5 May 2020 - Lagardere.com...A WINNING STRATEGY 17 Annual General Meeting 2020 Lagardère Publishing, “Power Engine” of the Group • Average like-for-like revenue growth of 0.5%

2020 ANNUAL ORDINARY AND EXTRAORDINARY GENERAL MEETING5 May 2020

SUMMARY AGENDA

Annual Ordinary and Extraordinary General Meeting / 5 May 2020

AGENDA ADOPTED BY THE MANAGING PARTNERS: ORDINARY RESOLUTIONS

3

Approval of the Company and consolidated financial statements for the year ended 31 December 2019. Allocation of the Company’s profit. Re-appointment of Mazars as Statutory Auditor for a six-year term. Ratification of the co-optation of Nicolas Sarkozy as a member of the Supervisory Board. Ratification of the co-optation and re-appointment of Guillaume Pepy as a member of the Supervisory

Board for a four-year term. Re-appointment of Martine Chêne as a member of the Supervisory Board for a four-year term. Approval of the information concerning the remuneration of corporate officers. Approval of the components of remuneration paid during or allocated in respect of 2019 to the executive

corporate officers and to the Chairmen of the Supervisory Board. Approval of the remuneration policies of the executive corporate officers and of the members of the

Supervisory Board. Eighteen-month authorisation for the Managing Partners to trade in the Company’s shares. Powers for formalities.

The full agenda of the Meeting is set out on page 7 of the Addendum to the General Meeting Brochure.


AGENDA ADOPTED BY THE MANAGING PARTNERS: EXTRAORDINARY RESOLUTIONS

4

Amendment of articles 12 and 14 A of the Articles of Association in order to incorporate the terms and conditions for appointing employee representative members of the Supervisory Board.



SUPPLEMENTARY AGENDA ITEMS FURTHER TO THE SUBMISSION OF PROPOSED RESOLUTIONS BY AMBER CAPITAL: ORDINARY RESOLUTIONS

5

Removal of Soumia Malinbaum, Aline Sylla-Walbaum and Susan L. Tolson as members of the Supervisory Board of Lagardère SCA.

Removal of Jamal Benomar, Yves Guillemot, Gilles Petit and Patrick Valroff as members of the Supervisory Board of Lagardère SCA.

Appointment of Valérie Ohannessian, Brigitte Taittinger-Jouyet, Laurence Bret Stern and Elena Pisonero as members of the Supervisory Board of Lagardère SCA for four-year terms.

Appointment of Patrick Sayer, Yann Duchesne, Enrico Letta and Stephan Haimo as members of the Supervisory Board of Lagardère SCA for four-year terms.



2020 GENERAL MEETINGArnaud LagardèreGeneral and Managing Partner of Lagardère SCA5 May 2020

AGENDA

7

Annual General Meeting 2020

Balanced capital allocation policy3

Ambitious transformation strategy2

Transparent and efficient organisation4

Reactive response to the COVID-19 crisis5

Refocused Group1

Best-in-class CSR practices at the core of Lagardère growth strategy6

Conclusion7

A FOCUSED GROUP WITH TWO PERFORMING CORE BUSINESSES

8


Sales 2019 €4.3bn59% of total sales

€152m40% of total recurring EBIT

+8.1%Average like-for-like growth over the last 3 years

€2.4bn33% of total sales

€220m58% of total recurring EBIT

+1.2%Average like-for-like growth over the last 3 years

Recurring EBIT 2019

Like-for-like growth

Key brands

“Growth engine” Structural growth outpacing GDP growth Industry consolidation, providing a source of attractive opportunities

“Power Engine” Growth decorrelated from the economic cycle Strategic positioning at the heart of industry-leading content creation

Two complementary core businesses operating at scale globally in attractive markets

Perspectives

LAGARDÈRE PUBLISHING: THE WORLD #3 PRIVATE-SECTOR CONSUMER BOOK PUBLISHER

9


Top rankings in core markets across main businesses

Partworks

EducationTrade

Distribution

Global leader in Partworks

1

2

3

4

1

Top 3 Consumer Publishing players worldwide

3.6 3.5

2.4

3

Based on 2019 revenue (€bn)

1

1

2

3

1

2

3

Note: Trade and Education business including Higher Education, excluding Professional; Penguin Random House including Germany’s Verlagsgruppe Random House Source: Hachette Livre, Companies

LAGARDÈRE PUBLISHING: KEY FACTS

10


Top 20 sales of cultural goods

LAGARDÈRE TRAVEL RETAIL: A LEADING GLOBAL TRAVEL RETAIL OPERATOR

11


70%of sales in airports

270airports

39countries

24,000employees

4,850stores

530mclients

750railway & metro

stations

Notes:Number of countries, employees, stores, airports, stations and clients @100% (incl. joint ventures)* Duty Free in airport concessions (excl. downtown) after Dufry, Heinemann and China Duty Free Group** After Autogrill, SSP and Areas

1

in Travel Essentials

4

in Airport Duty Free*

4

in Food-service**

1

in Fashion

2

Travel Retail in airports

LAGARDÈRE TRAVEL RETAIL: KEY FACTS

12


Acquisition of IDF

Integration of HBF

Renewal of Prague

Renewal of Shenzhen

Award of Gabon (Libreville airport profit sharing)

AIR TRAFFIC DEMONSTRATED ITS STRONG GROWTH POTENTIAL AND RESILIENCE IN THE PAST

13


0

2

4

6

8

10

20042000 20032001 2005 20092002 20192006 20102007 2008 2011 2012 2013 2014 2015 2016 2017 2018 2020

+4%2003 : SRAS2003 : Iraq war

2005 : London bombings

2010: eruptions of Eyjafjallajökull

World airport traffic (billion passengers, 2000-2020E)

?

