Publicis Groupe: 2012 Annual Results (EUR million except EPS and dividend)

Thu Feb 14, 2013 1:30am EST

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* Revenue6,610+13.7%
* Organic growth+2.9%
* Operating margin1,064+14.3%
* Percentage Operating margin 16.1%
(2011: 16.0%) 
* Net income737+22.8%
* EPS* (euros)3.36+27.3%
* Free Cash Flow **759+7.8 %
* Dividend *** (euros)0.90+28.6%

*Diluted Earnings Per Share
**Excl. changes in Working Capital Requirements (WCR)
***Payable on July 5 subject to approval at the AGM of May 29, 2013


PARIS--(Business Wire)--
Regulatory News: 

Publicis Groupe (Paris:PUB) 

Message from Maurice Lévy, Chairman and CEO of Publicis Groupe:

"2012 was to be the year of recovery, but turned out to be difficult, uncertain
and disappointing as regards growth and employment, especially in Europe. Yet it
was a record year for Publicis Groupe in terms of revenue, margin, income and
the strength of its balance sheet. 

The global advertising market had been expected to grow by 4.7%, but actual
growth will fell below the 3% mark with advertising income from Euro 2012 and
the London Olympics well below expectations. 

We owe our good performance to the trust our clients have in us, but also to the
talent, passion and outstanding professionalism of our people whose agility and
speed of response enabled us to bring our clients original, innovative and
creative solutions. I would like to express my thanks to our clients and
employees, and tell the latter how proud I am of what they have accomplished. 

Publicis` strategic orientations (digital services and high-growth countries)
played a significant part in this success story. From the start at an early
stage, these strategic options have been implemented with conviction,
determination and tenacity despite the global economic crisis that has prevailed
over the last four years. They have strengthened the Groupe`s competitiveness in
the segments with the highest growth and brightest future, and have made
Publicis the most innovative communications group of all, and not just in the
digital sector. 

The list of our success stories, innovations, and strategic performances would
be too long to enumerate. However, it is a reflection of the vitality and
attractiveness of our offering, as evidenced by the vast array of awards
received, the accounts won and our clients development. We are nonetheless aware
of the need to continue to strive to be even better and to further strengthen
our Groupe, as we have just done with the acquisition of LBi which has been
combined with Digitas to constitute the world`s No.1 digital network. 

While 2012 was a more difficult year than expected, 2013 looks like it will be
even more difficult, between economic uncertainty, the weakness of Europe, where
whole sectors of industry both lack competitiveness and face consumers`
concerns. Notwithstanding all this doom and gloom, there is good news from the
USA where growth is up (even if the trend is still fragile), and from the
high-growth countries where forecasts are more optimistic. 

Publicis Groupe is creating jobs throughout the world, including in France, even
though this presupposes that profiles and organizations undergo change. There is
no escaping the fact that we must constantly adapt if we are to address the
issues imposed upon us by globalization and technology, probably also a key
factor for our success. 

To tackle this new world, we have a healthy group with a very solid balance
sheet, capable of taking initiatives to progress again in order to provide our
clients with strong, creative, innovative and winning solutions to help them
expand their businesses. 

The goals we have set ourselves are very reasonably ambitious, namely higher
growth than market average in 2012, as well as a (moderate) improvement of our
margin. 

We have commenced 2013 with confidence and determination." 

Publicis Groupe`s Supervisory Board met on February 13, 2013, under the
chairmanship of Elisabeth Badinter, to examine the annual accounts for 2012
presented by Maurice Lévy, Chairman of the Management Board.

KEY FIGURES

- Data from the Consolidated Income Statement

 EUR million, excepting percentages and per share data (in EUR)    2012            2011            2012 / 2011  
 Data from the Income Statement                                                                                 
                                                                                                                
 Revenue                                                           6,610           5,816           13.7%        
 Operating margin before Depreciation & Amortization               1,190           1,034           15.1%        
 % of revenue                                                      18.0%           17.8%                        
 Operating margin                                                  1 064           931             14.3%        
 % of revenue                                                      16.1%           16.0%                        
 Operating income                                                  1,047           914             14.6%        
 Net Income attributable to the Groupe                             737             600             22.8%        
 Earnings Per Share( (1))                                          3,67            2,96            24.0%        
 Diluted Earnings Per Share ((2))                                  3,36            2,64            27.3%        
 Dividend per share                                                0,90            0,70            28.6%        
 Free cash flow before changes in working capital requirements     759             704             7.8%         
 Data from the Balance Sheet                                       December 31,    December 31,                 
                                                                   2012            2011                         
 Total Assets                                                      16,605          16,450                       
 Group share of consolidated shareholders` equity                  4,613           3,898                        
                                                                                                                


(1)Earnings Per Share calculations based on an average of 201.0 million shares
in circulation in 2012 and 202.5 million shares in 2011.

(2)Diluted Earnings Per Share (EPS) calculations based on an average of 224.1
million shares in 2012, after 237.1 million in 2011. These calculations include
stock options, free shares, equity warrants and convertible bonds that dilute
EPS. Stock options and equity warrants are deemed to have a dilutive effect when
their strike price is below the average share price for the period.

- 2012 revenue: +13.7%

Within a context of general economic slowdown, Publicis Groupe saw its revenue
rise by 13.7% to 6,610 million euro, i.e. organic growth of +2.9%. This growth,
which was mainly driven by digital services, the USA and the developing markets,
more than offsets the adverse effects of the loss of the GM media and Search
contracts and the dip in healthcare expenditures. The impact of exchange rates
was 313 million euro.

* Digital activities accounted for 32.9% of total revenue, up from 30.6% during
the previous period, and recorded 6.6% organic growth; 
* The high-growth economies generated 25.5% of total revenue, up from 24.3% in
2011, also achieving 6.6% organic growth; 
* Strictly digital activities accounted for the largest portion of consolidated
revenue (33%, up from 31% in 2011), followed by "analog" creative advertising
(30%, down from 31% the previous year), the SAMS (unchanged at 19%) and media
18% (after 19% in 2011).

The Groupe`s transformation is clearly underway. 

- Breakdown of 2012 revenue by geography

 (EUR million)        Revenue              Reported Growth    Organic growth  
                      2012        2011     2012/2011          2012/2011       
                                                                              
 Europe*              1,881       1,782    +5.6%              -0.3%           
 North America        3,146       2,721    +15.6%             +3.0%           
 BRIC+MISSAT*         892         706      +26.3%             +10.1%          
 Rest of the world    691         607      +13.8%             +3.5%           
 Total                6,610       5,816    +13.7%             +2.9%           
                                                                              


* Europe excluding Russia and Turkey 

** MISSAT: Mexico, Indonesia, Singapore, South Africa and Turkey

* Europe: slight overall weakening (-0.3%) but the situation was quite
contrasted from one country to another. 
* France resisted the trend with +0.7% growth, the UK achieved +2.8%, and
Switzerland +5.4%. The southern European countries were clearly in negative
territory, as were the countries of Eastern Europe and a number of the northern
European countries except Norway. 
* North America: with 3.1% organic growth, the USA continued to resist well,
chiefly thanks to the media and digital activities 
* BRIC and MISSAT countries: strong, double-digit growth in most of these
countries in 2012 constitutes the growth relay taking over from mature
economies, with notable performances in Greater China (+14.7%), Brazil (+10.3%),
Mexico (+11.6%), South Africa (+10.8%), India (+8.0%) and Russia (+4.2%). 
* Rest of the world: organic growth in the rest of the world was +3.5%.

