SYNLAB Acquisition GmbH

Augsburg

Synlab Bondco PLC

London /UK

Befreiender Konzernabschluss gem. §291/292 HGB
zum Geschäftsjahr vom 01.01.2020 bis zum 31.12.2020

Annual report and consolidated financial statements for the year ended 31 December 2020

Registered number: 9503922

Annual Report and financial statements 2020

Contents

Strategic report

Directors' report

Directors' responsibilities statement

Independent auditor's report

Consolidated statement of income

Consolidated statement of comprehensive income

Consolidated statement of financial position

Company statement of financial position

Consolidated statement of changes in equity

Company statement of changes in equity

Consolidated statement of cash flows

Notes to the financial statements

Strategic Report

This strategic report has been prepared for the period from 1 January 2020 to 31 December 2020 for the Group (SYNLAB Bondco PLC and its subsidiaries) as a whole and therefore gives greater emphasis to those matters which are significant to SYNLAB Bondco PLC and its subsidiary undertakings when viewed as a whole.

BUSINESS STRATEGY

SYNLAB Bondco PLC Group (hereinafter "the Group") main business is the supply of medical diagnostic services, primarily relating to clinical diagnostics testing and screening services. The Group has divested in 2020 its Analytics & Services activities that represented around 10 % of Group revenue in prior years with the objective to focus on its medical activities.

The Group is the largest European company of its type and benefits from a network of over 475 laboratories across 36 countries worldwide, including the core markets of Germany, France, Switzerland, Italy and Spain. The growth of the clinical laboratory and medical diagnostic services market in Europe is supported by favourable structural trends, including an ageing population, increasing prevalence of chronic diseases, a growing focus on disease prevention and increasing outsourcing of clinical laboratory testing by hospitals. Significant portions of the European markets remain fragmented and we are at the forefront of industry consolidation at country level.

The Group intends to continue to grow its business by expanding its service offering. It will also focus on leveraging the business's scale, capabilities and supplier relationships to drive operating efficiencies, by streamlining its lab operations and administrative functions. The Group expects to pursue growth opportunities through selective acquisitions in the markets in which it already operates. If the opportunity arises, the Group could also explore new markets.

The ongoing crisis with COVID-19 is creating significant uncertainty for all businesses across the geographies, in which the Group operates. The Group is focusing its effort to the global fight against and containment of the virus by offering solutions and advices to various stakeholders to better cope with the current situation. With a strong ramp up of its molecular testing capabilities, the Group is offering an unmatched testing capability across most of the geographies in which the Group operates. Ultimately, the Group's business model and the criticality of the medical services provided means that the Group is a key player in the response to the current pandemic. During the whole year 2020, all the key laboratories have remained open and operational.

The key impacts that we have experienced during the year include:

•	Shortage of employees in patient facing activities leading to closure of some Blood Collection points during severe lock down period primarily in the second quarter of 2020,
•	Limited impact on volumes of non-critical medical testing and mostly during lock down periods,
•	Catch up effect of volume of medical testing after lock down periods,
•	Strong COVID-19 PCR testing volume demand increasing month after month.

As the crisis continues, we expect demand for COVID-19 related diagnostic services to increase in 2021 and are working closely with government bodies to support their efforts in this regard.

BUSINESS REVIEW

Description of certain key events and certain financial indicators

The following table shows certain line items from the SYNLAB Bondco PLC consolidated statement of income for the year ended 31 December 2020 and the comparative year ended 31 December 2019.

	Year ended 31 December
	2020	2019 ^*
	€ 000	€ 000
Revenue	2,621,184	1,906,070
Material and related expenses	(684,517)	(437,005)
Payroll and related expenses	(908,226)	(767,328)
Other operating income	23,507	24,223
Other operating expenses	(369,427)	(329,589)
Depreciation and amortization	(226,221)	(196,784)
Operating profit before acquisition expenses, restructuring expenses and impairment of non-current assets	456,300	199,587
Restructuring and other significant expenses	(9,554)	(27,349)
Acquisitions related income / (expenses)	(1,902)	1,568
Impairment of non-current assets	(114,995)	(91,064)
Operating profit	329,849	82,742

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

The above lines of the Group consolidated statement of income represent the continuing operations recognizing that the Analytics & Services ("A&S") activity has been sold in 2020 and reported as discontinued operations. The 2019 financials have been restated accordingly. The discontinued operations generated revenues of 206.2 M€ and delivered an Operating profit before acquisition, restructuring and impairment of non-current assets of 16.1 M€.

The main drivers of 2020 revenue growth of the continuing operations are:

•	the positive effect on revenue of the COVID-19 testing with 11.6 M PCR tests performed during the year,
•	the negative effect on revenue of the COVID-19 attrition on the base activity from local confinement or lock down measures partially mitigated by the support received from governments,
•	a positive price impact in 2020 of 10.6 M€ (+0.5%), with no price decrease in France in 2020 and favorable price increase in some geographies including Germany, South as well as North & East operating segments,
•	an underlying revenue growth excluding the estimated impact from COVID-19 in all countries in which the Group operates except for Switzerland. The revenue in Switzerland is down by approximately 10% excluding the estimated COVID-19 impact resulting from the continued commercial challenges encountered in this market
•	the effect of the 9 acquisitions completed in 2020 which, since the acquisition date, have contributed 8.7 M€ to reported revenue.

Material and related expenses were increasing at a higher pace than revenue due to a change in mix as the COVID-19 PCR (or "C19") test materials are more expensive (expressed as a percentage of C19 testing related revenue) than the average material expenses for the base activity.

Payroll and other operating expenses were growing at a much lower rate than the revenue leading to a strong volume leverage and a strong profitability improvement as the additional C19 testing activity was largely absorbed within the existing workforce.

Operating profit before acquisition expenses, restructuring expenses and impairment of non-current asset demonstrates the financial performance from operations and stands at 456.3 M€ compared to 199.6 M€ in the year 2019. The increase is largely resulting from the increased volume related to C19 testing.

After accounting for expenses relating to restructuring and other significant items as well as acquisition related expenses and impairment, the total Operating profit stands at 329.8 M€ compared to 82.7 M€ for the year 2019.

In 2020, the Operating profit is impacted by an impairment of goodwill for the Cash Generating Unit (CGU) Switzerland (115.0 M€) as a result of the year end impairment test and following the impairment recorded in the year ended December 31. 2019 (90.0 M€). The business case used for the impairment test has reflected the effect of the additional customers lost in 2020 due to the ongoing commercial challenges that we face in this market. Additional detail of the goodwill impairment is provided in Note 17.

In the analysis of the Group's operating results, we present certain non-IFRS measures as (i) they are used by management to measure operating performance, in presentations to our board members, and as a basis for strategic planning and forecasting, and (ii) they represent similar measures that are widely used by certain investors, securities analysts and other parties as supplemental measures of performance. These measures enhance management's and investors' understanding of our financial performance by excluding items that are outside of ongoing operations such as Separately Disclosed Items (See note 12), income taxes and costs of capital.

We believe that Adjusted EBITDA and Adjusted Operating Profit are widely used by investors to measure our operating performance and can vary substantially from company to company depending on the accounting methods, book value of assets and capital structure or method by which assets were acquired. These adjusted measures eliminates potential differences in performance caused by variations in capital structures (affecting net finance costs), tax positions (such as the availability of net operating losses against which to relieve taxable profits), the cost and age of tangible assets (affecting relative depreciation expense) and the extent to which intangible assets are identifiable (affecting relative amortization expense). These adjusted measures also eliminates the effect of additional specific items that are considered to hinder comparison of the trading performance of our business year-on- year.

However, these non-IFRS measures are not measures or adjustments determined based on IFRS or any other internationally accepted accounting principles, and you should not consider such items as an alternative to the historical financial results or other indicators of our performance based on IFRS measures. The non-IFRS measures, as defined by us, may not be comparable to similarly titled measures as presented by other companies due to differences in the way our non-IFRS measures are calculated. Even though the non-IFRS measures are used by management to assess ongoing operating performance and these types of measures are commonly used by investors, they have important limitations as analytical tools, and should not be considered in isolation or as substitutes for analysis of SYNLAB's results as reported under IFRS.

A key non-IFRS measure that Management have been using to manage the company is Adjusted EBITDA. The table below shows for 2020 and 2019, the reconciliation between Operating profit before acquisitions, restructuring and impairment of non-current asset and Adjusted EBITDA:

	Year ended 31 December
	2020	2019
	€ 000	€ 000
Operating profit before acquisition, restructuring and impairment of non-current assets	456,300	199,587
Other adjustments for:
Depreciation and amortisation	226,221	196,784
Share-based payments	3,550	5,828
Other non-recurring costs	-	2,308
Adjusted EBITDA	686,071	404,507

The Group was able to strongly increase its Adjusted EBITDA in 2020 compared to 2019 with the strong contribution of COVID-19 impact on its operations but also a positive impact of price, the strong underlying volume growth excluding the estimated COVID-19 impact supported by the ForYou initiatives, and the continuous delivery of productivity and procurement initiatives managed under the umbrella of SALIX Group led program and partially offset by the inflation on workforce.

Following the implementation of IFRS 16 in 2019, a major portion of the Group's leasing expenses for laboratory buildings and laboratory equipment was capitalized as Right of use assets and is now impacting the consolidated statement of income through depreciation and interest expense. Adjusted EBITDA fails to capture the cost associated with these assets, critical to SYNLAB's business, and does not fully reflect the Group's performance. In order to take account of this fact, SYNLAB introduced a new key performance indicator during the year: Adjusted Operating Profit (AOP), which is also now the segmental performance measure. This key performance indicator will continue to be the Group's key performance indicator in future years. The tables below show the reconciliation of Adjusted EBITDA to AOP as well as the reconciliation of AOP to the Profit for the period.

