Strong growth for the Keolis Group in 2015...• Netexplo, the international observatory for digital innovation, with which we launched our digital mobility observatory, with the perspective

Strong growth for the Keolis Group in 2015

KEOLIS Jean-Pierre Farandou, Michel Lamboley, Bernard Tabary, Frédéric Baverez

22 March 2016

22/03/16 KEOLIS – 2015 RESULTS

22/03/16 KEOLIS – 2015 RESULTS 2

2015 was a strong year of growth for the Group: +12.2%.

This was illustrated by a 6.6% increase in profitability.

Our international activites experienced record growth of +30%.

Our French subsidiaries have also done well despite the economic crisis, with a 4% increase in revenue thanks to business development and efficient actions against fare evasion.



The 3 pillars of our strategic plan

BUSINESS Strong and profitable

growth

DIGITAL Operator of collective

and connected mobility

INTEGRATION Strengthening the

« One Keolis » identity

22/03/16 KEOLIS –2015 RESULTS 5

We are preparing the Keolis of tomorrow, for our 56,000 employees and 3 billion passengers.

Our strategy is based on 3 pillars:

• Business: for us to achieve profitable growth.

• Integration: to create a real Group dynamic, based on a strong identity: One Keolis.

• Digital: to deliver innovative solutions for passenger information, ticketing and validation on passenger smartphones, in order to make their lives easier.

Thanks to this strategy, Keolis is becoming an expert in mobility solutions.


New mobility solutions

OBSERVATORY OF DIGITAL MOBILITY

“IN-HOUSE” SOLUTIONS

PARTNERSHIPS THAT COMPLEMENT OUR

EXISTING EXPERTISE


In terms of passenger mobility, the priority is on new digital solutions.

Our « in-house » solutions

• PlanBookTicket, a unique mobile application which offers passengers, for the first time in France, the option of planning their whole journey, buying their ticket and validating it on their smartphone.

Partnerships that complement our expertise

2 examples:

• Moovit: the world leader in journey planner apps, used by more than 30 million passengers in more than 800 cities.

• One Park: French leader in the online booking of carpark spaces (more than 7,500 hours of parking hours sold each day in France and close to 80,000 bookings per year).

A partnership which allows us to go even further to the heart of our business

• Netexplo, the international observatory for digital innovation, with which we launched our digital mobility observatory, with the perspective of future passenger mobility.


The conquering of new territories

New mobility solutions

THE FRENCH « GOOGLE CAR »

22/03/16 KEOLIS – RESULTATS 2015 9

Commercial partnerships to conquer « new markets »

Keolis has signed two key new partnerships to complement its multimodal strategy.

LECAB, one the leading providers of private taxis in France

Created in Paris in 2012 by Benjamin Cardoso, LeCab offers a unique, trustworthy, high-end private taxi service. Thanks to a standardised fleet of Peugeot 508 cars and the creation of a training academy, LeCab has developed considerable expertise in the French private taxi market. The company works with 1,500 drivers, counts more than 250,000 customers and 3,000 member companies. By partnering with LeCab, Keolis is boosting its mobility offering by integrating personalised transport solutions. This commercial and strategic partnership will strengthen Keolis’ position as a multimodal operator and enable LeCab to accelerate its growth. LeCab is currently the number one provider of private taxis in Paris, and could use Keolis networks in France to speed up the development of its activities outside the Paris region.

Navya, designer and manufacturer of driverless electric shuttle buses

This Lyon start-up designs and manufactures collective transport vehicles that are 100% electric and automatic. Without a driver, these intelligent and innovative shuttle buses can transport up to 15 people and safely run at speeds of up to 45km/h. With this new partnership, Keolis will operate the fleet of automatic shuttles. It will also partner up with Navya for contract bids on short distance journeys. This transport mode is a new unavoidable form of mobility in the mid to long term, and strengthens Keolis’ multimodal offering. With these two new partnerships, Keolis will be well established in the market for new mobility solutions.

