution that in turn contracts with the end user customer one of two options:

- the credit sale of the equipment, or

- the conclusion of a finance lease.


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Haulotte Group may grant several types of guarantees depending of the framework agreements concluded with financial institutions and the level of risk assigned to the customer by this institution. Those guarantees are:

Guarantee in the form of a commitment to continue lease payments: Haulotte Group guarantees the financial institution payment if the debtor defaults and pays said institution upon the first event of default the entire outstanding capital balance owed by the defaulting client. Haulotte Group has a right to repossess the equipment in exchange for its substitution in the place of the defaulting customer;

Guarantee in the form of a contribution to a risk pool: in this case, a portion of the amount of the sale to the financial institution amount contributes to a guarantee fund that will cover potential risk of future customer default. The pool’s maximum amount is fixed but makes it possible in the event of default of a customer qualifying for the pool to ensure the financial institution recovers the total amount of its debt;

Guarantee in the form of a contribution to a risk pool covering a fixed amount per receivable: as in the previous case, the pool’s maximum amount is fixed but recourse by the financial institution is defined receivable by receivable. The financial institution confirms at each closing date the amount of its recourse receivable by receivable;

Guarantee in the form of commitments to repurchase the equipment: equipment’s residual value is determined on the date the contract is concluded between the financial institution and the end-customer. At the end of the lease agreement, Haulotte Group undertakes to repurchase the equipment at this predetermined amount.

The accounting treatment of the first three types of guarantees associated with the different lease agreements concluded between the financial institution and the end-user customer are determined based on the analysis of the substance of the transaction as follows:

- as a loan granted to the end customer by Haulotte Group, the contract being transferred to the financial institution in order for the sale to be financed (case of a credit sale);

- as a finance lease between Haulotte Group and the end-customer, the contract being transferred to the financial institution in order for the sale to be financed (case of a finance lease).

The analysis of the guarantees granted by Haulotte Group within the above agreements in accordance with the provisions of IAS 39 indicates that most of the risks and rewards associated with the receivable assigned to financial institutions (notably credit risk and deferred due dates) have not been transferred in the case of guarantees in the form of a commitment to continue the lease payments or in the form of a contribution to a risk pool. Accordingly, for such contracts, the following accounting treatment is applied:

- Recognition of a receivable (under “receivables from financing activities” in the balance sheet) and a financial liability (under “payables from financing activities”) for an amount equal to the outstanding capital balance payable by the end customer to the financial institution. These receivables and payables are discharged as the customer makes the lease payments to the financial institution.


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However, in the case of a guarantee with a contribution to a risk pool covering a fixed amount per receivable, the amount recognised under receivables and payables is capped to the financial institution amount of recourse vis-à-vis Haulotte Group and not expanded to the full amount of the “assigned” receivable

Haulotte Group measures at the date of the balance sheet the risks for the guarantees thus granted to be activated by reviewing payment default reported by financial institutions. In this case a provision for impairment loss is recorded, determined as described in note 3.6.1.

Concerning the fourth type of guarantee, commitments to repurchase equipment, an analysis of the equipment repurchased price granted demonstrates that most of the risks and rewards have been transferred. Indeed, the end customer exercises in virtually all cases the option granted by Haulotte Group to repurchase the equipment for the amount of the residual value at the end of its lease agreement with the financial institution. Haulotte Group’s commitments contracted are recorded as off-balance sheet commitments for the amount of the residual value.

3.6.3 Financial leasesHaulotte Group concludes credit sales or leasing contracts directly with its customers with no intermediation of financial institutions. When analysed according to provisions of IAS 17, these agreements are classified as finance leases, as significant portion of the risks and rewards of ownership are transferred to the lessees.

The accounting treatment for these agreements is as follows:

- Equipment sales are recognised under “sales and revenue” in the income statement on the date the parties sign the lease agreement;

- A trade receivable (under “receivables from financing activities” in the balance sheet) is recognised vis-à-vis the end customer broken down between current assets for the portion of lease payments due within one year and non-current assets for the balance;

- For the following periods, payment received from the customer as per the lease agreement or the credit sale is allocated between financial income and repayment of the receivable and finance charge.

3.6.4 Back-to-back lease arrangementsIn the past, a significant volume of Haulotte Group sales originated from back-to-back lease arrangements.

These arrangements involve selling equipment to a financial institution accompanied by a leaseback agreement to be then subleased to the end user. Based on an analysis of these transactions’ substance both upstream and downstream, they have been classified as finance leases.

Haulotte Group has not had recourse to these type of contracts for three years and the amounts mentioned under financing activities (note 13) reflect past transactions that have not yet been settled.

In the fiscal years ended 31 December 2005 and 2006, payables in connection with back-to-back lease arrangements were subject to global refinancing and lease receivables and payables were no longer strictly matched. Payables to the finance lease company were replaced by loans obtained by the Group for financing and the repayment of this loan has replaced the lease instalments made to the financial institution.


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3.7 Cash and cash equivalents“Cash and cash equivalents” includes cash on hand and other short-term investments. The latter consists primarily of money market funds and term deposits.

Cash equivalents consist of short-term high liquid investments that are readily convertible to known amounts of cash and present insignificant risk of changes in value.

Accrued interest has been calculated for term deposits for the period between the subscription and closing date.

3.8 Treasury sharesShares of Haulotte Group S.A. acquired in connection with the Group share buyback programs (liquidity contract allocated to ensure an orderly market in the company’s shares and buyback program) are recorded as a deduction from consolidated shareholders’ equity at acquisition cost. No gain or loss is recognised in the income statement from purchases, sales or impairment of treasury shares.

3.9 Stock option plansThe Group has implemented an equity-settled share-based payment compensation plan.

Stock options are granted to company employees. These options are measured on the grant date using the Black and Scholes option pricing model. The main assumptions of this method are presented in note 20.

The fair value of options is recognised in the income statement under staff costs on a straight-line basis between the grant date and the vesting date with a reverse entry recorded in equity.

In compliance with the standard’s transition provisions, the accounting treatment concerns only plans granted after 7 November 2002 for which rights were not vested on 1 January 2005.

3.10 Employees benefitsThe Group records provisions for employee benefits and other post-employment obligations as well as long service awards. The Haulotte Group has only defined benefit plans. The corresponding obligation is measured using the projected unit credit method with end-of-career wages. The calculation of this obligation takes into account the provisions of the laws and collective bargaining agreements and actuarial assumptions concerning notably staff turnover, mortality tables, salary increases and inflation.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are recorded in the income statement in the period incurred.

3.11 ProvisionsIn general a provision is recorded when:

- the Group has a present legal or constructive obligation as a result of a past event;

- it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and;

- the obligation has been reliably estimated.


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Accordingly, the Group grants clients a manufacturer’s warranty. The estimated cost of warranties on products already sold is covered by a provision statistically calculated on the basis of historical data.

Other provisions are also recorded in accordance with the above principles to cover risks related to litigation, site closures, when applicable, or any other event meeting the definition of a liability. The amount recognised as a provision represents the best estimate of the expenditure required to settle the obligation.

3.12 BorrowingsBorrowings are initially recognised at fair value of the amount received less transaction costs. Borrowings are subsequently stated at amortised cost calculated according to the effective interest rate method.

3.13 Deferred taxesDeferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements as well as on tax losses carried forward. They are calculated using the liability method, for each of the Group’s entity, using tax rates that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets from temporary differences or tax loss carryforwards are recognised only to the extent it is probable that future taxable profit will be available against which the temporary differences can be utilised. Deferred tax assets and liabilities are offset if the entities of the same tax group are entitled to do so under enforceable provisions.

note 4 management of financial riska) Foreign exchange riskA significant portion of Haulotte Group sales are in currencies other than the euro including notably the US dollar and the British pound sterling. Because sales of Group subsidiaries are primarily in their functional currency, transactions do not generate foreign exchange risks at their level.

The primary source of foreign exchange risks for the Haulotte Group consequently results from intercompany invoicing flows when Group companies purchase products or services in a currency different from their functional currency (exports of manufacturing subsidiaries located in the euro area and exporting in the local currency of a sale subsidiary).

Such exposures are managed by Haulotte Group SA. For the main currencies, foreign exchange trading positions in the balance sheet are partially hedged using basic financial instruments (forward exchange sales and purchases against the euro).

b) Interest rate riskThe Group favours floating-rate debt which provides it greater flexibility. To hedge against interest rate risks, the Group seeks to take advantage of market opportunities according to interest rate trends. There is no recourse to systematic interest rate hedging.


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To cover market risks (interest rate and foreign exchange exposures), Haulotte Group has recourse to financial instrument derivatives. These derivatives are destined to cover the fair value of assets or liabilities (fair value hedges) or future cash flows (cash flow hedges). However, because financial instruments held by Haulotte Group do not fully comply with the criteria for hedge accounting, changes in fair value are recorded in income statement.

In compliance with the provisions of IAS 32 and 39, derivatives are recorded at fair value. The fair value of assets and liabilities traded on an active market is determined on the basis of the market price at the balance-sheet date.

c) Credit riskCredit risk results primarily from exposure to customer credit and notably outstanding trade receivables and transactions.

To limit this risk, the Group has implemented rating procedures (internal or independent) to evaluate credit risk for new and existing customers on the basis of their financial situation, payment history and any other relevant information.

Credit risk is also limited by Haulotte Group’s ability in the event of default by one of its customers to repossess the equipment representing the receivable. The provisions for impairment loss on trade receivables are determined based on this principle (cf note 3.6).

d) Liquidity riskHaulotte Group cash management is centralised. The corporate team manages current and forecasted financing needs for the parent company and subsidiaries.

All cash surpluses are invested by the parent company at market conditions in money market funds and term deposits without risk to the capital.

Since 2005 the Group has had a syndicated credit facility that was renegotiated in January 2010 after debt ratios were breached in the 2009 second half. This loan for a new total amount of €233.5 million will mature in July 2013. At 31 December 2009, drawdowns totalled €221 million with €8.8 million repaid in July 2009. The Group also has financing for USD20 million for its US subsidiary BilJax of which USD10.6 million have been drawn.

note 5 Principles and methods of measurement for the income statement

5.1 Revenue recognition« Sales and Revenue » includes the goods and services sales comprising notably:

- sales self-financed by the customer,

- sales funded through back-to-back arrangements and the corresponding financial income (cf note 3.6),

- sales including financial guarantees given by Haulotte Group S.A. to allow the customer to obtain financing (cf. note 3.6),

- equipment rental,

- provision of services,


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Revenue from the sale of goods is recognised net of value-added tax on the date the risks and rewards of ownership are transferred to the buyer which generally corresponds to the date of shipment of the products to the customer after obtaining adequate assurance that the contractual payment will be made.

Financial income in connection with back-to-back leases or finance leases are recognised on the basis of the effective interest rate.

Revenue from services is recognised during the period in which the services are rendered.

5.2 Costs of goods soldThe cost of goods sold includes direct production costs, factory overhead, changes in inventory, provisions for inventory losses, warranty costs, fair value adjustments of currency hedges and interest expense paid in connection with back-to-back arrangements.

5.3 Selling expensesThis item includes notably costs related to sales and commercial activity.

5.4 General and administrative expensesThis item includes indirect leasing costs, administrative and management expenses, and changes in the provision for impairment losses on trade receivables.

5.5 Research and development expendituresResearch expenditures are expensed in the period they are incurred.

Development expenditures are expensed in the period except when they meet the criteria defined under IAS 38 (cf. 3.2.1) for recognition as intangible assets. This concerns expenditures incurred in connection with development projects for new categories of machines or components considered technically viable with a probability of generating future economic benefits.

5.6 Other operating income and expensesThis heading includes :

- gains or losses from disposals (excluding those by rental companies treated as sales of second-hand equipment and recognised consequently under revenue),

- amortisation of capitalised development expenditures,

- incomes or expenses related to litigations of an unusual, abnormal or infrequent nature.

5.7 Current operating incomeCurrent operating income covers all income and expenses directly relating to Group activities, whether representing recurring items of the normal operating cycle or events or decisions of an occasional or unusual nature.


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5.8 Cost of net financial debtCost of net financial debt includes total finance costs consisting primarily of interest expense (according to the effective interest rate) as well as the fair value adjustments of interest rate hedges.

5.9 Other financial income and expenseThis item includes income from cash and cash equivalents (interest income, gains and losses from the disposal of short-term securities, etc.).

5.10 Earnings per shareEarnings per share presented at the bottom of the income statement are determined by dividing the net income of Haulotte Group S.A. for the period by the weighted average number of ordinary shares outstanding during the period excluding treasury shares.