	Year ended 31 December
	2020	2019
	€ 000	€ 000
Adjusted EBITDA	686,072	404,508
Other adjustments for:
Depreciation and amortisation	(226.221)	(196,784)
Amortisation for Customer Relationships	51,435	53,002
Adjusted Operating Profit	511,285	260,726
Adjusted Operating Profit	511,285	260,726
Adjustments for:
Share-based payments	(3,550)	(5,828)
Amortisation for Customer Relationships	(51,435)	(53,002)
Restructuring and other significant expenses	(9,554)	(27,349)
Acquisitions related income / (expenses)	(1,902)	1,568
Other non-recurring costs	-	(2,308)
Impairment of non-current assets	(114,995)	(91,064)
Operating profit	329,849	82,742
Share of loss of associates and other non-controlling interest	(2,746)	(1,125)
Profit / (loss) on disposal of investment	1,120	58
Net finance costs	(177,634)	(164,783)
Income tax expenses	(87,316)	(25,008)
Profit / (loss) for the year from continuing operations	63,273	(108,116)
Net result for the year from discontinued operations	221,117	11,677
Profit / (loss) for the period	284,390	(96,439)

The Profit for the period of the Group stands at 284.4 M€ in 2020 compared to a Net Loss of (96.4) M€ in 2019. This increase compared to prior period is mainly resulting from the significant growth of the business triggered by the Covid-19 pandemic and the net result for the year from discontinued operations related to the sale of "A&S".

The increase in net finance costs was impacted by the modification loss of 16.8 M€ resulting from the refinancing in Q2.

Tax expenses increased in line with the growing profit.

SYNLAB Financing arrangements

The SYNLAB Financing arrangements at the end of 2020, comprise of:

•	468 M€ Senior Secured Term Loan, held by SYNLAB Bondco PLC and due 2024. The Term Loan bears floating initial interest at 3.75% p.a.(subject to margin ratchet) + Euribor (with a 0% floor).
•	76 M€ Senior Secured Term Loan, held by SYNLAB Bondco PLC and due 2022. The Term Loan bears floating initial interest at 2.75% p.a.(subject to margin ratchet) + Euribor (with a 0% floor).

•	69 M€ Senior Secured Term Loan, held by SYNLAB Bondco PLC and due 2026. The Term Loan bears floating initial interest at 3.50% p.a.(subject to margin ratchet) + Euribor (with a 0% floor).
•	851 M€ Senior Secured Term Loan, held by SYNLAB Bondco PLC and due 2027. The Term Loan bears floating initial interest at 3.50 % p.a.(subject to margin ratchet) + Euribor (with a 0% floor).
•	385 M€ Senior Secured Term Loan, held by SYNLAB Bondco PLC and due 2026. The Term Loan bears floating initial interest at 3.75% p.a.(subject to margin ratchet) + Euribor (with a 0% floor).
•	850 M€ Senior Secured Notes (High Yield Bond), held by SYNLAB Bondco PLC and due 2025. The Notes bears floating initial interest at 4.,75% p.a. + Euribor (with a 0% floor).
•	375 M€ 8.25% Senior Notes (High Yield Bond), held by SYNLAB Unsecured Bondco Plc. The proceeds were loaned to SYNLAB Bondco PLC for an amount of 369.7 M€. Those Senior Notes were fully redeemed in November 2020.
•	A 250 M€ Revolving Credit Facility under a Super Senior Secured syndicated Revolving Credit Facility (RCF) with certain banks as lenders parties, Natixis as agent and U.S. Bank Trustees Ltd as security agent. This facility was undrawn as at 31 December 2020.

For details on those financing schemes as well as the various refinancing that occurred in 2020, please refer to Note 26 Borrowings and other financial liabilities.

Balance Sheet & Cash Flow

The main drivers of the movements on the balance sheet were the disposal of the A&S segment and the extraordinary strong growth of the business during 2020. Whereas the disposal of A&S resulted in significant reductions of goodwill and intangible assets as well as a corresponding inflow of cash, the growth of the business is reflected in significant increases in inventory, trade accounts receivables and trade accounts payables.

Following those movements, the net working capital has increased in 2020 which had a significant negative impact on the cash flow generation. The increase in inventory resulted from a demand to maintain a sufficient inventory of COVID-19 related materials and limited increases of safety stocks for other materials. The trade receivable increased as a result of the significant COVID-19 testing of which a large part was done in the fourth quarter, some specific reimbursement mechanisms that apply to COVID-19 testing in certain countries and the fact that billing and collection did not fully keep up pace with the significant increased invoicing activity specific to COVID-19 testing. The increase in trade account payables was not able to fully offset this impact.

The following table reflects the details of working capital movements as presented in the cash flow statement of the group:

	Year ended 31 December
	2020	2019
	€000	€000
(Increase) / decrease in inventories	(111,728)	(2,201)
(Increase) / decrease in trade accounts receivable	(267,456)	(20,104)
Increase / (decrease) in trade accounts payable	151,921	12,459
Increase / (decrease) in other net working capital	56,780	248
(Increase) / decrease of working capital	(170,483)	(9,598)

The increase in other net working capital is mostly related to liabilities from salaries and other payroll components and the respective social security liabilities.

Starting Q4 2020 the Group was able to better align billing and collection with the increasing business and will further continue with this during 2021 in order to improve operating cash flow and working capital and bring it back to a normal level.

RISK MANAGEMENT

Approach to risk management

The Board has overall accountability for ensuring that risk is effectively managed across the Group and, on behalf of the Board the Audit Committee responsibilities are:

•	Review the effectiveness of the Group Risk Process,
•	Monitor the financial reporting process,
•	Monitor the effectiveness of the issuer's internal control, internal audit, and risk management systems,
•	Monitor the statutory audit of the annual and consolidated accounts,
•	Review and monitor the independence of the statutory auditor, and in particular the provision of additional services to the issuer.

The Group has developed its global framework for risk management to increase risk awareness and provide further structure and support for risk management activities across the organization.

Principal risks and uncertainties

The Group is exposed to risks wider than those listed below. We have, however, disclosed those we believe are likely to have the greatest impact on our business at the moment in time that those were debated by the Board. Additional risks not presently known to management, or currently deemed to be less material, may also have an adverse effect on the business.

For a holistic view of risks the Group might be facing, both now and in the future, we considered those that are:

•	core to our day-to-day operations;
•	related to changes in business activities and its environment; and
•	likely to emerge in the future.

The risk radar below maps our principal risks against those categories.

Risk Name and Description	Assessment and mitigation measures
1 Business Interruption risk - Suppliers being unable to provide reagents The risk of a business interruption in some of our labs due to the temporary inability of our suppliers to provide necessary reagents on time in the required quality.	-The overall SYNLAB risk exposure level remains unchanged since SYNLAB continuously reviews its supplier portfolio and implements mitigation measures for areas with higher dependency from single suppliers - The risk of shortage of reagents increases in exceptional circumstances (eg. COVID-19). One mitigant is that reagents are considered as highly critical health related products - Another mitigant is the increase of inventory
2 Market Development Risk - Lock down impact A new risk has emerged during the lock down period to respond to the COVID-19 pandemic where patients reduced their visits to their doctors and critical surgeries have been delayed, the demand for diagnostic services has reduced significantly.	- The recovery has been very rapid after the end of the confinement with a partial catch up of the volumes - The demand for COVID-19 testing has also increased significantly and SYNLAB has ramped up its capacity drastically - The overall SYNLAB risk exposure level is contained
3 Information Technology Risk - Complex system environment	- The level of risk SYNLAB is exposed to is to remain stable, however ongoing acquisitions
The risk of system failures, processing errors or inefficiencies resulting from a complex group structure with partly unintegrated systems.	- adds further complexity to the current IT landscape - SYNLAB IT strategy is focused on improvements of its key IT systems in addition to automation of its processes
4 Market Development Risk - Disruptive Developments' Risk The risk that new, more cost-effective tests are developed that can be performed directly by our customers or patients, or a transition by hospitals or doctors to carry out in-house testing.	- The macro risk level is consistent across the industry, as innovation is driven by mature suppliers and competitors as well as blue chip tech companies - More focused market screening and the launch of innovation initiatives with a high flexibility to manage change quickly, driven by SYNLAB strategy for Customer Centric Medical Excellence
5 Regulatory Risk - Reimbursement Risk The risk of declining prices, especially in market where healthcare spend is publicly funded and under constant cost pressure.	- The macro risk level remains stable. The overall trend of price reductions is unchanged compared to prior periods - While still being exposed to its large markets, SYNLAB risk exposure continuously decreases, in line with SYNLAB strategy to diversify its geographic footprint mitigating the potential impact of national regulatory changes
6 Know how Management Risk - Lack or loss of key know how The risk of not being able to retain or recruit experienced laboratory doctors who the Company needs to provide on-time, high quality service according to accreditation requirements and in line with other regulatory needs.	- The overall SYNLAB risk exposure remains unchanged - SYNLAB is developing a well-recognised brand throughout Europe and is becoming an attractive employer - SYNLAB is able to grow its knowledge base leveraging its international network as well as from M&A - SYNLAB has also implemented proactive retention actions in some specific places
7 Capital Availability Risk - Refinancing Risk The risk of not being able to raise enough funds to repurchase the existing outstanding Notes.	- The macro risk level remains unchanged despite uncertainty created by Brexit and the economic consequences of the COVID-19 pandemic - SYNLAB risk exposure reduces as the group leverage ratios reduces with the increased activity from COVID-19 testing - The group closely monitors leverage ratios in addition to constantly reassessing refinancing opportunities
8 Information Security Risk (risk of data loss) - IT-governance The risk of losing control over sensitive (patient) data.	- The macro risk level continues to increase as the threat against the healthcare business and targeted attacks - The SYNLAB exposure level currently unchanged due to targeted improvement of our systems environment - An enhanced IT Security Roadmap is being implemented, including information security policies, processes and standards
9 Compliance Risk - Non-compliance with GDPR and worldwide local data protection laws The risk that patient personal or medical information is made accessible to nonauthorized person.	- The overall SYNLAB risk exposure remains unchanged as the group has implemented policies to ensure compliance - Group DPO and local data protection managers have been appointed - Data Protection Policies are being implemented within the Group - Audits are being performed
10 (Financial) Market Risk - Adverse FX- development The currency risk refers to the company's exposure from operating in non-EUR currency countries with respect to unpredictable gains or losses due to changes in the value of a foreign currency in relation to the EUR	- The macro risk level slightly increased over the last twelve months, mainly driven by uncertainty created by Brexit and its economic consequences as well as economic consequences in Latam and emerging markets due to COVID-19 pandemic - The level of risk SYNLAB is exposed has also slightly increased. The key mitigant remains SYNLAB diverse portfolio mix across different markets
11 (Financial) Market Risk - Interest Rate Increase The interest rate risk is the risk that arises for the company, being partly financed by bonds being subject to variable interest, from rising interest rates as these will adversely affect the company's debt service obligations.	-The macro risk level is stable over the last twelve months, despite uncertainty created by Brexit, in addition to the COVID-19 pandemic -SYNLAB closely monitors the interest development to rapidly adjust its hedging strategy, and constantly reassesses its refinancing opportunities. Excluding the RCF, c.60% of the SYNLAB debt is bearing interest at a capped level

Another issue that the Group has been monitoring is the consequence of the 'Brexit' (the United Kingdom (UK) having left the European Union (EU)). The Company does not see Brexit as a material risk to the business, primarily because the Group's operations in UK are both relatively self-contained and small in the context of the wider group, and therefore there is limited risk from any change in tax or duties regulation. In any case the Group continuously monitors the evolution of the situation to adequately adjust its local and global mitigation measures. The above assessment is not modified with the signing of the South East London Pathology services outsourcing.

