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Activity report 2012 Cockerill Maintenance & Ingénierie A new driving force

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Activity report 2012 Cockerill Maintenance & Ingénierie

A new driving

force

Golf is a demanding sport which combines a global approach with extremely precise movements. It calls for strategic intelligence, a good understanding of the dangers a player has to confront at each hole, technical prowess and the right equipment. Golf is played all over the world, with courses adapted to specific local conditions. To play golf is above all a quest for performance, with players constantly trying to surpass themselves.During 2012, CMI concentrated its strategic intelligence on defining its future trajectory. Following a detailed analysis of its environment and of the threats to which it is exposed, the Group set its target and selected the tactics which will help it take the obstacles out of play.Today, the flag is in the hole, the approach has been defined and the clubs are ready and waiting. With the benefit of the support of its team-mates, and thanks to the passion which drives it on, CMI can hope to play a perfect round in its desire to achieve sustainable industrial growth.

Message fromthe Chairmanp.4

Strategic orientationsp.10

Consolidated � nancial statements p.44

Operationalactivitiesp.20

Corporate governancep.38

The year 2012 in images.

A new driving forceIn 2012, CMI recorded the best results in its history. This performance comes at the end of ten years of private independent shareholding during which CMI has radically changed, becoming a diversified and economically sound worldwide technological group. The year 2012 was characterised by substantial commercial, technological and operational progress within a depressed worldwide economic context. But above all, this pivotal year has been dedicated to giving the Group a new driving force and preparing it for the future: the development of operational structures, construction of an extension to the headquarters building, strategic reflections and investment in innovation and talent.

Message from the Chairman

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Message from the Chairman 5

6

2012: historic resultCMI celebrated its ten years of independent shareholding with an operating result of more than 32 million Euros, up by 60% compared to 2011. Its turnover, growing since 2010, returned to its highest level in 2012, that of before the 2008 crisis. This sustained operational activity has been equally spread among the four major sectors of the Group: CMI Energy retains a worldwide market share of more than 10% in boilers for combined cycle electricity plants, while also developing its service activities for plants in operation. CMI Defence has completed two of the fi ve programs of a particularly heavy workload. CMI Industry has increased its activities in China and taken more orders for diversifi ed products. Where the operational activities of CMI Services are concerned, these have developed in particular in Brazil, where our teams are being very well received by industrialists.

Finally, order intake, down compared to 2011, is very promising in terms of an upturn in activities: more than half of orders taken involve applications which have formed part of the Group portfolio for fewer than fi ve years.

A successful roundDespite a somewhat depressed economic context, CMI multiplied its commercial, strategic and operational successes in 2012.

CMI Energy won its fi rst order for a boiler for a 50 MWe “tower“ thermo-solar electric power plant. This represents a world premier, which will be installed in South Africa.

This order, which is the result of a patented development, constitutes a key stage in positioning CMI Energy on the market for producing electricity from renewable sources.

Driven by a capacity for innovation which forms part of its DNA, CMI Defence presented a simulator embedded in a turret as a world fi rst at Eurosatory 2012, one of the major defence shows in the world. It also completed its offering with medium calibre weapon systems.

CMI Industry passed an important threshold in the development of continuous rolling with the profound modernization and commissioning of a rolling mill at Avilès (Spain). It also continued to develop innovative

industrial solutions for effl uent treatment, energy effi ciency, benefi ting from biomass, extractive metallurgy and Service to Projects.

For its part, CMI Services has developed an innovative solution for the storage of activated components for French nuclear power plants, thus demonstrating its capacity to supply high value-added services.

Playing on a worldwide courseWhere international coverage is concerned, CMI has strengthened its facilities in India, by doubling the capacity of its Taloja factory, whose extension was inaugurated in 2012. In China, CMI continues to develop its strategic partnerships with the major steelmaking players: the joint venture established in 2012 with WISET, a subsidiary of giant WISCO, represents the fourth capital participation of the Group in China. In Brazil, CMI Services has opened a new agency in the State of Rio de Janeiro, in order to face up to demand from more and more diversifi ed clients. And

fi nally, CMI has increased prospecting activities in Africa, where it won several contracts in 2012.

Innovation: always a winning shotMore than ever, Group growth is allied to its capacity to innovate. This is why during 2012 CMI invested a quarter of its operating result in development activities. Programs underway are aiming to extend the range of products of CMI Defence. They also involve solutions designed to improve the performance of steelmaking plants and for producing new qualities of steel. The green economy is not being left out, with the development of innovative processes for producing electricity from renewable sources and for reducing the environmental footprint of industries.

Shooting the Group into the 21st centuryThis development dynamic is driven by the permanent attention paid to people management, whether within CMI Group itself or via collaboration with external organisms. In 2012, CMI took great care to involve students, researchers and young companies in its technological projects. The Group also laid the fi rst stone of its new headquarters, which will provide a stimulating working environment, designed to break down the technical and organisational barriers between teams and encourage a multi-disciplinary approach.

A new driving forceIn 2012, the Group took the time to freeze frame and invest in a profound strategic refl ection exercise in order to defi ne the course for the next decade. The vision which resulted

Innovation and talents

Strategic re� ection

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Message from the Chairman 7

Bernard SerinChairman

Managing Director

from this represents an extension of what has always been the Group’s strength: sustained growth, equally divided among several sectors of activity, and based on an extension of the offering within its current trades. This vision, named CMI 2017 in reference to the year of the company’s two hundredth anniversary, will be fi nalised and deployed at the beginning of 2013. The first results of this vision will be seen during the year.

Following ten years of a winning strategy confi rmed by the best results in its history, CMI is setting off on the next part of its round. Its ambitions have been defi ned, its choices made and its trajectory set. Future progress is based on two major axes: a stable shareholding structure driven by a genuine industrial ambition and a growing attractiveness to the Group’s clients, personnel and partners.

792.8Growing constantly since 2010, the Group’s turnover has now returned to a level equivalent to that of before the 2008 crisis, 792.8 million Euros. In ten years, CMI has increased its turnover by a factor of three.

32.1Following ten years of positive results, CMI has achieved the best operational result in its history, at 32.1 million Euros.

762CMI took on 762 new starters in 2012, equivalent to more than two (temporary or open-ended) contracts per day.

51.4%of orders written in 2012 involve products and services in new business domains.

3 677At the end of 2012, the total CMI workforce numbered 3 677 persons. Among these, one third is active in the Group’s historical territory (Belgium), another third in the rest of Europe and the remaining third in the rest of the world, mainly in the BRIC countries.

Order entries in 2012 amount to 487 million Euros. Despite this relatively poor score, the Group order book is promising, with more than 50% of orders relating to products which were not in the Group portfolio on January 1st, 2008. On the geographical level, order intake in Europe remains relatively stable, decreases in the BRIC countries and the Middle East, and doubles in Africa, where the Group intends to develop in the future. The tender book for 2013 is also promising.

Making constant progress since 2010, CMI turnover amounts to 792.8 million Euros. CMI thus returns to a level of activity equivalent to that of before the 2008 crisis. Growth in 2012 is concentrated on the activities of CMI Defence, and to a lesser degree on those of CMI Industry. Continuing the growth trend will depend upon the level of orders taken during the fi rst half of 2013.

The operating result of CMI amounts to 32.1 million Euros, 60% up on 2011. Following ten years of positive results, this outstanding performance confi rms the winning strategy pursued since the change in shareholding in 2002. This performance in 2012 has been principally driven by CMI Defence and CMI Energy.

CMI closed the 2012 fi nancial year with a net cash-fl ow position of 39.1 million Euros. This decrease compared to 2011 has to be seen in the light of an even more signifi cant reduction in the use of short term fi nancing to cover the Group’s working capital. With a constant growth in average profi tability, CMI has gained the confi dence of its fi nancial partners, who have multiplied the granting of bank guarantees by a factor of six during the last ten years.

At the end of 2012, CMI shareholders’ equity amounts to 88.6 million Euros, an increase of 23% compared to 2011. This increase largely comes from the positive results recorded in 2012, very slightly hindered by a negative currency exchange factor. Dynamic

presentation of CMI key fi gures.

0

10

20

30

40

50

60

70

80

20122011201020092008

39,108

75,684

54,18461,355

52,462

0

30

60

90

120

150

20122011201020092008

122,694 119,699 123,244

72,075 88,586

0

200

400

600

800

1000

20122011201020092008

487,010

933,306

530,958

846,722

694,635

0

200

400

600

800

1000

20122011201020092008

792,789

825,226734,835

561,937

710,666

0

5

10

15

20

25

30

35

20122011201020092008

32,12625,010

11,741 10,005

20,108

8

Key fi guresThe data below has been published in accordance with IFRS (International Financial Reporting Standards) norms. The application of these recognised standards guarantees homogenous consolidation of the accounts of the Group across the whole of its scope. This also enables international comprehension of the Group’s performance. The full financial statement is available in the CMI financial Report.

Evolution of operating results (EUR Mios)

Evolution of order entries (EUR Mios)

Evolution of turnover (EUR Mios)

Evolution of shareholders’ equity (EUR Mios)

Evolution of cash-fl ow (EUR Mios)

▶ Attractiveness and modern functionality for the “Orangerie“, the new extension to Group headquarters at Seraing (Belgium).

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Message from the Chairman 9

The 2012 round January

CMI launches a strategic re� ection exercise. Named CMI 2017 in reference to the year of the company’s two hundredth anniversary, the project calls widely on the vivacity and strength within the Group to lay out the course for the coming decade.

February

CMI lays the fi rst stone of its new headquarters, which will house 600 persons. A genuine architectural statement, the new building will strengthen the attractiveness of the Group while respecting a history going back centuries, as witnessed by the adjacent Cockerill Chateau.

March

The new Internet site blows a breath of fresh air over the image of CMI, which now presents a consolidated overview of all its products and services. From its side, CMI Proserpol sees itself mandated with the delivery of water treatment units for a French subsidiary of chemicals group Solvay.

April

Just after celebrating its ten years of independent shareholding, CMI signs a fi rst order for a thermo-solar receiver. A key stage for the Group which is resolutely positioning itself on the renewable market.

May

CMI develops its infrastructures in India: it inaugurates the extension to the Taloja factory, thus doubling its Indian production capacity, and lays the fi rst stone of its future factory at Hedavali, near Khopoli. At the same time, CMI Industry signs an agreement with Siemens VAI, in order to set out together to conquer the market for equipment for stainless and electrical steels.

June

A remarkable presence for CMI at Eurosatory, the great worldwide rendez-vous for the defense. industry. CMI in particular unveils, as a world premier, a simulator embedded in a turret designed for troop training and operations.

July

In Brazil, further progress in services for the mining sector with the signing of a long term contract with the Ferrous group for the electromechanical maintenance of its Viga site.

August

The Atomic Energy and Alternative Energies Commission (France) orders from CMI a pilot installation for biomass roasting. This process forms part of a development led by CMI within the framework of the European Torbigap program.