- Q4 2012 revenue

- Breakdown of Q4 2012 revenue by geography

 (EUR million)        Revenue                  Reported Growth      Organic growth  
                      Q4 2012       Q4 2011    Q4 2012 / Q4 2011    Q4 2012         
 Europe*              573           524        +9.4%                +0.8%           
 North America        834           764        +9.2%                +3.7%           
 BRIC+MISSAT**        287           222        +29.3%               +13.0%          
 Rest of the world    205           187        +9.6%                +2.8%           
 Total                1,899         1,697      +11.9%               +3.9%           
                                                                                    


* Europe excluding Russia and Turkey 

** MISSAT: Mexico, Indonesia, Singapore, South Africa and Turkey 

All regions recorded growth in the fourth quarter of 2014.

* Europe: over the period, Europe was back in positive growth, with the UK and
France achieving +3.8% and +2.4% respectively. Elsewhere in Western Europe,
Germany, the Netherlands and Switzerland all returned positive growth. The
southern and northern European countries remained negative. 
* North America: North America posted +3.7%. 
* BRIC and MISSAT countries: together, the BRIC and MISSAT countries achieved
growth of +13.0% in the fourth quarter, with notable performances on the part of
the Greater China Region (+22.0%), Brazil (+10.4%), and Mexico (+30.1%) 
* Rest of the World: the rest of the world (which includes Australia and Japan)
grew by +2.8%.

- Operating margin: 16.1%

The operating margin before depreciation and amortization was 1,190 million euro
in 2012, up 15.1% from 1,034 million in 2011. 

Operating margin increased by 14.3% to 1,064 million euro. 

The percentage operating margin was 16.1% in 2012, up 10 bp on 2011. Given the
fact that organic growth was below expectations, this is a very satisfactory
achievement. 

Staff costs reached 4,076 million euro in 2012, i.e. up 12.8% from 3,615 million
in 2011, representing 61.7% of consolidated revenue. Fixed staff costs stood at
54.5% of total revenue, compared with 54.1% in 2011. Strict control of costs in
general and of personnel costs in particular remains a core issue and requires
to operate carefully and selectively by investing in growth segments through
targeted recruitment, while managing costs in regression sectors and low-growth
countries. A number of current investments (ERP, technological developments)
should improve operational efficiency and reduce costs in the medium term.
Restructuring costs totaled 68 million euro, after 39 million in 2011. 

Other operating costs (excluding depreciation) rose by 15.2% to 1,344 million
euro, i.e. 20.3% of total revenue. Commercial expenses increased by 40.2% to 263
million. Administrative costs - which continued to fall thanks to programs
optimizing various operating expenses, largely through the regionalization of
shared services centers - amounted to 16.7% of total revenue, down from 17% in
2011. The impact of acquisition related costs was around 14 million euro. 

Depreciation & amortization for the period was 126 million euro, after 103
million in 2011. By region, the percentage operating margins were 12.9% in
Europe, 18.5% in North America, 13.5% in Asia-Pacific, 17.6% in Latin America,
and 16.2% in the Africa / Middle East region. 

- Net income attributable to the Groupe: +22.8%

Net income attributable to the Groupe reached 737 million euro (600 million in
2011). This was after net financial expense of 26 million euro (down sharply on
54 million in 2011). Income tax for the period was 282 million euro, after 248
million in 2011, i.e. an effective tax rate of 28.8%, exactly the same rate as
for the previous period. Income tax paid in France and the United States
increased by 31 million euro due to new tax rules, associates` share of profit
totaling 25 million euro and minority interests amounting to 27 million. 

- Free cash flow: +7.8%

The Groupe`s free cash flow for the period was 759 million euro, up 7.8% before
changes in working capital requirements. 

- Net financial debt

At year-end 2012, the Groupe`s net cash situation was a positive 218 million
euro, after net financial debt of 110 million euro at December 31, 2011. It
should, however, be pointed out that the conversion of the 2014 Oceane bonds in
July 2012 had a positive impact on net debt. Average net debt for the period was
628 million euro, up from 465 million in 2011. 

- Shareholders` equity

The Groupe`s share of consolidated shareholders` equity rose from 3,898 million
euro at December 31, 2011 to 4,613 million euro at December 31, 2012. This
increase was mainly due to the conversion of the 2014 Oceane convertible bonds
(694 million euro). 

- Dividend

A dividend of 0.90 euro, i.e. an increase of 28.6%, will be proposed to the
shareholders at their Annual General Meeting on May 29 next. Subject to approval
by the shareholders, the dividend will be payable as of July 5, 2013. 

HIGHLIGHTS FROM 2012

- Distinctions / Creativity

Since 2004, Publicis Groupe has held the Gunn Report`s No. 1 ranking for
Creative Performance. 

Our entities and agencies received prizes and awards at approximately 275
festivals and shows, ranging from international shows such as the Cannes Lions,
One Show, EPICA, New York Festivals, LIA, Festival of Media, Andy and EFFIEs, to
regional awards such as Eurobest, Cristals, Golden Drums, Spikes Asia, FIAP, El
Ojo and Sabre Awards, in addition to local prizes. 

In 2012, at the 59th edition of the Cannes Lions International Festival of
Creativity, Publicis Groupe took a total of 153 Lions, including 3 Grand Prix,
42 Gold, 42 Silver and 66 Bronze awards. 

These results show a marked progression in recent years: 101 in 2009, 116 in
2010, and 119 in 2011. 

- The Groupe`s Corporate Social Responsibility (CSR) policy has been tightened
up

The regulatory framework of the French NRE law has led the Groupe to enhance its
CSR reporting which now includes a dedicated chapter in the 2012 Registration
Document. Over the past year, considerable effort has been put into formalizing
new procedures aimed at facilitating non-financial reporting, a task that has
included input from the Financial and HR Departments within the networks,
corporate legal, the Re:Sources team, and the staff at head office. CSR reports
are now audited and certified by independent auditing firms, and it has thus
taken a big step forward, after three years (2009, 2010, 2011) during which the
scope was defined and structured. 

The four main pillars of this policy (Social, Society, Governance & Economics,
and Environment) structure the work carried out within the Groupe by the CSR
Department, in close conjunction with the networks and agencies. The number of
indicators is virtually unchanged since 2011, the emphasis being placed on the
quality and traceability of the information. 

Diversity, in the broadest sense, continues to be one of the Groupe`s key
challenges. Measures have been taken in various areas such as the battle against
discrimination (in all its forms), the roll-out of awareness-raising campaigns,
or the setting up and running of high-visibility initiatives like the group-wide
network in the USA known as Egalité (LGBT: Lesbian, Gay, Bisexual, Transgender).


In the field of gender balance, VivaWomen! - the internal network of women
within the Groupe - now has branches in Paris, Boston, New York, Chicago, San
Francisco, Los Angeles, Shanghai and London. Purpose of this network, which is
run by volunteers, is to help women further their careers within the Groupe. It
is a time and a place for exchanges and for sharing. The USA and France were the
two countries in which the network was most active in 2012. 

