Compagnie des Alpes - 2017 Registration Document

2017 Registration Document including the annual financial report

C NTENT

Message from the Chairman and Chief Executive Officer

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Activities

Development model

Performance indicators and objectives

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Financial information

Introduction to Compagnie des Alpes and its activities 11

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5.1 Analysis of consolidated results and sectors 5.2 Activities and results of Compagnie Des Alpes SA 5.3 Consolidated financial statements 5.4 Parent-company financial statements

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1.1 Activities, market and competition

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1.2 Strategy and outlook

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1.3 History

102 137

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Risk factors

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Share capital and shareholder structure

2.1 Financial risks

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2.2 Legal risks

6.1 Share capital

156 160 162 164

2.3 Operational risks

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6.2 Shareholder structure 6.3 Stock-market information

2.4 Insurance – risk cover

6.4 Disclosure policy

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Corporate governance

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Additional information

3.1 Composition of administrative and management bodies 3.2 Functioning of administrative and management bodies 3.3 Remuneration of corporate officers 3.4 Compliance with corporate governance recommendations 3.5 Internal control and risk management procedures 3.6 Report of the statutory auditors, drawn up in accordance with Article L. 225-235 of the French Commercial Code, on the report of the Chairman of the Board of Directors of Compagnie de Alpes SA

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7.1 Information on Compagnie des Alpes 7.2 Persons responsible for the Registration Document and financial statements audit

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44 46

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Reference table

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Reference table to the registration document Reference table of the annual financial report

171 175

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Social, societal and environmental information 63

4.1 Methodology note on CSR reporting 4.2 Group workforce information 4.3 Group environmental information

64 66 78 87

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4.4 Societal aspects

4.5 Report by the independent third party on the consolidated human resources, environmental and social information included in the management report 90

Annual Financial Report items are clearly identified in the summary with the symbol }

2017 Registration Document including the annual financial report

This Registration Document was filed with the Autorité des Marchés Financiers (AMF) on 29 January 2018, in accordance with Article 212-13 of its General Regulation. It may be used in support of a financial transaction only if supplemented with an AMF-approved transaction notice. This document has been drawn up by the issuer and is binding on its signatories. Pursuant to Article 28 of European regulation 809/2004 of 29 April 2004, this Registration Document incorporates by reference the following information, to which readers are invited to refer: z The management report, consolidated financial statements, separate financial statements and relevant auditors’ reports shown on pages 46 to 62, 124 to 158, and 159 to 171 of the Registration Document for 2015/2016, filed with AMF on 31 January 2017 under number D17-0071. z The management report, consolidated financial statements, separate financial statements and relevant auditors’ reports shown on pages 44 to 58, 118 to 152, and 153 to 165 of the Registration Document for 2014/2015, filed with AMF on 29 January 2016 under number D16-0044.

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Compagnie des Alpes I 2017 Registration Document

DOM INI QUE MARCEL Chairman and Chief Executive Officer Chairman Message from the

and Chief Executive Officer

In the space of a few years, we have transformed Compagnie des Alpes into a diversified leader of the European leisure industry. Today, with its solid rooting in its two legacy business lines, the Group is ready to seize any acquisition opportunity and play a pivotal role in the consolidation of the leisure sector.

Good performance in 2016-2017 The 2016-2017 fiscal year was highly successful. All indicators are on green. With further growth in operational performance and the return on capital employed, we achieved the financial targets set by the Group in 2013 two years ahead of schedule. Compagnie des Alpes is reaping the rewards of its in-depth efforts to boost visitor numbers at its ski resorts and increase the attractiveness and performance of its leisure parks. This success is underpinned by a proactive and ambitious investment policy. But most importantly, it rests on the high-quality hospitality and services we provide to our customers. Their satisfaction is at the heart of our strategy.

“ WE ACHIEVED THE TARGETS SET IN 2013, TWO YEARS AHEAD OF SCHEDULE ”

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Compagnie des Alpes I 2017 Registration Document

MESSAGE FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

“ WE ARE READY TO SEIZE OPPORTUNITIES ” Favourable outlook The increase in the Group's profitability enables us to intensify our investments and maintain positive momentum. In ski areas, our main efforts are focused on renewing and extending our public service concession agreements, securing snow conditions on the slopes, and further improving the customer experience. In leisure destinations, we are pushing ahead with the Parc Astérix accommodation programme, and transforming our Walibi Belgium and Rhône-Alpes parks. We also plan to open an aquapark in Bellewaerde. Our objectives for the upcoming two years are to maintain the operating margin of our ski areas and continue to increase that of our leisure destinations after the consolidation of Chaplin’s World and Grévin Montreal. Indeed, the Group has rationalised its portfolio of indoor sites by deciding to sell or close down the Grévin museums in Prague and Seoul, due to their disappointing performance. We had announced that we were ready to seize targeted acquisition opportunities in order to play a pivotal role in the consolidation of the leisure sector. We are thus very happy to have acquired, in 2018, a majority stake in Travelfactory, the leading online distributor of ski holidays in France. Concerning our advisory and support services, the numerous contracts won in China and Russia, as well as in Europe, make us a privileged partner. Furthermore, the plan to bring in new shareholders in order to accelerate

Profitable growth in our leisure parks

Creating new momentum in our resorts Compagnie des Alpes operates some of the world's largest and most attractive ski areas, in internationally-renowned high- altitude resorts. Yet, boosting the growth in volumes remains a major strategic objective in a mature market.