September

CMI Services sets up in the “Massif Central“, in France, with a fi rst electromechanical maintenance contract for Aubert & Duval / Eramet, signed for fi ve years.

October

CMI celebrates ten years of presence in China by inaugurating a joint venture with WISET, a subsidiary of steel giant WISCO.In Spain, the Avilès cold rolling mill comes back into operation following a major revamping carried out by CMI.

November

CMI Services is selected as a potential supplier for the modernization and safety program for French nuclear power stations. A major investment, the consequences of which are expected as from 2013. In Africa, CMI Services wins its first orders following its prospection program launched in 2012.

December

In China, a rubber mixing plant is successfully started, constructed by CMI for Michelin. Signed in March 2010, this represents the fi rst order won by CMI in its Service to Projects activity.

Management based on a sustainable industrial vision In 2012, the Group evaded the obstacles of the economic crisis by playing on diversifi ed fi elds on the geographical and technological fronts. It multiplied the approaches and registered progress through signifi cant innovations. Beyond the commercial, operational, and technological successes of the year, CMI took the time in 2012 to set its course for the future. The strategic orientations that resulted from this refl ection have set the CMI Group off on a new decade of success.

Strategic orientations

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Strategic orientations 11

▶ Inauguration of the new factory at Taloja in India.

CMI 2017, a project for commitmentThe year 2012 was marked by a symbolic anniversary: ten years of independent private shareholding for the CMI Group. During this fi rst decade, the Group underwent a profound transformation: strong growth, development of service activities, extension of the technologies portfolio, international establishments, etc. Having increased its turnover and operating income threefold and sevenfold respectively, CMI now projects a new image – that of a worldwide, technological, diversifi ed and economically sound group.

Drawing on the lessons of these ten years, the Group capitalized on 2012 to rechart its roadmap. This led to an exercise in strategic thinking that called extensively on the driving forces of the Group. Named CMI 2017, a reference to the company’s bicentennial, this in-depth effort consolidated and structured the Group’s knowledge in terms of markets, technologies and mobilizable skills to identify potential development options. At the beginning of 2013, CMI made its choices, charted its course and defi ned its goals for the next decade.

The CMI 2017 vision comes in the wake of the strategy deployed since 2002: strong and balanced growth for the next ten years, continuing to expand the offering in the current lines of business, within a stable shareholding driven by a sustainable industrial vision. The choices made are refl ected in clear keywords: diversity, internationalization, growth, added value, profi tability, attractiveness.

Paving the way of working for the future The year 2012 was not only one of refl ection concerning the Group’s future. Preparing the future also requires

adapting infrastructures and facilities. This in turn requires investments that reflect the Group’s confidence in its future.

In Belgium, CMI laid the foundation for the extension of its headquarters in Seraing in February. Named the “Orangerie“, this building represents an ambitious architectural feat. It is connected to the Cockerill Chateau which has been housing the Group’s headquarters for nearly 200 years. As of autumn 2013, the “Cockerill Chateau & Orangerie“ complex will constitute the Group’s densest engineering concentration with some 600 people. Equipped with modern facilities, it has been designed to stimulate exchanges between the multidisciplinary teams situated in Seraing and their counterparts anywhere in the world. In extending its headquarters, CMI has set out the working and cooperation methods for decades to come, in line with its future development projects.

Innovation, the trump card for successMore than 50% of the orders booked by the Group in 2012 pertain to applications that were not part of its offering fi ve years ago. This refl ects a proactive approach to diversifi cation on the part of the Group. True to its reputation for technological excellence, CMI is constantly seeking to develop new products and services, alone or with partners. In 2012, it allocated 8.1 million Euros, or one quarter of its operating result, to support Research and Development programs, in parallel with its engineering activities which, by their very essence, include a sizeable share of development.

Several of these innovations came to successful fruition in 2012. The CMI receiver for a thermosolar power station developed jointly with the Spanish fi rm Abengoa was part of an order won in May for the electric power plant Khi Solar One to be installed in South Africa. CMI also landed its fi rst contract for a furnace dedicated to biomass torrefaction, developed with the French Atomic Energy and Alternative Energies Commission. In terms of services to nuclear power stations, CMI pursued its innovations by designing storage containers for activated nuclear components for Electricité de France (EDF). Finally, research conducted by CMI under the Intelligent Maintenance (MINT) project continues to generate innovative services. In 2012, CMI placed on the market the LI-corneTM system, dedicated to reliability and optimization of manual lubricating operations.

It was also in 2012 that, driven by a capacity to innovate that is part of its DNA, CMI unveiled a simulator embedded in a turret by way of a world premier at Eurosatory 2012, a major meeting point for the world of defense. It also completed its offering with a medium calibre weapon

system developed in barely twelve months and ready to be marketed today. As for heat recovery boilers, CMI fully optimized the design of its horizontal confi guration boilers by developing three models adapted to the specifi c needs of the market.

Finally, in 2012, CMI continued to make its innovation processes even more professional. It thus bolstered

its intellectual property management capacities with training and awareness raising programs for the project teams. The management of the development portfolio was also reinforced, as were the partnerships with academic and scientifi c bodies, to create a fi rst-rate innovative force.

12

A strategy teeming with

ambitions

▶ The International Technical Meeting, the Group rendez-vous for innovation.

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Strategic orientations 13

A global presence The diversification and growth of CMI are also reflected by an international basis that guarantees a global reach.

In India, CMI inaugurated the new layout of its plant in Taloja (Maharashtra). The construction of a new hall was accompanied by an in-depth overhaul of the manufacturing fl ows and management processes. Thus confi gured, the Taloja site doubled its production capacity to become the Centre of Excellence for Cold Rolling Mills Manufacturing. Also in India, CMI FPE, the Group’s Indian subsidiary, laid the foundations of a new plant to be built in Hedavali, near Khopoli, to meet the future needs of the Group and of the Indian market.

In China, CMI created Wuhan Cockerill Engineering and Technology Co. Ltd, a joint venture with WISET, the subsidiary of the giant WISCO corporation. This is CMI’s fourth capital interest in China. CMI Industry also concluded a partnership with Siemens VAI to conquer the Chinese electrical and stainless steel market. Thanks to its strategic partnerships with leading players, CMI is in a good position to accompany the 12th Chinese fi ve-year plan which announces a qualitative shift in Chinese industry toward greener production with higher added value.

In Brazil, CMI Services developed its range of activities and created a new entity in the State of Rio de Janeiro.

Finally, in Africa, CMI Services stepped up its canvassing of the market and landed several promising contracts for sustainable business activity on the continent in 2012.

Controlled risks In parallel with its growth, CMI continued to make sizeable investments in order to minimize its exposure to risks of all sorts. It reinforced its coherence and solidity with cross-sectional programs to standardize its management tools, risk control processes

and fi nancing methods.

The Group reached a new milestone in this approach in 2012 with the establishment of a Risk Management Committee. Given responsibility for the dynamic assessment of the Group’s risk and the monitoring of action plans, this committee started to update and complete the consolidated risk map of the Group dating from 2010. The establishment of this committee is yet another step taken to bolster the Group’s governance.

Drawing on ten years of experience, the Engagement and Contract Monitoring Committee is yet another centerpiece of this risk management

apparatus. A forum for refl ection on the conditions under which the Group embarks on new contracts, then for periodic follow-up of the progress of such contracts, this Committee met 220 times during the year. The systematic reliance on this analysis body guarantees that CMI starts its project with a known, mitigated and controlled level of risk.

On the fi nancial front, CMI deployed during the year a pooling system for liquidities available within the Group. Implemented in the Euro zone, this cash pooling system helped improve the Group’s overall fi nancial capacity while reducing its banking fi nancing needs.

Ethics at the core of sustainable development Sustainable development is a permanent driving force at CMI. The Group always endeavors to achieve sustainable industrial development in its projects for the sake of its customers, employees, shareholders, local communities and the planet as a whole.

The Group has set up an Ethics Committee to share this principle among the whole of its staff. This committee’s task is to defi ne good practices in business ethics and share them with all the Group’s entities. It organizes and verifi es the way they are applied. Established in the last quarter of 2012, this committee will be fully effi cient in 2013. By proceeding in this way, CMI has formalized the importance it has for many years attached to ethical, honest and upright behaviour and practices from its employees.

Innovation, engine

for progress

Level of Frequency (LF): Frequency levelof accidents causing stoppage Accidents X 1 000 000 / hours worked

Level of Severity (LS): Severity levelof accidents causing stoppage Days lost X 1 000 / hours worked

LF LS

0

5

10

15

20

25

201220112010200920080.0

0.2

0.4

0.6

0.8

10.78 0.44

0.36 0.43

0.10

20.0318.31

12.28 10.70

5.19

Safety performance evolution

▶ CMI’s safety performance improved substantially in 2012. While stepping up its work on the material and technical causes, CMI is at this time introducing mechanisms to counter behavioral causes.

Safety overriding priority as alwaysCMI Group posted its best safety performance in 2012, with a level of frequency of 5.19 and a level of severity of 0.10. These results cover the entire scope of the Group including those of CMI FPE, its Indian subsidiary. Thanks to the policy pursued for several years, safety is today part and parcel of CMI Group’s organization and operating procedures.

CMI creates jobs The men and women who work at CMI are the Group’s main asset. On 31 December 2012, the Group had 3 677 people under contract, up by 8.3% from the previous year. This increase is particularly striking in

Brazil (+50%). It was also sizeable in India and France. This growth is the result of an intensive recruitment drive, with 762 contracts of employment signed in 2012.

Global and fair management of a culturally and geographically diverse workforce requires improving the tools and processes to create conditions for the professional self-fulfi llment of employees everywhere in the world. The scope of electronic interfaces for recruitment and assessment management was accordingly extended to all the Group’s subsidiaries in 2012. CMI employees everywhere on the planet now have access to the same tools for managing their personal development and advancement in the Group.

Cross-sectional training programs have also been

activated. Various training modules on project and procurement management, safety and leadership were given in the Group. During the year, nearly 500 employees attended at least one of these four modules. Through these programs devised specifi cally for the Group, CMI is keen to improve individual and col lect ive eff iciency among its employees by helping them complete their

project successfully.

A clear, attractive and global identityOne of the CMI Group’s main strengths, its geographical and technological diversity, is also one of the main challenges it faces when it comes to image. Keen to

14

Safety � rst

Evolution of the geographic workforce distribution (on 31 december)

▶ Enthusiasm and commitment at the annual Top Managers Convention.

CMI recruits!0

500

1000

1500

2000

2500

3000

3500

4000

20122011201020092008

India

Brazil

United States

France

Belgium

Rest of the world

33563192

3318 3393

3677 ▶ With 3 677 persons at the end of 2012, CMI is principally present in Europe (62%), in India (17.8%), in Brazil (13%) and in the United States (5%). This workforce is made up of 38% blue collar workers and 62% white collar workers.

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Strategic orientations 15

be known, recognized and understood in all its markets, CMI refurbished its website in 2012 to transform it into a clear, attractive and instructional showcase. The new website presents the Group’s full portfolio of products and services, including its world positioning, its general organization and global ambition.