With more than ten different transport modes available on its networks, Keolis successfully provides new modes of transport to meet citizens’ ever-growing mobility needs.

KEOLIS – 2015 RESULTS

10 KEOLIS – 2015 RESULTS

Michel Lamboley 2 Group Executive Vice-President &

Chief Financial Officer

22/03/16

22/03/16 KEOLIS – 2015 RESULTS 11

22/03/16 KEOLIS – 2015 RESULTS 12

Annual revenue multiplied by 2.6 over the past 10 years…

* Including the IFRS 10-11 for 2013-2015, but excluding UK minority partnerships and Holland between 2005 and 2012

2005

1 944

2006

1 975

2007

2 036

2008

2 378

2009

2 647

2010

3 249

2011

3 562

2012

4 033

2013

4 138

2014

4 459

2015

5 002 €M

+ 10% CAGR since 2005

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Revenue for the group has multiplied by a factor of 2.6 in 10 years.

Equivalent to average growth of +10% per year to achieve annual revenue of €5,002M using constant standards

22/03/16 KEOLIS – 2015 RESULTS 14

…44% of this was achieved internationally in 2015

2005

1 496

448

1 944

2006

1 570

406

1 975

2007

1 665

371

2 036

2008

1 812

566

2 378

2009

2 021

626

2 647

2010

2 245

1 004

3 249

2011

2 366

1 196

3 562

2012

2 629

1 405

4 033

2013

2 735

1 403

4 138

2014

2 798

1 662

4 459

2015

2 819

2 183

5 002

23%

77%

44%

56%

€M INTERNATIONAL FRANCE

X5 X2 + 10%

CAGR since 2005

* Including the IFRS 10-11 for 2013-2015, but excluding UK minority partnerships and Holland between 2005 and 2011


Excluding our English franchises, 44% of Keolis’ revenue was achieved internationally.

In 10 years:

• Keolis’ revenue earned internationally has multiplied by a factor of 5

• Keolis’ revenue earned in France has multiplied by a factor of 2

22/03/16 KEOLIS – 2015 RESULTS 16

Strong growth in annual revenue…

TO 2014 Published accounts


4 459

5 002

+€543M +12.2%

22/03/16 KEOLIS – 2015 RESULTS 17

Annual revenue for the group increased by +€534M / +12.2% in 2015

22/03/16 KEOLIS – 2015 RESULTS 18



Foreign exchange

Acquisitions TO 2015 Published accounts

4 459

+1.7% +3.4%

5 002

73 153

+€543M +12.2%


Strong growth in annual revenue that can be explained by:

• An exchange rate effect of +€73M / +1.7% due to appreciation of the Euro compared with the British pound and Amercian and Canadian dollars in 2015.

• A scope effect of +€153M / +3.4% resulting from targeted external growth of the group. This included the acquisition of the Striebig Group at the end of 2014 in Alsace, France, the purchase of the ATE Group in Australia which was integrated from May 2015, the takeover of several companies in Belgium and the new joint venture with Nettbus in Denmark.

22/03/16 KEOLIS – 2015 RESULTS 20

….thanks to essentially organic growth…

2014 revenue

Foreign exchange

Acquisitions 2015 revenue

4 459

+1.7% +3.4% +3.9% +3.2%

5 002

73 153

172 145

+7.1%

+€543M +12.2%

Portfolio Base

Organic growth


Between 2014 and 2015 the majority of growth in revenue came from « organic » sources, and accounted for as much as +7.1% internationally.

This was a result of both our portfolio (major contracts) and growth in our base revenue (longstanding contracts for the group):

• Portfolio effect of +€172M / +3.9%: Full year of the contract in Boston, USA, and the start of operations for DLR in London, UK.

• Growth of base revenue of +€145M / +3.2M%: Divided between the different workstreams across all the geographical zones where Keolis operates.

22/03/16 KEOLIS – 2015 RESULTS 22

…accompanied by greater profitability…

EBITDA 2014 Published accounts


278

296

+€18M +6.6%

22/03/16 KEOLIS – 2015 RESULTS 23

Recurring EBITDA grew by +€18M / +6.6% between 2014 and 2015.