To improve the operational performance of its leisure destinations, Compagnie des Alpes has refocused its business on the sites most compatible with its strategy of ensuring Very High Satisfaction to its customers. Today, the Group has a diversified offering, ranging from theme parks to animal parks, edutainment parks and indoor sites. We want our visitors to experience unique sensations. Their satisfaction – which rests on the attractiveness and novelty of our facilities, as well as on the quality of the services offered – is the best way of gaining their loyalty and generating positive word-of-mouth. We invest in new equipment and the creation of high-profile content, sometimes with big names in the amusement industry. This year, six of our sites broke their admission records and Parc Astérix exceeded the 2 million visitor mark for the very first time. However, to increase the number of visitors, we also invest in accommodation, in order to extend our sites' catchment areas and prolong visits. The first phase of our programme aimed at increasing the hotel capacity of Parc Astérix to 450 rooms has thus fully met our expectations. The revamping of our food services and shops has also boosted our revenues. Moreover, we are working on ways of adapting our commercial offers. “ WE WANT VISITORS TO EXPERIENCE UNIQUE SENSATIONS ”

“ WE STRIVE TO ENHANCE OUR CUSTOMERS' EXPERIENCE ”

To this effect, the Group focuses its efforts on constantly improving its ski offering by optimising its ski facilities (ski lifts, snow parks, signs, etc.), and by investing in artificial snow-making equipment. Enhancing and diversifying the customer experience is also a strong strategic objective for the Group. This means offering products and services suited to the different customer types and guiding customers throughout their stay. Compagnie des Alpes thus acts as a responsible player in its ecosystem, by launching forward-looking initiatives in order to constantly improve the quality and quantity of tourist accommodation, as well as their marketing.

the Group's development remains a strategic priority, in view of the long-term transformations expected in our business sector.

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Compagnie des Alpes 2017 Registration Document

Activities Compagnie des Alpes,

a major play European le

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ANADA C

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PARIS

11

FRANCE

11 10 4

2

The Group operates world- renowned ski areas and leisure sites under a policy of operational and service excellence. It exports its expertise within the framework of support and consulting contracts in various regions of the world.

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3

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11 LEISURE DESTINATIONS, INCLUDING IN EUROPE

11 SKI AREAS IN FRANCE

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3

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9

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Leading shareholder

3 minority interests

1 minority interest

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Compagnie des Alpes I 2017 Registration Document

ACTIVITIES

KEY FIGURES FOR 2016/2017

€ 762 M REVENUE

4 , 700 EMPLOYEES (FTE)

€ 160 M NET CAPITAL EXPENDITURE

N O . 1 WORLDWIDE IN SKI AREAS Alpine ski areas that are world-renowned Resorts at altitudes of over 1,800 m, and over 1 million skier-days

N O . 4 IN EUROPE FOR LEISURE DESTINATIONS Leisure destinations operated under strong brand names and through powerful partnerships

€ 427 M revenue up 4.2%

skier-days up 0.5% 13.8 MILLION

€ 320 M revenue up 8.4%

number of visits up 6.4% 8.3 MILLION

SUPPORT AND CONSULTING CONTRACTS IN VARIOUS REGIONS OF THE WORLD

skier-days (1) 400 MILLION visits for the top 10 groups of leisure parks (2) 437 MILLION GLOBAL MARKET EUROPEAN MARKET THE GROUP'S REFERENCE MARKETS Tourism is a booming economic sector , accounting for 10% of the world's GDP, 7% of exports and 1 job out of 10 in 2017 (Source: UNWTO). (1) Source: Laurent Vanat, "2017 International Report on Snow & Mountain Tourism". (2) Source: TEA/AECOM 2016 Report. skier-days (1) 220 MILLION visits for the top 25 leisure parks (2) 60 MILLION

5

RUSSIA

1

12

3

13

11

7

4

FRANCE

8 10

6

14

KAZAKHSTAN

9

CHINA

TURKEY

2

JAPAN

MOROCCO

1

6

Tian Shan 11

Le Jardin d’Acclimatation Paris

Fédération de Ski Turque (TKF)

2

7

Altaï 13 SilkRoad Resort 12 MacEarth Group 14

Sindibad By Walibi Casablanca

Kaskelen

3

Thaiwoo 8

Rosa Khutor Sotchi

4

9

Northern Caucasus Resorts

Yanqing

10

5

VDNH Moscow

Wanlong Paradise Resort

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Compagnie des Alpes I 2017 Registration Document

Development model

A DIVERSIFIED LEISURE LEADER

A profitable economic model based on two complementary business lines

2013: Pivotal year

Creation by acquisition and diversification

Financial crisis Strategic reorientation

in € millions Sales

42.1 % Sales in 2016/17

Parks sold

The Group has mainly grown through acquisitions, initially in ski areas and subsequently in leisure parks. In 2010, Compagnie des Alpes initiated a portfolio rationalisation policy. The strategy deployed since 2013 aims to boost volume growth in Ski areas, and develop the Leisure Destinations capable of capitalising on customers' Very High Satisfaction and accelerating international growth.

700

Resorts sold

600

Acquisition of Futuroscope

500

Acquisition of Walibi/Bellewaerde portfolio

56.0 % Sales in 2016/17

400

Acquisition of Grévin & Cie

300

Acquisition of Les 2 Alpes

200

100

Acquisition of Val d'Isère

0

11/12

10/11

14/15

15/16

12/13

13/14

16/17

01/02

09/10

00/01

07/08

06/07

04/05

02/03

05/06

03/04

98/99

08/09

99/00

SHARED EXPERTISE IN SKI AREAS AND LEISURE DESTINATIONS

Attracting and handling flows of millions of skiers and visitors To increase visitor numbers and capitalise on customer flows, Compagnie des Alpes invests and innovates in order to offer high-quality services and enhance the customer experience, while boosting the entire value chain.