Attentive as it is to the image it projects to the world, the Group also stepped up the opportunities to share the CMI culture in-house

in 2012. The CMIpolis information meeting held near the Group’s general headquarters in Belgium was attended, as every year, by nearly 600 managers from every corner of the world. This is the Group’s traditional meeting event at the beginning of the year. Its expansion to the regional level was another innovation in 2012: Indiapolis in May and Chinapolis in September were attended by Indian and Chinese employees respectively in the presence of Group offi cials.

These three major events, together with local meetings, helped reinforce pride for belonging to the CMI Group. They also had a positive impact on intercontinental cooperation within the Group itself.

Man, CMI’s

main asset

16

Based from the beginning in the former castle of the Prince-Bishops of Liège, where John Cockerill was established in 1817, CMI Group continues the tradition of this industrial genius who, throughout his whole life, sparked off the remarkable economic future for Wallonia (Belgium).

Always in contact with foreign countries and driven by diversifi ed interests, John Cockerill was a great industrial explorer, who continues today to inspire his successors with a taste for entrepreneurship and the determination to surpass oneself.

1817

John Cockerill, a British businessman, begins his industrial activity as part of a family business established in the Liège area (Belgium), where it produces textile looms. He soon becomes interested in steam machinery and builds the fi rst working steam locomotive on the European continent.

1823-1910

The Cockerill establishments diversify their activities by investing in a blast furnace, developing their fi rst gun, and banking on the Diesel engine in particular to power their locomotives.

1950-1980

The Company’s centre of gravity shifts through successive mergers from mechanical engineering to the steel industry. Nevertheless, the equipment manufacturing activity continues to develop on the margins of this new core business, thanks to a method that has proved successful down to the present day: alertness to new technical developments, acquisition of patents and enhancement of processes.

1982

Cockerill’s Mechanical Construction Division becomes a subsidiary of Cockerill Sambre and takes on the name of Cockerill Mechanical Industries (CMI).

1995

Always receptive to the demands of its markets, CMI also embarks on maintenance and services, becoming a complete specialist in industrial equipment.

2002

Usinor, a shareholder in the Walloon iron and

steel company Cockerill Sambre, sells CMI

to private independent shareholders, which

still own the Group to the present day.

2004

Cockerill Mechanical Industries becomes

Cockerill Maintenance & Ingénierie.

This change in name highlights CMI’s

determination to capitalize on the synergies

between its two core lines of business,

maintenance and engineering.

2008

Following China, Brazil and then Russia, CMI

further expands its coverage of the BRIC

countries by setting up in India. The Group

is now capable of supplying complexes for

cold steelmaking.

2010

Capitalizing on the diversity of its activities,

CMI develops solutions to reduce the

environmental footprint of industrial activity.

2011

CMI develops a simulator for training troops

to use military hardware and embarks on the

treatment of industrial effl uents.

2012

CMI markets for the fi rst time its receiver

for a thermo-solar electric power plant and

redefi nes its strategic orientations for a new

decade of success.

From John Cockerill to CMI

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Strategic orientations 17

CMI, an increasingly sustainable group CMI wishes to generate sustainable industrial progress for the benefi t of its customers, employees, shareholders, the communities in which it is located and the planet. This determination constitutes the backdrop of all the Group’s decisions based on the six cornerstones of its commitment.

18

1. Provide quality jobs Providing quality jobs entails in particular an ongoing commitment to occupational safety, strict compliance with the relevant national and international legislation, unwavering attention to the development of skills, mechanisms for consultation and mobilization to tackle looming challenges or, more simply, programs to make the workplace more pleasant and more ergonomic.

2. Reinforce governance and promote responsible behavior

Ethics Committee, codes of conduct for employees, an ethics charter for fi nanciers, an internal Audit unit…CMI is constantly improving its governance tools. It encourages its partners and employees to adopt responsible individual and collective behavior.

3. Encourage the development and production of “green“ technologies

CMI places its expertise at the disposal of electricity generation from renewable energy sources such as the sun, wood and the wind. The Group considers improvement of the ecological footprint a major criterion for assessing its technological innovations. Furthermore, it is the very aim of CMI to improve the effi ciency of facilities it is entrusted to design, modernize or maintain. CMI is developing technologies

and services geared to reducing the environmental footprint of its client industries by reducing energy consumption, limiting and recycling polluting emissions, and recovering lost calories and waste.

4. Reduce the Group’s own environmental footprint

CMI endeavors to minimize its own environmental footprint and is stepping up its actions to that end: carbon footprint assessments of sites and products, selective waste sorting, undertaking local commitments to encourage remote communication to reduce travel, employee awareness raising, selection of supplies and suppliers, adapted mobility policy, etc. Its environmental management meets the requirements of the ISO 14001 standard and has passed with fl ying colors Sustainable Development audits.

5. Support local developments in communities where CMI is established

The CMI Group is keen to contribute to the development of regions in which it is established. Beyond the repercussions of its economic activity in terms of jobs and income, representatives of the CMI Group do not hesitate to place their skills and facilities at the service of local initiatives or to pay particular attention to the demands of local residents, particularly when it comes to supporting education, culture or sport.

6. Guarantee the Group’s growth and viability in the long term

To remain viable and generate the fi nancial means for growth, the Group is sustained by a continuous progress process along six axes. The progress objectives are reviewed periodically depending on the change of the environment, and action plans are implemented at all levels of the organization, from the Group to the individuals.

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Strategic orientations 19

Sustainable Development on a daily basis The six great cornerstones of Sustainable Industrial Progress infl uence the Group’s choices at the highest level. They are also experienced daily, through varied and at times very simple initiatives. Here are a few very concrete examples of local achievements which characterized the year 2012:

� The selective collection of waste, the volume of which has dropped by 30% in seven years and for which CMI was rewarded.

� A symbolic action, the Group’s sign at general headquarters is now illuminated with LEDs.

� Support for the organization of the “Power to the winds of change“ international seminar, dedicated to promoting renewable sources of energy.

� CMI welcomes students as part of the “Planète Métiers“ program, enabling young people to become familiarized with the realities of the world of work.

� CMI installs a “Made by CMI“ Christmas tree in front of the Liège (Belgium) train station.

� CMI opens its chateau to the general public as part of Wallonia Heritage Days (Belgium).

� CMI makes its infrastructures available for a music festival, to help young people who are training in the performing arts.

� CMI supports the deployment of a free minibus providing new mobility solutions for both elderly and young people.

� Selo Verde (Green Label) certifi cation for CMI Serviços Brasil (acquired in 2013).

The complementary nature of a groupCMI designs, integrates, modernises and maintains technical equipment. Its aim is to improve the economic and technical performance of its customers’ equipment, while pursuing its interventions within an overall approach designed to reduce the environmental footprint of industrial processes.

CMI combines expertise in engineering, maintenance and international project management. Thanks to its vast technological and geographical scope, the Group can provide, all around the world, custom solutions throughout the lifecycle of equipment.

Its engineering activities are today organized in three sectors: CMI Energy, CMI Defence and CMI Industry. The Group’s fourth sector, CMI Services, comprises the service activities for all industries.

Operational activities

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 21

Technologies in the service of enhanced effi ciencyCMI Energy designs, supplies and installs steam

generators associated with gas turbines of all capacities.

Its equipment generates steam for combined cycle (gas-

steam or solar) and cogeneration power plants, and for

process industries. CMI steam generators are a key

element for the growing energy performance of electric

power plants. In parallel, CMI Energy provides technical

assistance and expertise along with the overhaul and

modernization of boilers of all makes.

CMI Energy designs vertical and horizontal boilers with

natural, forced or assisted circulation. These boilers

are particularly adapted to operating in cycling mode

(frequent starting and stopping in accordance with the

demand for electricity), and can be installed behind

turbines fi red by all types of fuels, including natural gas,

light, heavy or crude oil. They can also be used in hybrid

electric power stations, where a solar cycle is associated

with a conventional combined cycle.

Thanks to its extensive experience in steam generators,

CMI Energy has also developed steam generators for

high capacity thermo-solar electric power stations (CSP).

This equipment is adapted to “solar tower“ technology

(which operates by reheating a fl uid contained in the

receiver installed on top of a tower upon which the sun’s

rays are concentrated).

All CMI boilers perfectly meet current market

requirements in terms of performance, power, yield and

fl exibility.

CMI Energy provides support and guidance for its

customers throughout the world, both to install new

capacities and to maintain existing units. Its teams are

based in Liège (Belgium) and Erie (Pennsylvania, United

States). They rely on a worldwide marketing network and

cooperate with three licensees which essentially cover

China, South Korea and India.

CMI Energy

▶ With a � rst reference for “tower“ thermo-solar power stations, CMI Energy aims to broaden its range of receivers for larger capacity power stations.

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 23

In 2012, CMI Energy recorded a major commercial success with the fi rst marketing of a thermo-solar receiver developed and patented by its teams.

CMI boilers for combined cycle power plants also performed well, with 23 of them sold throughout the world in 2012. With a worldwide market share exceeding 10%, CMI Energy and its licensees remain a major reference point. CMI Energy retains its technological leadership by constantly improving the performance of its equipment to offer its customers boilers for the electric power stations of tomorrow.

And fi nally, 2012 was also a year dedicated to aftermarket services, a strong point of CMI Energy, which stands out for the responsiveness and expertise of its teams of experienced technicians.

Technological recognitionCMI landed the first order for a thermo-solar receiver for the “tower“ electric power station in Upington (South Africa) from the Spanish company Abengoa Solar, shortly after honing the development of this product. With power of almost 300 MWth, the CMI receiver will generate superheated high pressure steam to run a 50 MWe steam turbine. Stored in accumulators, the surplus of steam can be called upon when required to generate electricity, even at night. Called Khi Solar One, this 50  MWe power station will be commissioned in 2014 and will supply energy to more than 27 000 households. As a CMI patented development, this order constitutes a key step: it positions CMI Energy on the solar energy generation market. CMI is already developing thermo-solar receivers with larger capacities, i.e. 100 and 400 MWe.

Effective servicesCMI Energy remains attent ive to i ts customers’ needs throughout the lifecycle of their equipment. Its long standing customers regularly call on it to renovate or overhaul existing boilers. To improve the effi ciency of 16 boilers built in the United Arab Emirates in 1999, CMI Energy provided CO

2 cleaning

of the units in 2012. This process consists of blasting pressure onto the soiled parts, using CO

2 at very low temperature.

I n Be lg ium, CMI Energy repaired a seriously damaged recovery boiler built in 1997 by a competitor. Thanks to a rapid and efficient intervention, the teams of CMI Energy managed to re-commission the power station in 11 weeks, having faithfully reconstructed the inlet duct and other damaged components of the boiler.

A market share exceeding 10% In 2012, CMI Energy and its licensees sold 23 boilers throughout the world. CMI thus confi rmed its position, and thereby maintained its share in the recovery boiler market at over 10%. Independent from any turbine manufacturer, EPC or electricity producer, CMI Energy demonstrates its capacity to gain acceptance for the quality of its offering throughout the world. Its boilers are most often specifi ed for the ever more effi cient and increasingly powerful latest generation turbines.