22/03/16 KEOLIS – 2015 RESULTS 24

…accompanied by greater profitability…


Exchange rate

Acquisitions EBITDA 2015 Published accounts

278

296

+€18M +6.6%

-1.9% +6.8%

(6) 19


Greater profitability can be explained by:

• A favourable exchange rate of -€6M / -1.9%: especially for our American operations.

• A scope effect of +€19M / +6.8%: the increase in the profitability of our acquisitions was greater than the increase in our annual revenue (+3.4%). This confirms the successful integration of these operations in accordance with the business plans developed at the time of investment.

22/03/16 KEOLIS – 2015 RESULTS 26

…accompanied by an increase in profitability…


Exchange rate

Acquisitions EBITDA 2015 Published accounts

278

-1.9% +6.8% -3.7% +5.4%

296

(6) 19 (10)

15

+1.7%

+€18M +6.6%

Portfolio Base

Organic growth

22/03/16 KEOLIS – 2015 RESULTS 27

Organic growth in profitability of +1.7%:

• A portfolio effect of -€10M / -3.7%: this counter-performance can be explained by the financial loss recorded in Boston during the first year of the operations contract. However this was partly counterbalanced by the positive contribution of the new DLR contract in London.

• An increase in our base revenue of +€15M / +5.4%: the increase in profitability of our longstanding contracts is more significant than the corresponding increase in revenue (+3.2%). Once again the group has met its objective to strengthen its margins.

22/03/16 KEOLIS – 2015 RESULTS 28

…while preserving a solid financial structure

€M 2014 2015

CAPEX 236 228

22/03/16 KEOLIS – 2015 RESULTS 29

CAPEX remained relatively stable at approximately €230M in 2014 and 2015.



€M 2014 2015

CAPEX 236 228

Share acquisitions:

€125M

Net financial debt 608 791 +€183M 791

22/03/16 KEOLIS – 2015 RESULTS 31

The financial debt of the group increased by €183M largely due to its strategy of targeted external growth which required a cash outflow of €125M.

The main acquisition in 2015 was the ATE Group in Australia, the 5th largest private bus operator in the country with close to 1,000 buses and 1,600 employees.

22/03/16 KEOLIS – 2015 RESULTS 32


€M 2014 2015

CAPEX 236 228

Net debt 608 791

Leverage 1,5 x 1,9 x

Authorised leverage ratio 3,5 x 3,5 x

+€183M 791

22/03/16 KEOLIS – 2015 RESULTS 33

Our financial structure remains solid.

• Our debt leverage, calculated as the ratio comparing the level of debt to the EBITDA generated over a year, was contained at 1.9x. It remains well below the 3.5x limit set by bank documentation.

• The group refinanced its corporate debt in 2015 which allowed it to increase its borrowing capacity from €800M to €900M and to extend its debt maturity to 2020.

• This situation allowed the group to increase its financial capacity for future investments, including for external growth.

22/03/16 KEOLIS – 2015 RESULTS 34

Summary of 2015

STEADY GROWTH

SOLID FINANCIAL STRUCTURE

ANNUAL REVENUE

X 2.6 in 10 years

Annual revenue multiplied by a factor of 2.6 in 10 years

x5 internationally since 2005

x2 in France over the same period

DEBT LEVERAGE

1,9x …all while preserving a solid financial structure

ANNUAL REVENUE

+12,2% in 2015


+3.4% as a result of acquisitions, and

+7.1% in organic growth including:

o +3.2% in base revenue

o But also +3.9% thanks to new contracts PROFITABILITY

+6,6% in 2015 … accompanied by an increase in

profitability

Good integration of acquisitions and maintenance of a strong base


Bernard Tabary 3

CEO, International

22/03/16


Boston case study

International

Best operational performance in 10 years

PUNCTUALITY

94% REVENUE

+3%

22/03/16 KEOLIS – 2015 RESULTS 37

The action plan launched in Boston has shown results.