INVESTING Attractiveness and capacity

WELCOMING Very High Satisfaction

OPERATING Operational excellence

MONETIZING Capitalising on flows

DISTRIBUTING BtoB and BtoC

Increasing per- visitor spending through a broader product/service mix and complementary offers

While ensuring the quality of the services and the mandatory safety of the sites, operational excellence is also a cost optimisation lever

A Very High Satisfaction strategy - aimed at customers as well as employees - in order to promote the sites and encourage repeat visits

A policy of omnichannel distribution to professionals and millions of end-customers

New attractions and infrastructure to increase visitor numbers and maintain a high satisfaction level

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Compagnie des Alpes I 2017 Registration Document

DEVELOPMENT MODEL

A SPECIFIC BUSINESS MODEL FOR EACH ACTIVITY

CLOSER RELATIONSHIP WITH THE SKI AREAS' ECOSYSTEM In its operation of ski lifts, and often ski runs, within the framework of the PSC*, the Group collaborates with all resort players.

IN A MATURE EUROPEAN MARKET, THE STRATEGY CONSISTS IN BOOSTING VOLUME GROWTH WHILE MAINTAINING A GOOD PERFORMANCE LEVEL O Improving the ski offering O Enhancing the customer experience, in particular by offering connected applications O Boosting distribution O Increasing accommodation capacity and occupancy rates In 2017, the number of skier-days increased for the 2 nd consecutive year. IN A DYNAMIC MARKET, THE STRATEGY AIMS TO IMPROVE OPERATIONAL PERFORMANCE WHILE ACCELERATING GROWTH O Managing the portfolio in a more integrated way O Deploying the strategy of Very High Satisfaction and improving the quality of the services O Offering unique, immersive experiences O Increasing the length of stays and extending the catchment areas O Boosting marketing activities and capitalising on flows Since 2014, sales have grown by a total of over 31% on a comparable scope, while operational profitability more than doubled.

Revenue Sales of ski passes account for 95% of revenue. Price management is optimised through the public service concession (PSC) price grids. Operational profitability Its increase is attributable to optimised processes and the control of purchases, payroll and distribution costs. Investments Capital expenditure dedicated to ski lifts, artificial snow-making, ski run grooming and the attractiveness of the resorts is instrumental for the renewal of PSC contracts and the enhancement of the customer experience. Revenue The Group's revenue mainly stems from sales of admission tickets, along with park activities (food services, shops and other services, etc.), which account for 1/3 of the total. Operational profitability Its improvement rests on the optimisation of processes, the reduction of costs and purchases, and the control of visitor acquisition costs. Investments Improving the sites and their infrastructures boosts their attractiveness; expanding accommodation capacities means new visitors, who stay longer.

* Public service Concession

BROADENING THE OUTREACH OF LEISURE DESTINATIONS Depending on their positioning, leisure parks attract national or even international visitors, in addition to local customers.

EXPORTING OUR EXPERTISE Compagnie des Alpes has recognised expertise: it develops its expertise internationally in its two business lines.

SUPPORT AND CONSULTING CONTRACTS – SHOWCASING OUR EXPERTISE AND A GATEWAY INTO NEW MARKETS The Group's operational excellence, as well as its capacity to innovate and harness the ecosystems where it operates, have enabled it to position itself as an expert in the design, development and operation of ski resorts and leisure parks. In partnership with investors wanting to increase the attractiveness of their territories, Compagnie des Alpes operates in several regions of the world. It has already accumulated solid references in Russia, Southern Europe, the Maghreb, China - a strategic market for the ski and leisure industries - and Japan.

MARKET OPPORTUNITIES

The tourist industry is still growing and offers opportunities for expansion

“ COMPAGNIE DES ALPES HAS THE CAPABILITY TO SEIZE MARKET OPPORTUNITIES ”

In the ski segment, the global market is boosted by the development of resorts in new world regions, such as China, Russia, and Turkey. Both of these relatively fragmented markets show a consolidation potential. With its long-standing track record of close relationship with the ecosystems in which it operates, along with operational expertise

The dynamics are different in each of the market segments. Leisure destinations are boosted by new holiday trends, resulting in an increase in short stays.

and the capacity to plan and manage major capital expenditure, Compagnie des Alpes intends to be a key player in the consolidation of the sector.

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Hôtel des 3 Hiboux - Parc Astérix. Compagni des Alpes I 2017 Registration Document

Performance indicators and objectives

The 2016/2017 fiscal year recorded solid performance.The positive dynamics enjoyed by the Group since its shift in strategy in 2013. This is the fruit of the efforts made to boost visitor numbers in Ski areas and the intensification of growth investments in Leisure Destinations, while increasing the performance of these two business lines.

REVENUE AND EBITDAMARGIN SKI AREAS Ski areas account for 56% of the Group's 2016/2017 revenue

REVENUE AND EBITDA MARGIN LEISURE DESTINATIONS Leisure destinations account for 42% of the Group's 2016/2017 revenue

GROUP REVENUE AND EBITDA MARGIN BUSINESS SEGMENT Each of the Group's three divisions posted an increase in business activities and an improvement in EBITDA.

+ 5.8 %

+ 3.9 % + 4.2 %

+ 8.4 %

+ 1.4 %

+ 3.8 %

+ 9.8 % + 2.4 %

+ 3.5 %

+ 0.0 % + 2.2 % + 0.4 %

+ 6.0 %

- 1.3 %

762

320

427

-4 %

720

410

696

693

296

678

394

394

389

289

263

248

29.8 %

36.2 %

35.8 %

28.6 %

27.8 %

34.9 %

34.6 %

34.7 %

27.7 %

25.7 %

24.5 %

22.8 %

22.0 %

20.6 %

14.4 %

2012/13 2013/14 2014/15 2015/16 2016/17

2012/13 2013/14 2014/15 2015/16 2016/17

2012/13 2013/14 2014/15 2015/16 2016/17

Sales (€ millions).

Sales (€ millions) at actual scope. Change in Sales at actual scope.