2008-2009: global economic crisis and downturn

2001: 9/11 terrorist attacks

2001-2002: global economic crisis

AGENDA

14






Refocused Group1


Conclusion7

MAJOR TRANSFORMATION OF LAGARDÈRE OVER THE PAST 15 YEARS

15


2003 revenue breakdown 2019 revenue breakdown

Notes:Consolidated 2003 revenue, excluding proportional consolidationPress and related activities: Press and Distribution Services (excluding Lagardère Travel Retail)

News & other

12%

11%

70%

Press and related

activities

LagardèreActive

7%

€7,944m33%

59%

8%

€7,211m

AN ACCELERATION OF THE TRANSFORMATION STRATEGY SINCE 2018

16


Continued investments to reinforce leadership position in main markets and support digital transition

One of many activities withindivision

Disengagement following the

Group's repositioning

2003 2019

Diversification of activities andcreation of a digital platform

Active portfolio streamliningDisposal of international press activities in 2011

Identification of Travel Retail as a growth engine for the Group (dedicated investor day in June 2012)

Acceleration of investments and reinforcementof leading position worldwide

Disengagement following the

Group's repositioning

Investments in sports and entertainment Active portfolio streamlining

2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Disposal of minority stakes

Disposal of the remaining stake in EADS (7.4%)

Disposal of the stake in Canal+

France’ (20%)

Gradual disposal of part of the

stake in EADS

A WINNING STRATEGY

17


Lagardère Publishing, “Power Engine” of the Group• Average like-for-like revenue growth of 0.5% per year over 2012-

2019• Stable average cash flow of €124m over the same period (free cash

flow before changes in working capital)

Lagardère Publishing: “Power Engine” Lagardère Travel Retail: “Growth Engine”

FCF before changes in working capital (€m) Like-for-like revenue growth

Lagardère Travel Retail, “Growth Engine” of the Group• Average like-for-like revenue growth of 7.0% per year over 2012-

2019 • Cash flow growing progressively by an average of 14% per year to

€87m in 2019 (free cash flow before changes in working capital)

135 136

65

122

148

121 115

151

2012 2013 2014 2015 2016 2017 2018 2019

124

Average

8.2%

2.9%

5.3%

8.2%7.1%

9.1% 8.8%

6.3%

2012 2013 2014 2015 2016 2017 2018 2019

7.0%

Average

AGENDA

18






Refocused Group1


Conclusion7

C.60% OF SOURCES REINVESTED IN GROUP’S BUSINESSES

19


Notes:Consolidated financial data, excluding proportional consolidation of EADS (2003-2006)Operating cash flows include interest paidExtra dividends and share buybacks include the share buyback programs carried out from 2006 to 2008Other notably includes dividends paid to minority shareholders, net financing cash flows and acquisitions of minority interests

44%Operating cash

flows

56%Asset

disposals

59%Investments (capex and

acquisitions)

18%Extra dividends

and share buybacks

16%Ordinary dividends7.2

9.1

16.2

Total sources1.2

2.9

2.6

9.6

16.2

Total uses

7% Other

Sources (2003-2019, €bn) Uses (2003-2019, €bn)

GROWING SHARE OF INVESTMENTS DEDICATED TO CORE ACTIVITIES

20


Breakdown of investments (capex and acquisitions)

2012 2019

Lagardère Publishing main acquisitions

Lagardère Travel Retail main acquisitions

13%

82%

5% 8%

54%

39% Other

Other

STABLE DIVIDEND POLICY WITH A SOLID AND OPTIMISED BALANCE SHEET

21


Net Debt / EBITDA ratio since 2012Dividend per share since 2012 (€)

Note:In 2013, net cash position following the disposal of EADS and Canal+ France stakes

1.3 € 1.3 €

9.0 €

6.0 €

10.3 €

7.3 €

1.3 € 1.3 € 1.3 € 1.3 € 1.3 €-

2012 2013 2014 2015 2016 2017 2018 2019

Special dividendOrdinary dividend

3.1x

n.a.

1.8x

2.4x 2.2x 2.2x 2.1x 2.1x

2012 2013 2014 2015 2016 2017 2018 2019

AGENDA

22






Refocused Group1


Conclusion7

RELENTLESS APPROACH TO CORPORATE COST OPTIMISATION

23


Efficient Group organisation with centralisation of key corporate functions

Restructuring plan launched beginning of 2020

Objective to achieve €15m of annual cost savings by 2022, leading to c.-35% reduction since 2014

€15M OF ADDITIONAL ANNUAL SAVINGS EXPECTED BY 2022

24


Evolution of corporate costs (€m)

64% 72%

36% 28%

8370

55

2014 2019 Target 2022

Other corporate costs LC&M

(17%) decrease(21%) decrease

AGENDA

25






Refocused Group1


Conclusion7

COMPREHENSIVE ACTION PLAN TO ADDRESS THE CRISIS AND MITIGATE ITS IMPACTS

26


Optimisation of sales and prices when possible

Systematic cost reduction across activities, to limit the impact of the decrease in revenue on operating profit

Capex reviews and working capital optimisation to preserve cash

Cancellation of the proposed 2019 dividend to be paid in 2020, proposed by Arnaud Lagardère and approved unanimously by the Supervisory Board

20% decrease in Executive Committee remuneration, at the initiative of its members, until the summer and further if the crisis is prolonged

Creation of a Covid-19 solidarity fund, to provide financial backing to the Group’s initiatives to support its employees worldwide

AGENDA

27






Refocused Group1


Conclusion7

THE 3 STRATEGIC PILLARS OF OUR CSR POLICY

28


Place the human at the heart of our

strategy

Limit the environmental footprint of our products and

services

Share our social and cultural

diversity

PLACE THE HUMAN AT THE HEART OF OUR STRATEGY: GENDER EQUALITY, A YEAR OF PROGRESS

29


42%2018

44%2019

89/100Average

86/100Average

Share of women at Group's executive management positions

Increasing number of women in senior management positions

Publication of the Gender Equal Pay Index*

*Minimum required under French law: 75/100

LIMIT THE ENVIRONMENTAL FOOTPRINT OF OUR PRODUCTS AND SERVICES

30


Fight against climate change: optimising our energy consumption, carrying out carbon footprint assessments

Ensure responsible paper life cycle management: supply, production, unsold goods management

Encourage eco-responsibility of Foodservice activities: local supply, fight against food waste

97% of certified or recycled paper (books, newspapers, magazines)

SHARE OUR SOCIAL AND CULTURAL DIVERSITY

31


Enhance access to education and knowledge and promote cultural diversity

Defend freedom of expression, pluralism of ideas and accessibility of content

Raise awareness on social issues and sustainable development

AGENDA

32






Refocused Group1


Conclusion7

CONCLUSION

33


Strong performance in 2019 continued over January and February 2020 before COVID-19 crisis

Full confidence in the Group’s ability to withstand the COVID-19 crisis and seize future market rebound• Strong, swift and evolutive action to respond to the COVID-19 crisis and mitigate its impacts• Strong liquidity position

In 2020, full commitment to manage activities through the crisis and steer the business back to growth in future recovery

Full confidence that business model and strategy remain relevant and robust for the world after COVID-19