In China, Wuxi Huaguang Boiler, a licensee holder of CMI Energy, multiplied its order bookings in 2012. This follows the extension of the CMI

l icensing agreement to include horizontal technology and the opening of a CMI sales office in Wuxi in 2011. To keep pace with growth in the Chinese market, Wuxi expanded its manufacturing and assembling capacities in 2012.

Flexibility in the service of yield In the spring of 2012, CMI Energy landed a contract for an innovative project: the construction in Bouchain (France) of a new generation combined cycle electric power station, equipped with the FlexEffi ciency50 technology from GE Energy. CMI Energy was mandated with the design and supply of the boiler for this power station, in particular thanks to its technical expertise and its competence in designing a fast-

starting boiler that can operate at high steam temperatures. The CMI boiler enables the electric power station to reach its maximum power in

less than 30 minutes with a yield exceeding 60%. This remarkable p e r f o r m a n c e i s highly appreciated by electricity producers confronted with a growing fluctuation in generation needs, particularly to offset the intermittent nature of

renewable energies.

One key driver: technological excellence CMI Energy has built a solid reputation by focusing on improving the design of its products. In 2012, its horizontal recovery boilers were optimized. CMI Energy bolsters its competitiveness by now providing three horizontal boiler designs. The “CMI Bundle“ design meets the expectations

The 2012 round

Power, � exibility,

yield

An even more competitive

design

▶ The � exibility of CMI heat recovery boilers enables an effective response to growing � uctuations in demand for electricity.

24

of the market by offering more competitive technical solutions. The “CMI M-100“ design accelerates on-site assembly, thanks to the prefabrication of certain structural and reinforcing elements in the workshop. Finally, the “CMI B+“ design also simplifi es assembly as the frame columns are integrated in the workshop.

The Middle East, a key marketCMI Energy has been conducting business in the Middle East for several decades. In 2012, CMI Energy sold eight boilers for the fi rst combined cycle in Iraq and two boilers in Turkey, bringing the number of CMI boilers installed in this latter country to 25.

In 2012, CMI Energy also renovated 16 boilers in the United Arab Emirates and multiplied its technical conferences and missions in this region of the world.

Key Figures

2008 2009 2010 2011 2012

Turnover (EUR 000) 338 548 268 457 135 197 169 430 165 541

Order entries (EUR 000) 376 035 36 778 157 532 168 006 166 636

Workforce (on 31 December) 285 281 260 273 286

▶ Always attentive to supporting its customers throughout the life-cycle of their equipment, CMI Energy has thus met with outstanding success in its aftermarket activities.

Electricity storage thanks to thermo-solar

energy

OutlookIn 2013, CMI Energy will concentrate its attention on commissioning the solar power plant Khi Solar One, the performance of which will be decisive for the future of “tower“ technology. It will also continue the development of higher capacity solar receivers and will optimise its energy storage mechanisms to strengthen its presence on the tower solar power station market.

Where recovery boilers are concerned, the future situation is expected to differ depending on markets. In Europe, the high price of gas (three times higher than in the United States), the low impact of the CO

2 quotas

mechanism and the subsidies granted to renewable energies, stand in the way of enabling combined cycle power stations to operate suffi ciently to be profi table. Only a stable political framework in Europe, particularly with regard to the remuneration of production capacities made available, could revive investments. In the United States on the other hand, a highly active market is expected, mainly following the massive exploitation of shale gas, which makes the price of gas competitive. In the Middle East, and mainly in Saudi Arabia, the conversion of open cycle gas turbines to combined cycle holds out excellent prospects for CMI Energy, whose technology is particularly well suited to this.

In line with its growth ambitions and with the CMI 2017 vision, CMI Energy will also seek to strengthen its aftermarket service activities for boilers installed in combined cycle power stations. This market is particularly promising as 5 000 HRSG’s are in operation throughout the world. CMI Energy also aims to broaden its current offering. More specifi cally, with the support of its Indian licensee Larsen & Toubro, it plans to promote single-wide boilers installed behind gas turbines of 80 MW maximum. In 2013, it will target the market of lower capacity power stations in South East Asia, India and the Middle East.

Finally, CMI Energy will remain attentive to opportunities to develop its offerings through alternative lines of power generation, by calling upon the experience and technologies already available in the Group.

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 25

6 830Megawatts will be generated by electric power stations for which CMI Energy supplied boilers in 2012.

60% The CMI boiler installed in the EDF power plant at Bouchain (France) enables a yield of over 60% to be achieved.

120CMI boilers are installed in the Middle East.

4 000 The Khi Solar One power plant in South Africa has 4 000 mirrors of 120 m² which transmit solar energy to the CMI receiver located on top of a tower.

▶ Remaining true to its reputation for technological excellence, CMI Energy now offers three horizontal boiler concepts: the “CMI Bundle“, the “CMI B+“ and the “CMI M-100“.

The authority on weapon systems integrated on highly mobile armoured vehicles CMI Defence is the undisputed technological leader in multifunctional, high-power weapon systems for light and medium weight armoured vehicles. Independent from any and all vehicle manufacturer, CMI Defence is known for the technical and operational excellence of its equipment, but also for its capacity to provide integrated solutions that make it a reliable partner of modern armed forces.

CMI Defence relies on its cutting edge expertise in software, ballistics and mechatronic engineering to design and integrate gun-turret systems for the entire 20 mm to 120 mm calibre range. Embodying the essence of the Cockerill brand – great fi re power for a light weight system – this equipment packs performance superior to that of equivalent systems on the market while ensuring the mobility and protection of the crews. The electronic architecture of the systems gives them

unrivalled modularity so that customers can upgrade them easily, rapidly and at moderate cost.

CMI Defence also provides its customers with technical and tactical assistance to optimise their integrated logistics, plus advice and support throughout the life-cycle of their equipment: training, maintenance, on-site and remote technical assistance, modernization, documentation, spare parts, tools, etc. The missiles and the PC-Based or embedded simulation systems are two recent examples of the capacity of CMI Defence to develop specifi c products in order to improve equipment use and operational effi ciency.

Always at the cutting edge of innovation, offering constantly greater value, CMI Defence anticipates the growing versatility requirement to help improve the operational response, fl exibility and effi ciency of modern highly mobile armed forces.

CMI Defence

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 27

Driven by a capacity to innovate that is part of its DNA, CMI Defence experienced a particularly intense year in 2012 on every front.

On the technological front, CMI Defence doubled its offering by supplementing its range with medium calibre systems. Supported by an increasingly more modular design, the developments made to one calibre can be applied more and more rapidly to other calibres within the range.

On the operational front, CMI Defence pursued fi ve programs concurrently, two of which were finalised during the course of the year.

On the commercial front, the activity was driven by a noted presence at the Eurosatory 2012 fair, the world defense meeting place. CMI Defence unveiled, by way of world premier a simulator embedded in a turret. The year was brought to a close on the commercial front with an extension of the contract for additional simulators which refl ects only partially the promising potential of the new CMI Defence portfolio.

Finally, internally, CMI Defence continued its evolution to bring its talents, organization and infrastructure in line with its new ambitions.

New success for the simulator In December 2012, some 15 months after it had landed an initial contract, CMI Defence was entrusted with an order extension for six additional Cockerill LCTS 90MP turret simulation systems. Placed on turrets or used as external stations, these simulators can virtually reproduce theatres of military operations and have crews operate in a flexible, controllable space-time framework, analysable ad infinitum. It is an effi cient, cost-effective training tool for preparing troops. CMI Defence unveiled this embedded simulation system by way of world premier at the Eurosatory defense fair in Paris (France) in June 2012.

Supplementing the offering in the 20-120 mm range Following the simulator in 2011, CMI Defence is continuing to expand its technology portfolio with the development of Cockerill medium calibre turrets. Capitalising on previous developments, the engineers of CMI Defence designed and

assembled a qualification demonstrator in less than 12 months. The Cockerill Medium Calibre is today certified by the Dutch organization TNO at the pre-industrialization stage (TRL7, which corresponds to the

demonstration of the prototype system in an operational environment), and is thus ready to be marketed.

At Eurosatory 2012, CMI Defence also launched its remote-operated medium calibre station, the Cockerill CPWS adjustable to 20-25-30 mm calibre. This unmanned system provides maximum protection for the vehicle crew – a major concern for modern armed forces.

At the end of the year, CMI Defence also launched the development of a 120 mm calibre system based on a combination of existing and acquired technologies.

Missile: from the Falarick® 105 to the Falarick® 90The Cockerill CT-CV® 105HP system can be used as a missile launcher since 2010. It was at Eurosatory 2010, in fact, that CMI Defence had unveiled the Falarick® 105, an anti-tank guided missile developed to signifi cantly boost the fi re power of its 105 mm system.

Backed in this approach by the armed forces, CMI Defence organized test campaigns in 2012 for a Falarick® 90 missile launched from its Cockerill LCTS 90MP system. Like its 105 mm counterpart, the Falarick® 90 offers users of medium pressure Cockerill 90 mm turrets a considerable advantage, as they can now reach a distant target while remaining out of range, without being identifi ed as the missile launchers.

Five programs simultaneouslyThe year 2012 was particularly active on the operational front with fi ve contracts carried out

simultaneously. Two of these were finished on schedule during the course of the year. In October 2012, the Belgian Army accepted the last turrets from CMI Defence, thereby bringing its Armoured Infantry Vehicle (AIV) program to a close. It may be recalled that this program entailed the delivery of 18 Cockerill LCTS 90MP systems along with the assembly of 117 Piranha armoured vehicles in the Aubange (Belgium) production unit. In December 2012, the last 22 Cockerill CSE 90LP systems ordered in 2010 under a program for the Indonesian army were also delivered on schedule.

Additionally, the last kits of the program to modernise 144 Cockerill LCTS 90MP systems initiated in 2010 were delivered and are being assembled on-site by local CMI teams.

Finally, the progress on the program initiated in 2011 for the supply of 84 new Cockerill LCTS 90MP systems is on target, as is the completion of the fi rst order for Cockerill LCTS 90MP turret simulation systems, likewise initiated in 2011.

The 2012 round

▶ The embedded simulator of CMI Defence was unveiled at Eurosatory 2012 as a world premier.

Innovation as DNA

28

The ability to carry out these fi ve programs simultaneously attests to the makeover of CMI Defence, which has succeeded in bringing its organization and infrastructure into line with its new ambitions, engendered by the extension of its portfolio.

Increasingly more international The extension of CMI Defence portfolio goes hand in hand with an increasingly more international base. CMI Defence is bolstering its modular design approach to facilitate transfers of technologies to other geographical areas. This enables it to handle an increasing activity level and to assume the execution of several programs concurrently, thanks to access to several production sites. Already present in Belgium and in France, CMI Defence can also offer even more effi cient local manufacturing possibilities, particularly appreciated by its customers for the economic benefi ts this brings.