Sales (€ millions) on a comparable scope. EBITDA margin (% of Sales). Change in Sales on a comparable scope

EBITDA margin (% of Sales). Change in Sales.

EBITDA margin (% of Sales).

DEFINITI N Group revenue: includes the Group development division. EBITDA, business segments: combined EBITDA for Ski areas, Leisure destinations, and Group Development.

DEFINITI N EBITDA: Earnings Before Interest, Taxes, Depreciation and Amortisation of the Ski areas division.

DEFINITI N EBITDA: Earnings Before Interest, Taxes, Depreciation and Amortisation of the Leisure Destinations Division. Comparable scope: the historical data concerning visitor numbers and revenue is restated to take account of sales of assets, the last being Fort Fun, sold in 2016/2017.

NUMBER OF SKIER-DAYS AND REVENUE PER SKIER-DAY 2 nd consecutive year of increase in skier-days and continued increase in revenue per skier-day.

NUMBER OF VISITS AND REVENUE PER VISIT Buoyant visitor flow and increase in in-park sales exceeding that of ticket sales.

OUTLOOK

EBITDA margin SKI AREAS

+ 5.0 %

+ 3.9 %

+ 3.0 %

+ 3.3 %

+ 2.0 %

+ 2.0 %

+ 2.4 %

+ 0.0 %

+ 2.2 % + 2.0 %

36 %

+ 7.0 %

OBJECTIVE 2017/2018 2018/2019

+ 8.4 %

+ 1.2 % + 0.5 %

+ 6.4 %

+ 5.4 %

- 1.1 %

- 3.3 %

- 0.9 %

- 7.0 %

13.83

14.21

13.75

13.60 13.76

8.27

7.84 7.77

7.23

6.86

EBITDA margin LEISUREDESTINATIONS 27 % OBJECTIVE * 2018/2019 * Excluding Futuroscope but including indoor parks.

2013/14 2014/15 2015/16 2016/17 2012/13

2013/14 2014/15 2015/16 2016/17 2012/13

Number of visits (in millions, on a comparable scope). Change in number of visits on a comparable scope. Change in revenue per visit on a comparable scope.

Number of skier-days (in millions). Change in number of skier-days. Change in revenue per skier-day.

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Compagnie des Alpes I 2017 Registration Document

PERFORMANCE INDICATORS AND OBJECTIVES

TOTAL NET INVESTMENT AND NET INVESTMENT PER BUSINESS LINE AS A PERCENTAGE OF REVENUE

GROUP NET DEBT /EBITDA RATIO With the improvement in the Group's performance in 2016/2017, the Group's net debt/EBITDA ratio continued to improve.

Investments are due to be stepped up in order to increase growth and profitability.

21.6 %

21.3 %

21.0 %

20.5 %

20.2 %

20.1 %

19.6 %

19.4 %

19.5 %

18,.4 %

18.0 %

17.0 %

16.2 %

16.1 %

15.6 %

2016/17 1.87 x

2015/16 2.01 x

2014/15 2.14 x

DEFINITI N Net debt: corresponds to the gross borrowings net of cash and cash equivalents.

2012/13

2013/14

2014/15

2015/16

2016/17

Group total, of which: Ski areas

Leisure destinations

DEFINITI N Net capital expenditure: acquisitions of tangible and intangible assets net of changes in accounts payable for fixed assets and proceeds from the sale of fixed assets.

NET INCOME GROUP SHARE, IN € MILLIONS

DIVIDEND IN € PER SHARE The 2016/2017 dividend posts an increase, while remaining compatible with the strategy of growth and sustained investment.

The increase in net income reflects the success of the strategy initiated by Compagnie des Alpes in 2013.

33.4

31.3 *

30.0

25.4

2012/13 1.9

2013/14

2014/15

2015/16

2016/17

0.50

0.40

0.40

0.35

* After the recognition of €13.1 million in non-recurring items.

2015/16 2014/15 * Dividend proposed for the 2016/2017 fiscal year. 2013/14

2016/17 *

DEFINITI N Non-recurring items: in 2016/2017, they included an asset impairment expense linked to the rationalisation of Grévin sites on the international level.

DEFINITI N 2016/2017 dividend: proposed dividend for the fiscal year.

FREE CASH FLOW FROM OPERATIONS IN € MILLIONS

The increase in free cash flow from operations reflects the steady increase in the Group's operating cash flow despite the investments made in 2016/2017.

45.1

38.7

35.2

OUTLOOK

2014/15

2015/16

2016/17

DEFINITI N Free cash flow from operations: difference between operating cash flow and net capital expenditure before financial expenses and tax.

GROUP PROFITABILITY

OBJECTIVE 2018/2022

OPERATING ROCE FOR THE GROUP The constant improvement in the return on capital employed over the past four years confirms the appropriateness of the strategy of operational excellence and investment.

Ongoing increase in Operating ROCE expected

8.9 %

7.9 %

7.2 %

2014/15

2015/16

2016/17

DEFINITI N Operating ROCE: total after-tax operating income of the two divisions – Ski areas and Leisure destinations – in relation to total consolidated net assets excluding goodwill.

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Compagnie des Alpes I 2017 Registration Document

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Compagnie des Alpes I 2017 R egi str ati on Document

1 INTRODUCTION TO COMPAGNIE DES ALPES AND ITS ACTIVITIES

1.1

ACTIVITIES, MARKET AND COMPETITION 12

1.2

STRATEGY AND OUTLOOK

18 18 20

1.1.1 Ski areas (56% of 2016/2017 Group consolidated revenue) 1.1.2 Leisure destinations (42% of 2016/2017 Group consolidated revenue) 1.1.3 Group development (nearly 2% of the Group’s consolidated revenue in 2016/2017)

1.2.1 Strategy 1.2.2 Outlook

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1.3

HISTORY

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Compagnie des Alpes I 2017 Registration Document

1 INTRODUCTION TO COMPAGNIE DES ALPES AND ITS ACTIVITIES Activities, market and competition

1.1 Activities, market and competition

With nearly 23 million visitors to its 24 (1) sites in 2016/2017, Compagnie des Alpes is a major player in the European Leisure sector. It is the world leader in ski-area management (2) , operating 11 of the largest ski areas in France. It is also a major European-based player in Leisure parks with 13 sites: 5 in France, 3 in Belgium, 1 in the Netherlands, 1 in the Czech Republic, 1 in Switzerland, 1 in Canada and 1 in South Korea.