STRATEGY, STAKEHOLDERS AND BOARD DECISIONS (SECTION 172)

Section 172 of the Companies Act 2006 requires a director of a company to act in the way he or she considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole. In doing this, section 172 requires a director to have regard, among other matters, to:

•	the likely consequences of any decision in the long term;
•	the interests of the company's employees;
•	the need to foster the company's business relationships with suppliers, customers and others;
•	the impact of the company's operations on the community and the environment;
•	the desirability of the company maintaining a reputation for high standards of business conduct;
•	and the need to act fairly with members of the company.

The directors give careful consideration to the factors set out above in discharging their duties under section 172. The stakeholders we consider in this regard are our patients and customers reflecting the communities we serve, our regulators, our employees and our owners. The board recognises that building strong relationships with our stakeholders will help us to deliver our strategy in line with our long-term values and operate the business in a sustainable way.

At SYNLAB we are proud of what we stand for: fast, precise and actionable medical diagnostics for a healthier and sustainable life. Since the outbreak of the COVID-19 pandemic, SYNLAB is devoted to the global fight against and containment of the virus. The health of our employees, communities and society at large are of pivotal importance. To meet and exceed quality promises, we follow a comprehensive business strategy which is centred around personalizing diagnostics by delivering customer centric medical excellence. In times of the pandemic, SYNLAB has followed and even enhanced its strategy and was able to provide systemically relevant infrastructure; SYNLAB spared no efforts to identify, understand, and respond to the diverse and extraordinary needs of its stakeholders.

Enhancing sustainability

At all times, we are accountable to our stakeholders including patients, customers, employees, investors, debt providers, suppliers and other business partners, authorities, and ultimately the people at the various locations. SYNLAB's understanding of sustainability is an interplay of economy, ecology, corporate social responsibility and good governance. It resonates with the objective to create value for our clients, employees, shareholders, and society. Improving our sustainability requires a structured, well-informed and comprehensive approach. Along those lines, SYNLAB perceives environmental, social and governance (ESG) factors as an opportunity for driving innovation and business transformation.

Supporting Our Stakeholders Throughout the Pandemic

As Europe's leading provider of medical diagnostics and a key provider of primary medical care, we continuously emphasize the importance of our customers and patients. Accordingly, many strategic decisions aim at further improving the quality of diagnostic information, their interpretation through our medical experts, as well as the turnaround time and the way how we optimize the patient and clinician experience throughout the entire process. This specifically holds true during the pandemic.

As such, we understood early on that the pandemic created a high level of uncertainty, that people were afraid of repercussions, and that the healthcare system at large required support to tackle this new and challenging situation. SYNLAB quickly reacted in numerous forms to respond to these needs: As one of the first medical diagnostic providers in Europe, we quickly shifted our capabilities to ramp up PCR-testing for SARS-CoV-2 and closely cooperated with hospitals and doctors wherever possible. At the same time, we worked hard to continuously realise fast turnaround times and we aligned services with governments and medical institutions such as the German Robert-Koch-Institute to enable fast mobile applications that directly inform people about their results. In addition, we established a Back-to-Work program to help businesses create safe working environments and ultimately reduce economic insecurities. Finally, SYNLAB implemented innovative, pain-free sampling methods that allow for faster sampling while reducing health care workers' exposure to aerosols. All these measures were aimed at reducing insecurities and providing our patients and customers with a healthier and sustainable life - especially during this pandemic.

For SYNLAB, our employees are the backbone of our business. As the interface between laboratory testing and patients, they embody our company and our operational success depends on their exceptional work. We have always been very proud of our people who act with dedication and passion to provide customer centric medical excellence. Since the outbreak of the pandemic our people have constantly been going the extra mile, contributing to the fight against the uncontrolled spread of the virus. Nevertheless, also our employees were not immune to the uncertainty caused by the pandemic and required a sense of both wellbeing and economic security.

During this critical time, we have committed ourselves to provide job security to our entire staff and acknowledged their tremendous efforts. It has been our priority to protect the health and wellbeing of our employees while at the same time continuing to open up development opportunities through special trainings on all levels. SYNLAB has further activated a global crisis team to manage and mitigate the SARS-CoV-2 impact on our people and business. To acknowledge the significant efforts being made during the pandemic, we have initiated our "SYNLAB Gratitude Campaign", prominently highlighting and acknowledging the tremendous efforts and great work our employees have delivered since the start of the pandemic - both internally as well as externally. The Gratitude Campaign aims at putting our employees - the invisible heroes of the pandemic - in the spotlight, internally as well as externally. Furthermore, we prepared the next round of our employee survey SYNLAB Dialogue to directly assess the impact of management decisions on our workforce, gather feedback, and implement this feedback into future decision-making. In addition, to both ensure a work environment that is as safe as possible despite the impact of COVID-19 and to foster relations amongst employees, we have switched to different virtual formats - our SYNLAB experts and managers across the group have met virtually for the annual SYNLAB Congress. But also, for daily operations, SYNLAB offers to working from home wherever possible.

Our shareholders and bondholders have invested in SYNLAB as they believe in the future success of the company, its overall mission and vision, as well as a solid return on their investment. We appreciate this trust, especially during a global pandemic, and are more than ever committed to providing sustainable long-term growth. SYNLAB fully recognizes and supports the United Nations' Sustainable Development Goals (SDGs) and is convinced that considering ESG factors leads not only to economic benefits but will contribute to ensuring the positive developments of SYNLAB and the communities we are operating in.

During the past year, we have further increased our transparency standards, as we decided to make multiple investments in response to the COVID-19 pandemic. In addition, SYNLAB has divested its A&S operating unit to streamline its portfolio and ensure long-term success, while ensuring a smooth transition for all employees affected. This transaction closed in 2020 In addition, we have initiated multi-stream refinancing measures long before the due time of various maturities to avoid any risks related to future financial market conditions and encourage the Group's sustainable development.

As the leading medical diagnostic services provider in Europe, SYNLAB operates in 36 countries and thousands of communities. This said, we are eager to make a meaningful, positive impact on these communities and societies we operate in. In 2020, the need for support through cooperation, information and medical diagnostics for SARS-CoV-2 has been enormous, and we did the best we could to provide the services needed.

Against this backdrop, SYNLAB implemented measures to ensure that SYNLAB laboratories have been listed as part of the critical infrastructure in healthcare and public health to provide the much-needed diagnostic services wherever needed. We also implemented an educational media campaign to inform the public as well as political decision makers on the intended use of different testing methods. Furthermore, we entered relevant partnerships with political institutions in different countries to support them with our capacities and know-how to directly tackle the pandemic and increase certainty about the situation of public health through targeted testing. In addition, we signed a long-term contract to establish a pathology partnership with the UK National Health Service, providing millions of people in South East London with extended access to fast and reliable pathology services. Ultimately, by entering a partnership with the UEFA and becoming the "UEFA Laboratory Diagnostics Provider 2020/2021" for SARS-CoV-2 testing across all UEFA competitions, we support the European world of football and bring joy into the homes of millions of fans.

Our suppliers are important stakeholders for SYNLAB. As a provider of primary medical care, it is of utmost importance to ensure the sustainability and resilience of our supply chain, especially while facing a global pandemic. The board's decision with regards to suppliers is focused on considering their needs to be able to supply SYNLAB on a continued basis. Our suppliers rely on us and our close, transparent and fair collaboration to ensure continuous and effective operations on all ends. In 2020, our strong relationships to our suppliers have paid off - thanks to close alignment and cooperation we jointly managed to avoid serious supply shortages. In addition, we engaged in a direct and deliberate dialogue with our suppliers to discuss the use of different testing procedures and inform about their intended use in public as mentioned above.

In order to address the requirements, set out in Section 172 of the Companies Act 2006, SYNLAB takes the following considerations into account:

a. SYNLAB provides actionable diagnostic information and value adding services to patients and customers to improve individual health. SYNLAB continues to achieve this through the following:

•	Our vision: Leadership through excellence in service to patients and the medical community with reliable diagnostics and value added, actively contributing the global fight against the spread of COVID-19,
•	Our imperative: Sustainable organic growth and sustainable shareholder value,
•	Our mission: Provide actionable diagnostic information for a healthier and sustainable life,
•	Our strategy: Personalizing Diagnostics (see below "FOR YOU") and market consolidation,
•	Our values: Passion, Accountability, Customer Centricity.

b. SYNLAB owes its success as a leading laboratory services provider above all to its committed and qualified employees who demonstrate on a daily basis their dedication to human health especially during the SARS-CoV-2 pandemic. With an international network of experts and scientists, SYNLAB is a place with diverse, deep expertise in different fields - a diversity that opens new paths to innovation, growth and exchange of ideas, which enhances the fast reaction to the global pandemic:

•	SYNLAB activated a global crisis team to manage and mitigate the SARS-CoV-2 impact on SYNLAB's people and its business
•	In 2020, SYNLAB rolled out its "Gratitude Campaign", rewarding and recognizing its employees' tremendous contribution and dedication to the fight against the global pandemic. With this Campaign, SYNLAB wants to shed light on the people whose work is not visible to all internal and external stakeholders but is of crucial importance for societies and communities. The Campaign includes measures such as "Stories from our Champions", where SYNLAB employees are sharing first-hand experiences and highlighting the extraordinary achievements of their teams
•	SYNLAB has expressed its commitment to saving jobs and avoiding lay-offs caused by the current crises
•	SYNLAB has quickly reacted to the pandemic internally - to minimize risk of infection and keep the connection and sense of belonging, SYNLAB has shifted employee interaction to the digital space e.g. by facilitating the annual SYNLAB Congress online

SYNLAB is continuously investing in its people in order to foster their growth, benefitting the individual employee, customers and patients and the organization itself:

•	SYNLAB puts a focus on employee engagement through the acknowledgement of employee contributions, e.g. by offering medical awards and research grants
•	SYNLAB provides a direct feedback link between employees and the management through the employee survey "SYNLAB Dialogue", first launched in 2019 and iterated in January 2021. We take employees' feedback serious and link management's remuneration to the outcome of SYNLAB Dialogue
•	SYNLAB offers dual education opportunities in different business areas of the organization
•	SYNLAB provides continuous trainings to develop its employees
•	SYNLAB is constantly working on the improvement of employees' workplace environment to minimize accidents
•	SYNLAB strictly adheres to anti-discrimination and anti-harassment laws and policies with a zero-tolerance approach

c. SYNLAB's success depends to a great extent on patient and customer satisfaction. Hence, fostering the relationships with customers and suppliers is crucial. Especially in 2020, the strong relationships and high level of trust proved to be of crucial importance and supported the response to the pandemic and the changing needs of customers and suppliers:

•	SYNLAB has been innovating the way of taking samples to test for SARS-CoV-2 by RT-PCR. With the validation of the oral rinse-based method and saliva-based testing avoiding nasopharyngeal swab sampling. Testing becomes much easier and pain-free
•	SYNLAB released of a guide on different testing methods to help the people who are not diagnostic experts to navigate the pandemic and its uncertainties
•	SYNLAB established SARS-CoV-2 "drive-in" testing facilities and mobile testing opportunities in its different countries
•	SYNLAB is continuing to expand its capacities to shorten turnaround time and contribute to the containment of the pandemic. SYNLAB was one of the first laboratories to provide tests for SARS-CoV-2, continuously expanding volumes, starting in February 2020
•	Directly working with governments and other external stakeholders to ensure high quality healthcare services needed
•	Enhanced diagnostic capacity, offering a wide range of testing solutions, due to a cooperation with suppliers to support organizations and companies in preparing workplaces for a safe return of their employees
•	To prevent the spread of SARS-CoV-2 at the workplace and in society, SYNLAB is partnering up with companies on the way to resume business and travel activity safely with adequate testing protocols
•	SYNLAB and UEFA have established a rigorous testing procedure that relies on SYNLAB's gold standard of testing for SARS-CoV-2. SYNLAB's digital interface Plasma is the key tool for data exchange between the relevant parties

SYNLAB has always attached great value to strong and equal footed relationships with customers and suppliers:

•

In order to obtain authentic customer voices, SYNLAB has established real-time customer feedback to determine Net Promoter Scores (NPS), which has proven to be a crucial tool to respond to changing demands. The feedback provided by customers is directly channelled to the persons responsible for the respective local operations, who directly follow up and improve potential issues that have been raised. Furthermore, improvements are being measured against continued feedback. On a higher level, the tracking of the NPS KPI is part of the country business review

•

SYNLAB attaches great importance to continuous medical advancement as well as services innovation across the patient/customer journey (ranging from individual predisposition analysis to therapy monitoring)

•	Enforcement and training of the Company's Code of Conduct, the industry's code of business conduct as well as anti-bribery and anti-corruption guidelines help to ensure compliance with relevant rules and regulations

d. SYNLAB aims at making a positive impact in the communities it operates in, improving people's health and the efficiency and effectiveness of healthcare systems. As a provider of primary medical care, SYNLAB strives to ensure medical excellence across the board of its services. SYNLAB's close collaboration with university research departments and the pharmaceutical industry enables the company to stay ahead of the innovation curve, make new test methods available to our patients and customers, and to diagnose diseases better, earlier and faster. SYNLAB is committed to support communities while navigating through the times of the global pandemic:

•	SYNLAB invested time and manpower to run an educational media campaign on the intended use of the different testing methods available, ultimately aiming to prevent false test results that provide a false sense of security
•	SYNLAB being listed as critical infrastructure in healthcare and public health is important to safeguard SYNLAB's continued ability to operate and provide the much-needed diagnostic services
•	SYNLAB provides quality jobs in local communities and is committed to refrain from staff cutbacks caused by the pandemic

SYNLAB continues to further ensure availability of diagnostic emergency services to hospitals and health professionals also in acute care.

•	SYNLAB hosts local healthcare information events (SYNLAB Suisse Academic Day 2020)
•	SYNLAB sponsors and encourages local sport events

SYNLAB continues to develop on its ESG strategy to make sure the organization benefits the communities and environment it operates in.

e. Good Governance: SYNLAB strictly adheres to anti-bribery and anti-corruption laws and policies with a zero-tolerance approach. As an entity that handles the personal data of its clients, SYNLAB adheres to the highest standards of confidentiality and data protection. We are constantly developing and innovating our cyber security and IT systems in order to ensure best possible resilience. SYNLAB is committed to comply with all applicable laws and regulations in all the countries it operates in.

•	This year SYNLAB introduced a new position: the CISO, Chief Information Security Officer of SYNLAB Group, who focuses on identifying cyber security and IT compliance risks on business, financial and operations level

Combining the various components, SYNLAB is striving to always maintain required compliance with applicable laws, rules and regulations:

•	To ensure compliance, SYNLAB holds regular trainings, audits and keeps its Code of Conduct up to date

f. Sharing information: To provide relevant information to shareholders and bondholders, SYNLAB uses the following tools: board communication, publication of quarterly financial updates and investor presentations as well as regular bondholder calls. Furthermore, we act in accordance with the European Market Abuse Regulation, informing publicly about insider information, i.e. key changes at the Company and with respect to its development.

How we engage with our stakeholders

In 2019, SYNLAB implemented the "FOR YOU" programme to integrate and operationalize the strategy "Personalizing Diagnostics". "FOR YOU" allows us to continuously increase customer centricity and medical excellence, placing patients and customers at the heart of what we do.

In concrete terms, "FOR YOU" is established around the four building blocks of the SYNLAB strategy, each block consisting of a strategic field for engagement. These fields provide subdivisions and clarity that enable the board to make decisions emphasising stakeholder value.

In light of the pandemic, "FOR YOU" allowed the SYNLAB Group to quickly adapt to the new situation and to fully concentrate on the newly emerging needs of our stakeholders. In fact, facing the pandemic we accelerated our stakeholder oriented "FOR YOU" programme, significantly broadening collaboration throughout the entire network and sharing expertise to generate additional surplus for our customers and society at large.

• Superior patient and clinician experience:

•	We expand prescribers and retail management capabilities within our organisation
•	We innovate value adding services for doctors & hospitals
•	We continuously invest in patient interfaces to enhance our customers' prevention and wellness
•	We provide high-end medical capabilities for example in oncology and neurology

• Operational excellence:

•	We increase and optimize our lab footprint, with our worldwide promoted full range of medical laboratory services
•	We excel at procurement for all our equipment, consumables and in relation to indirect costs
•	We strengthen post-merger-integration processes and capabilities
•	We deploy lean capabilities, particularly regarding lab processes (see "SYNLAB Transformation System" below)
•	We optimize our IT backbone to raise efficiency of internal processes, further enhance IT security and introduce innovative customer interfaces

• Empowered and engaged employees:

•	We develop SYNLAB's people, who are key to our success
•	We improve leadership capabilities by creating specialized management programs and continuous training opportunities (see "Management Development with INSEAD" below)
•	We foster a strong community of medical experts within SYNLAB

• Efficient capital deployment:

•	We maximise operating cash generation with major focus on reducing accounts receivable
•	We manage Capital Expenditure efficiently
•	We continue our external growth strategy through small buy-and-build acquisitions, larger regional platforms aiming at extending the Group's footprint and medical targets

As set out in the above, SYNLAB's stakeholders and long-term strategy are the predominant factors the board takes into consideration when making strategic decisions. SYNLAB's strategy requires genuine interest in and understanding of our customers' situation and needs as well as our patients' health - this especially holds true during a pandemic. Since February 2020 our employees acted as invisible champions in this pandemic, showing tremendous efforts, focusing on the health of the people, and ultimately living customer centricity every day.

As provider of primary medical care and medical diagnostic services, the decisions and measures listed below are a selection to emphasize how SYNLAB works to engage with different stakeholder groups and emphasise their importance for our company.

Selected measures and decisions the board took in the financial year 2020 reflecting stakeholder engagement and customer centricity within each of our four strategic building blocks.

The continuous engagement with our stakeholders through the levers of our strategy enable the board to derive decisions accordingly.

Superior Patient and Clinician Experience

During the pandemic, our mission to provide actionable diagnostics information for a healthier and sustainable life became even more important. With the implementation of the innovative oral-rinse-based and saliva-based sampling methods and our "Back-to-Work - Safe-to-Work" programme, we take responsibility during the pandemic, focus on our patients and customers and try to lift pandemic-related burdens wherever possible. Together with the mobile app SYNAB Access and Plasma - implemented in 2019 and further developed in record time - SYNLAB was able to adapt to customer needs in the shortest amount of time. Both interfaces allowed for fast, secure and convenient access to diagnostic results.

Back-to-Work - Safe-at-Work

The Back-to-Work - Safe-at-Work programme allows employers to create a safe working environment for employees while continuing to operate.

In the Back-to-Work - Safe-at-Work programme, SYNLAB collaborates with employers to provide their entire staff - across borders and continents if needed - with on-site testing opportunities multiple times a week. This measure does not only help to prevent infections with SARS-CoV- 2 early on, it also provides employees with emotional comfort in generally extremely stressful times.

Oral-Rinse-Based and Saliva- Based Sampling

With patients at the centre of our work, we successfully piloted and validated innovative and pain-free sampling methods.

By implementing the pain-free oral-rinse-based and saliva-based sampling methods, we aim to make sampling for SARS-CoV-2 easier and more comfortable for patients. It not just allows for faster, pain-free testing but also minimizes healthcare professionals' contact with patients and their exposure to aerosols in the sampling process. The method received great responses from patients, medical staff, and various organisations and institutions.

Plasma (SYNLAB IT Services) and SYNLAB Access

Plasma is SYNLAB's decision for a digital platform supporting and facilitating customer access and interaction. SYNLAB Access is a mobile app linking to Plasma, enabling flexible handling and retrieval of diagnostic results.

With Plasma and SYNLAB Access, SYNLAB is able to increase proximity and improve customer services such as improved digital access to diagnostic results for patients and customers. The app offers secure lab result transmission for patients and authorities, supporting containment of the COVID-19 pandemic.