Sustainable talent management Following six successive years of growth, the CMI Defence labour force continued to increase in 2012, by nearly 20%. This phenomenon is the logical consequence of an increase in activity, whether technological, commercial or operational. As rapid as it is sizeable, this growth is obviously a strength, but also a real challenge for the organization. CMI Defence has approached this challenge as an opportunity to make its processes and operating

methods even more professional.

In the short term, CMI Defence has endeavoured to integrate new staff, so that everyone can be fully operational within a particularly short period of time.

Looking to the longer term, CMI Defence embarked on a complete internal reorganization. The roles and responsibilities of

each department were honed and redefined and the interfaces clarified. At the same time, CMI Defence launched a vast knowledge management project. Named

“OPALE“, this program aims to map key resources, network expertise and proceed to a structured sharing of operating experience. Redeployed in this way, the teams can place their talents at the full disposal of the current and future activity of CMI Defence.

Key Figures

2008 2009 2010 2011 2012

Turnover (EUR 000) 10 546 63 437 59 441 197 567 260 229

Order entries (EUR 000) 3 831 276 446 308 891 60 636 34 081

Workforce (on 31 December) 65 82 101 145 175

▶ Unveiled at Eurosatory 2012, the protected, remotely operated Cockerill CPWS station (20-25-30 mm) provides better protection for the vehicle crew. Developed in record time, the Cockerill Medium Calibre turret range is extensively adaptable: it can incorporate several guns, secondary armaments, sighting and protection systems… irrespective of the manufacturer of the vehicle and the subsystem.

Extension of the product

portfolio

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 29

Outlook Taking full advantage of its technological momentum, CMI Defence intends to continue the development and marketing of new solutions for armed forces. CMI Defence will thus work on its 120 mm calibre system as well as on the development of additional solutions for military operations.

The teams of CMI Defence should materialize part of the potential of a particularly well fi lled tender book in 2013. They will also look into opportunities to broaden the international base of CMI Defence by reinforcing the recognition of Cockerill systems as a brand, and by establishing subsidiaries in certain

regions where programs have been identifi ed for the medium term.

Internally, CMI Defence will concentrate on the OPALE project which organises knowledge management. It will also take every measure for the security of its technologies, whether in terms of patents and the management of intellectual property or the transfer of technologies to its subsidiaries.

Innovat ion , commerc ia l successes , operational excellence, internationalization: CMI Defence will continue to show its added value in 2013 to improve the operational

response capability, fl exibility and effi ciency of modern, highly mobile armed forces.

2The CMI Defence offering doubled in 2012 thanks to the development of its medium calibre range.

5CMI Defence’s teams have carried out � ve programs simultaneously in 2012.

6The workforce of CMI Defence has grown for six consecutive years.

▶ Like all Cockerill weapon systems, the CT-CV® 105HP is able to be adapted for both wheeled and tracked vehicles. One of its major advantages is its capacity to launch Falarick® 105 missiles.

Engineering in the service of industrial com-petitivenessAs an expert in industrial processes, CMI Industry designs, integrates, supplies and upgrades industrial equipment in the mechanical, thermal, chemical, biological and energy effi ciency fi elds.

CMI Industry supplies steelmakers with cold rolling mill complexes and all their related equipment. Designed by CMI, these facilities boast state-of-the-art technologies for the production of increasingly more sophisticated fl at carbon steel. Some of these technologies are also available in equipment for processing other products such as stainless or electrical steel or long products.

For other process industries, CMI Industry provides Service to Projects solutions, assuming full charge of the complete installation of their new production facilities including all technologies. CMI has in particular developed expertise in managing complex projects in emerging economies where it has established effi cient local networks.

CMI Industry also provides industrialists with technological solut ions for reducing their environmental footprint. Some of these solutions improve the functioning of this equipment to reduce energy consumption and polluting emissions. Others are used to recover waste heat or to treat or recycle polluting effluents and emissions. And yet others recover industrial waste, while improving productivity and the quality of fi nished products.

In all cases, CMI Industry provides tailored technological solutions to guarantee a rapid return on investment, further enhanced by related services such as the know-how transfer, expert services for training, commissioning, remote assistance and performance audits for the facilities.

To serve its customers in every corner of the globe, CMI Industry has technological centers and commercial and operational Business Units in Europe, North America, Latin America, China, India and Russia.

CMI Industry

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 31

In a worldwide economic context not very conducive to investments, CMI Industry focused on adaptation in 2012.

On the steelmaking front, it responded to a structural slowdown of investments in new capacities by diversifying its equipment toward new qualities of steel, new types of processing lines and new solutions to optimize their technical and environmental performance.

Beyond this traditional market, CMI Industry has continued to diversify its industrial solutions in such fi elds as effl uent treatment, energy efficiency, biomass recovery, extractive metallurgy, and Service to Projects.

Dedicated to innovation, 2012 was a pivotal year for CMI Industry. Half of the orders booked during the year consisted of solutions that were not in its portfolio in 2008. This offer renewal rate is promising for the future of CMI Industry which remains attentive to its markets.

Extending the steel processing lines offering In high end applications for flat carbon steel, the galvanizing lines of CMI Industry have long shown their technological capabilities. To meet the demands of the market, CMI Industry has also developed aluminium coated steel sheet processes that are increasingly appreciated in the automobile industry. In 2012, CMI Industry sold two lines of this type in Italy and China. Furthermore, CMI Industry designed a latest generation continuous annealing line for China, which is currently being installed.

In France, the teams of CMI Industry successfully completed the upgrade of a stainless steel annealing/pickling line, including the supply of a new furnace and a new pickling section.

Advances in continuous rolling Already the world leader in reversing rolling mills with its Indian subsidiary CMI FPE, CMI Industry continues its mastery of continuous rolling. In 2012, CMI took a new decisive step

with the commissioning of the cold rolling mill of ArcelorMittal Avilès (Spain). It is the fi rst thorough revamping of a tinplate rolling mill.

In addition, CMI supplied two latest generation skinpasses in 2012, one in Germany and the other in Canada, intended for high end products.

Supplier of know-how for China Having supplied the Chinese steel industry for ten years with the installation of new capacities, CMI Industry has adapted to what has now become a stable market and to the objectives of the 12th Chinese fi ve-year plan. This plan encourages Chinese industries to produce better rather than more. Faced with this development, CMI Industry emphasized its expertise and know-how transfer services. In particular, it concluded a service contract with the steelmaker Shougang in 2012 to optimize the use of certain production facilities.

Furthermore, CMI Industry widened its partnership network by creating a joint venture with WISET, the engineering subsidiary of the steelmaking giant WISCO. Named Wuhan Cockerill Engineering and Technology Co.Ltd., this joint venture is installed in Wuhan. It will advise and support WISCO in particular in its plans to boost its production capacities and to improve its existing facilities. CMI now has four capital interests in China, which represent partnerships with leading players in Chinese industrial engineering.

Production capacity doubled in India

CMI Industry engaged in intense commercial and operational activities in India in 2012. On the commercial front, order bookings for CMI FPE, the Group’s Indian subsidiary, remained at a sustained

level. The customer portfolio is expanding far beyond the Indian subcontinent, particularly in Africa, Vietnam and even in Turkey, where CMI FPE concluded a contract with Tezcan Galvaniz AS in 2012 for the supply of a 6-Hi reversing cold rolling mill.

On the operational front, CMI FPE inaugurated in May the extension of its Taloja (Maharashtra) facility. In its new confi guration, the workshop can simultaneously take charge of the assembly of ten cold rolling mills or two fi ve-stand tandem

rolling mills, thereby doubling its initial capacity. This investment is accompanied by an in-depth reorganization of the manufacturing fl ows and project management processes, the full impact of which will be appreciated in 2013. CMI Industry also laid the fi rst stone of a new plant in Hedavali.

Out to conquer stainless and electrical steel CMI Industry signed a cooperation agreement with Siemens VAI during the year to jointly conquer the stainless and electrical steel markets. The two companies draw on this partnership to offer a combination of the best mechanical and rolling technology as well as chemical and thermal technologies. Together, they provide fi rst-rate solutions that are more profi table and more energy effi cient.

Toward greener industries In 2012, CMI Industry confi rmed its technological expertise in energy efficiency solutions, particularly through several furnace upgrade projects for the Vallourec Group. These operations led to improvements in energy consumption exceeding 30%. Similarly, the installation of a heat recovery system from smoke on the furnace of a continuous annealing line at Tata Steel Port Talbot (UK) will constitute a new step toward its energy independence with an excellent return on investment. Finally, the application of mathematical models on several processing lines in Europe and the United States, have made it possible to reduce their energy consumption while improving productivity and product quality.

In 2012, CMI Industry also added to its range with the development of solutions for industrial effl uent treatment and for fl uid recycling.

The 2012 round

▶ In September 2012, CMI celebrated ten years of presence in China by bringing together its personnel and partners during the Chinapolis meeting.

Transfer of know-how

32

Start up of a fi rst line for Michelin Since 2010, CMI Industry has been developing an offer of Service to Projects based on its experience and professionalism. Its strength lies in its capacity to accompany its customers in regions where it can capitalise on its networks of partners, suppliers and subcontractors and on its knowledge of the local legal context. Another particularly appreciated element: given its experience in technical project management, CMI can preserve the technological confi dentiality of the equipment to be installed, while ensuring the overall management of the project.

CMI is thus accompanying Michelin which has been expanding worldwide for nearly three years now. It has been entrusted, in turn, with the establishment of rubber mixing plants in China, India, Brazil and North America. The fi rst of these plants was successfully commissioned in 2012.

Extractive metallurgy: a new chemical outlet

In 2012, CMI Industry capitalised on the potential of its chemical treatment solutions beyond its traditional markets. Following the calcination of molybdenum and the extraction of nickel and magnesium oxide, it developed solutions for the separation and purification of rare earths, and for the recovery of acid used to extract alumina and titanium oxide. These developments in extractive metallurgy were rewarded with an

initial order for an acid regeneration unit in Canada.

New horizons for heat treatment furnaces CMI Industry took advantage of 2012 to get the maximum out of its industrial thermal systems and to embark on new outlets. With a range of technologies reinforced in particular by powerful digital simulation and modelling resources,

in 2012 CMI Industry sold heat treatment furnaces to major customers in the aeronautics, automobile, tubes and energy sectors. Well-known names such as Safran, Farinia, Eramet and Veridiam opted for the excellence of energy solutions from CMI Industry.

Roasting for Nesa Solutions®

Following the pyrolysis of electronic waste, the activation of coal, the decarbonation of industrial minerals and the sintering of molybdenum, the multiple hearth furnaces from Nesa Solutions® now include an additional application: CMI Industry marketed a pilot biomass roasting process for the fi rst time in 2012. This contract was concluded with the French Atomic Energy and Alternative Energies Commission (CEA) following a development effort carried out under the European Torbigap project. The agreement with the CEA also includes a research component over four years with the objective of investigating the roasting process in greater depth.