FULL-YEAR 2019 RESULTS

Gérard AdsuarChief Financial Officer


1

2

3

Key figures for the Group

2019 Group financial results

2019 performance by division

CONTENTSAnnual Ordinary and Extraordinary General Meeting / 5 May 2020

35

KEY FIGURES FOR THE GROUP


HIGHLIGHTS(€m) 2018* 2019Revenue*** 6,868 7,211

Group recurring EBIT**/*** 385 378

Operating margin**/*** 5.6% 5.2%Profit – Group share [including net income/(loss) from Lagardère Sports] 177 (15)Adjusted profit – Group share**/*** 200 200

Free cash flow**/*** 424 294

Net debt at end of year**/*** (1,367) (1,461)

Earnings per share (in €) 1.36 (0.12)

Adjusted earnings per share (in €) 1.54 1.55

Ordinary dividend per share (in €) 1.30 -****

* Restated for IFRS 16 using the full retrospective method, and for IFRS 5 in respect of Lagardère Sports.** Alternative Performance Measure (APM) – See Glossary on slides 24 to 26.*** Excluding Lagardère Sports which has been classified within discontinued operations in accordance with IFRS 5.**** The Managing Partners, in agreement with the Supervisory Board, have decided to propose an allocation of the Company's results for the year submitted to the General Meeting of 5 May 2020, with no dividend.

Lagardère Sports activity reclassified within discontinued operations in FY 2019 and FY 2018 restated.


37

MOVING TO TARGET SCOPE 2019

* “Other Activities” scope: Lagardère News (Paris Match, Le Journal du Dimanche, Europe 1, Virgin Radio, RFM and the Elle brand licence), the Entertainment businesses, the Group Corporate function, and the Lagardère Active Corporate function, whose costs are being wound down by end 2020.** Closing on 22 April 2020 – Lagardère Sports has been classified within discontinued operations, in accordance with IFRS 5.*** Assets disposed of in 2019 o/w Press, TV channels and Mezzo.

2019AS PER 2018 SEGMENT

REPORTING

2019 REPORTED

2019 TARGET SCOPE

(€m) Revenue Recurring EBIT

Lagardère Publishing 2,384 220Lagardère Travel Retail 4,264 152

Lagardère Active 509 13Lagardère Sports and Entertainment 523 66

Other Activities (corporate and eliminations)

- (9)

Total as per 2018 segment reporting 7,680 442


Lagardère Publishing 2,384 220

Lagardère Travel Retail 4,264 152

Other Activities* 288 (11)Assets sold/held for sale (Lagardère Active)

275 17

Total reported 7,211 378


Lagardère Publishing 2,384 220

Lagardère Travel Retail 4,264 152

Other Activities* 288 (11)

Target scope 6,936 361

Lagardère Sports disposal** Lagardère Active asset disposals***Lagardère Studios held for sale


38

2019 RECURRING EBIT* AT THE UPPER END OF THE GUIDANCE RANGE

* Alternative Performance Measure (APM) – See Glossary on slide 24.** Calculated using 2018 exchanges rates.*** At constant exchange rates and excluding the acquisitions of HBF and IDF.**** On a full-year basis, taking into account the impact of the disposal of the TV channels as of 2 September 2019.

2019GUIDANCE

2018 recurring EBIT – Target

scope

Business performance

2019 recurring EBIT

comparable**

Scope and FX effect

2019 recurring EBIT – Target

scope

2019 recurring EBIT – Non-

retained scope

2019 recurring EBIT

2019 recurring EBIT – Lagardère

Sports

2019 recurring EBIT – Full

scope

+€310m +€327m +€361m

+5.6%

+€34m+€17m

+€17m+€442m

+€378m+€64m

€81m

Target scope growth expected to be between 4% and 6%***

Non-retained scope growth is expected to be between €64m and €74m****

TARGET SCOPE NON-RETAINED SCOPE

1 2


39

2019 PERFORMANCE

BY DIVISION


* % of revenue in FY 2018.** FY 2018 revenue.*** Including Ireland and New Zealand.**** Restated for IFRS 16 using the full retrospective method.

LAGARDÈRE PUBLISHING

France29%28%*

UK & Australia***

19%20%*

US & Canada

28%29%*

Spain6%6%*

Other18%17%*

2019 revenue by geographic areaEducation

15%14%*

Illustrated Books13%13%*

General Literature

43%44%*

Partworks12%12%*

Other17%17%*

2019 revenue by activity

€2,384m€2,252m**

€2,384m€2,252m**

Change in recurring EBIT (€m) and operating margin (%)

200 220

2018**** 2019

8.9% 9.2%


41

LAGARDÈRE PUBLISHING – CASH FLOW STATEMENT

(€m) 2018* 2019

Cash flow from operations before changes in working capital 197 229Changes in working capital (14) 35Income taxes paid (40) (43)Cash flow from operations 143 221Purchases/disposals of PP&E and intangible assets (42) (35)

Free cash flow** 101 186Purchases/disposals of investments (12) (28)Cash flow from operations and investing activities 89 158

* Restated for IFRS 16 using the full retrospective method.** Alternative Performance Measure (APM) – See Glossary on slide 25.

Free cash flow before changes in working capital 115 151


42

* % of revenue in FY 2018.** FY 2018 revenue.*** o/w China and Hong Kong: 4.7% in 2019 and 4.1% in 2018.**** Restated for IFRS 16 using the full retrospective method.

LAGARDÈRE TRAVEL RETAIL2019 revenue by geographic area 2019 revenue by activity

EMEA(excluding

France) 41%42%*

France22%24%*

US & Canada25%21%*

Asia-Pacific***12%13%*

Duty Free & Fashion

40%40%*

TravelEssentials

38%43%*

Foodservice22%17%*

€4,264m€3,673m**

€4,264m€3,673m**


43

Change in recurring EBIT (€m) and operating margin (%)

121 152

2018**** 2019

3.3%3.6%

LAGARDÈRE TRAVEL RETAIL – CASH FLOW STATEMENT

(€m) 2018* 2019

Cash flow from operations before changes in working capital 221 269Changes in working capital 59 (13)Income taxes paid (21) (26)Cash flow from operations 259 230Purchases/disposals of PP&E and intangible assets (127) (156)

Free cash flow** 132 74Purchases/disposals of investments (304) (241)Cash flow used in operations and investing activities (172) (167)

Free cash flow before changes in working capital 73 87

* Restated for IFRS 16 using the full retrospective method.** Alternative Performance Measure (APM) – See Glossary on slide 25.


44

FREE CASH FLOW BEFORE CHANGES IN WORKING CAPITAL

Free cash flow before changes in WC

(€m)

Lagardère Travel RetailLagardère Publishing

Changes in WC (€m)

46

7387

2017 2018* 2019

159

(13)2017 2018 2019

41% 60% 57%Cash conversion

(FCF before changes in WC/Recurring EBIT)

121 115151

2017 2018 2019

58%58% 68%

(63)(14)

2017 2018 2019

35

* Restated for IFRS 16 using the full retrospective method.