Diluted earnings per share are calculated on the basis of the average number of shares outstanding during the year adjusted for the dilutive effects of equity instruments issued by the company such as stock options.

note 6 scope of consolidationCompanies consolidated at 31 December 2009 :

ENTITY COUNTRYOWNERSHIP

INTEREST (% )

CONSOLIDATION METHOD

Haulotte Group S.A. France Parent

Haulotte France France 99,99% Full consolidation

Haulotte Services France France 99,99% Full consolidation

ABM Industries France 100% Full consolidation

TELESCOPELLE S.A.S France 100% Full consolidation

NO.VE. S.R.L. Italy 100% Full consolidation

Levanor Maquinaria de Elevacion S.A. Spain 91% Full consolidation

Haulotte Arges S.R.L. Romania 100% Full consolidation

Haulotte Cantabria S.L. Spain 99,96% Full consolidation

Haulotte Hubarbeitsbühnen GmbH Germany 100% Full consolidation

Hauoltte UK Limited UK 100% Full consolidation

Haulotte Italia S.R.L. Italy 99% Full consolidation

Haulotte Australia Pty. Ltd. Australia 100% Full consolidation

Haulotte Iberica S.L. Spain 98,71% Full consolidation

Haulotte Netherlands B.V. Netherlands 100% Full consolidation

Haulotte U.S., INC. US 100% Full consolidation

Haulotte Scandinavia AB Sweden 100% Full consolidation

Haulotte Portugal, plataformas de elevaçao, Unipessoal, LDA Portugal 98,71% Full consolidation


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Haulotte Do Brazil LTDA Brazil 99,98% Full consolidation

Haulotte Vostok Russia 100,00% Full consolidation

Haulotte Polska SP Z.O.O. Poland 100,00% Full consolidation

Mundilevaçao, Aluger e Transporte de Plataformas LDA Portugal 90,00% Full consolidation

UK Platforms Ltd. UK 100% Full consolidation

Access Rentals (UK) Ltd. UK 100% Full consolidation

Haulotte Singapore Ltd. Singapore 100% Full consolidation

Haulotte Trading (Shanghai) co. Ltd. China 100% Full consolidation

Haulotte Access Equipment Manufacturing (Changzhou) Co., Ltd. China 100% Full consolidation

Haulotte Mexico SA de CV Mexico 95% Full consolidation

Haulotte Services SA de CV Mexico 95% Full consolidation

Haulotte Argentina S.A. Argentina 95% Full consolidation

Haulotte Middle East FZE Dubaï 100% Full consolidation

Horizon High Reach Limited Argentina 100% Full consolidation

Bil Jax, Inc. US 100% Full consolidation

Equipro, Inc. US 100% Full consolidation

Bil Jax Service, Inc. US 100% Full consolidation

Construction and Scaffold Supply, Inc. US 100% Full consolidation

Bil Jax Planking Systems, Inc. US 100% Full consolidation

Scaffold Design and Erection, Inc. US 100% Full consolidation

CSI Contruction Supply International, Inc. US 100% Full consolidation

USA ONE, Inc. US 100% Full consolidation

The closing date for financial statements of consolidated companies for each period presented is 31 December.

note 7 Changes in the consolidation scopeOur subsidiary UK Training Ltd. acquired in June 2009 assets of a rental company, one of our customers in the UK market that was in liquidation. Our subsidiary thereupon changed name to become Access Rentals (UK) Ltd. Items acquired in connection with this transaction included:

- equipment,

- a list of customers,

- the right to occupy the company’s premises for a short period,

- the transfer of 71 employees.

Assets purchased totalled K£8 846 (K€10 381), of which K£5 919 (K€6 946) were refinanced under agreements with financial institutions.


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The Group also provided in the past financial institutions with guarantees relating to sale contracts to this customer for K£5 339 (K€6 266) that were exercised on 31 December 2009.

The impact of this transaction on the Group’s financial statements for the period ended 31 December 2009 was not material.

note 8 Goodwill

At 31 December 2009

Gross value Impairment Net value

UK Platforms 12 158 (12 158) -

ABM 1 294 (1 294) -

Haulotte France 54 (54) -

Nove 2 580 - 2 580

Horizon 2 825 - 2 825

BilJax 13 834 - 13 834

Total 32 745 (13 506) 19 239

At 31 December 2008

Gross value Impairment Net value

UK Platforms 12 158 (12 158) -

ABM 1 294 (1 294) -

Haulotte France 54 (54) -

Nove 2 580 - 2 580

Horizon 3 199 - 3 199

BilJax 14 320 - 14 320

Total 33 605 (13 506) 20 099

The change presented in goodwill between the two periods (or K€860) reflects the currency effect on goodwill for Horizon and BilJax.

• « North America » CGUThe last impairment test for the «North America» region considered as a cash generating unit (CGU) was performed on 30 June 2009. Because economic conditions have further deteriorated since that date, a new impairment test was performed on 31 December 2009 on this CGU that includes the US entities of the Group.

The recoverable value of the « North America » CGU was based on calculations of value in use. These calculations were carried out using forescasted future cash flows based on the one-year budgets approved by management.


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The main assumptions used to perform this impairment test were as follows:

- significant growth in market share in the sector of the sale of aerial work platforms in the “North American” market, on horizon 4 years;

- the launch of production of new aerial work platform models in the BilJax plant with production costs optimised in US dollars;

- synergies and resulting gains between Haulotte US and BilJax;

- the impairment test included cash flow projections over four years, an assumption of long-term growth of 1.5% and a discount rate (WACC) of 9.5%;

- the exchange rate applied was €0.72 for USD 1.

On the basis of these assumptions, management considers that the value in use of the “North America” CGU exceeds the carrying value. Sensitivity analyses carried out indicate that no impairment charge would be recorded in the following scenarios:

- a one-year lag in the achievement of financial budgets;

- a decrease in forecasted sales of 20%;

- a 4 point change in the discount rate.

• «Rental companies» CGUThe main assumptions used for this impairment test were:

- projected cash flows for four years, and assumption of long-term growth 1.5% and a discount rate of 9.5% (for Horizon) and 8.2% (for Nove).

On the basis of this test, no impairment was recorded for this CGU in the consolidated financial statements for the period ended 31 December 2009.


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note 9 intangible assets

31/12/2008 Increase Decrease Reclassifications and other changes

Translation adjustement

31/12/2009

Development expenditure 8 819 1 111 - - - 9 930

Concessions, patents, licenses 7 183 608 (907) 43 - 6 927

Other intangibles and in progress 102 403 (65) (60) (2) 378

Gross value 16 104 2 122 (972) (17) (2) 17 235Depreciation/ impairment of development expenditures

7 084 538 - - - 7 622

Depreciation of concessions, patents, licenses

3 725 850 (907) 5 1 3 674

Depreciation of other intangibles and in progress

86 9 (30) (29) 2 34

Accumulated depreciation and impairment

10 894 1 397 (937) (24) (1) 11 328

Net value 5 210 725 (35) 7 (1) 5 906

The K€1 111 increase in «development expenditures» reflects R&D investments.

The increase of K€608 for «concessions, patents, licenses» concerns primarily IT investments.

The increase in «Other intangibles and in progress» of K€403 is also related to IT investments.

The depreciation of development expenditure or K€538 is included under the line item «research and development expenditure» of the income statement.


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note 10 Property, plant and equipment

31/12/2008 Increase Decrease Reclassi-fications

and others changes*

Translation adjustement

31/12/2009

Land 6 116 128 (74) 6 171

Buildings 26 017 5 457 (257) 10 620 (298) 41 539

Plant machinery 25 790 2 182 (129) 4 210 (209) 31 844

Equipment for rental 62 384 17 824 (6 396) (960) 1 128 73 980

Other PPE 10 418 1 083 (1 048) (114) 81 10 420

Fixed assets in progress 16 128 (45) (460) (14 686) (740) 197

Gross value 146 853 26 630 (8 289) (930) (113) 164 152

Depreciation/ impairment of buildings

10 475 1 886 (88) 83 (128) 12 229

Depreciation/ impairment of plant machinery

14 337 2 703 (72) (51) (167) 16 750

Depreciation/ impairment of equipment for rental

27 795 10 035 (5 330) (253) 429 32 676

Depreciation/ impairment of other PPE

5 520 1 688 (858) (3) 15 6 362

Accumulated depreciation and imapirment

58 127 16 312 (6 348) (224) 149 68 018

Net value 88 726 10 317 (1 941) (706) (262) 96 134

(*) Amounts indicated under “Reclassifications and other changes” include mainly the reclassification of fixed assets in progress of the prior year to fixed assets.

The decrease in «Fixed assets in progress» reflects primarily the commissioning of the Romanian plant by the subsidiary Haulotte Arges.

The increase of the captions «Land», «Buildings» and «Plant machinery» of K€7 767 relates primarily to the new headquarters of Haulotte Iberica (K€3 187) and ongoing construction work on the Mioveni plant by the Haulotte Arges subsidiary (K€3 796).

The K€17 824 increase in «Equipment for rental» relates primarily to the purchase of aerial work platforms by rental companies, and notably K€10 381 for Access Rentals (UK) Ltd. (see note 7) and K€3 269 for UK Platforms.

Allowances for depreciation of rental equipment are recognised under the cost of sales in the income statement. Allowances for buildings, plant equipment and other PPE are recognised under the cost of sales and/or selling and administrative expenses.


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note 11 financial assets

31/12/2008 Increase Decrease Reclassifications and others

Translation adjustment

31/12/2009

Receivables from investments 4 - - - 4

Other financial assets 929 520 (230) - (20) 1 199

Gross value 933 520 (230) - (20) 1 203

Other financial assets include loans, deposits and guarantees to non-Group entities

note 12 inventories

At 31 December 2009 Gross value Provision Net value

Raw materials 17 069 (936) 16 133

Work in progress 63 236 - 63 236

Semifinished and finished goods 122 240 (17 119) 105 120

Trade goods 30 226 (7 680) 22 546

Total 232 770 (25 736) 207 034


Raw materials 27 515 (342) 27 173

Work in progress 62 061 - 62 061

Semifinished and finished goods 133 017 (5 531) 127 486

Trade goods 24 190 (4 597) 19 593

Total 246 783 (10 470) 236 313

The impact of idle capacity has not been included in inventories valuation. The decrease in inventories of K€(14 013) on 31 December 2009 versus an increase of €109 807 at 31 December 2008 is recognised under the cost of sales in the income statement.

Provisions for inventories impairment losses break down as follows:

31/12/2008 Increase Decrease Translation adjustment

31/12/2009

Provision for invento-ries impairment losses 10 470 22 194 (6 990) 62 25 736


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note 13 trade receivables and related accounts


Non-current assets

Receivables from financing activities exceeding one year 38 399 38 399

Including finance lease receivables 24 577 24 577

Including guarantees given 13 823 13 823

Subtotal 38 399 38 399

Current assets

Trade receivables and related accounts 90 736 (24 054) 66 682

Receivables from financing activities less than one year 17 383 (2 255) 15 128

Including finance lease receivables 8 221 (2 255) 5 966


Subtotal 108 119 (26 310) 81 810

Total 146 519 (26 310) 120 209


Non-current assets

Receivables from financing activities exceeding one year 53 175 53 175

Including finance lease receivables 29 253 29 253


Subtotal 53 175 53 175

Current assets

Trade receivables and related accounts 157 423 (15 594) 141 830

Receivables from financing activities less than one year 28 528 (28) 28 500

Including finance lease receivables 12 209 (28) 12 181


Subtotal 185 951 (15 622) 170 329

Total 239 126 (15 622) 223 504


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The fair value of “Trade receivables and related accounts” recorded under current assets equals the carrying value given their short maturity (less than one year).

In accordance with IAS 17, fair value of receivables from back-to-back equipment leases and finance leases represents the lower of the fair value of the item at the inception (cash sales price net of rebates) or the discounted value of lease payments at the lease’s implicit interest rate.

As described in note 3.6, the fair value of receivables guarantees granted by Haulotte Group to the lending institution of the customer, represents:

- either the amount of capital remaining due by the customer of Haulotte Group to the financial institution

- or the maximum amount of the risk incurred by Haulotte Group

The corresponding receivables and payables are discharged as customers make lease payments to the financial institution.

Provisions for trade receivables break down as follows:

31/12/2008 Increase Decrease Translation adjustment

31/12/2009

Provisions for trade receivables 15 622 15 115 (4 849) 422 26 310

The trade receivables net amount split as follows by maturity date:

Total Not due

Due

Less than 60 days

60 - 120 days

More than 120 days

Net trade receivables 2009 120 209 108 439 3 792 5 087 2 891

Net trade receivables 2008 223 504 187 814 11 713 17 014 6 963

Trade receivables that are due are analysed notably on the basis of the customer rating established by the Group (cf. note 4.c). Considering this rating and the resulting risk assessment, the Group determines the necessity of recording a provision. When applicable, provisions are recorded for the difference between the carrying value of the receivable and the estimated resale value of the equipment determined in reference to historical sales’ prices.