Operational Excellence

SYNLAB's operational excellence includes the optimisation of our internal processes, which enable to effectively tackle the pandemic by quickly ramping up capacities and cooperating with governments to support national healthcare systems in this challenging situation. In addition, we started to educate on adequate testing methods and collaborated with the UEFA to provide millions of football fans with a bit of joy in the midst of this pandemic.

Capacity ramp-up

Since the beginning of the pandemic, SYNLAB expands its testing capacities for SARS-CoV-2 to meet the increasing demand in the countries we operate in.

As one of the first medical diagnostic providers in Europe, SYNLAB has recognised the seriousness of this pandemic and quickly reacted to ramp up testing capacities for SARS-CoV-2, thereby supporting national healthcare systems and living up to our special responsibility as provider of medical diagnostics.

UEFA Cooperation

Partnering with UEFA, SYNLAB builds on its international network to allow the UEFA Return to Play Protocol to come to life.

As official medical diagnostics partner of the UEFA , SYNLAB becomes "UEFA Laboratory Diagnostics Provider 2020/2021" for SARS-CoV-2 testing across all UEFA competitions. SYNLAB tests all players who participate in UEFA competitions, allowing for safe and entertaining matches that provide millions of fans with joy in the midst of a global pandemic.

Government support

SYNLAB partnered with multiple governments to establish a thorough testing infrastructure for SARS-CoV-2.

As Europe's leading provider medical diagnostics and a key provider of primary medical care, SYNLAB took responsibility during the pandemic and directly collaborated with European governments to ensure sufficient, fast, and reliable testing capacities for SARS-CoV-2. Thereby, we support basic governmental infrastructure and strengthen national healthcare systems during these challenging times.

Educational Media Campaign on Adequate SARS-CoV-2 Testing

SYNLAB took responsibility and started an international media campaign to educate the public on the intended use of different testing mechanisms.

With governments around the world developing various forms of testing strategies for SARS-CoV-2, SYNLAB started a thorough media campaign in multiple countries to educate on the intended use of the different testing methods to avoid false test results.

SYNLAB approached dozens of journalists and generated substantial fact-based, informative media coverage that clarified the adequate use of different testing methods to ultimately avoid false test results.

Efficient Capital Deployment

Sustainable, long-term growth and solid business perspectives are essential for our strategic and operational decision making. As such, we decided to divest the SYNLAB Analytics & Services operating unit to further streamline our portfolio.

Divestment A&S

In order to be able to fully focus on our core medical activities, SYNLAB decided to sell the Analytics & Services (A&S) unit.

Striving for long-term growth and a resistant business, we decided to sell our A&S unit and focus on our core medical activities, setting the path for flexible and dynamic operations moving forward. At the same time, we are sure A&S will benefit from this transaction as new growth prospects emerge.

Empowered and Engaged Employees

Right at the start of the global COVID-19 pandemic, SYNLAB has recognised the tremendous impact it will have on the organisation and its people. To protect the health of employees, safeguard jobs and recognize the efforts of its employees, SYNLAB has implemented its Gratitude Campaign and a global Crisis Team. The Crisis Team closely and continuously monitors and evaluates the impacts of SARS-CoV-2 on the entire organization, supporting and enabling fast reaction and adaption to the current dynamic environment. In times of the pandemic, SYNLAB continues facilitating research and innovation with its medical community. Recognition and celebration of the great achievements of its people will always remain important.

Global Crisis Team

SYNLAB established a global crisis team to manage and mitigate the SARS-CoV-2 impact on SYNLAB's people and its business.

To ensure business continuity and protect the health and wellbeing of our people, SYNLAB has set up a global crisis team.

Gratitude Campaign

The SYNLAB Gratitude campaign is a way of saying thank you to SYNLAB's staff for their outstanding service during unconventional times.

SYNLAB's staff is at the forefront of battling against SARS-CoV-2 and has shown unwavering vigour in the fight against the virus. The SYNLAB Gratitude campaign is a means of commending as well as rewarding SYNLAB''s staff in a manner they have earned, and they truly deserve.

Awarding Programmes

We continue celebrating our people and their achievements with our SYNLAB Customer Centricity Awards, Medical Innovation Awards, Research Grants and Corporate Awards.

Medical Awards honour cutting-edge-research and motivate employees to strive for scientific advancement. Research Grants foster innovative strength and research excellence. Communities, patients and customers all benefit from services innovations based on research by SYNLAB's experts.

Our customers and patients are in the centre of everything we do. Our transformation programme "FOR YOU" has allowed us to react to the pandemic in the shortest amount of time and adapt to the needs of our stakeholders. SYNLAB has created substantial stakeholder value during this pandemic, and we continue to operate at our best to increase our positive impact moving forward.

4 March 2021

Sami Badarani, Director

2 Portman Street, London, England, W1H 6DU

Directors' Report

The directors present their annual report on the affairs of the Group and Company, together with the financial statements and auditor's report, for the year ended 31 December 2020.

FUTURE DEVELOPMENTS AND EVENTS AFTER THE BALANCE SHEET DATE

Details of future developments and events that have occurred after the balance sheet date are included in the Note 35 of the accompanying notes as well as in the Strategic Report and form part of this report by cross-reference.

RESEARCH AND DEVELOPMENT

During 2020, the Company and the Group had no material research and development expenditure in its core business, the core business of the Group being to offer clinical laboratory and medical diagnostic services. The Group has however developed innovative concepts for new non-invasive sampling methods (as many people experience discomfort or even pain during a nasopharyngeal or oropharyngeal swab) based on either a mouthwash or on saliva. The Group also incurred development expenditure in the area of software development, where the Group is working on new versions of Laboratory Information Systems (LIS) and also developing a digital platform supporting and facilitating customer access and interaction as well as customizing functionalities for the new group wide ERP system SAP S/4 HANA. The group has started research and develop of services based on Artificial Intelligence (Al) in 2020: Al solutions that will help customers to optimize and reduce effort and time to do correct prescriptions have been developed in Germany and this experience will be used within the whole group. SYNLAB will also continue in the future to develop tools to provide better advice within test reports to our customers.

EXISTENCE OF BRANCHES OUTSIDE THE UK

The Company has no branches, as defined in section 1046(3) of the Companies Act 2006, outside the UK.

GOING CONCERN

The directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Therefore, the annual financial statements are prepared adopting the going concern principles.

Further details regarding the adoption of the going concern basis are described in the Note 2.5 of the financial statements.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The Group's activities expose it to a number of financial risks including credit risk, cash flow risk and liquidity risk. The Board of Directors has overall responsibility for the establishment and oversight of the Group's risk management framework. The Group's risk management policies are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits.

The Group's principal financial instruments comprise cash and cash equivalents and trade receivables as well as bank loans and overdrafts, debentures, finance leases, trade payables, purchase contracts and loans granted. The main purpose of these financial instruments is to raise finance for the Group's operations. The Group does not use derivative financial instruments for speculative purposes.

Credit risk

Credit risk is the risk of financial loss to the Group if a customer or a counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group's receivables from customers. The Group has no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers.

The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The Group performs ongoing credit risk evaluations of its receivables based on the various customer groups and established an allowance policy that represents its expected credit losses in respect of trade and other receivables as required by IFRS 9.

The Group's exposure to credit risk arises from default of the counterparty. The Group limits its exposure to credit risk by working with counterparties that have a high credit rating.

Cash flow risk

The Group's activities expose it primarily to the financial risks of changes in interest rate and in foreign currency exchange rates.

Interest rate risk is the risk that changes in market interest rates will affect the Group's income or the value of its financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters. The Group's exposure to the risk of changes in market interest rates relates primarily to the floating tranche of the Senior Secured Notes, the Term Loans and to the debt drawn on the Revolving Credit Facility (RCF). Interest rate evolution is monitored on a frequent basis and quotations are established to judge on the opportunity to enter interest rate hedging. With two interest rate cap hedges in place, the main part of the Group long term debt is fixed.

The Group is exposed to foreign exchange risk in the UK, in Switzerland as well as in several countries in the CGUs of Northern Europe, CEMEA and LATAM. However due to natural hedging in those countries and the fact that those countries do not reflect a material portion of the Group, the overall foreign exchange risk is not material. Current foreign exchange risk policy is not to enter hedging.

Again, the Company does not see Brexit as a material risk, since the lab business is a local business and the Group's exposure in UK is overall limited. Anyhow, the Company continuously monitors the British exit process to adequately adjust its mitigation measures.

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group's approach to manage liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation. Such planning considers the maturity of financial assets and projected cash flow from operations, e.g. through a bottom up cash flow planning, as well as the maturity of debt and the management of working capital (by monitoring KPIs like Days Sales Outstanding (DSO), Days Payables Outstanding (DPO)). In addition, in order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, the Group maintains a line of credit (Revolving Credit Facility) under which drawings could be made for financing acquisitions or for general financing purposes.

The directors did not recommend the payment of any dividend following their approval of the 2020 consolidated financial statements and no dividends were paid during the course of 2020, 2019 and 2018.

DIRECTORS

The directors, who served throughout the year and to the date of this report, were as follows:

Sami Badarani

Nicholas Stopford

DIRECTORS' INDEMNITIES

The Company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the date of this report.

POLITICAL CONTRIBUTIONS

No political donations were made during the course of 2020 and 2019.

DISABLED EMPLOYEES

The Group is fully compliant with local legislations concerning disabled workers. Applications for employment by disabled persons are always fully considered, bearing in mind the abilities of the applicant concerned. In the event of members of staff becoming disabled every effort is made to ensure that their employment with the Group continues and that appropriate training is arranged. It is the policy of the Group and the Company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees. On top of that, specific initiatives have been put in place in various countries to promote further integration and motivation in this area.

EMPLOYEE CONSULTATION

The Group places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees and on the various factors affecting the performance of the Group and the Company as detailed in Section 172 section of the Strategic Report.

AUDITOR

Each of the persons who is a director at the date of approval of this report confirms that:

•	so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and
•	the director has taken all the steps that he/she ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.

Deloitte LLP have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place are being made for them to be deemed reappointed as auditor in the absence of an Annual General Meeting.