45

2019 GROUP FINANCIALRESULTS


6,868

7,211

+64

+230-13-12

+74

2018revenue

LagardèrePublishing

LagardèreTravel Retail

Other Activities Non-retainedscope

FX and scopeeffect

2019revenue

(€m)

CHANGES IN REVENUE(EXCLUDING LAGARDÈRE SPORTS, CLASSIFIED WITHIN DISCONTINUED OPERATIONS IN ACCORDANCE WITH IFRS 5)

Revenue up 5.0% on a consolidated basis, up 4.1% like-for-like. €18m negative scope effect and €92m positive currency effect.

Target scope: +282


47

GROUP RECURRING EBIT TO EBIT(EXCLUDING LAGARDÈRE SPORTS, CLASSIFIED WITHIN DISCONTINUED OPERATIONS IN ACCORDANCE WITH IFRS 5)

385

3

(71)

205

(44) (68)

41

451378

6

(42)

134

(34)(91)

60

411

(€m) 2018* 2019

* Restated for IFRS 16 using the full retrospective method.** Alternative Performance Measure (APM) – See Glossary on slide 24.*** Before impairment losses.**** Amortisation of acquisition-related intangible assets and acquisition-related expenses. ***** Cancellation of depreciation of right-of-use assets and add-back of fixed rental expense for concession agreements. Includes gains and losses on lease modifications for concessions agreements.

Restructuringcosts

Impairment losses Amortisation**** EBITGains (losses)

on disposals

Income from equity-accounted

companies***

Grouprecurring

EBIT**

IFRS 16 impact on

concession agreements*****


48

RESTRUCTURING EFFORT TO INTEGRATE M&A AND DRIVE EFFICIENCY

21

12

2018 2019

44

16

2018 2019

Distribution centre overhaul

Corporate restructuring

LagardèrePublishing

Other Activities/Non-retained assets

0.9 0.5 4.7 2.9Restructuring

costs (€m) as a % of revenue

6

2018 2019

LagardèreTravel Retail

0.2 0.3

Concept closures and integration of M&A

14


49

EBIT TO PROFIT – GROUP SHARE

* Restated for IFRS 16 using the full retrospective method.

451

(76) (57)(124)

5

(22)

177

411

(85) (53) (55)

(207)

(26) (15)

(€m) 2018* 2019

Finance costs, net

Income tax expense

Profit attributable to minority interests

Profit – Group shareEBIT

Interest expense on

lease liabilities

Net income/(loss) from discontinued

operations (Lagardère Sports)


50

GROUP RECURRING EBIT TO ADJUSTED PROFIT – GROUP SHARE(EXCLUDING LAGARDÈRE SPORTS, CLASSIFIED WITHIN DISCONTINUED OPERATIONS IN ACCORDANCE WITH IFRS 5)

* Restated for IFRS 16 using the full retrospective method.** Alternative Performance Measure (APM) – See Glossary on slides 24 to 26.*** Before impairment losses.

385

3(17)

(57) (85)(29)

200

378

6(19) (53) (77) (35)

200

(€m) 2018* 2019

Finance costs, net

Income from equity-accounted

companies***

Grouprecurring

EBIT**

Income tax expense excluding tax adjustments on non-recurring and

non-operating items

Adjusted profit attributable to minority interests

Adjusted profit – Group

share**

Interest expense on lease

liabilities – buildings and other leases


51

CONSOLIDATED STATEMENT OF CASH FLOWS(EXCLUDING LAGARDÈRE SPORTS, CLASSIFIED WITHIN DISCONTINUED OPERATIONS IN ACCORDANCE WITH IFRS 5)

(€m) 2018* 2019

Cash flow from operations before changes in working capital** 439 495Changes in working capital 18 34Taxes paid excluding taxes on property disposals (30) (52)Net cash from operations** 427 477Purchases/disposals of PP&E and intangible assets*** (186) (197)Free cash flow excluding property disposals 241 280Proceeds from property disposals net of tax paid and related refitting costs 183 14Free cash flow**** 424 294Purchases of investmentsDisposals of investments

(339)148

(287)323

Net cash from operations and investing activities 233 330Dividend paid (198) (201)Interest paid (56) (65)Other items [including net cash from Lagardère Sports in 2019: €(99)m] 21 (158)Change in net debt - (94)Net debt**** (1,367) (1,461)

* Restated for IFRS 16 using the full retrospective method.** Before taxes paid on property disposals.*** Excluding property disposals and refitting costs.**** Alternative Performance Measure (APM) – See Glossary on slide 25.


52

TARGET SCOPE FREE CASH FLOW(EXCLUDING LAGARDÈRE SPORTS, CLASSIFIED WITHIN DISCONTINUED OPERATIONS IN ACCORDANCE WITH IFRS 5)

* Restated for IFRS 16 using the full retrospective method.** Before taxes paid on property disposals.*** Excluding property disposals and refitting costs.**** Alternative Performance Measure (APM) – See Glossary on slide 25.

(€m) 2018* 2019

Cash flow from operations before changes in working capital** 402 491

Taxes paid excluding taxes on property disposals (14) (46)

Purchases/disposals of PP&E and intangible assets*** (180) (195)

Target scope free cash flow before changes in WC 208 250

Changes in working capital 38 28

Target scope free cash flow (A) 246 278

Proceeds from property disposals net of tax paid and related refitting costs 183 14

Corporate restructuring costs related to strategic refocusing - (19)

Other cash flow from operations – Non-retained scope (5) 21Non-retained scope free cash flow (B) 178 16

Free cash flow (A)+(B)**** 424 294


53

2,724 2,369 2,650 2,411

701 994 415 793

1,275 1,2951,031 782

2,741 3,0972,552 2,859

1,367 1,4612,820 2,699 1,868 1,672

10,072 10,216 10,072 10,216

* Excluding assets included in net debt.** Restated for IFRS 16 using the full retrospective method.*** Net of cash, cash equivalents, short-term investments and derivative instruments designated as hedges of debt. Alternative Performance Measure (APM) – See Glossary on slide 25.

CONSOLIDATED BALANCE SHEET

Liabilities held for sale

Lease liabilities

Assets held for sale

(€m)

31 Dec. 2018** 31 Dec. 2019 31 Dec. 2018** 31 Dec. 2019

Working capital Working capital

Other assetsOther liabilities

Net debt***

Total equityIntangible assets

Assets* Equity and liabilities

Right-of-use assets


54

Stable leverage of 2.1x as per RCF covenant definition. Proforma of Lagardère Sports disposal,

leverage would be of 2.4x.