Treatment of liquids: naturallyActive in the treatment and recycling of industrial effl uents since the acquisition of the French fi rm Proserpol at the

Key Figures

2008 2009 2010 2011 2012

Turnover (EUR 000) 285 554 256 625 201 800 181 905 208 417

Order entries (EUR 000) 378 483 86 157 208 423 282 670 128 818

Workforce (on 31 December) 1 154 973 957 1 105 1 178

Expert in complex project

management

Energy ef� ciency solutions

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 33

Outlook CMI Industry will pursue a dual approach in 2013. It will strengthen its technological base among steelmakers throughout the world by relying on its expertise and capacity for innovation. It will also continue to develop an offer of state-of-the-art solutions to manage the production facilities of an increasingly diversifi ed set of industries.

The year 2013 will also witness an internal reorganization assuring optimal efficiency for these two activities in accordance with their respective markets. The aim in both cases will be to complete the integration of technologies currently in the portfolio to further improve the innovative nature of CMI solutions and equipment.

The approach is naturally dictated by an unrelenting quest for synergies by systematically applying each solution to each technical and geographical market under the same guiding principle: to meet the specifi c needs of each customer.

Aware of the universal need to reduce the environmental footprint of industries, CMI Industry will focus its developments, action plans and commercial approaches chiefl y on this theme, convinced that

this approach will prove benefi cial not only to the planet, but also to industrialists.

Finally, CMI Industry will endeavour to improve the competitiveness of its offerings, through a continuous search for technological and operational excellence and an alignment of overheads

at the level of the activity.

end of 2011, CMI Industry met with considerable success on this market in 2012. The most indicative elements of such success include the contract concluded with a subsidiary of the Solvay chemical group for the delivery of new treatment units for its plant in Tavaux (France). This facility is to be commissioned in July 2013.

50%of orders taken by CMI Industry in 2012 involve activities which entered the portfolio after January 1st 2008.

7In 2012 CMI Industry concluded its seventh Service to Projects contract.

10 Since 2012 CMI Industry is bene� ting from a doubled production capacity in India, and is now capable of assembling ten cold rolling mills at the same time.

▶ Already the world leader in reversing rolling mills, CMI Industry is earning a reputation for excellence in continuous rolling year after year.

▶ Stainless steel, electrical steel, extractive metallurgy, biomass recovery, heat treatment, ef� uent treatment, Service to Projects, etc.: CMI Industry has broadly expanded its expertise, initially focused on � at carbon steel.

▶ CMI Industry is investing in India for the bene� t of its organization as a whole.

Ever more technological

CMI Services assisting you CMI Services provides its customers with the assembly,

operational management, modernization and

maintenance of their industrial facilities. It carries out

scheduled or unscheduled specialised interventions, and

local services to improve the technical, economic and

environmental performance of their equipment.

The CMI Services offering ranges from simple repair of

components to the complete overhaul of facilities, and also

includes maintenance, specifi c engineering and expertise.

With its scheduled interventions, CMI Services assumes the

full management of a project, from preparatory studies to

implementation by specialised staff.

CMI Services is made up of a network of local intervention

units, workshops and technology centers. It has

permanent installations in Belgium, Brazil, France, and

Luxembourg and an occasional presence in North Africa,

the Middle East and South-East Asia.

Thanks to an ever-wider and ever-more-technological

portfolio, CMI Services caters to a large number of

industries: conventional, renewable and nuclear power

generation, the steel industry, petrochemicals, rail,

cement works, mines and quarries, etc.

CMI Services also designs and supplies new equipment

in its areas of specialization (industrial steam generation

boilers, shunting locomotives, etc.) as well as customised

parts, components or subassemblies (gears and

gearboxes, butterfly valves, spare parts for Cockerill

Diesel engines, etc.).

CMI Services is an valued partner for the complementary

nature of its expertise in engineering, implementation and

project management.

CMI Services

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 35

Although the global economic context was rather sluggish, CMI Services managed to record some notable successes thanks to the quality of its agency network and the diversity of its services. The success of its diversification approach is reflected in the fact that the steel industry, its historical client, accounted for only one third of its turnover in 2012, while new segments such as services for the nuclear industry, petrochemicals, mines and wind energy increasingly grew in importance.

In Brazil in particular, CMI Services expanded i ts customer port fo l io substantially toward oil and gas, mines, power generators and engineering fi rms that subcontract to it maintenance operations, specialised services and the erection of industrial installations.

I n F r a n c e a n d B e l g i u m , C M I Services succeeded in attracting new customers and in consolidating its market shares by making use of its talents’ expertise and know-how.

In parallel, CMI Services laid the foundations for development in new regions, particularly in Africa.

New status in the nuclear sector Having entered the French nuclear market in 2008, CMI Services is today one of the reference suppliers of Electricité de France (EDF). In November 2012, CMI thus earned the highest assessment score for an eight-week operation to overhaul the primary and secondary circuits (259 taps and valves) of one section of the nuclear power station at Paluel (France).

In 2012, going beyond its usual services for fi ttings, opening and closing of reactor vessels, and the fi re circuits, CMI Services also placed its engineering capacities at the service of EDF by developing innovative storage containers for activated nuclear components and waste to be replaced as part of the effort to extend the

life-cycle of French nuclear power stations or to dismantle them. The next step has already been identifi ed: upgrade the design of this packaging for such materials so that these components can not only be stored but also transported.

Finally, CMI Services was invited by EDF to join the select club of partners involved in its “Grand Carénage“ program devoted to the modernization and safety of French nuclear power stations.

Brazil is booming CMI Services established itself in Brazil in 2003 to carry out a global maintenance contract. This seven year contract involved the steelmaking complex of Vega do Sul. CMI Services has since then developed rapidly in the country. Today it has branches in the principal states of the South and South East: Santa Catarina, Minas Gerais, Espírito Santo and Rio de Janeiro.

In 2012, CMI Services also developed business relations with renowned industrialists such as the Ferrous mining group, with which it signed

a contract for the global maintenance of the Viga mine, and the energy company Tractebel Energia Brasil. It also won important orders from the steelmakers ArcelorMittal, Gerdau and Usiminas.

Driven forward by a diversifi ed and promising business context in the steelmaking, mining, energy and oil & gas sectors, CMI Services increased its turnover in Brazil by 30% compared to 2011, with a workforce of almost 500 persons as at December 31.

Densifi cation of the French networkCMI Services capitalised on 2012 to boost its presence in France even further. Already present in the East, the South and the North of France, it signed a maintenance contract in Ancizes, in the center of the country, with the special steel and alloy producer Aubert & Duval (Eramet Group). This is a fi ve year progress contract concluded with a new customer. Using this contract as a base, CMI Services intends to establish a permanent presence in this region to provide services to local industrial concerns.

CMI Services also opened a branch in the Paris region in 2012 to meet the needs of “La

Compagnie Parisienne de Chauffage Urbain“. It is thus through its expertise in energy that CMI Services is embarking on the conquest of industrialists in the Paris region.

Setting course for Africa The growth of CMI Services also involves expanding into new territories. In 2012, CMI Services set up a prospecting team in charge of looking into business opportunities in Africa, where it can call upon long-standing references. Initial contacts have been made, particularly in the Ivory Coast and the Democratic Republic of Congo, along with Congo Brazzaville. These may lead to recurrent activities in these countries in 2013.

The 2012 round

▶ CMI Services is now among the reference providers of Electricité de France (EDF) on the French nuclear market. Its engineers have developed innovative storage containers for activated nuclear components and waste.

Increase the added value of services

36

It is noteworthy that it was from the Ivory Coast that CMI Services assumed the task of rapidly and economically renovating shunting locomotives.

Rejuvenation for Cockerill Diesel engines CMI Services is the exclusive world suppl ier of genuine spare par ts for Cocker i l l Diesel engines. CMI Services takes further advantage of this exclusivity every year, given the many Cockerill engines i n ope ra t i on t h r oughou t the world. In 2012, CMI Services thus concluded numerous contracts for the supply of spare parts and the renovation of Cockerill engines. A particularly important contract is that signed with Sonelgaz, the Algerian energy operator.

Increase of fl ow rate in hydraulic power plants In 2012, CMI Services continued to organize its offering of services to hydraulic power plants. Following some initial experiences in 2011, it acquired its first certifications

(for the maintenance of turbines and the renovation of valves) and landed nine maintenance and renovation contracts from EDF Hydraulique during the course of the year. This development of services for EDF Hydraulique is in line with the ongoing acquisition of experience in this field by

CMI Services in Belgium.

CMI Services will build on its initial success to continue its forward path in 2013, gearing its development particularly toward further certifi cations at EDF Hydraulique.

Wind in the bladesIn 2011, CMI Services signed a 12-year contract for the electromechanical maintenance of 54 wind turbines at the Thornton Bank offshore wind farm (North Sea). The fi rst full year of operation of this contract proved most instructive and satisfactory. The year also saw a number of other occasional contracts from REpower Systems. The CMI Services teams also capitalised on 2012 to develop this initial meaningful reference among other (future) operators of offshore wind farms, with an expectation of similar new contracts in the long term.

Key Figures

2008 2009 2010 2011 2012

Turnover (EUR 000) 190 578 146 254 165 499 161 764 158 602

Order entries (EUR 000) 174 957 131 577 171 876 183 323 157 475

Workforce (on 31 December) 1 723 1 692 1 831 1 706 1 885

▶ CMI Services is capitalizing on its 12-year contract with REpower Systems at the Thornton Bank (North Sea) to develop unique expertise in the maintenance of offshore wind farms.

Diversi� cation, the leitmotiv

Africa, for tomorrow’s

success

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Operational activities 37

OutlookGeographical expansion, diversifi cation of client industries, development of high added value activities: these three themes summarise the strategy that CMI Services intends to pursue in 2013.

The geographical expansion will be mainly geared to New Caledonia and to Africa where CMI Services has identifi ed outlets for growth in the Democratic Republic of Congo, Congo Brazzaville, Ivory Coast and Morocco. CMI Services naturally intends to bolster its positions further in Brazil where opportunities are increasing.

The diversification of client industries will be pursued on two fronts. First, an effort will be made to consolidate the market shares acquired in the fi rst sectors into which CMI Services diversifi ed its activities, namely energy, the nuclear industry, wind energy, and petrochemicals; and secondly, CMI Services intends to develop market shares in fi elds approached more recently such as mines, quarries and hydraulic power generation.

CMI Services will ensure it provides services with ever greater added value to all these territories and all these client industries. It will therefore optimally develop its design and engineering

capacities in all its areas of specialization to meet the specifi c needs of its customers.

Finally, all these strategic projects and developments will be pursued with constant attention to the safety and self-fulfi lment of the men and women who make up its teams, as CMI Services considers its teams to be its greatest asset.

50% The CMI Services workforce in Brazil doubled in 2012, and now stands at almost 500 persons active in the country.

67% In 2012 CMI Services achieved 67% of its turnover outside of its traditional steelmaking market.

5 CMI Services has concluded with Aubert & Duval (Eramet Group) a � ve year contract for the maintenance of its site in Ancizes (France).