1.1.1

SKI AREAS (56% OF 2016/2017 GROUP CONSOLIDATED REVENUE)

In the 2016/2017 season (4) , the three countries that registered the highest number of skier-days were the United States (54.7 million), Austria (52.1 million) and France (51.1 million). Although skiing is a widespread activity, there are very few “large” resorts (a resort is considered “large” when it exceeds one million skier- days per season) and 83% of these are located in the Alps.

The Group’s ski lift companies equip, maintain and operate ski areas. Their main task is to develop and manage natural areas in order to be able to offer their customers alpine skiing activities and high-altitude recreational activities in a way that respects the environment and offers optimal safety. The resorts where Compagnie des Alpes operates are all located in France, where the business model is based on very-long-term concession agreements. The characteristics and durations of these agreements are described in Chapter 5 (Note 1.13. to the Consolidated Financial Statements). Compagnie des Alpes is thus one of the key contributors to the local economy, alongside accommodation providers, local authorities, and École du ski français (ESF – French Ski School). Their revenues are drawn from entrance fees for ski lifts. Expenses are related to the financing of facilities, personnel costs, taxes and local fees, and normal operating costs (maintenance, energy, insurance, etc.). In addition to its portfolio of 11 ski areas, Compagnie des Alpes holds minority interests in 4 French companies that operate the ski areas in Chamonix (37.5%), Avoriaz (20%), Valmorel (20%), and La Rosière (20%). As a secondary activity, the Group sells land to real-estate developers. At present, this activity has not exceeded 5% of total Ski areas revenue and has been limited to two ski areas – Les Arcs and Flaine. This business is conducted under the development concessions that are also described in the above-mentioned Note 1.13. As the land is held for sale, its net book value is recorded under inventories on the balance sheet (Chapter 5). 1.1.1.1 The global ski market (3) The global ski market is made up of close to 2,000 resorts in around 67 countries. It records a total of 400 million skier-days (including indoor ski slopes) and offers professional accommodation for 6 million, primarily concentrated in developed countries.

DISTRIBUTION OF THE GLOBAL SKI MARKET BY GEOGRAPHIC AREA 18 % Asia-Pacific

36 % Europe – Alps

21 % Americas

12 % Rest of Western Europe

13 % Eastern Europe and Central Asia

1.1.1.2 Market and competition in Europe (5) Very few skiers take long-haul flights to go skiing on the other side of the world. Consequently, the real market for Compagnie des Alpes is Europe. The European ski market is estimated at 45 million people, representing 220 million skier-days. Based on average receipts of €30 per skier-day, this represents a market of €6.5 billion. There are numerous market players in Europe, most of which operate on just one site. Compagnie des Alpes, along with Swedish group Skistar, which is listed on the Stockholm stock market, is one of the only groups to operate several sites.

(1) In the 3 rd quarter 2016/2017, Compagnie des Alpes sold the Fort Fun site in Germany. (2) No company or group comparable to Compagnie des Alpes that operates ski lifts has a higher number of skier-days than the Group. (3) Source: Laurent Vanat, 2017 International Report on Snow & Mountain Tourism. (4) Source: Domaines Skiables de France – 2017 Indicators and Analysis. (5) Source: Laurent Vanat, 2017 International Report on Snow & Mountain Tourism.

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Compagnie des Alpes 2017 Registration Document

1 INTRODUCTION TO COMPAGNIE DES ALPES AND ITS ACTIVITIES Activities, market and competition

There are four major skiing countries in Europe: France, Austria, Switzerland and Italy. Only France and Austria have more than ten resorts welcoming more than one million skiers per season. It is worth noting that the percentage of concession area used is 21% in France, 62% in Austria and 70% in Italy (1) , and according to a study conducted by Domaines Skiables de France, a French ski pass costs less than an Austrian or Swiss ski pass.

France’s leading position in Europe is largely due to the size of its domestic market, which represents around 70% of business. Meanwhile, the majority of visitors to Swiss ski resorts (45%) and Austrian ones (65%) are foreign. The Compagnie des Alpes Group is the leading European operator of ski resorts, as well as the global market leader.

Number of large resorts*

Country France Austria

Size of ski area (km 2 )

Number of lifts Number of resorts

1,180 1,050

3,346 3,028 1,691 2,127

325 254 193 349

13 15

Switzerland

950

6

Italy

1,350

7

* Resorts with over one million skier-days.