FINANCING POLICY

* Restated for IFRS 16 using the full retrospective method.** Excluding net cash attributable to Lagardère Sports at 31 December 2019.*** On a proforma basis (as per credit facility covenant), including 12 months of HBF recurring EBITDA in 2018 and 12 months of IDF recurring EBITDA in 2019. On a reported basis, ratio is 2.2x in 2018 and 2.1x in 2019.

31/12/2018 31/12/2019

€1,367m*€1,461m**

Leverage ratioNet debt**/Recurring EBITDA

2.1***2.1***

31/12/2019proforma of

Lagardère Sports disposal

2.4

€1,376m

Very healthy year-end liquidity of over €2bn. After 2019 refinancing, earliest bond maturities

in 2023.

€451m €497m€299m€913m

€1,250m

Availablecash

2020 2021 2022 2023 2024 2025 &beyond

Authorisedcredit lines**:

Cash*:

€148m€62m

€94m

€80m€50m

€499m€194m

54%24%

22% BondsBank loans & otherCommercial paper

* Short-term investments and cash.** Undrawn Group credit facility excluding authorised credit lines at divisional level.


55

GLOSSARY


GLOSSARY (1/3)Lagardère uses alternative performance measures which serve as key measures of the Group's operating and financial performance. These indicators are tracked by the Executive Committee in order to assess performance and manage the business, as well as by investors in order to monitor the Group's operating performance, along with the financial metrics defined by the IASB. In the context of the first-time application of IFRS 16 – Leases, effective 1 January 2019, the Group has elected to retain its existing alternative performance measures with certain modifications, in particular the neutralisation of pure accounting effects and distortions created by the new standard on the concession's businesses. From 1 January 2019, these indicators are monitored by the Executive Committee to assess operating performance and manage the business, along with the financial metrics defined by the IASB. These indicators are calculated based on accounting items taken from the consolidated financial statements prepared under IFRS and a reconciliation with those items is provided either in this presentation or in the press release or in the notes to the consolidated financial statements. A dedicated presentation relating to the impacts of IFRS 16 on the alternative performance indicators was held on 12 February 2019 and is available on the Lagardère website (http://www.lagardere.com/fichiers/fckeditor/File/Relations_investisseurs/Publications/2019/IFRS16/2019_Session_IFRS_16.pdf).

Recurring EBIT. The Group's main performance indicator is recurring operating profit of fully consolidated companies, which is calculated as follows:Profit before finance costs and tax excluding:

• Income (loss) from equity-accounted companies before impairment losses• Gains (losses) on disposals of assets• Impairment losses on goodwill, property, plant and equipment, intangible assets and investment in equity-accounted companies• Net restructuring costs• Items related to business combinations:

- Acquisition-related expenses- Gains and losses resulting from purchase price adjustments and fair value adjustment due to changes in control- Amortisation of acquisition-related intangible assets

• Specific major disputes unrelated to the Group's operating performance• Items related to leases and finance sub-leases:

- Cancellation of fixed rental expense* on concessions agreements- Depreciation of right-of-use assets on concessions agreements- Gains and losses on lease modifications

* Cancellation of fixed rental expense is equal to the repayment of the lease liability, the associated change in working capital and interest paid in the statement of cash flows.


57

http://www.lagardere.com/fichiers/fckeditor/File/Relations_investisseurs/Publications/2019/IFRS16/2019_Session_IFRS_16.pdf

The like-for-like change in revenue is calculated by comparing: • 2019 revenue to exclude companies consolidated for the first time during the period, and 2018 revenue to exclude companies divested

in 2019; • 2019 and 2018 revenue based on 2018 exchange rates.

Operating margin is calculated by dividing recurring EBIT of fully consolidated companies (recurring EBIT) by revenue.

Recurring EBITDA over a rolling 12-month period is calculated as recurring EBIT of fully consolidated companies (recurring EBIT) plus dividends received from equity-accounted companies, less amortisation and depreciation charged against intangible assets and property, plant and equipment, less amortisation of signing fees, less depreciation of right-of-use assets for buildings and other leases, less cancellation of fixed rental expense* for buildings and other leases, plus recurring EBITDA of discontinued operations.

Free cash flow is calculated as cash flow from operations before changes in working capital plus net cash flow relating to the repayment of lease liabilities and the associated interest paid, changes in working capital, taxes paid, and net cash flow relating to acquisitions and disposals of intangible assets and property, plant and equipment.

Net debt is calculated as the sum of the following items: short-term investments and cash and cash equivalents, financial instruments designatedas hedges of debt, non-current debt and current debt.


58* Cancellation of fixed rental expense is equal to the repayment of the lease liability, the associated change in working capital and interest paid in the statement of cash flows.

GLOSSARY (2/3)

Adjusted profit – Group share is calculated on the basis of profit for the period, excluding non-recurring/non-operating items, the related tax effect and minority interests, as follows:Profit for the period excluding:

• Gains (losses) on disposals of assets• Impairment losses on goodwill, property, plant and equipment, intangible assets and investments in equity-accounted companies• Net restructuring costs• Items related to business combinations:

- Acquisition-related expenses- Gains and losses resulting from purchase price adjustments and fair value adjustments due to changes in control- Amortisation of acquisition-related intangible assets

• Specific major disputes unrelated to the Group's operating performance• Items related to leases:

- Cancellation of fixed rental expense* on concessions agreements- Depreciation of right-of-use assets on concessions agreements- Interest expense on lease liabilities on concessions agreements- Gains and losses on lease modifications

• Tax effects of the above items, including the tax on dividends paid in France• Non-recurring changes in deferred taxes• Net income/loss from discontinued operations• Adjusted profit attributable to minority interests (Profit for the period attributable to minority interests plus minority interests on the above items)


59* Cancellation of fixed rental expense is equal to the repayment of the lease liability, the associated change in working capital and interest paid in the statement of cash flows.

GLOSSARY (3/3)

REPORTS OF THE STATUTORY AUDITORSAnnual Ordinary and Extraordinary General Meeting / 5 May 2020

Ernst & Young et AutresRepresented by Bruno Bizet

MazarsRepresented byThierry Blanchetier

61


REPORTS OF THE STATUTORY AUDITORS

Report on the Company’s financial statements(pages 54 to 56 of the General Meeting Brochure)

Report on the consolidated financial statements(pages 57 to 60 of the General Meeting Brochure)

Special report on related-party agreements(page 61 of the General Meeting Brochure)


REPORT ON THE COMPANY’S FINANCIAL STATEMENTS

First resolution• Unqualified opinion on the financial statements

- “[...] the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company as at 31 December 2019 and of the results of its operations for the year then ended in accordance with French accounting principles.”