▶ In Brazil, CMI Services developed its activities to increasingly more varied industries: steel, energy, petrochemicals, oil and gas, etc. Here, the maintenance of the Viga mine, for the Ferrous Group.

▶ The value of the services provided by CMI Services is based on the response to customer needs. Here, an intervention at height by recourse to mountaineering techniques, rather than to scaffolding, but always safely.

Coherence and cohesionCMI Group is governed by decision-making bodies that reflect the Group’s organisational approach. They operate at three levels: the Group, the sectors and the operating units.

Beyond this management hierarchy, coordinating bodies within each support function ensure the cohesion of the Group and of cross-sectorial actions.

The stable shareholders endeavour to ensure the continuity of governance and management bodies at Group level, while securing their development. Furthermore, new committees are set up to strengthen the governance in line with the Group’s expansion. For example, a Risk Management Committee and an Ethics Committee were created in 2012.

Corporate governance

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Corporate governance 39

Bernard Serin Pierre Meyers Gérard Bernard Libert Froidmont

40

The Board of Directors

CMI’s Board of Directors comprises nine members, including one executive director and eight non-executive directors, chosen for their strategic, industrial, fi nancial, social and commercial experience and their commitment to CMI.

Without prejudice to its legal and statutory powers and those of the General Meeting of Shareholders, the Board of Directors is responsible, upon proposal from the Executive Committee, for:

� Defi ning the Group’s strategic guidelines and annual budget;

� Ensuring the establishment of the appropriate structure and management needed to attain the objectives;

� Making decisions on long-term fi nancing transactions, acquisitions and divestments;

� Monitoring the quality of day-to-day management and its compliance with the charted strategy;

� Providing quality information to shareholders.

To perform its missions, the Board of Directors is assisted by:

� An Audit Committee;

� A Risk Management Committee;

� An Ethics Committee;

� An Appointment and Remuneration Committee;

� A Development Committee;

� An Executive Committee whose members can be invited to attend Board Meetings when important items within their scope of responsibilities are on the agenda.

The Board of Directors meets at least four times a year. Critical issues may require additional meetings to be held. In 2012 the Board of Directors met four times, the Audit Committee three times, and the Appointment and Remuneration Committee twice. Where the net income appropriation policy is concerned, the Board of Directors intends to prioritise the fi nancing of the Group’s strategic industrial development while ensuring a prudent distribution of dividends over an average business cycle.

The Audit Committee The Audit Committee verifi es that the internal control and risk management systems are appropriate and effi cient. It also watches over the quality and integrity of fi nancial reporting and supervises the preparation of the annual accounts in particular. It makes recommendations to the Board of Directors about the appointment, remuneration and independence of external auditors.

It is chaired by Pierre Meyers and is composed of Bernard Serin and Libert Froidmont. It relies on the work of the Internal Audi Unit to carry out its missions. The newly created Risk Management Committee and Ethics Committee also report to it.

The Risk Management Committee To develop its proactive approach to risk management and internal control even further, the Group set up a Risk Management Committee in 2012 to assess the risks faced by the Group and to monitor the action plans for controlling those risks.

Its fi rst mission is to update the consolidated risk mapping of the Group, scheduled for March 2013. In line with the reinforcement of the governance of the Group, this committee is intent on making progress on all levels. It

reports directly to the Audit Committee.

The Ethics Committee Ethics management within CMI Group falls within the remit of the Ethics Committee composed of fi ve members chosen and recognised for their integrity and experience in the Group. This committee is responsible for defi ning good practices in business ethics and making them available to all entities of the Group. It organizes and supervises their implementation and arbitrates when needed. It draws up regular reports for the Audit Committee. Set up in the last quarter of 2012, this committee will be operating at full effi ciency in 2013.

The Appointment and Remuneration Committee The Appointment and Remuneration Committee assists the Board of Directors and the shareholders in choosing directors, members of specialised committees and Group managers to sit on the Executive Committee. This Committee also decides on the remuneration of the Group’s executives, with the assistance of experts independent of CMI’s management bodies. It is chaired by Bernard Serin and composed of Pierre Meyers and Libert Froidmont.

The Development Committee The sustainable development of an engineering group depends highly on its capacity to regenerate its portfolio of technologies and products. Created in 2011, the Development Committee defines the Group’s policy on development and innovation. It sets the priorities for the coming financial years, makes sure that sufficient

Albert Henon

Hans-Joachim Krüger Nicolas Serin Louis Smal Maurice Semer

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Corporate governance 41

The Board of Directors (on 31 December 2012) - Term of offi ce expires in: April 2013

Bernard Serin, Chairman and Managing Director (Executive)

Pierre Meyers, Vice-Chairman

Gérard Bernard, Independent Director

Libert Froidmont, Independent Director

Albert Henon, Independent Director

Hans-Joachim Krüger, Independent Director

Nicolas Serin, Director

Louis Smal Consulting, Represented by Louis Smal, Independent Director

S2M Productions SPRL(1), Represented by Maurice Semer, Independent Director

(1) Appointment of S2M Productions, represented by Maurice Semer, co-opted at the meeting of the Board of Directors of 11 December 2012 to replace Jean Potier who passed away in September 2012.

resources are allocated, and monitors the progress of projects through periodic reviews. It also supervises the proper implementation of decisions in the different Technology Poles. This committee is organised by the Chief Development Offi cer and chaired by Bernard Serin. It meets four times a year, but may meet more frequently as and when required by the intensity of the developments portfolio.

The CMI Group shareholders (on 31 December 2012)

Percentage Number of shares

Euremis Luxembourg SA 80,65% 659 478

Chrysos SA For the Record 1

Dodeca SA 19,35% 158 270

Bernard Serin Pierre Meyers

Brigitte Coppens Yves Honhon Jean-Marc Kohlgruber Pierre Melin

42

The Executive Committee The Executive Committee (COMEX) makes proposals to the Board of Directors regarding the strategy, development, monitoring and fi nancing of the Group’s activities, to ensure profi table growth. It takes operational decisions in line with the decisions of the Board of Directors. It defi nes the options that CMI’s representatives will present at board level of the various subsidiaries. The Executive Committee ensures the optimization of the convergence between operating sectors in fi nancial, human, technical and commercial terms. If necessary it arbitrates. It embodies CMI’s values and spirit, and ensures compliance with the Corporate Identity. It represents the Group before its institutional partners.

The composition of the Executive Committee changes in

line with the development of the Group to guarantee a balanced representation of the operating and functional units.

In its core format, the Executive Committee is composed of the Chairman and Managing Director, the Vice-Chairman of the Board of Directors, four operating managers (one per sector) and four managers of support functions. In its extended version, six senior managers join the Executive Committee for a quarterly operational monitoring and an annual strategic refl ection.

The Sector Committees The Group’s operational management is grouped into activity sectors that benefit from extensive autonomy.

Each of them is headed by an Executive President who heads a Sector Committee (COSEC). These committees are responsible for the profi table and sustainable growth of the activities of the Group in the various markets, consistent with the strategies and policies set by the Board of Directors and the Executive Committee.

The Technology Poles and Regional Committees The operational activities within the Sectors can be grouped according to two complementary – technological and geographic – approaches.

The Technology Poles bring together, under joint authority, the specialised resources of a Sector dedicated to a line of

Patrick Paramore Franck Pasqualini Jean-Luc Taelman Paul Thonon

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Corporate governance 43

The Executive Committee(on 31 Decembre 2012)Bernard Serin, Chairman and Managing Director

Pierre Meyers, Vice-Chairman of the Board Directors

Brigitte Coppens, Chief Communication Offi cer

Yves Honhon, Chief Financial and Administrative Offi cer

Jean-Marc Kohlgruber, Executive President of CMI Industry

Pierre Melin, Executive President of CMI Energy

Patrick Paramore, Chief Sales and Legal Offi cer

Franck Pasqualini, Executive President of CMI Services

Jean-Luc Taelman, Chief Human Resources Offi cer

Paul Thonon, Executive President of CMI Defence

The Extended Executive Committee (on 31 Decembre 2012)Michel Boyer, Executive President of CMI Thermline

José Callegari, Executive President of CMI Processing Lines

Denis Debroux, Chief Information Offi cer

Jean-Marie Hansoul, Vice Executive President of CMI Energy

Jean Jouet, Chief Development Offi cer

Gérard Kocher, Chief Safety and Environment Offi cer

Certifi ed Public AccountantDELOITTE Reviseurs d’Entreprises

SC s.f.d. SCRLRepresented by Laurent Weerts

Rue Alfred Deponthière, 46BE - 4431 Liège (Loncin)

BelgiumEnd of appointed term: April 2013

products or services that correspond to a specifi c market niche. These poles are responsible for the technological and commercial development of the portfolio of products/services of the market concerned.

Generally part of a separate legal entity, each of the Operational Units is responsible for the profi table execution of the contracts and the satisfaction of its customers. When several operational units coexist within a close geographic area, they can be brought under a joint regional authority, the Region. This arrangement ensures a more efficient commercial coverage, personalised follow-up of customers, and rational use of resources in the same area.

Each Operational Unit has its own management committee. These committees organise the implementation of the operational decisions taken by the Sector Committee (COSEC) in their scope of activities. They are answerable for achieving the targets set for them and for the optimal development of the technical and human resources entrusted to them in compliance with the strategic and policy lines drawn up by their Sector Committee.

At the end of the round: the scoresThe Group consolidates the accounts of all its subsidiaries according to the International Financial Reporting Standards (IFRS).

The Auditor has issued an unreserved opinion on the consolidated accounts of CMI, from which the fi nancial statements below are taken. The complete accounts are published in the 2012 Financial report.

In accordance with the Companies Code, the CMI consolidated accounts, the management report and the auditor’s report are fi led with the National Bank of Belgium. These documents are also available upon request.