1.1.1.3 The French ski market The French ski market is primarily a network of 250 internationally renowned ski areas spread between 6 mountain ranges varying greatly in terms of size and offering: Alps, Massif Central, Pyrenées, Vosges, Jura and Corsica. However, there are also 325 resorts with at least one ski lift, 238 of which belong to Domaines Skiables de France (DSF), the professional body for ski area operators. During the 2016/2017 season, 51.1 million skier-days were sold, with Domaines Skiables de France estimating an average receipt per skier- day of €25.90. The French ski market thus represents €1.323 billion. The vast majority of customers are French (73%). British customers represent 10%, followed by Belgians at 6%, and the Dutch at 4% (2) . As of 30 September 2017, the market share for Compagnie des Alpes and its consolidated companies was more than 32% by value and over 27% by volume. The two largest operators after Compagnie des Alpes, Sofival (Avoriaz, Valmorel and La Rosière) and S3V (Courchevel, La Tania and Méribel Mottaret), each hold a market share of around 5% (3) . Competitive advantages of Compagnie des Alpes CDA’s competitive advantages relate mainly to the Group’s resort locations: it has chosen to operate exclusively in resorts with vast, high-altitude ski areas that are well known in Europe, and which have considerable professional accommodation capacity. 1.1.1.4 Main ski areas operated by Compagnie des Alpes Paradiski: La Plagne, Les Arcs and Peisey-Vallandry Paradiski – With its 425 kilometres of slopes on close to 15,000 hectares, Paradiski is one of the world’s largest ski areas. The Vanoise Express, which is the highest-capacity cable car in the world, links the three renowned resorts that make up this ski area: La Plagne, Les Arcs and Peisey-Vallandry.

La Plagne La Plagne, created in 1960, is the world’s biggest ski resort, with 79% of the ski area above 2,000 metres, 10 villages, a facility-equipped glacier at 3,250 metres, and a downhill descent of more than 2,000 metres. It has seen the birth of champions such as Kévin Rolland and Julien Lizeroux, and is host to prestigious alpine events. Les Arcs Covering an altitude of between 1,200 and 3,226 metres, Les Arcs offers an exceptional ski area. Les Arcs is the most avant-garde of all alpine resorts – world famous for the resort town’s architecture, a pioneer of new snow sports, and the birthplace of snowboarding in Europe. The resort, which is made up of four villages, offers a variety of slope profiles catering to all levels of skiing, a panoramic view of Mont-Blanc, and plenty of sunshine. Peisey-Vallandry The geographical centre of Paradiski, Peisey-Vallandry offers authenticity and cheerful hospitality on a human scale. This resort, which welcomed its first skiers in 1948, comprises five Savoyard villages. The varied slopes of Peisey-Vallandry are located on the sunny wooded face of Les Arcs. The resort also boasts a vast Nordic skiing area for cross-country skiing, snowshoeing, or sledding. Compagnie des Alpes operates the La Plagne ski resorts through its subsidiary SAP and the Les Arcs and Peisey- Vallandry stations via its subsidiary ADS. In 2016/2017, these two companies generated revenue of €136.0 million with close to 4.6 million skier-days. Tignes-Val-d’Isère connected ski area The connected ski area of Tignes-Val-d’Isère comprises the French resorts of Val-d’Isère and Tignes in Savoie. It extends from the Pisaillas glacier above the Col de l’Iseran in Val- d’Isère to the Grande Motte glacier above Val Claret in Tignes. Tignes Tignes offers a unique way of experiencing the mountains. The seasons here are the longest in Europe (from the beginning of October to mid- May) owing to the resort’s high altitude (1,550 metres to 3,450 metres)

(1) Source: Laurent Vanat for DSF. (2) Source: Domaines Skiables de France – 2017 Indicators and Analysis, October 2017. (3) Source: Montagne Leaders, No. 263 – September and October 2017.

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Samoëns, Morillon and Sixt At the heart of the Giffre valley, these three resorts offer an authentic mountain village experience. A network of powerful gondola lifts links them to the high-altitude ski area. With slopes suitable for all levels and stunning natural sites, the valley has a great deal to offer. The jewel of the Grand Massif: a 14-kilometre blue run that skirts the Natural Reserve and links Flaine to Sixt. GMDS (company formed following the merger of DSF and DSG), a Compagnie des Alpes subsidiary, operates the Flaine, Samoëns, Morillon and Sixt ski areas. These areas generated revenue of €35.5 million in the 2016/2017 fiscal year. The number of skier-days was 1.2 million. Serre Chevalier Vallée Situated in the southern Alps in the Écrins National Park, Serre Chevalier Vallée is a ski resort made up of authentic villages, as well as Briançon, a town that is a UNESCO World Heritage site for its Vauban fortifications. The ski area is one of the largest in Europe. Eighty percent of its surface area is above the 2,000-metre altitude mark and its north-facing slopes offer excellent natural snow conditions from mid-December to the end of April. Additionally, Serre Chevalier has one of the largest artificial snow- making networks in Europe to ensure optimum skiing conditions all through the winter. Big-league skiing at high altitudes, unhurried skiing in larch forests, fun skiing in designated fun areas, family skiing in protected zones: Serre Chevalier has something for every kind of skier. The company SCV Domaine Skiable, a subsidiary of the Group, operates the Serre Chevalier Vallée ski area. It generated revenue of €34.5 million in 2016/2017, with 1.2 million skier-days. Deux Alpes Situated at the border between the northern and southern Alps, in the heart of the Massif de l’Oisans, the Deux Alpes resort enjoys international fame, mainly due to its ski area: 225 kilometres of marked ski runs and trails, starting at 1,300 metres and reaching 3,600 metres in altitude, the summit of the biggest skiable glacier in Europe with a 360° panoramic view of the Alps. The ski area has several distinctive characteristics: the “natural snow” guarantee thanks to the glacier, ski-in-ski-out access from one’s residence, an internationally renowned snowpark at 2,600 metres, and the opportunity to race down a run with a difference in elevation of 2,300 metres, without having to take a ski lift. In summer, 200 hectares of glacier are equipped for snow sports.