- External growth

In 2012, Publicis Groupe continued to make targeted acquisitions consistent with
its strategy:

* Mediagong: a digital agency in France specialized in digital strategy
consulting, the social media, advergaming and mobile communications. 
* On January 26, Publicis Groupe tabled a friendly bid for Pixelpark, Germany`s
largest independent group in digital communications. The proposed takeover was
approved by the German Federal Cartel Office on February 15, 2012. Publicis
Groupe now holds nearly 79% of all Pixelpark shares. 
* The Creative Factory, to broaden Saatchi & Saatchi`s foothold in Russia. This
Moscow-based company has a big reputation in its specialist fields, i.e.
marketing, digital services, digital production and video. 
* U-Link Business Solutions Co. Ltd., one of China`s top agencies specialized in
healthcare communications, as well as King Harvests and Luminous, two
specialized marketing agencies based in China and Singapore. 
* Flip Media, which is a large network of digital agencies in the Middle East.
This full-service network is positioned throughout the digital chain, offering
services ranging from strategy, digital design and production, to content and
technological platforms. 
* Indigo Consulting, a Mumbai-based, full-service Indian agency providing
specialized website design and development, referencing, usability research and
testing, and marketing online, on mobiles and in the social media. Indigo
Consulting will strengthen the Leo Burnett network in India. 
* Longtuo: a Beijing-based digital marketing company with particularly strong
e-commerce expertise in creation, customer acquisition, marketing solutions and
measurement tools. Longtuo has become part of the Razorfish network and will be
known as Razorfish Longtuo China. 
* BBR Group is one of the leading communications groups in Israel. BBR is a
network of creative agencies offering a range of services in creation, brand
identity, media, digital services and design. 
* ZOOM Advertising, a subsidiary of the Ramallah-based Massar Group, making
Publicis Groupe the first communications group to establish a business in
Palestine (20% stake). Zoom, which has been renamed Publicis Zoom, will be
aligned with the Publicis Worldwide network. Zoom was founded in 2004 and
quickly asserted itself as the leading agency in the Palestinian communications
industry, providing sophisticated digital and interactive tools. Along with its
expertise in multimedia applications, Zoom is the local leader in creative and
brand strategy. 
* Bartle Bogle Hegarty (BBH): acquisition of 51% of the share capital (not yet
tendered). This acquisition includes Brazilian agency NEOGAMA/BBH. 
* CNCin Germany, a network of agencies in strategic consulting and
communications that also has operations in the UK, India and Japan. 
* Resultrix in India, an international digital services agency set up in 2008.
Resultrix has operations in India, Singapore, the United Arab Emirates, and in
the USA. This agency is highly reputed for its performance marketing expertise. 
* Arachnidin Malaysia, a digital agency renowned for its creativity. Established
in Kuala Lumpur in 1996, Arachnid now employs over 60 digital communications
professionals. It offers and develops services in some 25 countries. 
* AR New York, one of America`s most reputable advertising agencies, specialized
in communications for the luxury goods, fashion and beauty sectors. 
* iStrat and Market Gate, in India, are respectively an integrated digital
services agency and a consulting firm specialized in strategy and marketing. 
* OUTSIDE LINE, one of the UK`s Top 5 independent digital agencies specialized
in the social media and experiential marketing. 
* Monterosa, is an international agency based in Sweden, and is specialized in
marketing and communications on mobile phones. 
* Rokkan Media LLC, a New York-based multiservice digital agency that combines
e-commerce, loyalty programs, digital marketing, mobile communications and the
social media.

Furthermore, on September 20, Publicis entered into a conditional agreement to
acquire all outstanding shares in LBi.

LBi International N.V. is Europe`s largest independent marketing and technology
agency, blending strategic insight, media, creativity and technical expertise to
create long-term value for brands. Headquartered in Amsterdam (the Netherlands),
where it is publicly traded, the company has operations in 16 countries and a
staff of approximately 2,200. 

On November 12, Publicis Groupe made its cash acquisition bid official at 2.85
euro per share, coupon attached, with the tender period extending from November
13, 2012 to January 15, 2013. 

- Finance

On January 31, 2012, Publicis Groupe SA redeemed its 2012 Eurobonds at maturity
for a total of 506 million euro in principal. This redemption was funded by
available liquidities within the Groupe. 

Further to the Dentsu proposal of February 13, 2012, Publicis Groupe bought back
18 million of its own shares, in the form of a block transaction before the
market opened for trading on February 17, for a total of 644 million euro (i.e.
35.80 euro per share). The buyback was at a discount of 13.35% to the closing
price on February 16, 2012. It enhanced diluted earnings per share by some 7% in
2012. Of the 18 million shares purchased, Publicis canceled 10,759,813. The
remaining 7,240,187 shares have been held as Treasury stock and will serve to
cover presence- and performance-based share attributions, stock options plans
and acquisition programs. This share buyback was entirely funded by available
liquidities within the Groupe. 

On June 29, 2012, Publicis Groupe exercised its contractual early redemption
right (issuer call) on its 2014 Oceane bonds issued on June 24, 2009. On July
19, 2012, virtually all the outstanding bonds (i.e. 24,257,895 bonds) were
converted, adding to the 1,492,735 bonds previously converted during the period.
In all, 25,750,630 bonds were converted into 25,900,629 shares in accordance
with the different conversion ratios. The remaining 11,016 bonds were redeemed
at the call price upon expiry. This conversion increased shareholders` equity by
694 million euro and terminated the 2014 Oceane bonds, thereby considerably
strengthening the balance sheet without further diluting Diluted EPS. 

RECENT EVENTS

On January 15, 2013, upon expiry of the public cash offer for all outstanding
LBi shares, Publicis Groupe declared its offer unconditional. 73.5% of LBi`s
fully diluted capital had been tendered to Publicis Groupe which, together with
shares already held by the offerer, represented a total of 97.37% of LBi`s fully
diluted capital. Publicis Groupe proposed that the remaining shares be tendered
during a "post acceptance period" extending from January 16 to 29, 2013. 

On January 29, 2013, Publicis Groupe and LBi jointly announced the final outcome
of the public offer, notably that Publicis Groupe held 98.13% of LBi`s
outstanding shares. 

Following the acquisition the delisting of the shares, approved by NYSE
Euronext, will take effect on March 7, 2013. 

Publicis Groupe plans to initiate a squeeze-out procedure at the first
opportunity in order to buy up all remaining shares not held by the Groupe. 

On February 5, Publicis announced it would merge Digitas, its integrated global
network, and LBi, the digital technology and marketing network it had just
successfully acquired by public cash offer. The new network, to be named
DigitasLBi, thus became the world`s leading digital communications network. It
will be led by LBi Chief Executive Luke Taylor, who was appointed DigitasLBi`s
Global CEO. 

In creating this network, Publicis Groupe has illustrated the major role it is
playing in this crucial, fast-moving digital sector. With global revenue of some
820 million dollars, DigitasLBi will be the most powerful and most complete
digital agency network in the world, leveraging the longstanding dominance of
Digitas in the USA - where it is the largest digital agency - together with
LBi`s strong position in Europe and the leading position enjoyed by both
agencies in Asia Pacific. DigitasLBi will comprise 5,700 best-in-class digital
and technology experts in 25 countries around the world. 

OUTLOOK

In 2012, despite the volatile economic environment marked by the global slowdown
observed from the second quarter onwards, Publicis Groupe had a successful year.
Organic growth of 2.9% was made possible by the Groupe`s ever-increasing
exposure to the digital sector and high growth countries which together
accounted for 55% of its revenue at the end of 2012. 

2013 is shaping up to be a difficult year, a year of uncertainty, with a number
of bridges to be crossed. Even though the euro crisis now appears to be behind
us, the situation in Europe is still highly contrasted and advertising
investment forecasts are down on 2012. The latest market growth forecasts from
ZenithOptimedia are quite high (4.1% in December after 4.6% in October) but also
fragile. Growth is chiefly expected from the USA, the high-growth economies and
the digital services sector. 

The Groupe`s positions in these areas give us good grounds for confidence in
2013, with higher growth than in 2012 and a higher margin once again (slightly
in 2013). 

Publicis Groupe therefore intends to continue to pursue its strategy of
expanding its digital business and its presence in high-growth economies,
through priority investments targeting segments that will ensure its future
growth while bolstering its profitability over time. 