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note 14 other debtors

31/12/2009 31/12/2008

Other receivables 21 249 36 649

Advances and instalments paid on orders 998 1 451

Prepaid expenses 1 228 1 579

Total 23 474 39 679

“Other debtors” mainly include income tax and VAT receivables.

In particular, at 31 December 2009 Haulotte Group S.A. had an income tax receivable with French Tax Administration of K€14 198.

note 15 Receivables by maturity

31/12/2009 Amount Less than 1 year

1 to 5 years

Trade receivables and related accounts* 66 682 66 682 0

Trade receivables from financing activities 53 527 15 128 38 399


Total 143 683* 105 284 38 399

*Including receivables fallen due for K€11 770 (cf. note 13)


1 to 5 years

Trade receivables and related accounts* 141 830 141 830 0

Trade receivables from financing activities 81 675 28 500 53 175


Total 263 183* 210 008 53 175

*Including receivables fallen due for K€35 690 (cf. note 13)

note 16 management of foreign exchange riskThe following table presents the foreign currency exposures of trade receivables and payables before hedging:

31/12/2009 EUR AUD GBP SEK USD OthersTrade receivables 96 733 9 175 11 143 384 25 619 3 464

Trade payables (18 740) (13) (1 975) (15) (2 717) (800)

Net amount 77 993 9 162 9 167 368 22 902 2 664


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31/12/2008 EUR AUD GBP SEK USD OthersTrade receivables 163 159 8 810 28 542 1 386 25 971 11 258

Trade payables (56 443) (76) (1 131) (45) (4 365) (3 403)

Net amount 106 716 8 734 27 411 1 341 21 606 7 855

A 10% increase in the value of the euro against the pound sterling would represent, excluding the impact of hedges, an additional charge in the consolidated financial statements of K€833.

A 10% increase in the value of the euro against the US dollar would represent, excluding the impact of hedges, an additional charge in the consolidated financial statements of K€2 082.

note 17 Cash and cash equivalents

31/12/2009 31/12/2008

Cash at bank and in hand 45 835 22 838

Money market funds 20 010 10

Total 65 845 22 848

note 18 derivative instrumentsPositive fair value of derivative instruments:

31/12/2009 31/12/2008USD forward sales 3 368 2 970

Total 3 368 2 970

Negative fair value of derivative instruments:

31/12/2009 31/12/2008Interest rate swaps (6 130) (6 553)

Total (6 130) (6 553)

note 19 share capital and premiums

31/12/2009 31/12/2008

Number of shares 31 191 669 32 591 164

Nominal value in euros 0,13 0,13

Share capital in euros 4 054 917 4 236 851Share premiums in euros 91 953 315 91 944 789


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The change in shareholders’equity is due to the cancellation of 1 401 595 treasury shares resulting in a reduction of €182 207.

Treasury shares at 31 December 2009

31/12/2009 31/12/2008

Number of treasury shares 1 837 823 3 239 418

Treasury shares as a percentage of capital 5,89% 9,94%

Net book value of treasury shres in thousands €* 11 831 15 385

Carrying value of treasury shares in thousands €** 11 597 14 415

* Based on the average price for the month of December

** based on the market price on the last business day of the fiscal year

Summary of changes in treasury shares for fiscal years 2008 and 2009

TYPE 2009 2008

Liquidity agreement

Number of shares purchased - 287 755

Purchase price of shares - 3 592 493

Average price per share - 12,5 Number of shares sold - 229 209

Original value of shares sold - 4 620 858

Sale price of shares sold - 2 868 641

Net gain/(loss) - (1 752 217) Number of shares cancelled - 50 000 Number of shares at December 31 139 418 139 418

Original value of shares at December 31 1 506 773 1 506 773

Buyback authorisation

Number of shares purchased - 4 208 766

Purchase price of shares - 43 821 656

Average price per share - 10,4 Number of shares sold - -

Number of shares cancelled 1 401 595 1 806 186 Number of shares at December 31 1 698 405 3 100 000


Global Number of shares at December 31 1 837 823 3 239 418


Closing price of shares at December 31 6,31 4,45


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note 20 employees stock option plans

PLAN N°1 PLAN N°2 PLAN N° 3

Board of Directors’meeting date 26/07/2001 02/07/2002 08/07/2003

Number of stock options granted on inception 171 250 175 250 159 200

Number of shares available for subscription at 31 December 2009 - - 27 050

Commencement of the option exercise period

26 July 20052 July 2006 (excluding authorised

exceptions)

8 July 2007 (excluding authorised

exceptions)

Expiry date

Initialy 25 October 2005 extended 25 April 2006 by Board of Director on

26/10/2005

2 July 2009 8 July 2010

Subscription or purchase price 16,78 € 9,46 € 4,19 €

Number of shares subscribed at 31 December 2009 101 050 114 240 84 800

In the above table, the total number of shares available for subscription at 31 December 2009 was adjusted for beneficiaries having left the Group before the commencement of the exercise period. In addition, for all plans concerned, each option confers a right to one share. Only plans granted after 7 November 2002 for which rights have not been vested on 1 January 2005 are restated in compliance with IFRS 2. Only the plan of 8 July 2003 was concerned by this requirement.In compliance with IFRS 2, Haulotte Group recognised the fair value of employee services rendered in exchange for the grant of stock options as an expense offset by an increase in equity over the vesting period.The fair value of stock options granted under this plan is measured on the basis of the Black and Scholes model.The key assumptions of this model are as follows:

- Share price on grant date: €4.19;- Exercise price: €4.19;- Expected volatility: 71%;- Dividend yield: 1.67%;- Option life: 7 years;- Risk-free annual interest rate: 3.50%.


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note 21 Borrowings and financial debt

31/12/2009 31/12/2008

Non-current borrowingsBank borrowings >1 year 26 200 191 761

Including syndicated loan - 152 886


Including other borrowings 12 377 14 953

Other loans and borrowings 426 405

Subtotal 26 626 192 166

Current borrowingsBank borrowings < 1 year 222 277 26 697

Including syndicated loan 203 213 8 776


Including back-to-back and finance lease obligations - 214

Including other borrowings 9 902 1 388

Other loans and borrowings 108 109

Bank overdrafts 18 225 21 588

Subtotal 240 610 48 394

Total borrowings 267 236 240 561

In 2005, Haulotte Group obtained a 7-year €330 million that was reduced to €251 million in 2009.

The total €251 million loan was contracted at a variable rate of interest indexed on the Euribor and divided into four tranches:

- Tranche A + amendment: €70 million to refinance the existing debt;

- Tranche B: €120 million to finance capital expenditures;

- Tranche C: €31 million to finance acquisitions;

- Tranche D: €30 million to finance working capital requirements.

A swap agreement has been implemented to cover the risks of interest rate fluctuations (note 18).

Following the breach of debt ratios in the 2009 second half, repayment of the loan was rendered enforceable by the banking syndicate. For this reason, the full amount of the debt was reclassified under current borrowings (note 25). An agreement was reached in early 2010 with the banks. On that basis, the amount to be reimbursed in 2010 will total €44.2 million and the balance consequently represents non current borrowings.


39

At 31 December 2009 the total amount drawn on this loan amounted to K€221 000:

- Tranche A: K€52 492 (K€8 749 was repaid in July 2009)

- Tranche B: K€120 000

- Tranche C: K€31 000

- Tranche D: a revolving credit of K€17 500

The US subsidiary BilJax has credit lines for K USD 15 196 split as follows:

- A medium-term loan with capital remaining due of KUSD 4 427 at 31 December 2009 of which KUSD 159 at short-term;

- A revolving credit line of KUSD20 000 of which KUSD 10 610 had been drawn at 31 December 2009.

In exchange for the syndicated loan, the following commitments were granted to the banking syndicate:

- Pledge of Haulotte Group S.A. goodwill

Group debt is denominated in the following currencies:

31/12/2009 31/12/2008

Euros 226 116 184 712

GBP 6 064 203

USD 11 270 14 126

Others 799 1 065

Total 244 250 200 106

note 22 management of interest-rate risksThe breakdown between fixed rate and variable rate borrowings is as follows

31/12/2009 31/12/2008

Fixed rate borrowings 35 624 41 712

Variable rate borrowings 231 611 198 849

Total 267 236 240 561

A 1% rate increase would result in a maximum additional interest expense, excluding hedges, of some K€2 316


Translated value in thousands of euros

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note 23 Provisions

31/12/2008 Allowances Provisions used in the

period

Reversal of unused provisions

Translation adjsutment

31/12/2009

Provisions for products warranty

4 006 1 717 (2 994) - (13) 2 715

Provisions for other contingencies

2 663 600 (534) - 10 2 739

Provisions for other losses (52) (11) - - (63)

Current provisions 6 618 2 316 (3 539) - (4) 5 391

Provision for pensions 1 814 235 (230) - 32 1 851

Non-current provisions 1 814 235 (230) - 32 1 851

Total provisions 8 431 2 551 (3 769) - 28 7 242

- Provision for warranty: Haulotte Group records provisions for the cost of repairs or the replacement of products sold to customers under warranty. The warranty period is usually one to two years.

- Generally speaking, all lawsuits involving Group companies were reviewed at year-end, and based on the advice of legal counsel, the appropriate provisions were recorded, when necessary, to cover the estimated risks.

In the 2008 first half, a supplier filed a claim against Haulotte Group for €7 million for wrongful breach of its contract for the supply of raw materials. No provision has been recognised in the financial statements as the company considers this claim without legal and economic merit and was furthermore not substantiated by the supplier.

- Provision for pensions: see note 24.


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note 24 Pension and related benefits

24.1 AssumptionsThe only post-employment benefits granted to Group employees are pension indemnities and long-service awards.

Retirement commitments are estimated according to the projected unit credit method using end-of-career wages according to the procedures described in paragraph 3.10, on the basis of the following assumptions:

- a staff turnover rate based on available Group historical data;

- a salary increase rate based on the expected length of service, career development, the terms of collective bargaining agreements and the rate of long-term inflation representing a total rate of 2%;

- a 5% discount rate;

- a retirement age for employees born before 1 January 1950 of 62 for managers, 60 for clerical staff, 55 for workers;

- a retirement age for employees born after 1 January 1950 of 65 for managers, 63 for clerical staff, 55 for workers.

Concerning end-of-career severance benefits, the assumption retained is that of voluntary retirement that takes into account social security contributions. This method of calculation complies with the French Pension Reform Act of 21 August 2003 (Loi Fillon).

24.2 Changes in obligations over the period

Present value of the obligation at the opening (1 January 2009) 1 814

Cost of services rendered during the period 235

Interest credited in the period 95

Benefits paid in the period (230)

Actuarial gains and losses (64)

Present value of obligations at closing (31 December 2009) 1 851

The Group does not have hedge assets and actuarial gains and losses are recorded in the income statement.


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note 25 Payables by maturityBank borrowings at 31 December 2009 included outstanding debt of €221 million in connection with a syndicated loan agreement. As specified in note 21, following an agreement reached with the banks in early 2010, €44.2 million is to be repaid in year in progress


1 to 5 years

More than

5 years

Bank borrowings 248 477 222 277 26 200

including leases obligations and other guarantees 22 985 9 162 13 823

Other loans and borrowings 18 759 18 333 426

Down payments received 1 725 1 725

Payables to fixed asset suppliers 896 896

Trade notes and accounts payable 24 262 24 262

Tax and employee-related liabilities 1 622 1 622

Other payables 7 317 7 317

Prepaid income 1 148 1 148

Total 304 206 277 580 26 626 -


1 to 5 years

More than

5 years

Bank borrowings 218 458 26 697 191 761

including leases obligations and other guarantees 40 455 16 533 23 922

Other loans and borrowings 22 103 21 697 405


Payables to fixed asset suppliers 1 233 1 233

Trade notes and accounts payable 65 461 65 461




Total 338 536 146 369 192 166 -


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note 26 other payables

31/12/2009 31/12/2008


Payables to fixed asset suppliers 896 1 233




Total 12 707 32 514

note 27 deferred taxesDeferred tax assets are offset by deferred tax liabilities generated in the same tax jurisdiction. Deferred taxes are recoverable within one year except those calculated on the fair value of rental equipment, provisions for pensions, translation adjustment on net investments in foreign operations, the development expenditures and depreciation period differences.

Deferred tax assets resulting from temporary diffences or tax losses carried foward are recognised only to the extent that it is really probable that future taxable profit will be available against which the temporary differences can be utilised.