Between July and December 2015, the operational performance was the best it has been in 10 years, with an average punctuality rate of 94% and commercial revenue increasing by +3%.

The number of late trains fell by 25% and patronage increased by 3% over the same period.

We established a strong working relationship with the transport authority, MBTA, and we are continuing to work together to deliver the best possible service to our passengers.

22/03/16 KEOLIS – 2015 RESULTS 38

2015, a year of consolidation and successful launches

International

22/03/16 KEOLIS – RESULTATS 2015 39

In the UK:

DLR:

Excellent start to new contracts:

- Takeover in December 2014, seamless transition for passengers

- In just one year of operations we exceeded our objectives: 99% punctuality rate (objective was 98%), 88% customer satisfaction rate (objective was 86%)

- Since the start of the franchise we have had a strong collaborative relationship with the transport authority TfL.

Strengthening our presence in key markets, for example:

- In the United States, with the renewal of our operations contract for the Virginia Railway Express for a further five years. We have operated this service since 2010 and since this time customer satisfaction has reached 92%.

- Extension of the Nottingham tram network, which doubled in size in 2015 (32km in total). 8 million passengers used the tram in 2015, and this number should double in 2016. 96% customer satisfaction rate in 2015.

- Renewal of the operations contract for the London Midland franchise until October 2017. During the initial contract our punctuality rate increased from 79.8% in 2013 to 90% in 2015.

- In Germany we consolidated our presence in the rail sector, in the north Rhine-Westphalia region:

- Renewal of the operations contract for the Hellweg Netz franchise: 5.9 million train-km / cumulated annual revenue of €955M over 12 years

- Won a new 15 year contract for Teutoburger Wald (starting in December 2017): 5.3 million train-km

- In Norway our contract for the operation of the Bergen tram network was extended by two years until July 2018, and phase 3 of the project is currently under construction, with 7km of additional track which will service the airport.

- In Holland we won a new rail franchise in Zwenzwoka in the province of Overijssel in the east of the country. The contract will commence in December 2017 for a 15 year term.

KEOLIS – 2015 RESULTS

22/03/16 KEOLIS – 2015 RESULTS 40

Diversification into other modes of transport:

• Through an acquisition: ATE in Australia

- Keolis becomes Australia’s number one private multimodal operator.

- Present in four states: South Australia (Adelaide), Western Australia (Perth), Queensland (Brisbane) and also in Victoria (Melbourne) where we were already operating the tram network.

- 136 million euros in revenue in 2014

- 1,000 buses et 1,600 employees

• Through the winning of new contracts:

- Keolis Denmark, win in Aarhus (2nd largest city in Denmark):

- 1st light rail contract in Denmark

- 1st contract won since the creation of the joint venture with Nettbuss

- Characteristics: tram in the city centre and tram train outside the city to cover low-density areas

- 12km of new track, 98km of existing heavy rail track

- Launch in spring 2017

22/03/16 KEOLIS – 2015 RESULTS 41

22/03/16 KEOLIS – 2015 RESULTS 42

Outlook for 2016

International

22/03/16 43

The action plan launched in Boston has shown results.

Planned extensions in 2016

Gold Coast, Australia: Excellent results since the launch of the network

99.45% fleet availability (number of trams in service vs the number scheduled), 97% of services on time (arrive less than 2 minutes after their scheduled time) over a 6 month period

88.9% customer satisfaction in December 2015. Patronage: 22,000 passengers per day.

• Planned extension of the tram network. Keolis is currently in exclusive negotiations for the operation of this network. The extension will be launched in July 2018: +7.5km, with a train interchange servicing Brisbane.

Melbourne, Australia: We are currently in exclusive negotiations for the extension of the current operations contract. The new contract will start in June 2017.

In terms of business development

In the UK, Continental Europe, North America and Australia we are pursuing a development and diversification strategy in all modes of transport.

Asia, Middle East and Africa region:

We have development ambitions in the Middle East: we have signed strategic partnerships in which Keolis is the majority shareholder, to respond to various tender bids in the region. Partnerships: Emirates Transport in the United Arab Emirates, Nesma in Saudi Arabia.