and extend from June to August thanks to the Grande Motte glacier. More than 80% of Tignes’ vacationers are skiers. The clientele is young, international, and sporty. Val-d’Isère Set at an altitude of 1,850 metres in the heart of the Tignes-Val- d’Isère connected ski area, Val-d’Isère village, which became a ski resort in 1934, is an international ski resort that blends innovation and authenticity. This constantly evolving resort attracts the most cosmopolitan of customers. Its unique selling point is to offer skiing options for all pockets and all technical levels, as well as a comprehensive range of high-quality services. Compagnie des Alpes subsidiaries STGM and STVI manage the Tignes and Val-d’Isère ski areas, respectively. In 2016/2017, they generated revenue of €95.2 million with more than 3.0 million skier-days. Les Trois Vallées: Les Menuires and Méribel Compagnie des Alpes operates two of the eight ski resorts in Trois Vallées, the largest ski area in the world with 600 kilometres of slopes fully linked by ski lifts. It is located in the Tarentaise Valley and comprises three valleys: Bozel, Allues and Belleville. Les Menuires The “Station des Grands Espaces” opened in 1964. It soon became a hallmark of the development of the ski industry in France and is now ranked among the best ski areas in Europe. Its snow-making coverage extends to nearly half of the ski runs, guaranteeing quality snow up to the end of April. Méribel Nestling in the heart of the 3 Vallées, just 2 hours away from Lyon, Geneva, and Italy, Méribel has been the personification of charm since it opened its first facilities in 1938. It is a genuine alpine village with its chalets of wood and stone. Snow-making machines cover more than half of the ski area of which 85% is above the 1,800 metres altitude mark, guaranteeing optimum snow conditions throughout the season. Compagnie des Alpes operates the Menuires and Méribel resorts through its subsidiaries Sevabel and Méribel Alpina. They generated revenue of €75.2 million in 2016/2017 from nearly 2.4 million skier-days. Grand Massif: Flaine, Samoëns, Morillon and Sixt Compagnie des Alpes operates four of the five resorts comprising the Grand Massif in Haute-Savoie. With the exception of Flaine, the average altitude of their sites is lower than that of the Group’s other areas. Flaine At an altitude of 1,600 metres to 2,500 metres, Flaine offers a breathtaking view of Mont-Blanc. The resort, which opened in 1969, has several buildings listed in the French Historical Monument List ( Inventaire des Monuments historiques de France ), with its typical monumental open-air structures.

The Deux Alpes ski area is managed by DAL, a subsidiary of Compagnie des Alpes. It generated revenue of €40.1 million in 2016/2017 with 1.3 million skier-days.

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1.1.2

LEISURE DESTINATIONS (42% OF 2016/2017 GROUP CONSOLIDATED REVENUE)

Compagnie des Alpes Group companies develop and operate Leisure parks in three main areas: z theme parks; z edutainment sites; z animal parks. Compagnie des Alpes offers attractions based on strong brands (Astérix, Grévin Paris, Futuroscope, Walibi, etc.) and provides its customers with leisure experiences, unique thrills, and cultural and educational excursions in a completely safe environment. As of 30 September 2017, the Compagnie des Alpes Group operates 9 (1) sites (2) , representing nearly 8.3 million visits per year, with 5 parks in France, 3 in Belgium and 1 in the Netherlands.

In addition to operating ski areas, which essentially takes place in the heart of winter, the leisure sites business is concentrated in the spring, summer, and to a lesser extent, the fall. Leisure park revenues are generated through entry-ticket sales (about 60% of revenue) and customer spending on park grounds, mainly restaurants and shops. Costs relate to personnel, facilities, purchases, marketing, and current operating expenses. 1.1.2.1 Markets and competition in Europe and France The European Leisure parks market is estimated at over 160 million visitors (3) . With nearly 8.3 million visitors and revenue of €321 million for 2016/2017, Compagnie des Alpes is the fourth largest industry player in Europe.

Visitor numbers (millions of visitors)

Annual revenue (€ million) £1,428 million

Group

Number of parks

Merlin Entertainments group (2016)

117

63.8 19.8 13.4 8.3*

Parques Reunidos (2017)

61

584

Euro Disney – Theme parks (2016)

2

1,278 321*

Compagnie des Alpes

9*

* Excluding the 4 internationally based Grévin sites.

The European leisure market is very diverse, with many family-owned or independent parks, and over one million visitors per season.

2016 visitor numbers (in millions)

2015 visitor numbers (in millions)

Park

Country

Europa Park De Efteling Tivoli Gardens Port Aventura

5.6 4.7 4.6 3.6 3.1 2.8

5.5 4.6 4.7 3.6 3.1 2.8

Germany

Netherlands

Denmark

Spain

Liseberg

Sweden

Gardaland

Italy

Source: TEA/AECOM 2016 Global Attractions Attendance Report.

1.1.2.2 Leisure parks Parc Astérix

In France, leisure, amusement and cultural facilities have been growing constantly over the past 30 years. With over 52 million visits in 2015 and revenue totalling €2,200 million, this sector is actively contributing to France’s cultural and tourist offering (4) . The segments in which Compagnie des Alpes is present (theme parks, animal parks, water parks, and amusement parks) account for some 355 establishments in France, with just under 65 million visits. There is a relatively high level of concentration, as the five leading operators (Disneyland Paris, Astérix, Futuroscope, Puy du Fou, and Marineland) account for more than one-third of the visitor numbers. With nearly 8.3 million visitors and revenue totalling €321 million in 2016/2017, Compagnie des Alpes holds a market share of more than 16% in terms of volume, and nearly 15% in terms of value.

Located 30 kilometres to the north of Paris, Parc Astérix is one of the three largest parks in France, offering a savvy blend of humour, friendliness, shared experience and authenticity. The park has its own original and well-established identity, which visitors can experience in the six worlds that make up the park: Egypt, Welcome to Gaul, The Roman Empire, Ancient Greece, The Vikings, and Travel Through Time. Everything is carefully staged to depict the Gallic spirit portrayed by Albert Uderzo and René Goscinny, the creators of Astérix. It expands its offering each year with a whole host of live shows, astonishing events, rides and attractions for one and all. The park offers visitors 3 shows and 37 attractions (7 for thrill seekers, 17 for families, and 13 for children).