Deferred taxes break down as follows:

31/12/2009 31/12/2008

Deferred taxes from adjustments of the fair value of rental equipment (1 041) (925)

Deferred taxes from adjustments on finance leases and back-to-back leases (222) 46

Deferred taxes from provisions of pensions 204 207

Deferred taxes from adjustments of internal margins on inventories and fixed assets 4 470 7 410

Deferred taxes from non-deductible provisions 1 901 2 059

Deferred taxes from differences in depreciation periods and R&D costs (2 399) (2 657)

Deferred taxes from cash items part of net investments in foreign operations (3 344) (4 453)

Deferred taxes from tax losses - -

Deferred taxes from other consolidation adjustments 384 (3 162)

Deferred taxes from other temporary differences 544 1 678

Total 497 203


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The change in net deferred tax breaks down as follows:

31/12/2009 31/12/2008

Opening net balance 203 5 519

Income/(loss) from deferred taxes (866) (11 720)

Deferred taxes from changes in consolidation scope - (1 240)

Deferred taxes recognised under other items of comprehensive income 1 108 6 167

Translation differences 52 298

Other changes - 1 179

Closing net balance 497 203

note 28 sales and RevenueNote 40 on segment information provides details on income from ordinary activities.

note 29 Cost of good sold

31/12/2009 31/12/2008

Production cost of sales (165 397) (326 818)

Change in inventory provisions (15 204) (3 286)

Warranty costs (4 669) (5 352)

Interest paid on back-to-back lease arrangements (92) (143)

Total (185 362) (335 600)

note 30 General and administrative expenses

31/12/2009 31/12/2008

Administrative expenses (26 947) (28 992)

Net allowances for the impairment of trade receivables (14 505) (5 454)

Management expenses (8 509) (10 330)

Others (3 395) (4 918)

Total (53 356) (49 694)


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note 31 Research and development expenditure

31/12/2009 31/12/2008

Development expenditures recognised as intangible assets 1 111 881

Amortisation of development expenditures (538) (874)

Research tax credit 332 244

Development expenditures (6 179) (6 057)

Total (5 274) (5 806)

note 32 exchange gains and losses

31/12/2009 31/12/2008

Currency losses (16 715) (36 437)

Currency gains 21 105 34 464

Total 4 390 (1 973)

Realised and unrealised currency gains and losses from commercial transactions in foreign currencies presented above are recognised under the operating margin.

Changes in this item consequently reflect the current account balance in pound sterling with the UK subsidiaries and unfavourable foreign exchange trends for the US dollar and pound sterling over the period.

note 33 expenses by nature to current operating income

31/12/2009 31/12/2008

Purchases of raw materials and other consumables and changes in finished products inventory (99 927) (219 709)

External charges (58 669) (107 110)

Taxes and related items (3 468) (5 262)

Staff costs (60 208) (68 194)

Net depreciation and impairment (42 111) (26 372)

Currency gains and losses 4 390 (1 973)

Other operating expenses and income (5 394) 27 846

Total (265 387) (400 144)


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note 34 staff costs

31/12/2009 31/12/2008

Salaries and wages (46 033) (50 816)

Social security and related expenses (14 164) (17 247)

Employee profit-sharing (6) (4)

Retirement indemnities (5) (127)

Total (60 208) (68 194)

Staff costs are allocated to the appropriate captions of the income statement by function.

note 35 other operating income and expenses

31/12/2009 31/12/2008

Gains from the disposal of assets* - 30 820

Income from management operations 264 645

Income from capital transactions - 63

Reversals of provisions for contingencies and losses 283 140

Other operating income 547 31 668

Losses from the disposal of assets (171) -

Expenses from management operations** (1 456) (1 730)

Expenses from capital transactions - -

Exceptional depreciation of development expenditure*** - (371)

Allowances for contingencies and losses (371) (144)

Other operating expenses (1 998) ( 2 245)

Total (1 451) 29 423

(*) In the fiscal year ended 31 December 2008, the disposal of Lev generated a net gain of K€31 348

(**) Expenses from management operations at 31 December 2009 included primarily litigation costs (K€340) and the cost of financial guarantees (K€376)

(***) In compliance with IAS 36, development expenditures were tested for impairment. In 2008, to reflect the evolution of certain projects, an impairment charge was recognised for a portion of the costs previously capitalised.


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note 36 Cost of net financial debt

31/12/2009 31/12/2008

Interest expense and financial charges (6 621) (8 729)

Fair value gains or losses 187 (4 035)

Financial income 1 058 1 193

Total (5 376) (11 571)

note 37 Corporate income tax

31/12/2009 31/12/2008

Current tax 13 976 4 626

Deferred taxes (866) (11 720)

Total 13 110 (7 094)

Haulotte Group SA elected to carry back its tax losses and therefore recorded a K€13 911 income tax receivable at 31 December 2009.

Haulotte Group SA is the head of a French tax consolidation that included on 31 December 2009 Haulotte France S.A.R.L, ABM Industries S.A.S. and Telescopelle S.A.S.

Haulotte UK Ltd is the head of a UK tax consolidation that included on 31 December 2009 UK Platforms Ltd and Access Rentals (UK) Ltd.

Haulotte US Inc. is the head of a US tax consolidation that included on 31 December 2009 BilJax and its subsidiaries.

Under these tax sharing agreements, the income tax of entities are incurred by subsidiaries as if they were not included in a tax group.


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note 38 effective income tax reconciliationThe difference between the effective tax rate of 19.06 % (18.18 % in December 2008) and the standard rate applicable in France of 34.43 % breaks down as follows:

31/12/2009 31/12/2008

Consolidated income before tax (68 797) 39 008

Income/(expense) calculated at the tax rate applicable to the parent company’s profits (23 687) 34 ,43% 13 431 34,43%

Effect of differential in tax rates 2 129 1

Effect of permanently non-deductible expenses or non-taxable income (616) (8 217)

Effect of long-term capital gains not subject to the full tax rate - (3 739)

Effect of loss carryforwards not recognised - (64)

Impact of deferred tax recognised under "Other items of comprehensive income" (1 108) (6 167)

Effect of tax assets not recognised (3 164) -

Effect of the elimination of internal transactions on equity investments 12 089 1 713

Effect of tax losses not resulting in the recognition of deferred taxes 15 148 6 595

Effect of tax consolidation and income tax credits (14 199) 338

Effect of the reversal of unused deferred tax assets - 2 921

Others 298 282

Effective tax (income)/expense (13 110) 19,06 % 7 094 18,18%


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note 39 earnings per shareEarnings per share are calculated by dividing net profit or loss of the Group for the period by the weighted average number of shares outstanding during the period, excluding treasury shares acquired.

Diluted earnings per share are calculated by adjusting the weighted number of shares outstanding in order to take into account all shares issued on conversion of potentially dilutive securities, and notably stock options. A calculation is made to determine the number of shares acquired at fair value (the annual average for traded shares) according to the monetary value of rights attached to outstanding stock options. The resulting number of shares is then compared with the number of shares that would have been issued if the options had been exercised.

31/12/2009 31/12/2008

Net income for the Group in thousands of euros (55 326) 31 963

Total number of shares 31 191 669 32 591 164

Number of treasury share 1 837 823 3 239 418

Number of shares used to calculate basic earnings per share 29 353 846 29 351 746

Adjustment for stock option plans 5 959 19 903

Number of shares used to calculate diluted earnings per share 29 359 805 29 371 649

Earnings-per-share attributable to shareholders

- Basic (1,885) 1,089- Diluted (1,884) 1,088


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note 40 segment reporting

Sales breakdown

By business segment 31/12/2009 % 31/12/2008 %

Sales of handling and lifting equipment 139 412 69 383 479 85

Rental of handling and lifting equipment 31 880 16 32 655 7

Services (1) 30 736 15 34 645 8

Consolidated sales 202 028 100 450 780 100

(1) Notably spare parts, repairs and financing

By geographical segment 31/12/2009 % 31/12/2008 %

Europe 139 899 69 379 416 84

North America 33 835 17 32 436 7

Latin America 11 491 6 19 067 4

Asia Pacific 16 803 8 19 861 4

Consolidated sales 202 028 100 450 780 100


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Main indicators by business segmentThe column «others» includes items not allocated to the Group’s three business segments as well as inter-segment items.

31/12/2009

Manufacture and sale of equipment

Equipment rental

Services Others Total

Income statement highlights

Segment’s revenue 145 545 32 182 31 548 - 209 276

Inter-segment revenue 6 133 302 812 - 7 247

Revenue from external customers 139 412 31 880 30 736 - 202 028

Operating profit (56 729) (1 692) 5 054 (9 991) (63 359)

Assets

Fixed assets 57 154 49 302 4 487 11 539 122 482

of which goodwill/badwill 13 834 5 405 - - 19 239

of which intangible assets 2 257 8 - 3 641 5 906

of which property, plant and equipment 41 063 43 889 4 487 6 696 96 134

of which financial assets - - - 1 203 1 203

Trade receivables from financing activities - - 53 567 (39) 53 527

of which receivables from financing activities at more than one year

- - 38 399 - 38 399

of which receivables from financing activities at less than one year

- - 15 167 (39) 15 128

Inventories 199 869 636 6 529 - 207 034

Trade receivables and related accounts 47 398 15 290 6 819 (2 825) 66 682

Liabilities

Trade payables 16 385 6 415 505 955 24 261

Bank borrowings - - 23 023 225 454 248 478

Other information

Depreciation and impairment charge in the period 5 065 10 406 462 1 772 17 705

Non-financial capital expenditures 6 005 18 238 146 4 361 28 751


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31/12/2008 Manufacture

and sale of equipment

Equipment rental

Services Others Total


Segment’s revenue 396 215 34 504 35 520 - 466 239

Inter-segment revenue 12 736 1 849 874 - 15 459

Revenue from external customers 383 479 32 655 34 646 - 450 780

Operating profit 40 203 803 3 599 7 637 50 636

Assets

Fixed assets 59 826 41 870 5 400 7 873 114 968

of which goodwill/badwill 14 320 5 779 - - 20 099

of which intangible assets 1 699 9 3 3 499 5 210of which property, plant and equipment 43 807 36 081 5 397 3 441 88 726

of which financial assets 933 933

Trade receivables from financing activities - - 81 991 (317) 81 675


- - 53 451 (276) 53 175


- - 28 540 (185) 28 500

Inventories 225 034 2 316 8 963 236 313

Trade receivables and related accounts 122 483 12 980 10 056 (3 690) 141 830

Liabilities

Trade payables 50 379 6 933 5 164 2 985 65 461

Bank borrowings - - 34 956 183 502 218 458

Other information

Depreciation and impairment charge in the period 4 893 11 265 381 1 736 18 274

Non-financial capital expenditures 19 749 20 120 1 024 3 302 44 195


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Main indicators by geographical segmentThe column «others» includes items not allocated to the Group’s four geographical segment’s as well as inter-segment items.

31/12/2009 Europe North America

Latin America

Asia Pacific Others Total


Segment’s revenue 157 092 35 582 11 529 17 251 - 221 455

Inter-segment revenue 17 193 1 747 38 448 - 19 427Revenue from external customers 139 899 33 835 11 491 16 803 - 202 028

Operating profit (40 691) (12 559) 2 416 (3 165) (9 361) (63 359)

Assets

Fixed assets 197 724 21 482 5 523 628 (102 875) 122 482

of which goodwill/badwill 2 580 13 834 2 825 - - 19 239

of which intangible assets 5 890 - 15 1 - 5 906

of which property, plant and equipment 90 089 7 594 2 681 520 (4 750) 96 134

of which financial assets 99 166 54 2 106 (98 125) 1 203

Trade receivables from financing activities 43 190 3 929 - 6 408 - 53 527


31 143 2 564 - 4 693 - 38 399


12 048 1 365 - 1 716 - 15 128

Inventories 172 059 26 415 7 392 11 984 (10 816) 207 034

Trade receivables and related accounts 56 470 6 647 6 845 5 783 (9 063) 66 682

Liabilities

Trade payables 22 453 2 745 1 872 6 255 (9 063) 24 261

Bank borrowings 234 879 11 820 701 1 077 - 248 478

Other information

Depreciation and impairment charge in the period 17 022 1 011 737 129 (1 193) 17 705

Non-financial capital expenditures 27 110 476 904 260 - 28 751


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31/12/2008 Europe North America

Latin America

Asia Pacific Others Total


Segment’s revenue 444 678 33 150 19 178 20 210 - 517 216

Inter-segment revenue 65 261 714 112 350 - 66 436Revenue from external customers 379 416 32 436 19 067 19 861 - 450 780

Operating profit 61 807 (7 543) (2 793) (2 947) 2 112 50 636

Assets

Fixed assets 143 011 23 048 6 281 430 (57 802) 114 968

of which goodwill/badwill 2 580 14 320 3 199 - - 20 099

of which intangible assets 5 204 2 4 1 - 5 210

of which property, plant and equipment 83 236 8 472 3 073 363 (6 418) 88 726

of which financial assets 51 992 253 6 66 (51 385) 933

Trade receivables from financing activities 72 810 6 263 - 2 602 - 81 675


46 810 4 257 - 2 108 - 53 175


25 999 2 006 - 494 - 28 500

Inventories 174 671 39 640 9 009 10 387 2 606 236 313

Trade receivables and related accounts 144 711 7 060 9 320 10 066 (29 327) 141 830

Liabilities

Trade payables 63 416 11 470 13 089 6 813 (29 327) 65 461

Bank borrowings 199 920 14 160 34 164 21 599 (51 385) 218 458

Other information

Depreciation and impairment charge in the period 17 540 537 1 001 148 (952) 18 274

Non-financial capital expenditures 44 661 295 1 800 114 (2 675) 44 195


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Notes 41 to 43 provide information concerning the cash flow statement

note 41 analysis of change in working capital

31/12/2009 31/12/2008Change in inventories (17 396) 97 485Change in provisions for inventories (15 232) (3 286)Change in trade receivables (70 420) (106 064)Change in provision for trade receivables (8 038) (5 058)Change in trade payables 40 585 72 024Change in other payables and receivables 10 737 5 330

Total (59 764) 60 432

note 42 analysis of changes in receivables from financing activities

31/12/2009 31/12/2008Change in gross value (9 249) 25 513Change in provisions (2 227) (8)Change in receivables from financing activities (11 476) 25 505

Revenue from financing activities includes back-to-back arrangements, direct financing leases, lease payment obligations and risk pool commitments.