• Key audit matter- Valuation of investments and loans and advances to subsidiaries.

(pages 54 to 56 of the General Meeting Brochure)

62


REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

Second resolution• Unqualified opinion on the consolidated financial statements

- “[...] the consolidated financial statements give a true and fair view of the assets and liabilities and of the financial position of the Group as at 31 December 2019 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.”

• Emphasis of matter- Note 1.1 to the consolidated financial statements which describes the impacts of the first-time application

of IFRS 16 “Leases” in 2019.

• Key audit matters- Impacts of the Group’s strategic repositioning.- Valuation of goodwill and intangible assets with indefinite useful lives.- Revenue recognition in the Lagardère Publishing division – Returns estimates.- First-time application of IFRS 16 “Leases”.

(pages 57 to 60 of the General Meeting Brochure)63


No agreements were authorised during the year under review.

Agreements approved during previous years and remaining in force during the year under review:

• service agreement with Lagardère Capital & Management (authorised in 2004);

• supplementary pension plan for certain Lagardère Capital & Management employees who are members of the Lagardère group's Executive Committee (authorised in 2005).

(page 61 of the General Meeting Brochure)

SPECIAL REPORT ON RELATED-PARTY AGREEMENTS

64

SUPERVISORY BOARD: MEMBERSHIP AND ACTIVITIESPatrick ValroffChairman of the Supervisory Board


MEMBERSHIP OF THE

SUPERVISORY BOARD


A Supervisory Board that fully complies with corporate governance standards (as set out in the Afep-Medef Corporate Governance Code):• a more selective profile: 12 members (versus 15 members until 2018);• all members are independent;• half of members are women.

A Supervisory Board whose membership is continuously renewed: around one-quarter of tenures are renewable each year.

A demanding, transparent and methodological selection procedure for new members under the supervision of the Appointments, Remuneration and CSR Committee with the support of an independent executive recruitment firm.

A Supervisory Board whose members have complementary profiles and expertise adapted to its oversight duties and to the Group’s businesses.

A Supervisory Board with the right balance between experience and a “fresh viewpoint”, guaranteeing continuity and the transfer of business skills and Group knowledge.

Co-optation in February 2020 of two new members with outstanding track records and expertise.

A Supervisory Board maintained at 12 members, including two employee representatives to be appointed in 2020 (18th resolution).

MEMBERSHIP OF THE SUPERVISORY BOARDAnnual Ordinary and Extraordinary General Meeting / 5 May 2020

67

A LARGELY RESHUFFLED BOARD, CONTINUOUSLY RENEWEDAnnual Ordinary and Extraordinary General Meeting / 5 May 2020

68

Breakdown of the Supervisory Board members…

… by length of seniority … by term of office expiry date

50%

25%

25%

Seniority of less than 2 yearsSeniority of 3 to 7 yearsSeniority of 8 to 12 years

17%

25%

25%

33%

2021 2022 2023 2024

VARIED AND COMPLEMENTARY EXPERTISEAnnual Ordinary and Extraordinary General Meeting / 5 May 2020

69

SUPERVISORY BOARD

ACTIVITIES ANDOPERATION


SUPERVISORY BOARD ACTIVITIES AND OPERATION Four meetings in 2019 with an attendance rate of 98%

Main subjects considered:• review of the Company and consolidated financial statements; • general business position and outlook of the Group as part of the permanent supervision of management; • review of:

- Europe 1 and Lagardère News;- acquisition of International Duty Free by Lagardère Travel Retail;- reorganisation of the Corporate functions.

• preparation of the Annual General Meeting;• membership of the Board and its Committees:

- review of proposed candidates;- appointment of a new Chairman of the Supervisory Board and of the Audit Committee.

• amendment of the Supervisory Board's internal rules;• CSR issues. Working group to review succession plans. One Supervisory Board executive session held without the Managing Partners in attendance. Annual seminar organised presenting the Group's strategy and some of its businesses. Working meetings between Board members, the Managing Partners and the main division executives. Assessment of the membership and operation of the Board conducted each year and external assessment

every three years (including in 2019).


71

THREE SPECIALISED COMMITTEES

Audit CommitteePatrick ValroffGuillaume Pepy

Aline Sylla-WalbaumSusan Tolson

Appointments, Remuneration and

CSR CommitteeGilles Petit

Jamal BenomarSoumia Malinbaum

Aline Sylla-Walbaum

Strategy CommitteeGuillaume Pepy

Gilles PetitNicolas SarkozyPatrick Valroff

Reviewing the consolidated financial statements.

Monitoring financial reportingprocesses.

Monitoring the audit and independence of the Statutory Auditors.

Monitoring the effectiveness of internal control and risk management systems.

Monitoring measures to prevent and detect corruption.

Internal audit (monitoring activities, audit plans, organisation, operation, results).

Reviewing agreements between the Group and management of Lagardère SCA.

Membership of the Board and its Committees.

Remuneration• Advisory opinion on the Managing

Partner remuneration policy.• Supervisory Board remuneration

policy.Governance• Opinion on Managing Partner

appointments/re-appointments.• Independence of Board members.• Assessing the Supervisory

Board/Committees.• Assessing conflict-of-interest risks.CSR• Reviewing risks/opportunities.• ESG rating and reporting system.

Set up in February 2020 to prepare and support the Supervisory Board’s oversight of business operations.Remit includes being informed of: The Group’s main strategic

focuses.Market trends, the competitive

environment and key strategic challenges as well as the medium-and long-term outlook.

Major investment and divestment transactions.

Any other transactions likely to significantly change the Group’s scope.


72

ACTIVITIES OF THE SPECIALISED COMMITTEES IN 2019

• Reviewing the Group’s consolidated financial statements and impairment tests carried out on intangible assets. Update on the coverage of the dividend.

• Reviewing the Group's risk map and results of the self-assessment on internal control.• Reviewing relations with Lagardère Capital & Management (LC&M).• Reviewing the fees of the Statutory Auditors, recapitulating the related professional conduct and

independence rules, presentation of the audit approach and reviewing the conditions for the re-appointment of Mazars.

• Reviewing internal audit activities.• Presentation of information systems security.• Presentation of the Group’s main disputes and progress report on the Compliance programme.• Progress report on the Group’s compliance with the General Data Protection Regulation.• Presentation of the Group's tax policy.