(1) In the 3 rd quarter 2016/2017, Compagnie des Alpes sold the Fort Fun site in Germany. (2) Excluding the 4 internationally based Grévin sites. (3) Source: IAAPA Global Theme and Amusement Park Outlook – 2015/2019. (4) Source: SNELAC – Rapport d’activité 2016.

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The other French sites (France Miniature, Walibi Rhône- Alpes) France Miniature Ten minutes away from Versailles lies the biggest miniatures park in Europe, France Miniature, covering an area of 8 hectares including 1.5 hectares of water. The park guides visitors through the history and geography of France, in less than a day: France’s rich heritage is represented in the 117 exact replicas of its best monuments, all of which are 1/30 scale models, and 150 landscapes are recreated. Walibi Rhône-Alpes Established in a magnificent natural setting in Avenières since 1979, Walibi Rhône-Alpes offers over 25 attractions and shows as well as the biggest waterpark in that region (13,000 sq.m.). Walibi is a place to explore and enjoy with family or friends. The park covers an area of 35 hectares and the attractions are laid out around a 7,500 sq.m. lake at the centre of the site. The new Explorer Adventure section, which includes Timber – a wooden roller coaster inaugurated in 2016 – was further developed in 2017. Explorer Adventure was enhanced with three new attractions: a new restaurant was opened and a playground was created for the youngest adventurers. A monorail now enables all family members to rediscover this section of the park where the trapper spirit is omnipresent. The Dutch park: Walibi Holland Walibi Holland, opened in 1994, is one of the biggest parks in the Netherlands. It is divided into eight themed areas. The park is also famous for its festivals, including “Summer Nights” and “Halloween Fright Nights”, whose success transcends Dutch borders. Since 2013, visitors have been able to extend their time at Walibi Village by spending the night in one of the bungalows designed for families. After the launch of “Lost Gravity” in 2016 – one of Europe’s most astonishing roller coasters, rising to a height of 32 metres – this year, Walibi Holland’s “Neurogen” offers a unique experience in the Netherlands, combining 3D film and virtual reality. “Patients” go into Neurogen, the neurological clinic of Doctor Jenkins, who fits themwith a virtual reality helmet, increasing their cognitive capacities by 20%. Walibi Holland generated total revenue of €31.2 million in the 2016/2017 fiscal year and welcomed over 858,000 visitors. The Belgian Parks: Walibi Belgium, Aqualibi and Bellewaerde Walibi Belgium Created in 1975, Walibi Belgium was the first Walibi amusement park. This family park offers musical shows and more than 40 attractions, half of which designed for young children, in themed settings. Walibi Belgium is internationally renowned for its biggest attractions such as Werewolf, Vampire, Dalton Terror and Radja River. And not to forget the park’s legendary attraction, the “Psyké Underground”, the world’s only covered launch coaster, which propels its passengers 45 metres into the air at 85 km/h. The other French sites generated revenue of €16.2 million in 2016/2017, with visitor numbers reaching 642,000.

On 10 June 2017, a new family attraction called Pegasus Express was opened to the public. This new roller coaster is unique in Europe and offers visitors a high-speed voyage through the world of Ancient Greece. For three minutes, riders of all ages are propelled through a succession of climbs, descents and steeply banked curves in a setting full of humoristic illustrations of mythology. The world of Parc Astérix extends to the three-star Trois Hiboux hotel, which is tucked away in the calm of the forest at the edge of the park. This year, the accommodation capacity was increased from 100 to 150 rooms. In addition, a new food court and a 300 sq.m. conference centre were inaugurated. In the 2016/2017 fiscal year, Parc Astérix generated revenue of €96.0 million and welcomed more than 2.0 million visitors. Futuroscope Futuroscope, France’s first major amusement park, which opened its doors in 1987 and is located on 60 hectares of wooded land, plays on its difference to drive its expansion. It makes a two-fold promise: enjoy the thrills, sensations and amusement that it has to offer, and learn at the same time. Its strength lies in the large number of diverse attractions in the technology universe for all audiences. It owes its success and its unique position on the leisure market to an invention of a totally new form of amusement based on a combination of opposites: amusement and discovery, physical feelings and emotions, art and technology. In 2017, to celebrate its 30 th anniversary, Futuroscope inaugurated a new attraction, which is unique in Europe and called The Extraordinary Voyage. Visitors are invited to climb on board an incredible machine for a voyage inspired by Jules Verne’s novel Around the World in Eighty Days. The fully immersive device provides new, hitherto inaccessible thrills. Futuroscope is open for almost the entire year. The main period of closure is in January. It generated revenue of €109.3 million in 2016/2017, with 1.94 million visitors. Grévin Paris Located in the 9 th arrondissement of Paris, the site’s primary beauty lies in the museum and its historical decor. It houses a theatre built in 1900 and decorated by Antoine Bourdelle and Jules Chéret, which is listed in the French Supplementary Historical Monument List ( Inventaire Supplémentaire des Monuments Historiques ). Grévin is a world in which reality gets mistaken for fantasy, and fact for fiction. Through its characters and settings, Grévin creates the illusion of an interactive meeting. French and foreign celebrities, contemporary or historical, are represented. The Académie Grévin meets twice a year, under the authority of its President, to select the celebrities who have been elected to enter the Grévin. In 2017, The Voice – the high-profile TV programme watched by nearly seven million people every Saturday – put on a show at Grévin. On the setting of The Voice – featuring the wax figures of Mika, Nikos, M. Pokora and Jenifer – Grévin visitors can step into the roles of a coach or candidate and see their performance broadcast on a large screen.

Grévin’s revenue amounted to €11.9 million in 2016/2017, with the museum welcoming 625,000 visitors.

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