Implementation of this strategy is made possible by a solid financial position.
The Groupe continues to look the future in the eye, with confidence in its
ability to provide its clients with services that are more creative and best
suited to a new era dominated by digital technology, mobility and the social
media. 

This presentation contains forward-looking statements. The use of the words
"aim(s)," "expect(s)," "feel(s)," "will," "may," "believe(s)," "anticipate(s)"
and similar expressions in this presentation are intended to identify those
statements as forward-looking. Forward-looking statements are subject to risks
and uncertainties that could cause actual results to differ materially from
those projected. You should not place undue reliance on these forward-looking
statements, which speak only as of the date of this presentation. Other than as
required by applicable securities laws, Publicis Groupe undertakes no obligation
to publish revised forward-looking statements to reflect events or circumstances
after the date of this presentation or to reflect the occurrence of
unanticipated events. Publicis Groupe urges you to review and consider carefully
the various disclosures it has made concerning the factors that may affect its
business, including the disclosures made under the caption "Risk Factors" in the
2011 Registration Document filed with the French financial markets authority
(AMF).

About Publicis Groupe

Publicis Groupe [Euronext Paris FR0000130577, part of the CAC 40 index] is the
third largest communications group in the world, offering the full range of
services and skills: digital (Digitas, Razorfish, Rosetta, VivaKi, LBi),
traditional advertising (BBH, Leo Burnett, Publicis Worldwide, Saatchi &
Saatchi), public affairs, corporate communications and events (MSLGROUP), media
buying and strategy (Starcom MediaVest Group and ZenithOptimedia) and
specialized communications with PHCG (Publicis Healthcare Communications Group).
Present in 104 countries, the Groupe employs 58,000 professionals. 

www.publicisgroupe.com | Twitter:@PublicisGroupe | Facebook:
www.facebook.com/publicisgroupe

Viva la Difference !

Appendix
New Business 2012 

3.5 USD billion (net)

Main accounts awarded

BBH

Old El Paso (UK); RAC (UK). 

Digitas

Heineken Group; L`Oréal (China, France); Whipcar (UK); eBay (USA); Puma (UK,
France); Axis Bank (India); Samsung (Brazil); Onstar (China); Delta (USA); Aetna
Healthcare (USA); Jenn-Air (China); Intel (China, Hong Kong); Emerson (China);
Dassault Falcon (China); Nestlé (India); HP (India); Kraft (USA); TIAA-Cref
(USA); Airtel (India); American Express (USA); Dunkin` Donuts (USA); Goodyear
(USA); Aflac (USA); Buick (USA); GMC (USA); Harley-Davidson (USA); Sprint (USA);
MillerCoors (USA); Nissan (France); Renault (France); Taco Bell (USA); Nissan
(Germany); Wonderbra (France); La Poste (France); ASUS (UK); Weight Watchers
(UK); ebay (USA); Vevo (USA). 

Kaplan Thaler Group

Acorda Therapeutics AMPYRA (USA); Daisy Sour Cream (USA); Shionogi Inc (USA). 

Leo Burnett

Novartis - Thera-Flu, Otrivin, Voltaren brands (Lithuania); Inse - (China);
Merchant Bank of Sri Lanka - Corporate (Sri Lanka); Mengniu Dairy Company -
Zengouli Milk (China); Le Sun Chine Hotel (China); HNH Line - Mobile App
(China); Goodyear Dunlop Tires Operations S.A. (Germany); GlaxoSmithKline -Iodex
Pain Balm (India); Atria/Campomos Meat Processing Company (Russia); Fragrant
Group Ltd. - The Circle, Sukhumvit 11 properties (Thailand); Avis Budget Group -
Avis Rent A Car (USA); Ping An Insurance - Vehicle insurance (China); Procter &
Gamble and Teva (PGT); BKS Investment Services (Russia); Bacardi (UK);
Bridgestone Americas - Firestone (USA); Arcor (Argentina); Samsung (China,
Switzerland, Poland); Profamila (Dominican Republic); Coke GmbH (Germany); Alior
Bank (Poland); Free Lanka Trading Ltd. (Sri Lanka); Chocolat Frey (Switzerland);
Mister Rice (Switzerland); Coca-Cola Company (USA); Nickelodeon (USA); Ikea
(Asia Pacific); Coleman (Japan); Amana Takaful Insurance (Sri Lanka); CIC
Holdings (Sri Lanka); Organization of Professional Associations (OPA) (Sri
Lanka); Co-Operative Grocery (UK); Just Group - Jay Jay`s (Australia); Kellogg's
Be Natural (Australia); McDonald's McCafe & Family (Australia); Decathalon
Sports Goods (India); Air New Zealand (Japan); Animex/ Berlinki Sausages
(Poland); Polfarma Pharmaceutical (Poland); Coca-Cola Company/ Vitamin Water
(UK); Trinity P3/ Honda (Australia); Vodafone (Hungary); Kraft/ Milka (Poland);
PGE S.A. (State-Owned Power Company) (Poland); Rovese (Poland); Mikado (UK);
Keytrade Bank (Belgium); Carrefour (Brazil); TD Bank (Canada) Goodyear Coach
Business (Germany); Dunlop EMEA (Germany); Holiday Iq Travel Website (India);
Abbott Labs FreeStyle Blood Sugar Monitor (India); Cosmoprof B2B Beauty Trade
Show (Italy); Intersnack Felix Snack Foods (Poland); Food Network (UK);
DixcyScott Thermal Wear (India); BSkyB - NowTV Internet TV (UK); Novartis (USA);
Hard Rock Café (Malaysia); Lomza Brewery (Poland); GM - Chevy Silverado (USA). 

MSLGROUP

Walmart (Hong Kong); Taitra (Taiwan); Abbott Laboratories (Humira 10th Anniv. Pt
2) (USA); Haier (Consumer/Corporate/Digital PR Support) (USA); March of Dimes
(PR Support) (USA); First Book (USA); Apple Tree Pharmaceuticals (USA); Panmure
Gordon (UK); Associated British Foods (UK). 

Publicis Worldwide

Confused.com (UK); Astelit (Ukraine); Nutricia/Day Care (Netherlands); PostNL
(Netherlands); Johnson&Johnson/Vision Care (Netherlands); Randstad
(Netherlands); Reiswezen (Netherlands); Danone/Actimel, Activia (Netherlands);
Dutch Heart Foundation (Netherlands); BVG (Germany); Infoteam Software
(Germany); Knorr-Bremse (Germany); L`Oreal-GarnierOila (Germany);
MaschinenfabrikReinhausen (Germany); Nestlé/Nescafé, Nesquick (Germany);
Siemens/Mobility and Logistics (Germany); Movistar (Venezuela);Everything
Everywhere (London); REECL (Bulgaria); Sanquin Blood Supply (Netherlands);
Nestlé/Haagen-Dazs (Canada); Visa/Visa cards (Bulgaria); OMV (Romania); Romanian
Police (Romania); SAB Miller/Ursus (Romania); Bongrain/Geramont (Germany);
Commerzbank (Germany); DII/DII Annual Conference (Germany); PatriziaImmobilien
(Germany); Siemens/Siemens VAI (Germany); Insinger de Beaufort (Netherlands);
Steico (Germany); Heinz (Russia); FratelliCarli (Italy); Jagermaister (Italy);
Habib`s (Brazil); Camisaria Colombo (Brazil); Discovery Channel (Brazil);
Drogaria (Brazil); Galaxy Macau (Hong Kong); Wrigley (China); MSD (China);
Shenzhen Development Bank (China); Ahwa Infant Product (China); Shionogi
Ospemifene (USA); Presidio (USA); Cattem (USA); Sanofi/Oenobiol/CRM (France);
Universidad Mayor (Chile); Telecom (Italy); Bosch (Australia); VIP Pet foods
(Australia); Qld Government (Australia); Banamex (Mexico); Bahlsen (Poland);
Honda (USA); Nestlé (Poland); Musafir.com (India). 