Audit Committee

5 meetings in 2019100% attendance

rate

• Analysing the membership of the Board and its Committees, along with member independence.• Preparing the re-appointment of members whose terms of office were due to expire, and reviewing candidates for membership of the Supervisory Board.

• Appointing a new Chairman of the Supervisory Board and of the Audit Committee.• Reviewing the Corporate Governance Report.• Preparing the AGM: reviewing the main comments of the principal proxy advisors and investors with respect to the Supervisory Board.

• Progress report for 2019 on the Group's CSR roadmap and ESG ratings.• Presentation of the anti-discrimination and diversity policy within the Group’s managing bodies.• Reviewing the findings of the external assessment of the Supervisory Board and its Committees conducted by an independent consulting firm.

Appointments,Remuneration and

CSR Committee

5 meetings in 2019100% attendance

rate


73

PRESENTATION OF THE

RESOLUTIONS


PROPOSED RATIFICATION OF A CO-OPTATION

• Strategic vision, leadership and influence.• International network.• Solid financial expertise.• Independent.

Career• 6th President of France’s Fifth Republic (2007-2012). Mayor of Neuilly-sur-Seine (1983-2002), National Assembly Representative

for Hauts-de-Seine (1988-2002), President of the General Council for Hauts-de-Seine (2004-2007), Minister for the Budget (1993-1995), Minister for Communications (1994-1995), Government spokesman (1993-1995), Minister of the Interior, Internal Security and Local Freedoms (2002-2004), Minister of State, Minister for the Economy, Finance and Industry (2004), Minister of State, Minister of the Interior and Town and Country Planning (2005-2007).

• Elected leader of French political parties UMP (2004-2007) and Les Républicains (2014-2016). Nicolas Sarkozy is a lawyer.

Nicolas Sarkozy 6th President of France’s Fifth Republic Lawyer 65 years old


75

PROPOSED RATIFICATION OF A CO-OPTATION ANDRE-APPOINTMENT FOR A TERM OF FOUR YEARS

• Corporate leadership experience in a group undergoing in-depth transformation and modernisation.• Direct knowledge of the travel retail segment and of digital activities.• Extensive networks in France and abroad.• Independent.

Career• Numerous positions held within SNCF.• Deputy Chief Executive Officer, Sofres group.• Numerous ministerial cabinet level positions: Technical Advisor to the Chief of Staff of the Budget department, Chief of Staff to

the Minister for Civil Service, Chief of Staff to the Minister for Labour, Employment and Vocational Training.• Served on numerous boards of directors and supervisory boards (Wanadoo, Deutsche Bahn, Eurostar, Comuto [BlaBlaCar],

Suez, etc.).

Guillaume Pepy Former Chairman of the Management Board, SNCF Company Director 62 years old


76

PROPOSED RE-APPOINTMENT FOR A TERM OF FOUR YEARS

Martine Chêne

Former member of Hachette Filipacchi Associés's employee representative bodies 69 years old

• HR expertise.• Extensive expertise in Lagardère News businesses.• Independent.

Career• Archivist at Hachette Filipacchi Associés (HFA) until 2009.• Secretary of HFA’s Works Committee, a CFDT union representative and an employee representative.• Representative of the CFDT union on the Group Employees’ Committee.

Entrusted by the Board with oversight of CSR issues, especially labour-related matters, in liaison with the Appointments, Remuneration and CSR Committee.


77

Amendment of the Company’s Articles of Association to allow for:• The appointment of two employee representative members on the Supervisory Board of Lagardère SCA.

Designated on a gender-equal basis by the Group Employees’ Committee for four-year terms.• Maximum number of Supervisory Board members as set in the Articles of Association remains 12, including

the two employee representative members.

Approval of the financial statements – Cancellation of the dividend.

Re-appointment of Mazars as joint Statutory Auditor.

Approval of the remuneration of corporate officers payable or granted for 2019.

Approval of the remuneration policies of the Managing Partners and of the Supervisory Board.

Renewal of the authorisation to trade in the Company’s shares (18 months).

=> Recommendation by the Supervisory Board to vote in favour of these resolutions.

OTHER PROPOSED RESOLUTIONS PRESENTED BY THE COMPANYAnnual Ordinary and Extraordinary General Meeting / 5 May 2020

78

Submission by Amber Capital of 15 proposed resolutions to replace the entire Supervisory Board, except for Guillaume Pepy and Nicolas Sarkozy.

Proposal with no added value, a source of disruption for the Group and counter to the interests of its stakeholders:

• Covid-19: an unprecedented crisis requiring a stable and experienced Supervisory Board at the helm to manage it;

• candidates with no particular in-depth knowledge or experience of Lagardère SCA, its businesses and challenges;

• complete lack of transparency over the candidate selection process;• questions surrounding the real independence of Amber Capital’s candidates, who have publicly

and relentlessly relayed Amber Capital’s criticisms over the management and governance of Lagardère SCA;

• risk of institutional deadlock, in circumstances where long-term thinking, an understanding of the Group's challenges and smooth functioning of the governance bodies are critical.

=> Negative opinion issued by the Supervisory Board in respect of these 15 proposed resolutions.

PROPOSED RESOLUTIONS SUBMITTED BY AMBER CAPITALAnnual Ordinary and Extraordinary General Meeting / 5 May 2020

79

PROPOSED RESOLUTIONS


1st RESOLUTION

Approval of the Company’s financial statements for the year ended 31 December 2019.

81


Number of voting rights %

For 137,420,469 99.92%

Against 114,717 0.08%

RESOLUTION ADOPTED

2nd RESOLUTION

Approval of the consolidated financial statements for the year ended 31 December 2019.

82



For 137,417,363 99.92%

Against 115,067 0.08%

RESOLUTION ADOPTED

3rd RESOLUTION

Allocation of the Company’s profit.

83



For 137,407,295 99.89%

Against 149,589 0.11%

RESOLUTION ADOPTED

4th RESOLUTION

Re-appointment of Mazars as Statutory Auditor for a six-year term.

84



For 123,489,663 89.77%

Against 14,066,970 10.23%

RESOLUTION ADOPTED

5th RESOLUTION

Ratification of the co-optation of Nicolas Sarkozy as a member of the Supervisory Board.

85



For 117,750,029 99.75%

Against 298,584 0.25%

RESOLUTION ADOPTED

6th RESOLUTION

Ratification of the co-optation of Guillaume Pepyas a member of the Supervisory Board.

86



For 117,814,976 99.80%

Against 234,402 0.20%

RESOLUTION ADOPTED

7th RESOLUTION

Re-appointment of Guillaume Pepy as a member of the Supervisory Board for a four-year term.