Transactions involving risk pool commitments and lease payment obligations by Haulotte Group SA represent transactions for which receivables and payables are fully offset. In consequence, they do not generate cash flow. The receivables and payables (for the same amount) are discharged as customers make lease payments to their financial institution. In consequence, these transactions are eliminated in the cash flow statement because they have no impact on net cash.

Changes in back-to-back lease arrangements and finance leases are presented as a cash component of the above business. In contrast, changes in the corresponding payable (fully matched by the receivable or resulting from a comprehensive financing arrangement after the back-to-back lease agreements were repurchased through a syndicated loan) are presented under cash flows from financing activities.

In 2009, Haulotte Group recorded new lease finance agreements of K€5 315 for its subsidiaries in Australia, Scandinavia and Singapore.


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note 43 Cash components

31/12/2009 31/12/2008Cash on hand and deposit accounts 45 835 22 838

Money market funds and negotiable instruments 20 010 10

Cash and cash equivalents – balance sheet 65 845 22 848

Bank overdrafts (18 225) (21 588)

Negative fair value of financial instruments (2 762) (3 583)

Cash and cash equivalents – cash flow statement 44 858 (2 324)

note 44 information on related parties

Related party transactions:- Solem S.A.S. is the majority shareholder of Haulotte Group S.A., with 55.97% of the share capital at 31 December 2009. Solem paid to Haulotte Group S.A. income of K€30 in 2009 and K€245 in 2008, and invoiced charges of K€932 in 2009 and K€1 028 in 2008.

- SCI Lancelot that shares managers with Haulotte Group S.A. invoiced the Group rental charges and incidental expenses for the use of the premises of Epinay: K€474 in 2009 and K€457 in 2008.

Fees allocated to directors and officers:Amounts allocated to Board members paid by the Group totalled K€696 for 2009 and K€763 for 2008.

This amount originates from funds invoiced by Solem S.A.S for the services rendered on behalf of the Group by two executives. It includes expenses incurred by those executives on behalf of the Group.

In compliance with the agreement to provide general administrative and commercial assistance signed by Solem S.A.S. the cost of the services is subject to a 10% mark-up.

No loans or advances have been granted to directors and officers. There are no other pension obligations or related commitments in favour of current or former executives.


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note 45 off balance-sheet commitments

31/12/2009 31/12/2008

Repurchase commitments * 11 215 11 418

Share of balance sheet debt secured by collateral ** 221 633 183 961

Commitments given under repayment clauses 1 020 1 068

(*) : Repurchase commitments cover guarantees for the residual values granted by the Group in connection with customer financing agreements

(**) : Pledging of Haulotte Group S.A. goodwill and Haulotte UK shares

The breakdown of Group off-balance sheet commitments by maturity is as follows:

31/12/2009 Gross Less than 1 year 1 to 5 years More than

5 years

Repurchase commitments 11 215 1 593 9 622

Share of balance sheet debt secured by collateral 221 633 221 633

31/12/2008 Gross Less than 1 year 1 to 5 years More than

5 years

Repurchase commitments 11 418 207 11 160 51

Share of balance sheet debt secured by collateral 183 961 30 469 153 492

note 46 off-balance sheet commitments in connection with entitlements to individual training benefits (dif)

31/12/2009 31/12/2008

DIF (expressed in hours) 45 845 46 553


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note 47 average number of employees

31/12/2009 31/12/2008Executives and managers 246 250

Clerical staff and workers 1 367 1 650

Total 1 613 1 900

note 48 Post-closing eventAfter breaching financial ratios in the 2009 second half, Haulotte Group reached an agreement with its banks setting new conditions applicable to these credit lines until the maturity of the syndicated loan in July 2013.

This agreement provides for a two-year grace period suspending the testing of financial ratios provided for in the initial loan agreement with the implementation of liquidity ratio tests to be performed on 31 March 2010 and 2011 respectively. It defines new terms and conditions for interest payments to the lenders and provides for the transformation of a portion of the amortising credit lines into revolving credit lines for €50 million


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statUtoRY aUditoRs’ RePoRt on tHe Consolidated finanCial statements for the year ended 31 december 2009

This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. The Statutory Auditors’ report includes information specifically required by French law in such reports, whether modified or not. This information is presented below the opinion on the consolidated financial statements and includes an explanatory paragraph discussing the Auditors’ assessments of certain significant accounting and auditing matters. These assessments were considered for the purpose of issuing an audit opinion on the consolidated financial statements taken as a whole and not to provide separate assurance on individual account captions or on information taken outside of the consolidated financial statements.

This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

Haulotte Group SAL’Horme

To the Shareholders,

In compliance with the assignment entrusted to us by your General Meeting, we hereby report to you, for the year ended 31 December 2009, on:

- the audit of the accompanying consolidated financial statements of Haulotte Group SA;

- the justification of our assessments;

- the specific verification required by law.

These consolidated financial statements have been approved by the Board of Directors. Our role is to express an opinion on these consolidated financial statements based on our audit.

i. oPinion on tHe Consolidated finanCial statementsWe conducted our audit in accordance with professional standards applicable in France. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit involves performing procedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made, as well as the overall

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presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

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 at 31 December 2009 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.

Without qualifying our opinion, we draw your attention to the matters set out in:

• Note 2.1 to the consolidated financial statements which refer to the new standards of mandatory application from 1 January 2009 and in particular IFRS 8;

• Notes 2.2.2, 21 and 48 to the consolidated financial statements which state that, subsequent to the Company’s failure to comply with financial ratios, negotiations with the banks led to the signing of an agreement between the end of the reporting period and the approval of the financial statements, which sets out a new repayment schedule for the bank borrowings provided for in the agreement.

ii. JUstifiCation of oUR assessmentsAccounting estimates used for the preparation of the financial statements for the year ended 31 December 2009 were made in the context of continuing difficulty in assessing the economic outlook as described in Note 2.2.2 to the consolidated financial statements. Against this backdrop and in accordance with the requirements of article L.823-9 of the French Commercial Code (Code de commerce) relating to the justification of our assessments, we bring to your attention the following matters:

Accounting estimatesNote 2.2.1 to the consolidated financial statements refers to the critical accounting estimates and judgments made by management. Our work consisted in examining the data and the assumptions upon which these estimates and judgments were made, comparing the accounting estimates for previous periods with actual figures, reviewing management approval procedures for these estimates and verifying that the assumptions and options selected by the Group are adequately disclosed in the notes to consolidated financial statements.

In addition, at the end of each reporting period, the Company systematically tests for impairment of goodwill in accordance with the methods described in Notes 3.1 and 8 to the consolidated financial statements. We examined the methods of implementing these impairment tests as well as the cash flow forecasts and the assumptions used and we verified that Notes 3.1 and 8 provide appropriate disclosure.


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Accounting policiesNote 3.6 to the consolidated financial statements (trade receivables) describes the accounting methods applied to the sales transactions for which Haulotte Group provides a guarantee to the banks in order to ease access to financing for its customers.

Our work consisted in verifying that the information disclosed in Note 3.6 is appropriate and that the accounting treatment described is correctly applied. We examined the procedures implemented by Haulotte Group to identify the relevant contractual commitments, obtained confirmation from financial institutions and obtained assurance, on a test basis, of the correct accounting treatment of these transactions.

These assessments were made as part of our audit of the consolidated financial statements taken as a whole, and therefore contributed to the opinion we formed which is expressed in the first part of this report.

iii. sPeCifiC VeRifiCationAs required by law and in accordance with professional standards applicable in France, we have also verified the information presented in the Group’s management report.

We have no matters to report as to its fair presentation and its consistency with the consolidated financial statements.

Lyon and Paris, 30 April 2010

The Statutory Auditors

PricewaterhouseCoopers Audit Hoche Audit

Elisabeth L’hermite Dominique Jutier

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management report

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excerpt of the management report presented to the annual ordinary and extraordinary general meeting of 2 June 2010

management DIScUSSIon anD anaLYSIS

Business sectors –Product offering – MarketHaulotte Group is one of the three worldwide leaders in the market for powered access platforms both as a manufacturer of the main equipment categories (telescopic booms, articulating booms, scissor lifts, vertical masts) and as a global distributor. The Company’s offering was completed in spring 2007 with the launch of the telehandler.

Based on industry statistics, the Company maintained its share in a worldwide market that declined 75% from 2008. Markets in the US and Europe were particularly impacted by the economic downturn. This had in turn a significant impact on our distribution subsidiaries in this latter region, notably in Spain and the United Kingdom. While subsidiaries were reorganised to adapt to this lower level of activity, the Group decided nevertheless to maintain its different operations to retain its proximity to customers and strengthen its services activity.

Haulotte Group adapted its manufacturing operations by considerably reducing production output at its plants, adjusting staff levels and implementing short-time working measures. A manufacturing plant was created in China and will launch the first equipment models in 2010. Other projects were also launched at the US manufacturing plant for the local market. These new operations will significantly contribute to establishing competitive positions in these regions.

Review of operations and results for the year under reviewThe fiscal year ended 31 December 2009 for which the accounts are submitted for approval to the Ordinary General Meeting is the company’s twenty-fifth year of operations since its creation.

In this period the company had sales of €98 million, a significant decrease on the prior year (€359 million) with export sales accounting for 66% of this total.

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Presentation of statutory accountsHighlights of the statutory accounts of Haulotte Group SA for 2009 are presented below:

Financial Highlights Fiscal 2009 Fiscal 2008Revenues 98 339 358 965

Operating Profit (18 899) 31 272

Net Financial Income (Expense) (23 545) (61 914)

Extraordinary Profit (Loss) 1 175 43 089

Net Profit (Loss) (27 040) 20 704

Analysis of statutory resultsSales in 2009 of Haulotte Group SA declined and stood at €98 million. This performance was significantly impacted by the worldwide economic slowdown and credit crunch weighs on business equipment sales declined sharply.

The operating profit is strongly negative. The deterioration resulted mostly from the fall in sales volume and sub-activity of production sites.

Net financial expense amounted to €23.54 million primarily from provisions for the shares of subsidiaries in addition to debt waivers granted to two subsidiaries.

In light of the above, the net loss for the period was €27.04 million.

Progress made or difficulties encounteredFiscal 2009 was characterised by the very low level of activity worldwide. In response, the Group continued ongoing efforts to adapt its organisation and structures to both minimise impacts on earnings and consolidate its position for the future.

Following the acquisition of BilJax, the North American region was reorganised to achieve synergies and prepare the manufacturing platform to service the local market. A manufacturing plant was also created in China that is expected to sell its first units in 2010. The distribution network was adapted by reducing staff levels of subsidiaries (primarily in Spain, the UK and Australia).

Haulotte Group made considerable efforts in 2009 to reduce the volume of trade receivables combined with initiatives to find financing solutions for its customers. This has resulted in an improvement in Days Sales Outstanding (DSO) in the second half of the fiscal year ended 31 December 2009.

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Foreseeable changes in the company’s situation and outlook

Visibility for the market in early 2010 has remained very limited and an upturn is not expected in the worldwide market in the first half of this year. In this uncertain context, the priority remained to reduce working capital and to contain our fixed costs by:

- Maintaining production at 2009 levels while continuing to decrease inventories;

- New reorganisation measures for some sales subsidiaries accompanied by further recourse to short-time work.