Razorfish

DHL (USA); MASCO (USA). 

Saatchi & Saatchi

Kraft Foods - Kool-Aid, Capri Sun (USA); Air New Zealand (New Zealand); Parmalat
(Italy); Mattessons (UK); Virgin Strauss (UK); Big W (Australia); Port of
Antwerp (Belgium); Canal+ (Poland); Carnival Cruise Lines (Australia); Chivas -
digital (China); COFCO Lolas (China); Bintan (Singapore/Saatchi Lab); DG
Com/European Parliament - Visual identity (Belgium/ pan-European); Kraft Foods -
Kool-Aid, CapriSun (US Hispanic); Nike Foundation (UK/Nigeria); Subway
(Singapore/Saatchi Lab); Club Med (France/global); Radisson Edwardian Hotels
(UK), MillerCoors/Miller Lite (USA/NY), ASB Bank (New Zealand); Springwel
(India); Mondelez International - Trident (Egypt); Lenovo (UAE/MENA -
Singapore/APAC); EE - Everything Everywhere (UK); Alta
ConsejeriaTelecomunicaciones (Colombia); Stem (USA); Tranzact (USA); Carrefour
(Italy); Parampara (India); Star Cruises (Singapore); Anaheim Ducks/Honda
Center-CRM (USA); CAPI (Australia); Coca-Cola / Minute Maid Pulpy (China); BRF -
Brasil Foods (Sadia Brand - Dairy and processed meats) (Brazil); Vietnam Mobile
(Vietnam); Cairn India (Singapore); De`Longhi (Japan); Big Cola (Thailand);
Guinness (Greater China). 

StarcomMediaVest Group

Dabur India (India); DiGi Telecommunications SdnBhd (Malaysia); Lazurde (UAE);
Polbank (Poland); ZhuJiang Beer (China); Heineken (Global); Lower Silesia
Voivodship 2012 Campaign (Poland); Bertel O Steen (Norway); Björn Borg (Norway);
C`estbon (China); Kaz (PUR) (USA); Axis Bank (India); United Laboratories, Inc.
(Philippines); Silesian Voivodship (Poland); mtc (Ukraine); William Hill
(Sweden); Nike- Experiential Marketing (UAE); TXTloan (UK); Autobarn
(Australia); IDC Polonia (Poland); Reiffeisen Bank International (Poland); Telia
Sonera (Sweden); American Girl (USA); Avis Rent A Car System (USA); KRKA
(Poland); Mars Dog food planning (Russia); MOM - TAFEP (Singapore); Singapore
Navy (Singapore); Tele2 (Norway); Optus / Virgin Mobile (Australia); Telenor
(Malaysia); Tetley (UK); Centro (Poland); Medborgarskolan (Sweden); ENEA
(Poland); Nestle (Chile); Tetley (UAE); T-mobile (Poland); Travelers (USA);
Tavelodge (UK); Genesis Energy (New Zealand); Honda TriState (USA); Taco Bell
(USA); Autoglass (UK); Enterprise Qatar (UAE); Far East Organization
(Singapore); Mitsubishi (Italy); Valeant (Poland). 

ZenithOptimedia

ABD IBRAHIM (Turkey); VAKKO (Turkey); Santander (Mexico); Kobe &Lyne
(Indonesia); Qantas (Australia); Home Depot (Canada); Rabobank (Germany);
TotalizatorSportowy (Poland); Maspex (Poland); Nestlé (Hong Kong); Energy Market
Authority (Singapore); Darty (Turkey); AMK (Turkey); Kiler (Turkey); Qualitynet
(Kuwait); Daymod (Turkey); Dollardex (Singapore); Science Centre Board
(Singapore); Save Our Planet Investments Pte Ltd (Singapore); Tatil.com
(Turkey); Euro 2012 (Poland); Aviva (France); Ministry of National Development
(Singapore); Group Bel (Egypt); BhartiWalMart (India); Singapore Workforce
Development Agency (Singapore); GoodvinePte Ltd (Singapore); TV 2 (Turkey); City
Developments Limited (Singapore); L`Oréal (Singapore); Nestlé (India); Reckitt
Benckiser (India); Abbott (China); OBI (Russia); MengNiu (China); RBS Digital
(UK); Totaljobs.com (UK); Siemens (India); Jabong.com (India); Vital
(Argentina); Armani (South Korea); Cosmetique Active (part of L'Oreal)
(Ireland). 

2012 Press Releases

01-11-2012 Half-Year financial statement liquidity contract with SG Securities
(Paris) 

01-18-2012 Publicis Groupe acquires Mediagong, one of France`s most innovative
digital agencies 

01-25-2012 Publicis Groupe acquires The Creative Factory, strengthening Saatchi
& Saatchi in Russia 

01-25-2012 Publicis Groupe regrets that a long-lasting relationship with GM has
ended 

01-26-2012 Publicis Groupe to acquire Pixelpark AG, Germany`s largest
independent digital group, via a friendly takeover bid for Eur 1.70 per share 

02-01-2012 Publicis Groupe acquires Flip Media, a leading middle eastern digital
agency 

02-09-2012 Publicis Groupe : 2011 Annual Results 

02-13-2012 Publicis Groupe publishes public tender offer document for Pixelpark
AG 

02-17-2012 Publicis Groupe announces buy-back of 18 million of its own shares
from Dentsu 

02-22-2012 Publicis Groupe accelerates China expansion with acquisition of
U-Link business solutions Co. Ltd 

03-08-2012 Publicis Groupe acquires King Harvests and Luminous, accelerating its
expansion in China and Singapore 

03-08-2012 Pixelpark: Publicis Groupe waives minimum acceptance quota of 75% and
re-opens the acceptance period until March 21, 2012 

03-08-2012 France Télécom-Orange and Publicis Groupe partner with Iris Capital
Management to create a leading European venture capital investor in the digital
economy 

03-15-2012 Publicis Groupe announces Sébastien Danet`s appointment as Chairman
of VivaKi France 

03-20-2012 Pixelpark: Publicis secures more than 76% of the shares in Pixelpark
AG 

03-29-2012 Press Release of the Supervisory Board 

04-19-2012 Q1 2012 Revenue 

04-24-2012 Publicis Groupe acquires Indigo Consulting, award-winning Indian
digital marketing & technology agency 

04-26-2012 Publicis Groupe announces the appointment of Anne-Gabrielle
Heilbronner 

05-14-2012 Publicis Groupe acquires Longtuo, aiming for a dominant role in
China`s booming e-Commerce market 

05-21-2012 Publicis Groupe announces the creation of saatchi&saatchi duke, a new
entity combining the Saatchi & Saatchi and Duke agencies in France 

05-29-2012 Publicis Groupe Annual General Shareholder`s Meeting dividend set at
0.70 euros per share. Supervisory board: Elisabeth Badinter re-elected
President. 