Approved by the Board and signed on its behalf by:

4 March 2021

Sami Badarani, Director

2 Portman Street, London, England, W1H 6DU

Directors' Responsibility Statement

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the group financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and the parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 101 "Reduced Disclosure Framework". Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

In preparing the parent company financial statements, the directors are required to:

•	select suitable accounting policies and then apply them consistently;
•	make judgments and accounting estimates that are reasonable and prudent;
•	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

In preparing the group financial statements, International Accounting Standard 1 requires that directors:

•	properly select and apply accounting policies;
•	present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
•	provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and
•	make an assessment of the Company's ability to continue as a going concern.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Approved by the Board and signed on its behalf by:

4 March 2021

Sami Badarani, Director

2 Portman Street, London, England, W1H 6DU

Independent auditors report to the members of Synlab Bondco PLC

Report on the audit of the financial statements

1. Opinion

In our opinion:

•	the financial statements of Synlab Bondco plc (the 'parent company') and its subsidiaries (the 'group') give a true and fair view of the state of the group's and of the parent company's affairs as at 31 December 2020 and of the group's profit for the year then ended;
•	the group financial statements have been properly prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board (IASB);
•	the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice including Financial Reporting Standard 101 "Reduced Disclosure Framework"; and
•	the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:

•	the Consolidated Statement of Income;
•	the Consolidated Statement of Comprehensive Income;
•	the Consolidated and Company Statements of Financial Position;
•	the Consolidated and Company Statements of Changes in Equity;
•	the Consolidated Statement of Cash flows and
•	the related notes 1 to 39.

The financial reporting framework that has been applied in the preparation of the group financial statements is applicable law, international accounting standards in conformity with the requirements of the Companies Act 2006 and IFRSs as issued by the IASB. The financial reporting framework that has been applied in the preparation of the parent company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 "Reduced Disclosure Framework" (United Kingdom Generally Accepted Accounting Practice).

2. Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.

We are independent of the group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (the 'FRC's') Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

3. Summary of our audit approach

Key audit matters

The key audit matters that we identified in the current year were:

•	revenue recognition
•	goodwill impairment
•	classification of restructuring and other significant expenses and other adjusting items in the calculation of Adjusted Operating Profit ("AOP") and Adjusted Earnings Before Interest, Tax, Depreciation and Amortisation ("AEBITDA")

Within this report, key audit matters are identified as follows:

Newly identified

•	Increased level of risk
•	Similar level of risk
•	Decreased level of risk

Materiality

The materiality that we used for the group financial statements was £15.8m, which was determined on the basis of AEBITDA and AOP.

Scoping

Our scoping is based on both a qualitative and quantitative assessment of the contribution of individual components to the Group's results. Based on our assessment we identified three significant components - France, Germany and Italy - each of which was subject to a full scope audit. The remaining components were subject to a combination of full scope audits, specified audit procedures on prescribed balances and desktop reviews.

Full scope and specific audit procedures covered 91% of Group revenue, 88% of Group AEBITDA and AOP, and 98% of the Group's total assets.

Significant changes in our approach

IFRS 16 accounting for leases was considered a key audit matter in 2019, however, we have excluded this in 2020 as the judgement in determining the appropriate lease term for certain leases was taken in the prior year. We do not expect a significant change in this judgement in the current year.

In 2019, we considered price changes in significant contracts/frameworks as a key audit matter in relation to revenue recognition. However, following our detailed audit work for the years ending 2018 and 2019, we found there to be limited judgement in this area and, as a result, we no longer consider this a key audit matter for our audit in 2020.

We considered the impact of Covid-19 on going concern as a key audit matter in 2019, in light of the economic uncertainty caused by the Covid-19 pandemic and the impact of that on management's assessment of the Group's ability to continue as a going concern. In 2020, the level of uncertainty associated with this area has decreased due to the significant headroom during the forecast period and, as a result, we no longer consider this a key audit matter.

There are no other significant changes in our approach except for the changes described above.

4. Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Our evaluation of the directors' assessment of the group's and parent company's ability to continue to adopt the going concern basis of accounting included:

•

evaluating the group's and parent company's existing access to sources of financing facilities, including nature of facilities, terms and covenants;

•

challenging assumptions, including revenue growth and AEBITDA margin built into the forecasts, and evaluating the group's base case and achievability of these cash flows going forward, for a period of at least 12 months from the anticipated signing date of the financial statements by:

analysing the sensitivity analysis surrounding the key drivers of the group's cash position;• reviewing the performance of the group in the light of COVID-19 by assessing management's COVID- 19 revenue forecasts against historic levels and known contract terms, as well as the latest market guidance to analyse the impact on the trading of the business;evaluating management's historical forecasting accuracy to gain comfort over cash flow projections going forward; and

•

analysing the sophistication of the model used to prepare the forecasts, testing of clerical accuracy of those forecasts and a "step back" review of the position taken by management.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

5. Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

5.1. Revenue Recognition

Key audit matter description

The Group earns revenues from a wide range of analysis and diagnostic testing services which are invoiced to a range of customers including insurance companies, hospitals, individuals, pharmacies, and National Heath organisations. The billing arrangements vary by jurisdiction and in some jurisdictions, revenue recognition at the year-end is both complex and involves estimation.

The most significant areas of revenue estimation in the Group relate to the following:

a)	Revenue recognised based on as yet unconfirmed public health budgets, which is estimated based on historical information; and
b)	Accrued revenue based on complete but unbilled tests, where there is risk in both the completeness and accuracy of the volume of tests noted as completed, as well as the calculation of the value of those tests, which is estimated based on expected volume and average prices.

Further, we consider there to be a potential for fraud in this area given the level of estimation and the opportunity for management bias.

For further details, see the Group's critical accounting judgements in note 2 and the Group accounting policy in note 3.

How the scope of our audit responded to the key audit matter

Our audit work in these areas has included:

•	obtaining an understanding of and assessing the relevant controls in relation to revenue recognition;
•	understanding and challenging areas of estimation based on public health budgets and contracts with local authorities at the year-end, with reference to historical information;
•	assessing the accuracy and completeness of the revenue data transferred between the laboratory information systems (database of tests completed) and the accounting records, through testing the reconciliation between the two system types;
•	testing the accuracy of prices or average price assumptions used to calculate the value of unbilled revenues by agreeing to underlying contractual test prices; and
•	agreeing unbilled tests to post year end invoices and payments.

Key observations

Based on the audit procedures performed, we are satisfied that the revenue recognition is not materially misstated.

5.2. Goodwill impairment

Key audit matter description

At 31 December 2020, the Group is reporting goodwill totalling €2.2bn (2019: €2.5bn), attributed across eight cash generating units ("CGUs") or groups of CGUs.

In accordance with IAS 36 "Impairment of assets" ("IAS 36"), management performed a goodwill impairment test as at 31 December 2020, through a detailed assessment of the value in use of the CGUs using a discounted cash flow model. Management concluded that an impairment was required in the Switzerland CGU, totalling €115m.

We have considered there to be a potential for fraud in this area due to the level of estimation driving the key input assumptions in the impairment process, which are susceptible to management bias. The key estimates are as follows:

•	the assumptions in calculating the Weighted Average Cost of Capital (WACC) rate applied to each CGU or group of CGUs; and
•	for underperforming CGUs, which we deem to be at risk of impairment, management's assumptions for revenue growth and EBITDA margin in the cash flow forecasts.

Management's sensitivity analysis shows that none of the group's CGUs are sensitive to reasonably possible changes in key assumptions, being a 1% increase in the WACC rate and a 5% decline in EBITDA, with the exception of Switzerland, which would show an additional impairment.

For further details, see the Group's critical judgements and accounting policies in notes 2 and 3. The Group's relevant goodwill disclosure can be found at note 17.

How the scope of our audit responded to the key audit matter

Our audit work in these areas has included:

•

obtaining an understanding of and assessing the relevant controls in relation to management's goodwill impairment assessment;

•

with the support of our internal valuations specialists, challenging the assumptions applied in the calculation of the WACC rates for each jurisdiction and benchmarking to comparable companies;

•

focusing our audit work on management's assumptions for revenue growth and EBITDA margin per CGU by:

•	considering historical forecasting accuracy and historical trend analysis;
•	performing in-depth sensitivities on key inputs to the model, particularly on short-term revenue growth and EBITDA margin;
•	challenging the terminal growth rates through assessing against 3rd party inflation forecasts on a CGU basis;
•	considering the existence of impairment indicators;
•	benchmarking evidence for future growth rates with reference to market data, including challenging the assumptions used within the long range plan ("LRP") from 2022 to 2024; and

For the Switzerland CGU, due to the risk of impairment, we performed the following additional procedure:

•	reviewed additional granular supporting evidence for revenue growth and EBITDA margin (including won or lost contracts, the impact of COVID-19 revenues on the CGU and publicly available market reports); and

testing the relevant disclosures in the financial statements against the requirements of IAS 36.

Key observations

Based on the work performed above, we are satisfied that the impairment of €115m recognized for the Switzerland CGU as of December 2020 is appropriate.

•	We concur with management's conclusion that none of the other CGUs are impaired as at 31 December 2020 and we are satisfied that the disclosures made in note 17 in the financial statements are appropriate.

5.3. Classification of restruturing an other significants expenses other adjusting items in the calculation of AEBITDA and AOP

Key audit matter description

Although non-GAAP measures are not a required disclosure, AEBITDA and AOP are the key performance indicators of Group-wide performance, and AOP is the key performance indicator for the segmental results. Therefore, both are critical performance metrics in reported results. The calculation of both AEBITDA and AOP adds back certain items to operating profit, including impairment charges, acquisition related expenses, restructuring and other significant expenses and other adjusting items (share based payment expense and other one-off items of income and expenditure).

Management discloses these items separately to provide an understanding of the Group's underlying performance, on the basis that they are material, either by nature or by size. Restructuring, other significant expenses and other adjusting items totalled €17.1m in the year ended 31 December 2020 (2019: €33.4m).

The key audit matter relates to the significant judgements involved in the classification of these costs as separately disclosed items on the face of the Consolidated Statement of Income and as an adjusting item in the calculations of AOP and AEBITDA, disclosed in note 4 (for AOP), and the strategic report. This is an area of judgement and presents an opportunity for management bias in the presentation of results.

How the scope of our audit responded to the key audit matter

Our audit work in this area has included:

•	obtaining an understanding of the relevant controls over management's classification of restructuring and other significant expenses and other adjusting items in the calculation of AEBITDA and AOP;
•	obtaining a detailed understanding of the nature of the costs included within restructuring and other significant expenses and other adjusting items during the year;
•	evaluating whether the restructuring and other significant expenses meet the IAS 1 definition as separately disclosed items;
•	confirming that the accounting treatment of these costs is in line with the group's own policy for the recognition of separately disclosed Items;
•	agreeing the breakdown provided to supporting documentation to validate the classification of the items; and
•	reviewing financial statement disclosures in respect of this key audit matter to assess whether the nature of the items included was clear and transparent.