Commercial activity will be strengthened in regions offering high-growth (Asia and Latin America) as well as in the US where the Group’s goal is to significantly expand its market share.

Targets for operating performances in 2010 are to achieve breakeven cash flow while generating additional cash through inventory reductions.

The Group’s liquidity is also through short-term and medium-term credit lines of a syndicated loan.

Important post-closing events

After breaching financial ratios in the 2009 second half, Haulotte Group reached an agreement with its banks setting new conditions applicable to these credit lines until the maturity of the syndicated loan in July 2013.

This agreement provides for a two-year grace period suspending the testing of financial ratios provided for in the initial loan agreement with the implementation of liquidity ratio tests to be performed on 31 March 2010 and 2011 respectively. It defines new terms and conditions for interest payments to the lenders and provides for the transformation of a portion of the amortising credit lines into revolving credit lines for €50 million.

Key risks and uncertainties

Because the company outsources a significant share of its production, the sourcing capacities of its suppliers constitute a primary risk. To prevent risks of supply chain disruptions, the strategy of diversifying suppliers of key components must be pursued. Measures were implemented at the end of 2008 to monitor suppliers considered to represent a higher risk in order to anticipate the potential consequences of the current economic crisis.

The Group’s positions in Europe, North America and Asia allow it to produce its different product lines on the basis of costs in different currencies. This strengthens its competitiveness in relation to its two major competitors that are US companies.


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The third significant risk is the sensitivity of our sales to credit restrictions by financing markets. The current economic crisis had an impact on 2009 and will continue to represent a drag on sales in 2010. For strategic customers, Haulotte Group will provide financing for a portion of sales, while maintaining trade receivable risks at reasonable levels.

Finally, a risk specific to our business is the absence of long-term commitments by our customers. This risk was confirmed in 2009 by a backlog of orders representing only a few weeks of activity. Because visibility remains

The company’s exposure to risks concerning price, credit, liquidity and capital resources

The major share of the company’s sales is generated through its sales subsidiaries. Despite fierce competition, these subsidiaries have successfully maintained sales.

Of the total amount available under the syndicated loan of €233.5 million, credit lines of €221 million have been drawn (position at 31 December 2009). These drawdowns provided capital resources to the Group that ended the year with a balance of cash (and cash equivalents) of €65.8 million. After a breach of debt covenants in the 2009 second half, Haulotte Group reached an agreement with its banking partners in January 2010, setting new conditions applicable to the loan agreement until its maturity in July 2013. Amounts to be repaid in 2010 and 2011 total respectively €44.2 million and €45.2 million. On this basis, the Group has sufficient liquidity until the crisis subsides.

Use of financial instruments - Company financial risk management objectives and policyThe company has recourse to interest rate and currency derivatives such as interest rate swaps, collars, forward currency sales (mainly in USD).

The company does not systematically hedge interest rate and foreign exchange risk.

However, transactions are undertaken according to market opportunities. In such cases, they are destined to cover existing assets or liabilities rather than for speculative purposes.

Changes in the presentation of the annual accounts or methods of valuation applied in prior yearsWe inform you that the annual financial statements were prepared according to the same presentation and methods that were used in prior periods.


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Research and developmentEfforts devoted to research and development were maintained to ensure that we will continue to offer our customers innovative solutions. At the same time, greater care has been devoted in selecting projects to achieve improved returns on investment and ensure that the solutions and services developed are fully in line with the needs of our customers. The development of new technical solutions will also enable us to reduce production costs for certain models.

Disallowed deductions under 39-4 of the French general tax code concerning sumptuary and amortisation expenses: In compliance with the provisions of article 223 quater of the French general tax code, accounts of the period ended include non-deductible expenses of €43 857.04 with a corresponding tax of €14 619.

Breakdown of trade payables of the Company by maturity In compliance with the provisions of articles L.441-6-1 subsection 1 and D.441-4 of the French Commercial Code, a table is provided below providing the breakdown for the fiscal year ended 31 December 2009 of outstanding trade payables by maturity and as well as the balance at 31 December 2008.

Due dates in 2010 Trade payables balance 31/12/2009 (€ thousands)January 8 208

February 4 520

March 3 060

April 228

Total 16 016

The balance of trade payables at 31 December 2008 was K€40 141.

Five-year financial summaryIn compliance with the provisions of article R.225-102 of the French Commercial Code, the five-year financial summary for the Company is presented in Appendix 1 hereto.


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propoSeD approprIatIon of Income for the Year

We hereby submit for your approval the annual financial statements (balance sheet, income statement and notes) as presented showing a loss for the year of €27 040 421.30.

We propose that you allocate the full amount of the loss for the year ended 31 December of €27 040 421.30 to «Retained earnings» that would in consequence be reduced from €125 912 503.59 to €98 872, 082.29.

DIVIDenDS paID for the LaSt three fIScaL YearSIn accordance with article 243 bis of the French General Tax Code, information on dividends paid for the last three fiscal years is disclosed below:

Fiscal year

Groos income eligible for tax allowance Income not eligible for tax

allowances

Tax allowance rateDividends

per share Other distributions

2006 0,17 Taux 40%

2007 0,22 Taux 40%

2008 0,22 Taux 40%

SUBSIDIarIeS anD aSSocIateS

Acquisitions of shareholdings or controlling interests:We inform you that the Company acquired no new shareholdings or controlling interests in any company in the financial period ended.

Disposals of shareholdings related to adjustments of cross-shareholdings: We inform you that the Company has not divested any shares for the purpose of eliminating cross-shareholdings prohibited by articles L.233-29 and L.233-30 and the French Commercial Code.


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Other disposals: We inform you that the Company has not sold any investments in the financial period ended.

Results of subsidiaries: At year-end, the company exercised controlling interests in 31 subsidiaries. The results of these subsidiaries are summarised below (thousands of euros):


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SubsidiaryOwnership interest (%)

2009 sales€ Thousands

2008 sales€ Thousands

2009 Profit/Loss

€ Thou-sands

2008 Profit/Loss

€ Thou-sands

Haulotte France. Sarl. 99,99% 32 375 69 512 (6 006) 238

Haulotte Service France sarl100% by Haulotte

France sarl- - (1) (1)

Abm Industries sas 100% 133 487 60 48

Telescopelle Sas 100% 115 159 59 186Levanor Maquinaria de Elevacion sa 91% 3 441 5 364 48 751

Nove 100% 10 302 11 002 (252) 33

Haulotte Arges Srl 100% 2 949 19 352 (2 729) 1 601

Haulotte Cantabria Sl 99,96% 9 329 39 445 (4 420) (1 509)

Haulotte Hubarbeitsbuhnen Gmbh 100% 19 123 53 443 332 2 962

Haulotte Uk Ltd 100% 7 943 11 771 (10 301) (3 460)

Haulotte Italia S.R.L. 99,00% 12 768 45 193 (1 025) 1 893

Haulotte Australia Pty Ltd 100% 8 978 11 103 924 (3 819)

Haulotte Iberica S.L 100% 15 744 75 454 (22 395) (2 402)

Haulotte Portugal Plataformas de Elavacao Uniperssoal Lda

100% Haulotte

Iberica- - - -

Haulotte Netherlands B.V 100% 3 656 10 349 (488) (864)

Haulotte Us Inc 100% 12 123 11 362 (12 694) (7 826)

Equipro / BilJax (1)100%

Haulotte Us Inc.

30 038 22 310 (398) 129

Haulotte Scandinavia AB 100% 7 103 24 025 (424) 2 702

Haulotte Do Brazil Ltda 99,98% 7 278 13 059 1 974 (4 166)

Haulotte Vostok Ooo 100% 4 428 8 434 (1 884) (603)

Haulotte Polska Sp Zoo 100% 3 786 25 814 ( 499) 1 453

Haulotte Singapore Ltd 100% 5 440 8 282 (574) 40

Haulotte Trading Co Ltp 100% 3 694 1 822 (216) 225

Haulotte Argentine 100% 1 341 602 (242) (40)

Haulotte Mexico (2) 95% 584 3 144 (838) (553)

Haulotte Middle East 100% 8 721 18 985 1 068 1 383

Haulotte Access Equipment Manu-facturing (Changzhou) Co. Ltd 100% - - (214) -

Mundielevacao 90% Levanor 3 361 4 167 107 (12)

Uk Platforms Ltd 100% Haulotte UK 9 155 13 866 1 329 (2 936)

(Uk Training) becomes Access Rental Uk

100% Uk Platform Ltd 4 769 0 190 0

Horizon High Reach Limited 100% 2 441 2 915 190 727

1) Including the following companies: BilJax Inc, BilJax Planking Systems Inc, BilJax Service Inc, Construction and Scaffold Supply Inc, Seaway Scaffold and Equipment Inc, Scaffold Design and Erection Inc, CSI Construction Supply International Inc, USA One Inc.

2) Including Haulotte Service SA of CV.

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Environmental impact of subsidiaries:

Overall, consolidated subsidiaries do not engage in any industrial activities with potentially adverse environmental impacts.

As primarily trading companies, their activity is limited to the temporary storage of machines and spare parts. The rare cases involving the handling of fuels, hydraulic oils and storage batteries during loading and unloading operations is always carried out under safe conditions. The recycling of these items is systematically entrusted to authorised organisations.

Policies of subsidiaries concerning the impact of their activities on regional development and local population:

Almost all employees of consolidated foreign subsidiaries have been recruited locally. The terms of employment are generally better than those under local collective bargaining agreements. The company seeks to provide opportunities to enable deserving employees to benefit from its growth.

InformatIon on common StocK

Changes in share capital in fiscal 2009

We inform you that pursuant to the decision of the Board of Directors on 11 March 2009, the Company cancelled 1 401 595 shares acquired through the share-by back program under the authorisation granted to the Board of Directors by the General Meeting on 22 April 2008. The share capital was in consequence reduced by €182 207.35 from €4 236 851.32 to €4 034 643.97.

We furthermore inform you that 2 100 new shares were created in the period ended 31 December 2009 from the exercise by employees of stock options under plan No. 3 of 8 July 2003. On this basis, the share capital was increased by €273 from €4 054 643.97 to €4 054 916.97, divided by 31 191 669 shares with a nominal value of €0.13 per share.

The modification of the share capital under article 7 of the bylaws was recorded by the Board of Directors’ meeting of 10 March 2010.

Crossing of ownership thresholds and holdings of share capital of voting rights subject to disclosure requirementsIn accordance with the provisions of article L. 233-13 of the French Commercial Code and based on the information and notifications received pursuant to articles L. 233-7 and L. 233-12 of the French Commercial Code, the identity of shareholders directly or indirectly


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owning over 5%, 10%, 15%, 20%, 25%, 33%, 50%, 66% or 95% of the share capital or voting rights is disclosed below:

- At 31 December 2009, Solem SAS held more than one half of the share capital (55.97%) and more than two thirds of the voting rights (73.67%);

- Kempen Management held more than 5% of the share capital and more than 3% of the voting rights (notification of the crossing of the disclosure threshold of 27 October 2008).

Furthermore, on 21 September 2009, UBS Investment Bank, Wealth Management and Corporate reported having crossed the disclosure threshold under the Articles of Association of 1% of the share capital and voting rights of the Company or any multiple of this percentage (holding of 3.38% of the share capital and 2.15 % of the voting rights).

oWn ShareS pUrchaSeD anD/or SoLD BY the companY

In accordance with article L.225-211 subsection 2 of the new French Commercial Code resulting from the decision of 30 January 2009, we inform you that in the fiscal year ended 31 December 2009, information on trading by the Company in its shares is provided below:

Number of shares purchased in fiscal 2009 0

Average purchase price of own shares in fiscal 2009 N/A

Execution fees 0 €

Number of shares sold in fiscal 2009 0

Average sale price of own shares in fiscal 2009 N/A

Number of shares cancelled in fiscal 2009 1 401 595 shares

Number of treasury shares recorded at 31 December 2009 1 837 823 shares

Percentage of treasury shares held at 31 December 2009 5,89 %

Net carrying value of treasury shares at 31 December 2009 11 831 403 €

Nominal value of treasury shares at 31 December 2009 238 917 €

Market value of treasury shares at 31 December 2009 (share price of €6.31 on the date)

11 596 663 €


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The breakdown by purpose for the use of own shares at 31 December 2009 was as follows:

Purposes of share buybacks Number of shares

Maintaining an orderly market in the company’s shares through an investment services provider within the framework of a liquidity agreement based on the model contract drafted in accordance the French association of investment firms’ (AFEI or Association Française des Entreprises d’Investissement) code of conduct of 23 September 2008 and approved by the AMF (Autorité des Marchés Financiers) on 1 October 2008;

139 418

For employee stock option plans and other share grants in accordance with the provisions of article L.3332-1 et seq. et R.3332-4 of the French Labour Code or grants to employees and/or officers of the Company or companies covered by article L.225-197-2 of the French Commercial Code of shares of the Company or the grant of shares in connection with employee profit-sharing plans;

0

Retaining such shares for subsequent use as a means of payment or exchange in connection with financial transactions or acquisitions, in compliance with applicable regulations;

1 629 558

Cancelling shares thus acquired, subject to adoption by the extraordinary shareholders’ meeting of the resolution authorising the Board of Directors to reduce the share capital by cancellation of treasury shares held by the Company.