05-31-2012 The Supervisory Board`s decision - May 29, 2012 

06-18-2012 Publicis Groupe to acquire BBR Group becoming one of Israel`s leading
communications groups 

06-18-2012 Publicis Groupe becomes first communications group to enter the
Palestinian market through acquisition of an equity stake in Zoom Advertising 

06-19-2012 Russel Kelley retires after 10 years as General Counsel of Publicis
Groupe. Eric-Antoine Fredette appointed General Counsel 

06-27-2012 New conversion/exchange Ratio for the Océanes 3.125% due July 30th,
2014 

06-28-2012 Overview of the share buyback program authorized by shareholders at
their Combined Ordinary and Extraordinary General Meeting of May 29, 2012 

06-29-2012 Notice of the exercise of early redemption option with respect to the
3.125% Bonds convertible into and/or exchangeable for new or existing Publicis
Groupe shares due July 30, 2014 

07-03-2012 Half-Year financial statement liquidity contract with SG Securities
(Paris) 

07-05-2012 BBH becomes 100% owned by Publicis Groupe. Deal includes acquisition
of Brazil-based agency NEOGAMA/BBH 

07-10-2012 Publicis Groupe: Cessation and Implementation of a Liquidity Contract


07-10-2012 Publicis Groupe acquires CNC, German-based strategic consultancy
network with global footprint will align to MSLGROUP 

07-20-2012 Publicis Groupe 3.125% Convertible Bonds due July 30, 2014 

07-20-2012 Publicis Groupe - H1 2012 Results 

08-03-2012 Publicis Groupe files its 2012 Half-Year Financial Report 

07-08-2012 Publicis Groupe acquires Resultrix, India`s Leading Performance
Marketing Agency 

09-20-2012 Publicis Groupe SA and LBi International N.V. Agreement on Intended
Recommended Public Cash Offer 

09-24-2012 Publicis Groupe SA to buy shares in LBi International N.V. in the
market in coming days 

09-24-2012 Publicis Groupe SA buys 6.5 million shares of LBi International N.V.
in the market today 

09-25-2012 Publicis Groupe SA owns 12% in LBi International N.V. 

09-28-2012 Publicis Groupe SA - Sharepurchases in LBi International N.V. 

10-09-2012 Publicis Groupe SA acquires Premier Malaysian Interactive Agency
Arachnid, bolstering Saatchi & Saatchi Digital Offer in APAC 

10-09-2012 Publicis Groupe SA to request the AFM approval of the Offer Document
in respect of the Intended Recommended Public Cash Offer in due course 

10-10-2012 Publicis Groupe SA owns 16% in LBi International N.V. 

10-24-2012 Publicis Groupe - Legal Department Appointments 

10-26-2012 Publicis Groupe - Q3 2012 Revenue 

11-07-2012 Publicis Groupe transforms VivaKi: a new step for growth 

11-07-2012 Publicis Groupe S.A. owns over 20% in LBi International N.V. 

11-12-2012 Publcis Groupe S.A. launches the recommended Public Cash Offer for
the issued and outstanding shares of LBi 

11-12-2012 October trading update 

11-28-2012 PR Supervisory Board 

12-04-2012 Publicis Groupe acquires AR New York, an outsanding luxury
advertising agency 

12-05-2012 Publicis Groupe and IBM outline aggressive plan to pursue global
commerce market opportunity 

12-07-2012 Publicis Groupe announces two acquisitions in India: iStrat and
MarketGate 

12-10-2012 Publicis Groupe S.A. - Share purchases in LBi International N.V. and
receipt of German and United States antitrust clearances 

12-13-2012 Publicis Groupe acquires Outside Line, one of the UK`s most renowned
independent digital agencies move will boost Saatchi & Saatchi London 

12-18-2012 Publicis Groupe acquires Monterosa, award-winning global mobile
agency move to boost BBH network`s profile in key mobile marketing segment 

12-20-2012 Publicis Groupe acquires Rokkan, a leading US digital agency 

Glossary

Net financial debt (or net debt): equals the long and short term financial debt
plus associated derivatives fair value, less cash and cash equivalent 

Average Full Year net debt: annual year average of average monthly net debt. 

Net new business: this figure is derived not from financial reporting but from
estimated media-marketing budgets based on annual business (net of losses) from
new and existing clients. 

Operating margin: The operating margin is equal to the revenue after deduction
of personnel expenses, other operating expenses (excluding non current income
and expenses), depreciation and amortization (excluding intangible arising from
acquisitions). 

Operating margin rate: operating margin/revenue. 

Organic growth calculation

 (EUR million)                              H1       H2       FY             Currency Impact (EUR million)                     
 2011 Revenue                               2,699    3,117    5,816                         H1            H2            2012   
 Currency impact                            139      174      313            GBP            11            17            28     
 2011 Revenue at 2012 exchange rate (a)     2,838    3,291    6,129          USD            100           116           216    
 2012 Revenue before acquisitions(1) (b)    2,917    3,391    6,308          Others         28            41            69     
 Revenue from acquisitions(1)               167      135      302            Total          139           174           313    
 2012 Revenue                               3,084    3,526    6,610                                                            
 Organic Growth (b/a)                       +2.8%    +3.0%    +2.9%                                                            
                                                                                                                               


(1)Acquisitions (Kitcatt Nohr, Airlock, Holler, Chemistry, Talent, ICL, GP7,
Watermelon, S&S South Africa, Genedigi Group, Dreams, Rosetta Marketing Group,
Big Fuel, LB Zurich Spillman/Felser, DPZ Group, Nuatt, Schwartz, Brand
Connections, Gomye, Wangfan, Ciszewski, TCF, Luminous, Mediagong, Webformance
Saint Brieuc, Indigo, Flip, King Harvests, UBS, Pixelpark, Longtuo, BBR, BBH,
Neogama, CNC, Webformance Bordeaux, AR Media, Arachnid, Resultrix, Webformance
Spain, Grita, Istrat, Outside Line, Bromley) net of disposals.

 Average exchange rate 2012:    1 USD = 0.778 EUR  
                                1 GBP = 1.233 EUR  
                                                   
                                                   


Consolidated income statement

 (in millions of euros)                                                                         2012           2011           2010         
 Revenue                                                                                        6,610          5,816          5,418        
 Personnel expenses                                                                             (4,076)        (3,615)        (3,346)      
 Other operating expenses                                                                       (1,344)        (1,167)        (1,105)      
 Operating margin before amortization                                                           1,190          1,034          967          
 Depreciation and amortization expense (excluding intangibles arising from acquisitions)        (126)          (103)          (111)        
 Operating margin                                                                               1,064          931            856          
 Amortization of intangibles arising from acquisitions                                          (45)           (38)           (34)         
 Impairment loss                                                                                (11)           -              (1)          
 Other non-current income and expenses                                                          39             21             14           
 Operating income                                                                               1,047          914            835          
 Financial expenses                                                                             (71)           (89)           (81)         
 Financial income                                                                               41             33             16           
 Cost of net financial debt                                                                     (30)           (56)           (65)         
 Other financial income and expenses                                                            4              2              (11)         
 Pre-tax income of consolidated companies                                                       1,021          860            759          
 Income taxes                                                                                   (282)          (248)          (216)        
 Net income of consolidated companies                                                           739            612            543          
 Share of profit of associates                                                                  25             17             8            
 Net income                                                                                     764            629            551          
                                                                                                                                           
 Of which:                                                                                                                                 
 * Net income attributable to non-controlling interests (minority interests)                    27             29             25           
 * Net income attributable to equity holders of the parent company (Group share)                737            600            526          
                                                                                                                                           
 Per share data (in euros) - Net income attributable to equity holders of the parent company                                               
 Number of shares                                                                               201,032,235    202,547,757    202,149,754  
 Earnings per share                                                                             3.67           2.96           2.60         
 Number of shares - diluted                                                                     224,143,700    237,066,159    235,470,461  
 Diluted earnings per share                                                                     3.36           2.64           2.35         
                                                                                                                                           