Key observations

We concur that both the treatment of restructuring and other significant expenses and other adjusting items, in addition to the supporting disclosures in the financial statements, are appropriate.

6. Our application of materiality

6.1. Materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

	Group financial statements	Parent company financial statements
Materiality	€15.8m (2019: €12.7m)	€15.6m (2019: €12.5)
Basis for determining materiality	Following the change during the year of the Operating Segment key performance measure of the group, from AEBITDA to AOP, as referenced in note 4, when considering materiality, we have considered both AOP and AEBITDA as appropriate benchmarks. We determined materiality to be €15.8m (2019: €12.7m), which represents 3.1% of AOP (2019: 5.0%) and 2.3% of AEBITDA (2019: 2.9%).	We have used 1% (2019:1%) of Net Assets as the benchmark. However, parent company materiality was capped at 99% of group materiality.
Rationale for the benchmark applied	AEBITDA and AOP are the key performance indicators for the group. During the current year, the group has changed the key performance indicator used by management in reporting results at the segmental level from AEBITDA to AOP (see note 4). Our materiality was initially determined using the benchmark AEBITDA, which is an important indicator of the Group's ability to service its debt; however, following the aforementioned change in the key performance indicator at the segmental level, we have determined materiality using both AOP and AEBITDA benchmarks.	Net assets is considered the most relevant benchmark for the parent company and is a key driver of shareholder value.

6.2. Performance materiality

We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole.

	Group financial statements	Parent company financial statements
Performance materiality	70% (2019: 70%) of group materiality	70% (2019: 70%) of parent company materiality
Basis and rationale for determining performance materiality	In determining performance materiality, we considered the following factors: • Our understanding of the Group and its environment, including our assessment of the quality of the control environment and our inability to rely on controls; • Risks identified when performing our risk assessment procedures; • The low level of uncorrected misstatements identified in prior year audits; • The low likelihood that uncorrected known and likely misstatements from the prior period will recur in the current period; and • That management is willing to investigate and correct known and likely misstatements identified during the current audit period.

6.3. Error reporting threshold

We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of €0.8m (2019: €0.6m), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the financial statements.

7. An overview of the scope of our audit

7.1. Identification and scoping of components

The Group operates across 36 different jurisdictions, the majority of which are located in Europe. We considered that each jurisdiction represents a component, as this reflects the management structure operated by the Group. Our group audit was scoped using quantitative and qualitative assessments to identify the components that are significant to the Group. Qualitative factors included history of errors, changes in systems, effectiveness of the internal control environment, the level of estimation or judgements, and the significance of changes in the components.

Based on our assessment we identified three significant components - France, Germany and Italy - each of which was subject to a full scope audit. Our component materiality ranges from €0,8m to €15,6m (2019: €0,6m to €12,5m). For the significant components, the group audit team exercised supervision over the work of component auditors, attending planning and closing meetings either via teleconference or by phone, performing a detailed review of the component-level risk assessment and reviewing audit working papers.

The remaining components were identified as non-significant and the scoping of those components and audit procedures were directed by the group audit team. These components were subject to a combination of full scope audits and specified audit procedures on prescribed balances, performed by component audit teams to component materiality together with analytical reviews performed by the group audit team. The group audit team had oversight of these components through participating in planning and closing meetings and the reporting by these component audit teams was subject to review and challenge by the group audit team, where relevant. Full scope and specified audit procedures covered 91% of Group revenue (PY: 89%), 88% of Group AEBITDA and AOP (2019: 91%) and 98% of Group's total assets (2019: 95%).

8. Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.

If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

9. Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

10.Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

11. Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

11.1. Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

•

the nature of the industry and sector, control environment and business performance including the design of the group's remuneration policies, key drivers for directors' remuneration, bonus levels and performance targets;

•

results of our enquiries of management and the audit committee about their own identification and assessment of the risks of irregularities;

•

any matters we identified having obtained and reviewed the group's documentation of their policies and procedures relating to:

•	identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
•	detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
•	the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

•

the matters discussed among the audit engagement team (including significant component audit teams) and relevant internal specialists, including tax, valuations, pensions and IT regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: revenue recognition; classification of restructuring and other significant expenses in the calculation of AEBITDA and AOP; and goodwill impairment. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory framework that the group operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and local tax legislations.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the group's ability to operate or to avoid a material penalty. These include medical diagnostic industry regulations and controls put in place by the various local regulatory authorities in each of the countries in which Synlab operate, in addition to local environmental, health and safety laws and regulations and local employment law.

11.2.Audit response to risks identified

As a result of performing the above, we identified revenue recognition, goodwill impairment and the classification of restructuring and other significant expenses and other adjusting items in the calculation of Adjusted Operating Profit ("AOP") and Adjusted Earnings Before Interest, Tax, Depreciation and Amortisation ("AEBITDA") as key audit matters related to the potential risk of fraud. The key audit matters section of our report explains the matters in more detail and also describes the specific procedures we performed in response to those key audit matters.

In addition to the above, our procedures to respond to risks identified included the following:

•	reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
•	enquiring of management, the audit committee and in-house and external legal counsel concerning actual and potential litigation and claims;
•	performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
•	reading minutes of meetings of those charged with governance and
•	in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including internal specialists and significant component audit teams, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Report on other legal and regulatory requirements

12. Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

•	the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
•	the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors' report.

13.Matters on which we are required to report by exception

13.1.Adequacy of explanations received and accounting records

Under the Companies Act 2006 we are required to report to you if, in our opinion:

•	we have not received all the information and explanations we require for our audit; or
•	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
•	the parent company financial statements are not in agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

13.2.Directors' remuneration

Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors' remuneration have not been made.

We have nothing to report in respect of this matter.

14.Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

London, UK 4 March 2021

Emma Cox ACA, Senior statutory auditor

For and on behalf of Deloitte LLP

Statutory Auditor

Consolidated Statement of Income For the year ended 31 December 2020

		Year ended 31 December
	Note	2020	2019 ^*	2018 ^*
Continuing operations		€000	€ 000	€ 0,00
Revenue	6	2,621,184	1,906,070	1,807,873
Material and related expenses	7	(684,517)	(437,005)	(412,513)
Payroll and related expenses	8	(908,226)	(767,328)	(726,896)
Other operating income	10	23,507	24,223	21,892
Other operating expenses	9	(369,427)	(329,589)	(309,971)
Depreciation and amortisation	11	(226,221)	(196,784)	(187,257)
Operating profit before acquisition, restructuring and impairment of non-current assets		456,300	199.587	193,128
Restructuring and other significant expenses	12	(9,554)	(27,349)	(44,020)
Acquisitions related income / (expenses)	12	(1,902)	1,568	(2,521)
Impairment of non-current assets	12	(114,995)	(91,064)	80
Operating profit		329,849	82.742	146,667
Share of loss of associates and other non-controlling interest		(2,746)	(1,125)	(1,233)
Profit on disposal of investment		1,120	58	141
Finance income	13	20,250	22,956	18,205
Finance costs	13	(197,884)	(187,739)	(174,957)
Profit / (loss) before taxes		150,589	(83,108)	(11,177)
Income tax expenses	14	(87,316)	(25.008)	(30,595)
Profit / (loss) for the year from continuing operations		63,273	(108,116)	(41,772)
Discontinued operations
Profit for the year from discontinued operations	15	221,117	11,677	7,991
Profit / (loss) for the year		284,390	(96,439)	(33,781)
Profit attributable to non-controlling interests		1,499	2,239	1.157
Loss attributable to equity holders of the parent company		282,891	(98,678)	(34,938)
Profit / (loss) for the year		284,390	(96,439)	(33,781)

The accompanying notes are an integral part of the financial statements.

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

Consolidated Statement of Comprehensive Income For the year ended 31 December 2020

		Year ended 31 December
	Note	2020	2019 ^*	2018 ^*
		€000	€000	€ 000
Net profit / (loss) for the period		284,390	(96,439)	(33,781)
Actuarial gains or losses on pension obligations	27	(3,947)	(7,336)	6,582
Taxes on actuarial gains or losses on pensions obligations		573	1,222	(848)
Items that will not be reclassified to profit or loss (a)		(3,374)	(6,114)	5,734
Foreign exchange gains/losses		(9,629)	9,554	6,754
Reclassification from translation reserve to income statement arising on divestment		7,385	-	-
Other		-	(11)	(45)
Items that may be reclassified subsequently to profit or loss (b)		(2,244)	9,543	6,709
Other comprehensive income for the year (a) + (b)		(5,618)	3.429	12,443
Total consolidated comprehensive profit / (loss) attributable to		278,772	(93,010)	(21,338)
Equity holders of the parent company		277,402	(95,208)	(22,509)
Non-controlling interests		1,370	2,198	1,171
Total consolidated comprehensive profit / (loss)		278,772	(93,010)	(21,338)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

The accompanying notes are an integral part of the financial statements.

Consolidated Statement of Financial Position For the year ended 31 December 2020

		As at 31 December
	Note	2020	2019	2018
		€000	€000	€ 000
ASSETS
Goodwill	17	2,212,128	2,517,683	2,528,677
Intangible assets	18	715,380	887.062	901,216
Property, Plant and Equipment	19	217,069	232,310	226,226
Right of Use assets	19	401.109	396,800	399.522
Investments in associates	20	4,574	4,668	4,454
Other non-current assets	21	38,612	26,424	20.540
Deferred tax assets	22	29.018	38,005	32.558
Total non-current assets		3,617,890	4,102,952	4,113,193
Inventories	16	149.055	42,656	38,556
Trade accounts receivables	23	534,910	318,831	296.168
Other current assets	24	119,523	100,521	85,488
Cash and cash equivalents	25	904,900	238,712	120.561
Assets classified as held for sale	15	4.242	-	-
Total current assets		1,712,630	700-720	540,773
Total assets		5,330,520	4,803,672	4,653,966

		As at 31 December
	Note	2020	2019	2018
		€ 000	€000	€ 0,00
EQUITY
Contributed capital	35	130,040	130,040	130,040
Additional paid-in capital	35	1,283,797	1,280,246	1,274,276
Cumulative translation adjustment	35	(8,365)	(6,219)	(15,830)
Accumulated deficit	35	(147,957)	(427,926)	(323.396)
Total parent company interests		1,257,515	976.141	1,065,090
Non-controlling interests		(2,088)	(1.737)	(703)
Total equity		1,255,427	974,404	1,064,387
LIABILITIES
Loans and borrowings (non-current)	26	2,680,895	2,294,854	2,122,855
Non-current lease liabilities	26	338,166	331,578	341.033
Employee benefits liabilities	27	47,806	47.800	38,652
Non-current provisions	29	2,458	3.694	5,963
Other non-current liabilities	31	27,191	31,625	22,889
Deferred tax liabilities	22	171,640	202.471	206,570
Total non-current liabilities		3,268,156	2,912,022	2,737,962
Current loans and borrowings	25	36.750	392,308	374,025
Current lease liabilities	25	83,745	88.566	79,266
Trade accounts payable	31	385,035	246,032	229,082
Contract liabilities		22,935	4,334	3,956
Current provisions	29	6.440	9.439	11,167
Income tax liabilities		48.326	12,280	10.703
Other current liabilities	31	221,391	164,287	143,418
Liabilities directly associated with assets classified as held for sale	15	2,315	-	-
Total current liabilities		806,937	917,246	851,617
Total liabilities		4,075,093	3,829,268	3,589,579
Total liabilities and equity		5,330,520	4,803,672	4,653,966

The accompanying notes are an integral part of the financial statements.