Consolidated fi nancial statements

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Consolidated fi nancial statements 45

46

In thousands of euros 31/12/2012 31/12/2011 31/12/2010

NON CURRENT ASSETS 138 426 122 856 130 535

Goodwill 43 617 43 453 40 049

Intangible assets 8 520 4 933 5 617

Tangible assets 52 606 48 515 60 180

Investments in associates 1 937 670

Other fi nancial assets 9 658 8 784 7 957

Other non current assets 4 277 1 596 789

Deferred tax assets 19 747 14 638 15 273

CURRENT ASSETS 339 018 419 379 391 186

Inventories 45 984 60 182 59 060

Trade and other receivables 243 464 294 721 257 838

Income tax receivable 2 168 2 233 1 378

Other fi nancial assets 2 732 4 489 2 128

Cash and cash equivalents 41 137 52 854 61 436

Other current assets 3 533 4 900 9 346

TOTAL ASSETS 477 444 542 235 521 721

Liabilities and shareholders equityIn thousands of euros 31/12/2012 31/12/2011 31/12/2010

Equity 80 973 65 008 115 475

Capital 42 038 42 038 47 000

Other reserves -1 518 -224 2 645

Retained earnings 40 453 23 194 65 830

NON CONTROLLING INTERESTS 7 613 7 067 7 769

NON-CURRENT LIABILITIES 59 201 66 953 34 948

Employee Benefi ts 4 077 3 351 3 306

Provisions 11 457 10 991 6 666

Borrowings 33 055 42 480 16 584

Other fi nancial liabilities 943 2 096 0

Other non current liabilities 3 212 3 730 3 605

Deferred tax liabilities 6 457 4 305 4 787

CURRENT LIABILITIES 329 657 403 207 363 529

Employee Benefi ts 50 3 3

Provisions 8 064 6 325 11 665

Borrowings 20 366 37 215 47 204

Other fi nancial liabilities 1 483 3 766 354

Trade debts 281 381 347 009 289 676

Income tax payable 8 830 1 246 2 116

Other current liabilities 9 483 7 643 12 511

TOTAL LIABILITIES 477 444 542 235 521 721

Assets

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Consolidated fi nancial statements 47

Consolidated profi t and loss account In thousands of euros 31/12/2012 31/12/2011 31/12/2010

Revenue 792 789 710 666 561 937

Cost of sales -655 001 -606 945 -473 861

GROSS MARGIN 137 788 103 721 88 076

Research and development costs -6 428 -5 162 -2 897

Sales and marketing costs -26 526 -20 472 -18 286

General and administrative costs -68 872 -65 799 -62 010

Other operating income / (expenses) -3 836 7 820 6 592

OPERATING PROFIT BEFORE RESTRUCTURING COSTS

32 126 20 108 11 475

Restructuring costs 0 0 -1 470

OPERATING PROFIT (EBIT) 32 126 20 108 10 005

Interest income 272 938 645

Interest charges 2 968 2 587 1 779

Net fi nance cost -2 696 -1 649 -1 134

Other fi nancial income / (expenses) -790 -3 007 -1 555

Share of the net result of associates -516 326 1 234

RESULT BEFORE TAX 28 124 15 778 8 550

Income taxes -9 735 -3 189 -6 420

RESULT AFTER TAX 18 389 12 589 2 130

Non controlling interest 357 639 543

GROUP NET RESULT 18 032 11 950 1 587

48

Company Country Consolidation Method

% ownership ENERGY DEFENCE INDUSTRY SERVICES CORPORATE

CMI SA Belgium G 100,00%

CMI AMERICA INC United States G 100,00%

CMI BEUGIN SASU France G 100,00%

CMI BRAZIL LTDA Brazil G 99,99%

CMI BRAZIL PARTICIPAÇOES LTDA Brazil G 99,99% CMI BRAZIL SERVIÇOS DE MANUT. EQUIP. INDUST. LTDA

Brazil G 99,99%

CMI DEFENCE SARL France G 100,00%

CMI ENERGY FRANCE SAS France G 100,00%

CMI ENERGY SERVICES BV The Netherlands G 100,00%

CMI ENGINEERING (BEIJING) CO LTD China G 60,00%

CMI EPTI LLC United States G 100,00%

CMI EST SCI France G 100,00%

CMI FPE LTD India G 75,00%

CMI FRANCE SAS France G 100,00%

CMI GREENLINE SAS France G 100,00%

CMI INDUSTRY AMERICAS INC United States G 100,00%

CMI INDUSTRY AUTOMATION PVT LTD India G 100,00%

CMI INTERNATIONAL LTD Great-Britain E 99,98%

CMI LUXEMBOURG HOLDING SARL Luxembourg G 100,00%

CMI LUXEMBOURG SERVICES SA Luxembourg G 100,00%

CMI MAINTENANCE EST SAS France G 100,00%

CMI MAINTENANCE HAINAUT SA Belgium G 100,00%

CMI MAINTENANCE NORD SAS France G 100,00%

CMI MCF SAS France G 100,00%

CMI MECAREP SARL France G 100,00%

CMI MUON SAS France G 100,00%

CMI M+W ENGINEERING GMBH Germany G 100,00%

CMI NEISIUS SA France G 100,00%

CMI SERVICES MEUSE SARL France G 52,00%

CMI STALPROEKT SPRL Russia G 100,00%

CMI STIMEC SAS France G 100,00%

CMI SUD SCI France G 100,00%

CMI TECH3I SAS France G 100,00%

CMI TECH5I Pastor SAS France G 100,00%

CMI TECH5I LUXEMBOURG SARL Luxembourg G 100,00%

CMI TRACTION SA Belgium G 100,00%

CMI UVK GMBH Germany G 100,00%

NEYRTEC ENVIRO INC Canada G 100,00%

NICOU ENVIRONNEMENT SAS France G 100,00%

PROSERPOL SAS France G 100,00%

TMO LTD Ireland E 100,00%

G=Globale E=Equivalence

Consolidated companies on 31 December 2012

www.cmigroupe.com Cockerill Maintenance & Ingénierie Activity report 2012 Consolidated fi nancial statements 49

Company Country % ownership ENERGY DEFENCE INDUSTRY SERVICES CORPORATE

CMI CHILE LIMITADO Chili 95,00%

CMI COCKERILL ARGENTINA SA Argentina 34,00%

CMI IBERICA SL Spain 100,00%

CMI INDIA ENGINEERING PVT LTD India 99,99%

CMI POWERINDO SE Indonesia 45,00%

COCKERILL MECHANICAL INDUSTRIES SA DE CV Mexico 100,00%

EMS SA Belgium 46,19%

Non-consolidated companies on 31 December 2012

ENERGYIn Belgium

CMI Heat Recovery [email protected]. +32 4 330 2428

CMI [email protected]. +32 4 330 2505

In the United States

CMI Energy LLC (ex CMI EPTI)[email protected]. +1 814 897 7000

DEFENCEIn Belgium

CMI [email protected]. +32 4 330 2001

In France

CMI [email protected]. +33 3 82 88 8567

INDUSTRY

TECHNOLOGY POLES

[email protected]

[email protected]

PROCESSING [email protected]

ROLLING [email protected]

[email protected]

OPERATIONAL UNITS

In Brazil

CMI Brasil [email protected]. +55 31 3789 5342

In China

CMI Beijing [email protected]. +86 10 5265 9779

In Europe

CMI [email protected]. +33 3 21 47 5200

CMI Greenline [email protected]. +33 1 64 69 5800

CMI [email protected]. +32 4 330 2027

CMI M+W Engineering [email protected]. +49 231 77 52 0

CMI [email protected]. +33 1 30 45 9020

CMI Industry Russia (ex CMI Stalproekt)[email protected]. +7 474 251 6979

CMI Thermline [email protected]. +32 4 330 7704

CMI UVK [email protected]. +49 2602 99 99 0

In India

CMI FPE [email protected]. +91 22 6676 2727

CMI Industry Automation Pvt. [email protected]. +91 22 6676 2727

In the United States

CMI Industry Americas [email protected]. +1 330 332 4661

SERVICES

TECHNOLOGY POLES

[email protected]

[email protected]

[email protected]

[email protected]

[email protected]

OPERATIONAL UNITS

In Belgium (Flanders)

CMI Services Energy [email protected]. +32 3 860 0860

In Belgium (Wallonia)

CMI De [email protected]. +32 4 330 2501

CMI Locos [email protected]. +32 4 330 2433

CMI Maintenance [email protected]. +32 64 52 1611

CMI Worldwide

The Communication Department thanks all those who contributed to the making of this Activity report.

Ce Rapport d’activités est également disponible en français sur demande à [email protected]

CMI also publishes a financial report containing all the financial data in IFRS format. This financial report is available in French and English on request at [email protected]

Information on the CMI Group is available in other languages at www.cmigroupe.com

Produced by

The Communication Department of the CMI Group, in collaboration with Alias Languages, AZPrint, H2 Marketing, Vectis consult and Visible.be.

Edited by: Brigitte Coppens Chief Communication Officer CMI GroupAvenue Greiner, 1 – BE-4100 Seraing – Belgium.

Photo credits: © CMI, Getty Images, Jupiter Images, Shutterstock, Thinkstock, Fabien Vieilletoile.

Publication produced according to ecological standards.© 2013 Cockerill Maintenance & Ingénierie.

CMI Maintenance Liè[email protected]. +32 4 330 2422

CMI Services Energy [email protected]. +32 4 330 2419

CMI [email protected]. +32 64 521 631

In Brazil

CMI Serviços [email protected] Horizonte (Minas Gerais)Tel. +55 31 3789 5342

Joinville (Santa Catarina)Tel. +55 47 3027 7453

Vitória/Serra (Espírito Santo)Tel. +55 27 3065 3566

In France (Center)

CMI [email protected]. +33 3 85 84 42 40

In France (East)

CMI Maintenance [email protected]

BellevilleTel. +33 3 83 23 44 77

BeuvangeTel. +33 3 82 50 60 00

GueugnonTel. +33 3 85 85 45 84

CMI [email protected]. +33 3 82 82 97 28

CMI Services [email protected]. +33 3 29 91 36 56

In France (North)

CMI Maintenance [email protected]. +33 3 28 51 84 20

CMI [email protected]. +33 3 28 66 53 90

CMI Services Energy [email protected]. +33 3 20 67 10 45

In France (South)

CMI [email protected]

MartiguesTel. +33 4 42 05 20 81

Port-de-BoucTel. +33 4 42 06 07 22

CMI Tech5i/[email protected]

FeuillaneTel. +33 4 42 40 05 00

Le PontetTel. +33 4 90 32 43 43

In Luxembourg

CMI Tech5i [email protected]. +352 266 743 10

[email protected]. +55 31 3789 5342

[email protected]. +86 10 6561 1126

Europe (Head Office)[email protected]. +32 4 330 2243

[email protected]. +91 22 6676 2727

[email protected]. +7 495 937 1920

Cockerill Maintenance & Ingénierie

Avenue Greiner, 1 BE - 4100 Seraing Belgium Tel. +32 4 330 22 43 Fax +32 4 330 25 82 [email protected]

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Cockerill Maintenance & Ingénierie

Avenue Greiner, 1 BE - 4100 Seraing Belgium Tel. +32 4 330 22 43 Fax +32 4 330 25 82 [email protected]

www.cmigroupe.com

CMI designs, installs, upgrades and services equipment for energy, defence, steel-making and other general industry markets. Its objec-tive is to assist clients throughout the whole of the life-cycle of their equipment in order to improve the economic, technical and environ-mental performance of this equipment.

The benefits which CMI places at the disposal of its clients are nume-rous: a unique combination of engineering expertise and maintenance along with the management of international projects, a vast geographic and technological scope, and an ability to innovate in accordance with the concrete needs of its customers.

CMI numbers almost 4 000 employees in Brazil, China, the United States, Europe, India and Russia. A private independent Group since 2002, CMI has placed a great deal of emphasis on diversifying its port-folio. Following ten years of pursuing a winning strategy which has now been crowned with the best results in its history, the CMI of today is an attractive technological Group, driven on by a desire for sustainable industrial progress.

CMI, ever more reliable, efficient equipment, and more respectful of the environment.

Energy

Defence

Industry

Services