Consolidated statement of comprehensive income

 (in millions of euros)                                                  2012    2011    2010  
 Net income for the period (a)                                           764     629     551   
 Other comprehensive income                                                                    
 - Adjustments to available-for-sale investments                         4       (3)     12    
 - Actuarial gains and losses on defined benefit plans                   (36)    (51)    (10)  
 - Consolidation translation adjustments                                 (61)    49      297   
 - Deferred taxes on other comprehensive income                          8       16      4     
 Total other comprehensive income (b)                                    (85)    11      303   
 Total comprehensive income for the period (a) + (b)                     679     640     854   
 Of which:                                                                                     
 - Attributable to non-controlling interests (minority interests)        24      29      33    
 - Attributable to equity holders of the parent company (Group share)    655     611     821   
                                                                                               


Consolidated balance sheet

 (in millions of euros)                                                       12.31.12    12.31.11    12.31.10  
 Assets                                                                                                         
 Goodwill, net                                                                5,667       5,207       4,278     
 Intangible assets, net                                                       982         985         856       
 Property, plant and equipment, net                                           506         496         464       
 Deferred tax assets                                                          97          82          75        
 Investments in associates                                                    23          43          140       
 Other financial assets                                                       242         113         113       
 Non-current assets                                                           7,517       6,926       5,926     
 Inventory and work in progress                                               342         343         326       
 Accounts receivable                                                          6,841       6,446       5,953     
 Other receivables and current assets                                         591         561         572       
 Cash and cash equivalents                                                    1,314       2,174       2,164     
 Current assets                                                               9,088       9,524       9,015     
 Total assets                                                                 16,605      16,450      14,941    
                                                                                                                
 Liabilities and equity                                                                                         
 Share capital                                                                84          77          77        
 Additional paid-in capital and retained earnings, (Group share)              4,529       3,821       3,284     
 Equity attributable to equity holders of the parent company (Group share)    4,613       3,898       3,361     
 Non-controlling interests (minority interests)                               44          33          21        
 Total equity                                                                 4,657       3,931       3,382     
 Long-term borrowings                                                         730         1,460       1,783     
 Deferred tax liabilities                                                     238         240         219       
 Long-term provisions                                                         465         486         458       
 Non-current liabilities                                                      1,433       2,186       2,460     
 Trade payables                                                               8,249       7,745       7,216     
 Short-term borrowings                                                        379         838         290       
 Income taxes payable                                                         65          66          39        
 Short-term provisions                                                        166         137         118       
 Other creditors and current liabilities                                      1,656       1,547       1,436     
 Current liabilities                                                          10,515      10,333      9,099     
 Total liabilities                                                            16,605      16,450      14,941    
                                                                                                                


Consolidated cash flow statement

 (in millions of euros)                                                                              2012       2011     2010   
 Cash flows from operating activities                                                                                           
 Net income                                                                                          764        629      551    
 Neutralization of non-cash income and expenses:                                                                                
 Income taxes                                                                                        282        248      216    
 Cost of net financial debt                                                                          30         56       65     
 Capital (gains) losses on disposals (before tax)                                                    (38)       (19)     (14)   
 Depreciation, amortization and impairment on property, plant and equipment and intangible assets    182        141      146    
 Non-cash expenses on stock options and similar items                                                26         26       26     
 Other non-cash income and expenses                                                                  (7)        1        6      
 Share of profit of associates                                                                       (25)       (17)     (8)    
 Dividends received from associates                                                                  8          14       14     
 Taxes paid                                                                                          (306)      (212)    (219)  
 Interest paid                                                                                       (61)       (80)     (76)   
 Interest received                                                                                   24         29       17     
 Change in operating working capital requirements (1)                                                153        73       287    
 Net cash flows generated by (used in) operating activities (I)                                      1,032      889      1,011  
 Cash flows from investing activities                                                                                           
 Acquisitions of property, plant and equipment and intangible assets                                 (123)      (116)    (103)  
 Proceeds from sale of property, plant and equipment and intangible assets                           3          4        25     
 Net acquisitions of financial assets                                                                (120)      13       5      
 Acquisitions of subsidiaries                                                                        (369)      (728)    (166)  
 Disposals of subsidiaries                                                                           -          28       1      
 Net cash flows provided by (used in) investing activities (II)                                      (609)      (799)    (238)  
 Cash flows from financing activities                                                                                           
 Dividends paid to equity holders of the parent company                                              (119)      (129)    (107)  
 Dividends paid to non-controlling interests                                                         (31)       (14)     (21)   
 Cash received on new borrowings                                                                     16         77       7      
 Reimbursement of borrowings                                                                         (546)      (29)     (52)   
 Net purchases of non-controlling interests                                                          (30)       (11)     (9)    
 Net (purchases)/sales of treasury shares and warrants                                               (566)      51       (198)  
 Net cash flows provided by (used in) financing activities (III)                                     (1,276)    (55)     (380)  
 Impact of exchange rate fluctuations (IV)                                                           (7)        (17)     188    
 Change in consolidated cash position (I + II + III + IV)                                            (860)      18       581    
 Cash and cash equivalents on January 1                                                              2,174      2,164    1580   
 Bank overdrafts on January 1                                                                        (28)       (36)     (33)   
 Net cash and cash equivalents at beginning of period (V)                                            2,146      2,128    1,547  
                                                                                                                                
 Cash and cash equivalents on December 31 (Note 18)                                                  1,314      2,174    2,164  
 Bank overdrafts on December 31 (Note 22)                                                            (28)       (28)     (36)   
 Net cash and cash equivalents at closing date (VI)                                                  1,286      2,146    2,128  
 Change in consolidated cash position (VI - V)                                                       (860)      18       581    
 (1) Breakdown of change in working capital requirements:                                                                       
 Change in inventory and work in progress                                                            41         (6)      (14)   
 Change in accounts receivable and other receivables                                                 (426)      (267)    (855)  
 Change in accounts payable, other payables and provisions                                           538        346      1,156  
 Change in working capital requirements                                                              153        73       287    
                                                                                                                                


Consolidated statement of changes in equity

 Number of       (in millions of euros)                                                                               Share       Addi-       Reserves      Tran-       Fair          Equity                    Non-controlling    Total    
 outstanding                                                                                                          capital     tional      and           slation     value         attributable to           interests          equity   
 shares                                                                                                                           paid-in     earnings      reserve     reserve       equity holders            (minority                   
                                                                                                                                  capital     brought                                 of the parent             interests)                  
                                                                                                                                              forward                                 company                                               
                                                                                                                                                                                      