KEOLIS – 2015 RESULTS KEOLIS – 2015 RESULTS

22/03/16 KEOLIS – 2015 RESULTS 44

Outlook for 2016 : new automatic metros

Line 8

LILLE 1983

LYON 1991

RENNES 2002

LONDRES 2014

HYDERABAD 2016

SHANGHAI 2018

LILLE 44.3km & 105 million

passengers a year

RENNES 8.5km & 80 million passengers a year

LYON 12.5km & 80 million passengers a year

LONDON 72km & 101.5 million

passengers a year

22/03/16 KEOLIS – 2015 RESULTS 45

Hyderabad:

• Launch of the first phase of the metro in Hyderabad, India’s 5th largest city.

We are ready on an operational level: ISO 9001 certification, rolling stock tested, 450 employees trained in operations, driving, maintenance, customer service. This launch will be a showcase, especially for other major Indian cities which are looking at building a metro network.

Shanghai :

Keolis is finalising a contract for the operation of line 8 of the Shanghai metro.

• Launch scheduled for 2018


Frédéric Baverez 4

CEO, France

22/03/16

22/03/16 KEOLIS – 2015 RESULTS 47

22/03/16 KEOLIS – 2015 RESULTS 48

Successful conservation of our contract portfolio

BID WINS

€146M in revenue

BALANCE OF CONTRACTS WON/LOST

+€35M in revenue

22/03/16 KEOLIS – 2015 RESULTS 49

2015 was a year with relatively limited number of tenders but this allowed us to consolidate our portfolio:

Renewal of urban contracts in Alès, Chantilly, Châteauroux, Dreux, Honfleur, Vesoul, accessible transport service in Nice, on-demand transport in Rouen, preschool staff transport in Le Mans.

Offensive bid wins for urban networks in Beaune, Bourgoin-Jallieu and Miribel.

Renewal of many interurban and specialised transport contracts.

The markets won in France in 2015 represent 146M€ of full-year revenue. The balance between offensive bids and defensive losses is positive at 35M€ of full-year revenue.

22/03/16 KEOLIS – 2015 RESULTS 50

Maintenance of strong commercial revenue

+8.5% revenue in Bordeaux

+4.0% in our urban networks

+2.3% increase in patronage

22/03/16 KEOLIS – 2015 RESULTS 51

+4.0% increase in commercial revenue for our 16 largest networks – which account for 95% of our revenue – for a patronage increase of +2.3%. Performance results above the industry average.

This increase is significant in a slow economic climate and at a time not especially favourable to public transport following the terrorist attacks of January and November 2015.

These results were achieved by our increasingly targeted strategy for increasing patronage and creating passenger loyalty, but also our campaign against fare evasion, which has been a priority since 2014. Tangible results have been seen particularly in Lille, Lyon, Bordeaux and Orléans.

As for our commercial revenue, we can highlight the excellent performance of Bordeaux under the new public service contract which commenced in January 2015: +8.5% more revenue than our contract objectives. There were an additional 5 million passengers in 2015, equivalent to a 3.9% increase in patronage compared to 2014. The rate of fare evasion also decreased from 11.2% in 2014 to 10.1% in 2015.

22/03/16 KEOLIS – 2015 RESULTS 52

Active external growth

TRANSPORTS DANIEL MEYER

(Ile-de-France)

STRIEBIG (Alsace)

FOUACHE (Pas-de-Calais)

22/03/16 KEOLIS – 2015 RESULTS 53

Successful integration of Striebig, acquired in December 2014.

Acquisition of Fouache coaches finalised in October (Pas-de-Calais, revenue: €6M).

Acquisition finalised on 5 January 2016 of Transports Daniel Meyer (Essonne, revenue: €43M). This operation is strategic ahead of the opening of the market around the Ile-de-France region.

Other networks are currently being analysed which could result in some being won in 2016.