68 847

TOTAL 1 837 823

No shares of the Company were reallocated for other purposes or objectives.

Share prIce trenDS anD traDIng actIVItYAt 31 December 2009, the Company’s share capital was comprised of 31 191 669 shares. The market capitalisation at 31 December 2009 was €200 562 431.60

Information on share price trends and trading activity for the period is provided below:

Month Trading volume (number of shares )

Average share price (€)

High (€) Low (€)

January 2009 766 758 4,47 5,09 3,81

February 2009 796 474 3,56 4,15 2,97

March 2009 1 327 398 3,03 3,68 2,40

April 2009 1 417 552 4,297 5,48 3,16

May 2009 745 594 4,98 5,25 4,61

June 2009 908 868 4,96 5,78 4,53

July 2009 722 982 4,66 5,65 4,53

August 2009 1 416 508 5,55 7,16 5,51

September 2009 1 612 517 6,24 7,17 5,55

October 2009 1 873 958 7,76 9,50 6,65

November 2009 437 916 7,55 8,09 7,10

December 2009 750 889 6,43 7,46 6,05


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In the period ended, the Haulotte Group share traded between a range of a high of €9.50 and a low of €2.40.

DIrectorS anD offIcerS

Shareholdings of directors and officers: At 31 December 2008, the shareholdings of corporate officers were as follows:

- Pierre Saubot, Chairman of the Board of Directors and Chief Executive Officer: 13 189 actions, or 0.0.4% of the capital,

- Alexandre SAUBOT, Deputy Chief Executive Officer: 990 shares or 0.003% of the capital.

List of corporate appointments:

OFFICERS APPOINTMENTS HELD IN THE COMPANY

APPOINTMENTS HELD IN OTHER COMPANIES

Pierre SAUBOT Chairman of the Board of Directors

Chief Executive Officer

Director

Chairman of the Board of Directors Solem SAS

Representative of Haulotte Group SA, Chairman of ABM Industrie SAS,

Representative of Haulotte Group SA, Chairman of Telescopelle SAS,

Co-Manager of SCI La Coquille,

Manager of Société Commerciale du Cinquau,

Manager of SCI Lancelot,

Director of Société Valeur du Sud

Treasurer of the “Confédération Nationale des Vignerons indépendants de France”,

Chairman of the “Fédération Départementale du 64 des Vignerons Indépendants”.


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Alexandre SAUBOT Deputy Chief Executive Director

Director of Solem SAS

Representative of Haulotte Group SA,

Representative of Haulotte Group SA, Chairman of ABM Industrie SAS,

Representative of Haulotte Group SA, Chairman of Télescopelle SAS,

Manager of Haulotte France SARL,

Manager of Haulotte Services France SARL

Director of Haulotte Netherlands BV,

Director of Haulotte Iberica,

Director of Haulotte Portugal,

Director of Haulotte Scandinavia,

Director of Haulotte Italia,

Manager of Haulotte GmbH,

Director of Haulotte Polska,

Manager of Haulotte UK,

Manager of UK Platforms,

Manager of UK Training,

Manager of Haulotte Australia,

Chairman of Haulotte US,

Manager of Haulotte Singapour,

Representative of Haulotte Group SA, Sole director of Haulotte Cantabria,

Director of Haulotte Arges,

Chairman of Haulotte Trading (Shangaï) Co. Ltd,

Director of Haulotte Mexico,

Chairman of Locav Srl, Nove Srl ,

Manager of Haulotte Middle East,

Representative of Haulotte Group SA,

sole director of HHR.

Elisa SAUBOT Director None

Hadrien SAUBOT Director None

José MONFRONT Director Director of Haulotte Trading Shangaï co.Ltd.

Michel BOUTON Director Chairman of PVI,

Chairman of PVI HOLDING

Chairman and Chief Executive Officer of Escal (subsidiary of PVI),

Chairman of Sovibus (minority shareholder of PVI).


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Bertrand BADRE Director Supervisory Board member, CACEIS

Director, Crédit Agricole Asset Management

Director, Crédit Agricole Covered Bonds

Director, FINAREF

Director, Newedge Group

Director and Vice-Chairman, SFEF

Director, Sofiouest

Executive Committee member, Crédit Agricole SA

Chief financial officer, Group Crédit Agricole SA

Member of the General Management Committee, Crédit Agricole SA

Compensation of corporate officersCompensation and benefits of any nature granted in fiscal 2009 two each corporate officer by the Company, companies over which it exercises control and the controlling company as understood under article L.233-16 of the French Commercial Code breaks down as follows:

Corporate officersFixed compensation

in euros *Variable compensation

in euros *Benefits in-kind

2009 2008 2009 2008

Pierre SAUBOT 175 500 175 500 50 000 80 000 None

Alexandre SAUBOT 169 000 169 000 90 000 110 000 None

(*) Compensation paid by Solem, the controlling company, to officers in this.

No compensation has been paid by the company for serving as corporate officers. Only travel expenses for attending Board meetings are reimbursed on the basis of vouchers.

Corporate officers do not benefit from a special pension scheme.

No stock options or stock purchase options have been granted to officers nor have any bonus shares been granted to them.

The company has made no commitment of any nature in favour of corporate officers constituting components of compensation, indemnities or other benefits payable or that could be payable in connection with the assumption, termination or change of these appointments or subsequent thereof.


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Transactions involving shares of the company by officers or related parties in accordance with article L.621-18-2 of the French Financial and Monetary Code Executives of the Company have not informed the Company of any transactions in shares they hold in the Company, either directly or through persons with whom they have close personal relations in the fiscal period ended 31 December 2009.

Transactions involving shares of the company by members of the Executive Committee «considered as officers» in accordance with article L.621-18-2 b) of the French Financial and Monetary CodeMembers of the Executive Committee «considered as officers» in have not informed the Company of any transactions in the shares they hold in the Company in the fiscal year ended 31 December 2009.

empLoYee StocK oWnerShIpIn compliance with article L. 225-102 of the French Commercial Code, we inform you that on the last day of the fiscal year ended 31 December 2009 the shareholding of employees was less than 3%.

Bonus shares granted to company employeesIn fiscal 2009 no bonus shares were granted to employees of the company.

Stock options or stock purchase options destined for salaried employees of the Company:

We inform you that no stock options or stock purchase options were granted to employees of the Company in the fiscal year ended 31 December 2009.

In contrast 2 100 shares were subscribed in 2009 by employees resulting from the exercise of options under plan N°3 of 8 July 2003.

Detailed information on the stock options and the subscription of shares under this plan is presented in the special report drawn up in accordance with article L.225-184 of the French Commercial Code.


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InformatIon haVIng a potentIaL Impact In the eVent of taKeoVer BIDS (artIcLe L.225-100-3 of the french commercIa coDe) Items that could have a potential impact in the event of takeover bids are as follows:

Capital structure of the company SOLEM, the majority shareholder of the company, is itself held by the Saubot family

At 2009 year-end, the capital structure of the company was as follows:

- Solem: 55.97% of the share capital (and 73.67% of the voting rights);

- Holders of bearer shares: 36.11% of the share capital (and 23.79% of the voting rights);

- Executive officers: 0.05 % of the share capital (and 0.06 % of the voting rights);

- Holders of registered shares: 1.98% du capital (and 2.47% of the voting rights);

- Treasury shares: 5.89% of the share capital.

Restrictions under the bylaws on the exercise of voting rights and the transfer of shares or the provisions of agreements reported to the company in compliance with article L. 233-11 of the French Commercial Code

Under Article 9 (Transfer and Transmission of Shares) of the bylaws, legal entities or natural persons that acquire or cease to hold a fraction equal to 1% of the share capital or the voting rights or any multiple thereof, must notify the company within fifteen days of crossing such thresholds.

Under the bylaws, if the company has not been so notified, shares that exceed the fraction to be reported under this disclosure requirement shall be deprived of voting rights at the request of one or more shareholders holding 5% of the share capital (with such request recorded in the minutes of the general meeting).

Holders of shares conferring special control rights and a description thereof

All shares of the company confer upon shareholders a right to participate in meetings under the conditions and subject to the provision provided for by law and regulations.

Shares shall confer a right to a percentage of the company’s assets, the distribution of earnings and proceeds after liquidation equal to the proportion of the share capital they represent.


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In accordance with article 16 of the bylaws, a double voting right is granted to all fully paid-up shares in proportion to the capital they represent subject to proof that they have been registered for at least four (4) years in the name of the same shareholder.

This right is also granted pursuant to the capitalisation of reserves, earnings or additional paid-in capital to free registered shares granted on the basis of existing shares entitled to the same right.

Rules concerning the appointment and replacement of directorsThe bylaws provide that the company is governed by a Board of Directors whose composition complies with applicable legal provisions.

Appointment of directors:

Every director must be a shareholder of the company and hold at least one qualifying share (article 12 of the bylaws).

By law a director may be a natural person or legal entity.

Each director must possess legal capacity or be an emancipated minor and shall not be subject to incompatibilities or restrictions provided for under law.

The director may be a salaried employee of the company if his or her employment contract predates the appointment to the board and corresponds to an actual employment.

The number of directors bound by employment contracts with the company may not exceed one third the total members on the board.

In the absence of an age limits set by the bylaws for directors, not more than one third of the board members may exceed seventy years of age.

Appointments of directors during the life of the company fall under the authority of the ordinary general meeting and shall be recorded in the agenda of the meeting except for cases of appointments following revocation.

Directors are appointed for a maximum term of six years (article 12 of the bylaws).

The Board of Directors selects from among its members a natural person as Chairman that must be less than seventy years of age. The Chairman is appointed for a term which may not exceed his or her term as director and may be reappointed (article 12 of the bylaws).

Directors may be reappointed and no provisions of the bylaws provide for the contrary.

The bylaws shall not set a minimum number of directors that exceeds the legal minimum.


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Replacement of directors:

When during his or her term the Chairman of the Board of Directors reaches seventy, he or she shall be considered to have automatically resigned and will proceed with the appointment of a new chairman in accordance with the provisions of the bylaws (article 12 of the bylaws).

In the event of vacancies of board directorships pursuant to death or resignation, Board members may appoint themselves, on an interim basis by cooptation, a new director whose appointment must be approved by the next shareholders’ meeting.

Cooptation is not possible when the number of directors is less than the legal minimum of three. In the latter case the ordinary general meeting must be immediately called to complete the number of board members.

In compliance with the provisions of the law, terms of directors expire pursuant rules governing age limits, the occurrence of events preventing the director from exercising his or her functions (death, illness, etc.), the winding up or transformation of the company, adoption of a new system of corporate governance (dual system with a executive board and supervisory board) and finally by revocation or resignation.

Rules governing the modification of the company’s bylaws

Amendments to the bylaws of the company in accordance with legal provisions are subject to the exclusive authority of the extraordinary general meeting.

As an exception to this rule, the Board of Directors may modify the bylaws in respect to amounts of share capital and the number of shares comprising the capital, after recording, in its first meeting following the end of the fiscal year, the number and amount of shares issued pursuant to the exercise of stock options.

In this context, the Board of Directors may also delegate authority to its Chairman to amend the bylaws and comply with legal formalities if it decides that it is preferable to not wait for the end of the fiscal year to proceed with these modifications.

Powers of the Board of Directors concerning notably issuing or repurchasing sharesThe powers of the Board of Directors concerning share buyback programs are authorised and delegated by ordinary and extraordinary general meetings.

The ordinary general meeting authorises the Board of Directors, with the possibility to delegate said authority to its chairman to purchase shares of the company on or off


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market by any means representing not more than 10% of the company’s capital stock (and subject to a maximum of 5% of the share capital for the purpose of acquiring shares for subsequent use as a means of payment or exchange in connection with mergers, demergers or contributions). This authorisation is granted for a maximum of eighteen (18) months and may also be used during takeover bids or tender offers.

The ordinary general meeting confers full powers to the Board of Directors with the possibility to further delegate this authority to the Chairman, to place all stock market orders, use any derivative instruments in compliance with applicable securities market regulations, conclude all agreements for the purpose of completing formalities, procedures and filings, and in general take all measures considered necessary.

The extraordinary general meeting authorises the Board of Directors to cancel on one or more occasions all or part of the company shares that may be held under this share buyback program not to exceed 10% of the share capital of the company per 24 month period.