87



For 117,785,387 99.78%

Against 256,068 0.22%

RESOLUTION ADOPTED

8th RESOLUTION

Re-appointment of Martine Chêne as a member of the Supervisory Board for a four-year term.

88



For 57,504,291 48.74%

Against 60,475,580 51.26%

RESOLUTION REJECTED

9th RESOLUTION

Approval of the information disclosed pursuant to article L 225-37-3 I of the French Commercial Code concerning the remuneration of corporate officers.

89



For 101,185,780 73.60%

Against 36,302,548 26.40%

RESOLUTION ADOPTED

10th RESOLUTION

Approval of the components of remuneration and benefits paidduring or allocated in respect of 2019 to Arnaud Lagardère, Managing Partner.

90



For 99,663,436 72.48%

Against 37,847,071 27.52%

RESOLUTION ADOPTED

11th RESOLUTION

Approval of the components of remuneration and benefits paid during or allocated in respect of 2019 to Pierre Leroy, Managing Partner's representative.

91



For 99,658,458 72.48%

Against 37,836,342 27.52%

RESOLUTION ADOPTED

12th RESOLUTION

Approval of the components of remuneration and benefits paid during or allocated in respect of 2019 to Thierry Funck-Brentano, Managing Partner's representative.

92



For 99,659,854 72.48%

Against 37,843,372 27.52%

RESOLUTION ADOPTED

13th RESOLUTION

Approval of the components of remuneration and benefits paidduring or allocated in respect of 2019 to Xavier de Sarrau, Chairman of the Supervisory Board until 4 December 2019.

93



For 111,297,867 80.95%

Against 26,195,014 19.05%

RESOLUTION ADOPTED

14th RESOLUTION

Approval of the components of remuneration and benefits paid during or allocated in respect of 2019 to Patrick Valroff, Chairman of the Supervisory Board from 4 December 2019.

94



For 111,951,088 92.20%

Against 9,468,327 7.80%

RESOLUTION ADOPTED

15th RESOLUTION

Approval of the remuneration policy for the Executive Corporate Officers.

95



For 87,426,878 64.85%

Against 47,377,922 35.15%

RESOLUTION ADOPTED

16th RESOLUTION

Approval of the remuneration policy for the members of the Supervisory Board.

96



For 135,299,615 98.40%

Against 2,197,662 1.60%

RESOLUTION ADOPTED

17th RESOLUTION

Eighteen-month authorisation for the Managing Partners to trade in the Company’s shares.

97



For 136,763,542 99.46%

Against 736,899 0.54%

RESOLUTION ADOPTED

18th RESOLUTION

Amendment of articles 12 and 14 A of the Company’s Articles of Association in order to incorporate the terms and conditions for appointing employee representative members of the Supervisory Board.

98



For 136,896,229 99.53%

Against 650,562 0.47%

RESOLUTION ADOPTED

19th RESOLUTION

Powers for formalities.

99



For 137,053,235 99.63%

Against 502,169 0.37%

RESOLUTION ADOPTED

RESOLUTION A

Removal of Mr Jamal Benomar as a member of the Supervisory Board of Lagardère SCA.

100



For 43,863,272 37.24%

Against 73,910,286 62.76%

RESOLUTION REJECTED

RESOLUTION B

Removal of Mr Yves Guillemot as a member of the Supervisory Board of Lagardère SCA.

101



For 37,415,665 31.73%

Against 80,496,622 68.27%

RESOLUTION REJECTED

RESOLUTION C

Removal of Ms Soumia Malinbaum as a member of the Supervisory Board of Lagardère SCA.

102



For 50,257,770 42.67%

Against 67,513,733 57.33%

RESOLUTION REJECTED

RESOLUTION D

Removal of Mr Gilles Petit as a member of the Supervisory Board of Lagardère SCA.

103



For 36,001,467 30.53%

Against 81,910,222 69.47%

RESOLUTION REJECTED

RESOLUTION E

Removal of Ms Aline Sylla-Walbaum as a member of the Supervisory Board of Lagardère SCA.

104



For 50,402,520 42.80%

Against 67,369,979 57.20%

RESOLUTION REJECTED

RESOLUTION F

Removal of Ms Susan L. Tolson as a member of the Supervisory Board of Lagardère SCA.

105



For 37,382,984 31.70%

Against 80,527,883 68.30%

RESOLUTION REJECTED

RESOLUTION G

Removal of Mr Patrick Valroff as a member of the Supervisory Board of Lagardère SCA.

106



For 50,608,572 42.97%

Against 67,163,890 57.03%

RESOLUTION REJECTED

RESOLUTION H

Appointment of Mr Patrick Sayer as a member of the Supervisory Board of Lagardère SCA.

107



For 50,428,303 42.82%

Against 67,350,005 57.18%

RESOLUTION REJECTED

RESOLUTION J

Appointment of Ms Valérie Ohannessian as a member of the Supervisory Board of Lagardère SCA.

108



For 38,843,045 32.94%

Against 79,064,010 67.06%

RESOLUTION REJECTED

RESOLUTION K

Appointment of Mr Yann Duchesne as a member of the Supervisory Board of Lagardère SCA.

109



For 52,389,465 44.49%

Against 65,376,649 55.51%

RESOLUTION REJECTED

RESOLUTION L

Appointment of Ms Brigitte Taittinger-Jouyet as a member of the Supervisory Board of Lagardère SCA.

110



For 50,388,472 42.79%

Against 67,376,661 57.21%

RESOLUTION REJECTED

RESOLUTION M

Appointment of Ms Laurence Bret Stern as a member of the Supervisory Board of Lagardère SCA.

111



For 45,367,072 38.53%

Against 72,387,757 61.47%

RESOLUTION REJECTED

RESOLUTION N

Appointment of Mr Enrico Letta as a member of the Supervisory Board of Lagardère SCA.

112



For 43,745,611 37.10%

Against 74,169,624 62.90%

RESOLUTION REJECTED

RESOLUTION O

Appointment of Ms Elena Pisonero as a member of the Supervisory Board of Lagardère SCA.

113



For 50,376,943 42.78%

Against 67,384,352 57.22%

RESOLUTION REJECTED

RESOLUTION P

Appointment of Mr Stephan Haimo as a member of the Supervisory Board of Lagardère SCA.

114



For 37,392,395 31.72%

Against 80,506,806 68.28%

RESOLUTION REJECTED

Documents

5 May 2020 - Lagardere.com...A WINNING STRATEGY 17 Annual General Meeting 2020 Lagardère Publishing, “Power Engine” of the Group • Average like-for-like revenue growth of 0.5%