22/03/16 KEOLIS – 2015 RESULTS 54

Digital: accelerating development of passenger services

Lille

Lens-Artois

Amiens

Orléans

Brest

Quimper Laval

Cherbourg

Chateauroux

Bordeaux

Montargis

Saint-Malo

Strasbourg (2016)

22/03/16 KEOLIS – 2015 RESULTS 55

In 2015 we presented our digital strategy based on the development of an integrated « PlanBookTicket » application, greater understanding of digital habits of passengers via our Netexplo partnership and via the support of transport authorities in relation to Open Data.

We also announced the creation of Kisio, the new Solutions & Services division of Keolis, following the merging of several entities within the group focused on digital and ticketing projects, and more broadly on passenger service solutions.

In terms of mobile apps, in 2015 we accelerated the deployment of the Mobility Assistant, the first phase in our overall PlanBookTicket product offering, which provides multimodal passenger information as part of a single smartphone application. Nine French networks are already equipped with this app, including Lille and Bordeaux.

We have also established our initial references for the two other phases of our PlanBookTicket app, namely remote ticket purchasing and e-ticketing for smartphones.

22/03/16 KEOLIS – 2015 RESULTS 56

French markets: outlook for 2016

URBAN

Renewal of a quarter of French revenue in 2016

INTERURBAN

Adapting to the NOTRe law

22/03/16 KEOLIS – 2015 RESULTS 57

Above all 2016 will be marked by a significant series of tenders, with over €700M of contracts coming up for renewal, including the urban contracts for Lyon (the largest public service delegation contract in Europe), Dijon, Artois-Gohelle, Laval, Narbonne and Quimper.

At the same time, we will be adjusting to major industry changes as a result of the NOTRe law for the interurban transport market. This law will see the transfer of authority for transport from Departments to Regions, starting from 1 January 2017 for regular lines and 1 September 2017 for school lines. 2016 should therefore see the consolidation of interurban transport players being accelerated, and Keolis intends to take an active role in this process.

22/03/16 KEOLIS – 2015 RESULTS 58

EFFIA: strong n°2 in the French market

Parking

Outlook for 2016 close to forty bids

Organic development

External growth

360 Carparks

&

141 000 Car spaces

+40 local collectivities

Commercial zones

Hospitals and clinics

22/03/16 KEOLIS – 2015 RESULTS 59

Pursuing organic development

EFFIA won 10 new contracts and renewed 5 existing ones. Among the most significant ones it won, we can cite the DSP for parking in Massy, the beachside carparks in Marseille, off-street parking in Béziers and the new Courtine carpark for greater Avignon.

External growth

For the first time since Keolis took over EFFIA in 2010, we have taken part in external growth activities. We first acquired the carparking activities of Ramery group, which strengthened our position in the north. More strategically, we achieved in 2015 – announced on 5 January 2016 – the acquisition of Saemes, SEM parking for the city of Paris. With a stake of over 33%, we are therefore a leading shareholder alongside the City of Paris. With more than €40M in revenue, Saemes is the second largest carpark operator in the Ile-de-France region. It is a very important contract in strategic terms because it strengthens our position in the region, which represent roughly 40% of the French carpark market.

Outlook for 2016

EFFIA intends to continue its organic growth by bidding for around 40 different contracts in 2016. We hope to win a first contract in Benelux, where we have already bid on several contracts and will know the results in 2016. The first EFFIA contract abroad will also be an important step in its development.

22/03/16 KEOLIS – 2015 RESULTS 60

2015, a year of strong and sustainable growth

3,800 Recruitments in France

+30% International growth

22/03/16 KEOLIS – 2015 RESULTS 61

2015 summary:

• Great figures: very good growth, profitability, controlled debt.

• Our international subsidiaries had a record year.

• France did very well, despite difficult economic conditions. Keolis recruited 3,800 new permanent employees in France in 2015.

22/03/16 KEOLIS – 2015 RESULTS 62

Question time

Documents

Strong growth for the Keolis Group in 2015...• Netexplo, the international observatory for digital innovation, with which we launched our digital mobility observatory, with the perspective