In this context, it authorises the Board of Directors to allocate the difference between the purchase price of the cancelled shares and their nominal value to share premium accounts or revenue reserves and vests the Board with all powers to define the conditions and procedures of such cancellations and amend, as applicable the company’s bylaws.

In the case of share issues the powers that may be granted to the Board of Directors shall be authorised by the general shareholders’ meeting.

agreementS SUBJect to artIcLeS L.225-38 et SeQ. of the french commercIaL coDe

The auditors’ special report provides information on regulated agreements with related parties subject to the provisions of article L.225-38 of the French Commercial Code concluded in prior periods that remained in force in the last fiscal year.

In compliance with the provisions of article L. 225-40 of the French Commercial Code, we request that you approve this report.

We inform you that you may obtain from the date of the notice of the general meeting information providing a list of such agreements and their purposes concluded in the course of the normal operations of the company in the period under review and which, in light of their purpose or financial implications, are of a material nature for one of the parties.


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appoIntment of the StatUtorY aUDItorS

We inform you that the appointments of the joint statutory auditors of the firm PricewaterhouseCoopers Audit represented by Mr. Philippe Guéguen and of the joint deputy auditor of Mr. Pierre Coll, expire at the end of the next General Meeting.

We inform you in accordance with the terms of article L.822-14 of the French Commercial Code that the appointments of auditors, Individual auditors and signing members of an auditing firm whose securities are listed for trading on a regulated market may not be renewed and their terms shall be limited to six years.

In consequence, we propose that you renew the appointment of the firm PricewaterhouseCoopers Audit, represented by Ms. Elisabeth L’Hermite as joint statutory auditor and appoint Mr. Yves Nicolas, as joint deputy auditor to replace Mr. Pierre Coll, for a period of six years that will expire at the end of the Ordinary General Meeting called to rule on the financial statements for the period ending 31 December 2015.

reneWaL of the appoIntmentS aS DIrectorS of aLexanDre SaUBot, eLISa SaUBot, haDrIen SaUBot, mIcheL BoUton anD JoSe monfrontWe inform you that the appointments of Mr. Alexandre Saubot, Ms. Elisa Saubot, Mr. Hadrien Saubot, Mr. Michel Bouton and Mr. José monfront, as Directors expire at the end of the next General Meeting.

We propose in consequence that you renew their appointments for a period of six years that will expire at the end of the Ordinary General Meeting to be called to rule on the annual financial statements for the fiscal year ending 31 December 2015.

report of the chaIrman of the BoarD of DIrectorS In accorDance WIth artIcLe L.225-37 of the french commercIaL coDeIn accordance with the provisions of article L.225-68 of the French Commercial Code, the Chairman’s report on the preparation and organisation of the Board’s work and on the procedures of internal control implemented by the Company approved by the Board of Directors on 10 March 2010 is enclosed in Appendix 2 of this report.


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taBLe preSenteD In accorDance WIth the proVISIonS of artIcLe L.225-100 SUBSectIon 4 of the french commercIaL coDe

In accordance with the provisions of article L.225-100 subsection 4 of the French Commercial Code we inform you that no delegation of authority or powers remaining in force have been granted by the general meeting to the Board of Directors in respect to capital increases, in compliance with articles L.225-129-1 and L.225-129-2 of said code.

propoSaL to aUthorIZe the BoarD of DIrectorS to pUrchaSe anD SeLL ShareS of the companY

We propose that you grant a new authorisation to the Board of Directors that may in turn delegate said authority, as permitted by law, to purchase and sell shares of the company in compliance with the provisions of article L.225-209 of the French Commercial Code and articles 241-1 et seq. of the General Regulation of the AMF (Autorité des Marchés Financiers) the French financial market authority.

Acquisitions shall be made for the purpose, in decreasing order of priority to:

-Maintain an orderly market in the company’s shares within the framework of a liquidity agreement based in compliance with the French association of investment firms’ (AFEI or Association Française des Entreprises d’Investissement) code of conduct of 23 September 2008 and approved by the AMF (Autorité des Marchés Financiers) on 1 October 2008 and concluded with an investment service provider acting in an independent manner;

-Retain such shares for subsequent use as a means of payment or exchange in connection with financial transactions or acquisitions, in compliance with applicable regulations;

-Cancelling shares thus acquired, subject to adoption of the resolution authorising the Board of Directors to reduce the share capital by cancellation of treasury shares held by the Company;

-For employee stock option plans and other share grants in accordance with the provisions of article L.3332-1 et seq. of the French Labour Code or grants to employees and/or officers of the Company or companies covered by article L.225-197-2 of the French Commercial Code of shares of the Company or the grant of shares in connection with employee profit-sharing plans;

We inform you that the first two objectives set forth above should represent approximately 80% of the volume of transactions through the share buyback program, with the others combined approximately 20%.


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This authorisation would be granted under the following conditions:

-The total number of shares purchased by the Company under this authorisation may not exceed 10% of the share capital, as adjusted to take into account equity transactions that may affect this amount after the decision of the general meeting and excluding treasury shares. However, when shares are repurchased to promote the liquidity of the share in accordance with the conditions defined by the AMF General Regulation, the number of shares that may be taken into account to calculate this 10% limit shall correspond to the number of shares purchased minus shares sold during the period this authorisation is valid. Furthermore, the number of shares acquired by the company for subsequent use for payment or exchange in connection with a merger, demerger or contribution, may not exceed 5% of the share capital on the basis of the amount that may be adjusted to take into subsequent account equity transactions undertaken after the decision of the general meeting;

-The Company may only purchase its own shares for a price of not more than €20;

-The Company may sell, assign or transfer all or part of these shares thus acquired by any means.

The purchase of the shares, as well as their sale, assignment or transfer, maybe carried out on one or several occasions, at any time, including when public offerings are in progress, and by any means, notably on or off market, including through block trades, though excluding the use of derivatives. The maximum portion of the buyback program able to be executed through the purchase or sale of blocks of shares may cover the full amount of the authorisation.

The maximum amount of funds that may be authorised for this share buyback program shall be set at €58 707 692.

This authorisation shall be granted for eighteen months and would replace and supersede the prior authorisation granted by the combined shareholders’ meeting of 2 June 2009.

We inform you that all information required by applicable laws and regulations as well as articles 241-1 of the AMF General Regulation will be contained in the description of the share buyback program that shall be drawn up and published prior to the implementation of this new program in accordance with article L.241-2 of the AMF General Regulation .

If you accept this proposal, we request that you grant full powers to the Board of Directors with the possibility to further delegate this authority as permitted by law, to place all stock market orders, conclude all agreements, procedures, filings and make all representations, and in general take all measures considered necessary.


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aUthorISatIon anD poWerS granteD to the BoarD of DIrectorS to reDUce the Share capItaL BY canceLLatIon of treaSUrY ShareS

We propose that you authorise the Board of Directors to reduce the share capital by cancelling, on one or more occasions, all or part of the treasury shares that the Company may hold that were acquired through the share buyback program mentioned above subject to a limit of 10% of the share capital of the company for periods of 24 months.

In addition, we propose that you delegate to the Board of Directors all powers to proceed with this transaction in accordance with the provisions of article L.225-209, paragraph 7 of the French Commercial Code and allocate the difference between purchase price of the shares cancelled and their nominal value to premium accounts or revenue reserves.

This authorisation is granted for eighteen months and replaces and supersedes the prior authorisation granted by the extraordinary shareholders’ meeting of 2 June 2009.

groUp management report

Situation of the group of companies included in the consolidation

Companies included in the scope of consolidation are listed in the section «Results of subsidiaries» of this report.

The situation of these companies is presented in the table contained in the «Results of subsidiaries» section of this report.

Changes in the presentation of the consolidated financial statements accounts or methods of valuation applied in prior yearsWe inform you that the application of IFRS 8 – Operating Segments has resulted in a modification in the segment information by geographical sector presented by the Group, as specified in note 40 of the consolidated financial statements for fiscal 2009. The first-time application of this standard constitutes a change in accounting method.


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Review of consolidated operations

The Group’s financial statements have been prepared in accordance with IFRS as adopted by the European Union

In 2009 the Group had sales of €202 million compared with €450.8 million in 2007, down 55.2%

The economic environment in 2009 remains very poor with a decline of about 75% in volume of the world market of powered access platforms compared to 2008. There was almost no investment by European and American major rental companies during 2009. Despite this, Haulotte Group maintained its market share in Europe and further expanded in Asia and America.

Europe still accounts for a significant share of total revenue (69.2%). However, the Rest of the World’s contribution is growing (30.7% of sales in 2009, up from 23% in 2008).

Consolidated operating results declined sharply to a loss of €63.3 million compared with income of €50.6 million in 2008.This result included the important adverse effect of the lower volumes on the gross margin (-€76 million). Cost-cutting measures helped reduce selling and administrative expenses by €17.9 million.

For the year ended 31 December 2009, the Group registered a consolidated loss of €55.6 million compared with income of €31.9 million in 2008

Foreseeable changes in the Group’s situation and outlook:In the absence of any tangible signs of a market upturn in the beginning of this year, Haulotte Group has taken the actions to prepare for economic conditions comparable to those in 2009. In this uncertain context, priorities will continue to focus on reducing working capital requirements (further cutting inventories), containing fixed costs (new reorganisation measures for certain sales subsidiaries) while increasing commercial efforts in regions with greater potential.

Progress made or difficulties encounteredRefer to the section “Progress made or difficulties encountered”of this report.

Significant events between the closing date and the date of publication of the consolidated financial statements

Refer to the section “Important post-closing events” of this report.


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Objective and exhaustive analysis of changes in the business, earnings, financial position of company’s subsidiaries and notably the debt situation relating to business volume and complexity

Refer to sections “Business sectors – Product offering – Market”, “Progress made or difficulties encountered”, “The company’s exposure to risks concerning price, credit, liquidity and capital resources» and “Use of financial instruments - Company financial risk management objectives and policy” of this report.

Description of the main risks and uncertainties for the company’s subsidiaries

Refer to the section “Key risks and uncertainties” of this report.

The exposure of subsidiaries to risk concerning price, credit, liquidity and capital resources

Refer to the section «The company’s exposure to risks concerning price, credit, liquidity and capital resources» of this report.

Information on the use of financial instruments by consolidated companies - Objectives and policy of the company concerning the management of financial risks

Refer to the section “Use of financial instruments - Company financial risk management objectives and policy” of this report.

Research and development

Refer to the section “Research and development” of this report.

The Board of Directors


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fIVe-Year fInancIaL SUmmarY


Closing date duration of fiscal year (months)

31/12/2009 12

31/12/2008 12

3112/2007 12

31/12/2006 12

31/12/2005 12

Share capital at year-end

Common stock 4 054 916,97 4 236 851,32 4 476 420,00 4 456 704,20 4 439 416,80

Number of outstanding shares

- ordinary shares 31 191 669 32 591 164 34 434 000 34 282 340 34 149 360

- treasury shares 1 837 823 3 239 418 828 292 99 446 92 757

- dividend-right shares 29 353 846 29 351 746 33 605 708 34 182 894 34 056 603

Maximum number of future shares to be created

- from conversion of bonds

- from subscription rights

Operations and results

Sales excluding taxes 98 339 133,74 358 964 658,18 528 156 057,00 414 176 101,40 305 944 067,42

Earnings before taxes, employee profit-sharing, depreciation and provisions

(20 963 067,40) 49 819 850,94 108 180 316,37 88 764 100,56 53 394 985,94

Corporate income tax (14 229 161,09) (8 257 021,52 22 930 420,83 23 864 202,71 14 634 512,00

Employee profit-sharing 1 976 596,00 2 310 715,00 1 580 765,38

Earnings after tax, employee profit-sharing, 20 306 514,99 37 372 487,26 32 134 510,84 14 227 752,10 8 570 887,81

depreciation and provisions (27 040 421,30) 20 704 385,20 51 138 788,70 48 361 430,75 28 608 820,75

Distributed earnings 6 457 384,76 7 393 255,76 5 827 997,80 4 439 417,00

Earnings per share

Earnings after taxes, employee profit-sharing, but before depreciation and provisions

(0,22) 1,78 2,42 1,83 1,09

Earnings after tax, employee profit-sharing, depreciation and provisions

(0,87) 0,64 1,49 1,41 0,84

Distributed dividends 0,22 0,22 0,17 0,13

Personnel

Average number of employees for the fiscal year 682 701 584 536 477

Total payroll 16 868 511,24 23 424 039,96 19 097 380,59 17 038 324,73 13 770 950,28

Total benefits paid (social security, welfare benefits, etc.) 7 169 439,90 9 629 150,46 7 926 131,10 6 556 478,31 5 478 868,45

Documents

annUaL report presentation - marketscreener.com filepresentation annUaL report