                                                                                                                                                                                      
 187,168,768     31.12.09                                                                                             79          2,600       390           (377)       121                           2,813     25                 2,838    
                 Net income                                                                                                                   526                                                     526       25                 551      
                 Other comprehensive income:                                                                                                                                                                                                
                 Fair value adjustments to available-for-sale investments                                                                                               12                            12                           12       
                 Actuarial gains and losses on defined benefit plans (1)                                                                      (6)                                                     (6)                          (6)      
                 Consolidation translation adjustments                                                                                                      289                                       289       8                  297      
                 Total other comprehensive income                                                                     -           -           (6)           289         12                            295       8                  303      
                 Total income and expenses for the period                                                             -           -           520           289         12                            821       33                 854      
 (5,937,871)     Publicis Groupe S.A. capital increase                                                                (2)         (168)       (48)                                                    (218)                        (218)    
                 Dividends                                                                                                                    (107)                                                   (107)     (21)               (128)    
                 Share-based compensation (1)                                                                                                 39                                                      39                           39       
                 Additional interest on Orane                                                                                                 (7)                                                     (7)                          (7)      
                 Effect of acquisitions and commitments to buy out non-controlling interests (minority interests)                                                                                     -         (16)               (16)     
 1,140,173       Purchases/sales of treasury shares                                                                                           20                                                      20                           20       
 182,371,070     31.12.10                                                                                             77          2,432       807           (88)        133                           3,361     21                 3,382    
                 Net income                                                                                                                   600                                                     600       29                 629      
                 Other comprehensive income:                                                                                                                                                                                                
                 Fair value adjustments to available-for-sale investments                                                                                               (3)                           (3)                          (3)      
                 Actuarial gains and losses on defined benefit plans(1)                                                                       (35)                                                    (35)      -                  (35)     
                 Consolidation translation adjustments                                                                                                      49                                        49        -                  49       
                 Total other comprehensive income                                                                                             (35)          49          (3)                           11        -                  11       
                 Total income and expenses for the period                                                             -           -           565           49          (3)                           611       29                 640      
 1,712,704       Publicis Groupe SA capital increase and cancellation of treasury shares                              -           47          (47)                                                    -                            -        
                 Dividends                                                                                                                    (129)                                                   (129)     (14)               (143)    
                 Share-based compensation(1)                                                                                                  25                                                      25                           25       
                 Additional interest on Orane                                                                                                 (8)                                                     (8)                          (8)      
                 Effect of acquisitions and commitments to buy out non-controlling interests (minority interests)                             (13)                                                    (13)      (3)                (16)     
 1,912,289       Purchases/sales of treasury shares                                                                                           51                                                      51                           51       
 185,996,063     31.12.11                                                                                             77          2,479       1,251         (39)        130                           3,898     33                 3,931    
                 Net income                                                                                                                   737                                                     737       27                 764      
                 Other comprehensive income:                                                                                                                                                                                                
                 Fair value adjustments to available-for-sale investments                                                                                               4                             4                            4        
                 Actuarial gains and losses on defined benefit plans(1)                                                                       (28)                                                    (28)                         (28)     
                 Consolidation translation adjustments                                                                                                      (58)                                      (58)      (3)                (61)     
                 Total other comprehensive income                                                                                             (28)          (58)        4                             (82)      (3)                (85)     
                 Total income and expenses for the period                                                             -           -           709           (58)        4                             655       24                 679      
 (9,197,684)     Publicis Groupe S.A. capital increase                                                                (4)         (334)       (47)                                                    (385)                        (385)    
                 Dividends                                                                                                                    (119)                                                   (119)     (31)               (150)    
                 Share-based compensation(1)                                                                                                  39                                                      39                           39       
                 Additional interest on Orane                                                                                                 (8)                                                     (8)                          (8)      
                 Effect of acquisitions and commitments to buy out non-controlling interests (minority interests)                             20                                                      20        18                 38       
 25,900,629      Conversion of Oceane 2014                                                                            11          706         (23)                                                    694                          694      
 (3,495,358)     Purchases/sales of treasury shares                                                                                           (181)                                                   (181)                        (181)    
 199,203,650     31.12.12                                                                                             84          2,851       1,641         (97)        134                           4,613     44                 4,657    
                                                                                                                                                                                                                                            


(1)The actuarial gains and losses on defined benefit plans as well as
share-based compensation take into account the associated deferred taxes.

Note 9Earnings per share

Earnings per share and diluted earnings per share

 (in millions of euros, except for share data)                                                           2012            2010           2009          
 Net income used for the calculation of earnings per share                                                                                            
 Net income attributable to equity holders of the parent company                                  a      737             600            526           
 Impact of dilutive instruments:                                                                                                                      
 - Savings in financial expenses related to the conversion of debt instruments, net of tax (1)           17              27             27            
 Diluted net income attributable to equity holders of the parent company                          b      754             627            553           
 Number of shares used to calculate earnings per share                                                                                                
 Average number of shares that make up the share capital                                                 195,194,484     191,738,061    192,754,345   
 Treasury shares to be deducted (average for the year)                                                   (11,345,668)    (7,935,852)    (10,912,268)  
 Shares to be issued to redeem the Orane                                                                 17,183,419      18,745,548     20,307,677    
 Average number of shares used for the calculation                                                c      201,032,235     202,547,757    202,149,754   
 Impact of dilutive instruments:                                                                                                                      
 - Free shares and dilutive stock options (1)                                                            4,489,716       5,161,031      4,389,680     
 - Warrants (1)                                                                                          1,390,663       893,900        480,327       
 - Shares resulting from the conversion of convertible bonds (2)                                         17,231,086      28,463,470     28,450,700    
 Number of shares - diluted                                                                       d      224,143,700     237,066,159    235,470,461   
 (in euros)                                                                                                                                           
 Earnings per share                                                                               a/c    3.67            2.96           2.60          
 Diluted earnings per share                                                                       b/d    3.36            2.64           2.35          
                                                                                                                                                      


(1) Only stock options and warrants with a dilutive effect, i.e. where the
strike price is lower than the average price for the period, are included in the
calculation. In 2012, all the stock options and warrants not yet exercised at
the reporting date had a dilutive effect.

(2)Over the three years 2012, 2011 and 2010, all Océanes had a dilutive effect
and were thus included in the calculation of diluted EPS.

Headline earnings per share (basic and diluted)

 (in millions of euros, except for share data)                                                      2012            2011           2010          
 Net income used to calculate headline (1) earnings per share                                                                                    
 Net income attributable to equity holders of the parent company                                    737             600            526           
 Items excluded:                                                                                                                                 
 - Amortization of intangibles arising from acquisitions, net of tax                                28              23             21            
 - Impairment, net of tax                                                                           8               -              1             
 - Capital and remeasurement gains /losses                                                          (58)            (18)           (12)          
 - Revaluation of earn-outs                                                                         (9)             (4)                          
 Headline net income attributable to equity holders of the parent company                    e      706             601            536           
 Impact of dilutive instruments:                                                                                                                 
 - Savings in financial expenses linked to the conversion of debt instruments, net of tax           17              27             27            
 Diluted headline net income attributable to equity holders of the parent company            f      723             628            563           
                                                                                                                                                 
 Number of shares used to calculate earnings per share                                                                                           
 Average number of shares that make up the share capital                                            195,194,484     191,738,061    192,754,345   
 Treasury shares to be deducted (average for the year)                                              (11,345,668)    (7,935,852)    (10,912,268)  
 Shares to be issued to redeem the Orane                                                            17,183,419      18,745,548     20,307,677    
 Average number of shares used for the calculation                                           c      201,032,235     202,547,757    202,149,754   
 Impact of dilutive instruments:                                                                                                                 
 - Free shares and dilutive stock options                                                           4,489,716       5,161,031      4,389,680     
 - Warrants                                                                                         1,390,663       893,900        480,327       
 - Shares resulting from the conversion of convertible bonds                                        17,231,086      28,463,470     28,450,700    
 Number of shares - diluted                                                                  d      224,143,700     237,066,159    235,470,461   
 (in euros)                                                                                                                                      
 Headline earnings per share(1)                                                              e/c    3.51            2.97           2.65          
 Diluted headline earnings per share(1)                                                      f/d    3.23            2.65           2.39          
                                                                                                                                                 


(1)Earnings after elimination of impairment charge, amortization on intangibles
arising on acquisition, main capital /remeasurement gains (losses)
(includingmainly BBH takeover), and earn out revaluation

Publicis Groupe
Peggy Nahmany, + 33 (0)1 44 43 72 83
Corporate Communications
Martine Hue, + 33 (0)1 44 43 65 00
Investor Relations
Stéphanie Attelian, + 33 (0)1 44 43 74 44
Investor Relations 



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