The financial statements were approved by the board of directors on 4 March 2021 and were signed on its behalf by:

Director 4. March 2021

Sami Badarani

2 Portman Street, London, England, W1H 6DU

Company number: 9503922

Company Statement of Financial Position For the year ended 31 December 2020

		As at 31 December
	Note	2020	2019
		€ 000	€ 000
ASSETS
Investments in subsidiaries	38	1,527,199	1,527,199
Deferred Tax Assets		-	8,400
Other non-current assets		10	45
Total non-current assets		1,527,209	1,535,644
Amounts owed by group companies in less than a year		2,916,215	2,469,372
Other current assets		86	161
Cash and cash equivalents		21,194	29,132
Total current assets		2,937,495	2,498,665
Total assets		4,464,704	4,034,309
EQUITY
Contributed capital	35	130,040	130,040
Additional paid-in capital	35	1,283,796	1,280,246
Accumulated deficit	35	(90.047)	(64,263)
Total equity		1,323,789	1,346,023
LIABILITIES
Loans and borrowings (non-current)		2,679,984	2,294,137
Total non-current liabilities		2,679,984	2,294,137
Amounts owed to group companies in less than a year		423,805	370,523
Loans and borrowings current		34.680	21,571
Accruals for trade accounts payables		1,289	1,105
Trade accounts payable		1,153	942
Other current liabilities		4	8
Total current liabilities		460,931	394.149
Total liabilities		3,140,915	2,688,286
Total liabilities and equity		4,464,704	4,034,309

The accompanying notes are an integral part of the financial statements.

The Company has elected to take the exemption under section 408 of the Companies Act 2006 to not present the parent company income statement. The net loss and the total comprehensive income for the parent company for the year was (22.2) M€ (2019: (3.1) M€).

The financial statements were approved by the board of directors on 4 March 2021 and were signed on its behalf by:

4 March 2021

Sami Badarani, Director

2 Portman Street, London, England, W1H 6DU

Company number: 09503922

Consolidated Statement of Changes in Equity For the year ended 31 December 2020

	Contributed capital	Additional paid-in capital	Cumulative translation adjustment
	€000	€000	€000
Balance as at 1 January 2020	130,040	1,280,246	(6,219)
Net profit for the year	-	-	-
Other comprehensive income	-	-	(2,146)
Total comprehensive income for the year	-	-	(2,146)
Transactions with owners, recorded directly in equity
Acquisition of non-controlling interests	-	-	-
Credit to equity for equity settled share based payments	-	3,551	-
Dividends	-	-	-
Balance as at 31 December 2020	130,040	1,283,797	(8,365)

	Accumulated deficit	Total	Noncontrolling interests	Equity
	€000	€000	€000	€000
Balance as at 1 January 2020	(427,927)	976,141	(1.737)	974,404
Net profit for the year	282.891	282,891	1,499	284.390
Other comprehensive income	(3,343)	(5,489)	(129)	(5,618)
Total comprehensive income for the year	279,548	277.402	1,370	278,772
Transactions with owners, recorded directly in equity
Acquisition of non-controlling interests	422	421	(1,148)	(727)
Credit to equity for equity settled share based payments	-	3,551	-	3,551
Dividends	-	-	(573)	(573)
Balance as at 31 December 2020	(147,957)	1,257,515	(2,088)	1,255,427

	Contributed capital	Additional paid-in capital	Cumulative translation adjustment
	€000	€000	€000
Balance as at 1 January 2019	130,040	1,274,276	(15,830)
Net loss for the year	-	-	-
Other comprehensive income	-	-	9,611
Total comprehensive income/Loss for the year	-	-	9.611
Acquisition of non-controlling interests	-	-	-
Credit to equity for equity settled share based payments	-	5.970	-
Dividends	-	-	-
Balance as at 31 December 2019	130,040	1,280,246	(6,219)

	Accumulated deficit	Total	Noncontrolling interests	Equity
	€000	€000	€000	€000
Balance as at 1 January 2019	(323,396)	1,065,090	(703)	1,064,387
Net loss for the year	(98,678)	(98,678)	2,239	(96,439)
Other comprehensive income	(6,141)	3.470	(41)	3,429
Total comprehensive income/Loss for the year	(104,819)	(95,208)	2,198	(93.010)
Acquisition of non-controlling interests	289	289	(638)	(349)
Credit to equity for equity settled share based payments	-	5,970	-	5.970
Dividends	-	-	(2,594)	(2.594)
Balance as at 31 December 2019	(427,927)	976,141	(1,737)	974.404

The accompanying notes are an integral part of the financial statements.

	Contributed capital	Additional paid-in capital	Cumulative translation adjustment
	€000	€000	€000
Balance as at 1 January 2018	130,040	1,269,959	(22,579)
Other comprehensive income	-	-	6,749
Net (loss) for the year	-	-	-
Total comprehensive income for the year	-	-	6,749
Acquisition of non-controlling interests	-	-	-
Credit to equity for equity settled share based payments	-	4,317	-
Dividends	-	-	-
Balance as at 31 December 2018	130,040	1,274,276	(15,830)

	Accumulated deficit	Total	Noncontrolling interests	Equity
	€000	€000	€000	€ 000
Balance as at 1 January 2018	(293,955)	1,083,465	873	1,084,338
Other comprehensive income	5,729	12,478	13	12.491
Net (loss) for the year	(34,938)	(34,938)	1,157	(33.781)
Total comprehensive income for the year	(29,209)	(22,460)	1,171	(21,289)
Acquisition of non-controlling interests	(232)	(232)	(191)	(423)
Credit to equity for equity settled share based payments	-	4,317	-	4.317
Dividends	-	-	(2,556)	(2,556)
Balance as at 31 December 2018	(323,396)	1,065,090	(703)	1,064,387

The accompanying notes are an integral part of the financial statements.

Company Statement of Changes in Equity For the year ended 31 December 2020

	Contributed capital	Additional paid-in capital	Accumulated deficit	Total
	€ 000	€ 000	€ 000	€ 000
Balance at 1 January 2020	130,040	1,280,246	(64,263)	1,346,023
Net (loss) for the year	-	-	(22,233)	(22,233)
Total comprehensive loss for the year	-	-	(22,233)	(22,233)
Credit to equity for equity settled share based payments		3,550	(3,550)	-
Balance at 31 December 2020	130,040	1,283,796	(90,046)	1,323,790

	Contributed capital	Additional paid-in capital	Accumulated deficit	Total
	€000	€000	€000	€000
Balance at 1 January 2019	130,040	1,274,276	(61,011)	1,343,305
Net income for the year	-	-	2,718	2,718
Total comprehensive loss for the year	-	-	2,718	2.718
Credit to equity for equity settled share based payments	-	5,970	(5.970)	-
Balance at 31 December 2019	130,040	1,280,246	(64,263)	1,346,023

The accompanying notes are an integral part of the financial statements.

Consolidated Statement of Cash Flows For the year ended 31 December 2020

		Year ended 31 December
	Note	2020	2019 ^*	2018 ^*
		€000	€000	€000
Operating Profit		329,850	82,743	146,668
Depreciation, amortisation, impairment		341,216	287,835	187.302
Change in provisions		(1,633)	(1,298)	48
Loss from the disposal of non-current assets		634	(180)	(220)
Other non-cash revenues and expenses	33	8,663	5,233	(4,002)
Profit before changes in net working capital		678.730	374,333	329,796
Change in inventories		(111,728)	(2,201)	45
Change in trade accounts receivable		(267,456)	(20,104)	16,508
Change in trade accounts payable		151,921	12,459	(1,927)
Change in other net working capital		56,780	248	930
Income tax paid		(41.749)	(39,752)	(36,726)
Cash flow from operating activities continuing operations		466,498	324,983	308,626
Cash flow from operating activities discontinued operations		40,340	34,798	30,947
Cash flow from operating activities (A)		506,838	359,781	339,573
Acquisition of subsidiaries, net of cash acquired and changes in debt related to acquisitions	4	(28,289)	(79,165)	(120,362)
Purchase of intangibles and property, plant and equipment		(94,913)	(70,754)	(85,507)
Sale of subsidiaries, net of cash disposed and changes in debt	15	548,819	-	-
Proceeds from sale of intangibles and property, plant and equipment		1,644	1,796	1,214
Cash paid for other non-current assets		(79)	(478)	-
Cash received from other non-current assets		127	234	1,391
Interest received		752	189	966
Net cash from disposal of investments		-	(358)	375
Dividends received		288	394	216
Cash flow used in investing activities continuing operations		428,349	(148.142)	(201,707)
Cash flow used in investing activities discontinued operations		(6,695)	(22,111)	(9,722)
Cash flow (used in)/from investing activities (B)		421,654	(170,253)	(211,429)

		Year ended 31 December
	Note	2020	2019 ^*	2018 ^*
		€000	€000	€000
Proceeds from share capital increase	35	-	-
Interest paid		(131,294)	(135,639)	(153,078)
New loans, borrowings and other financial liabilities	26	1,433,992	1,108,708	464
Repayment of loans, borrowings and other financial liabilities	26	(1,436,734)	(951,742)	(12,459)
Repayment of lease liabilities	26	(103,292)	(76,438)	(60,704)
Dividends paid and other payments to non-controlling interests		(2,554)	(3,712)	(3,634)
Cash flow used in financing activities continuing operations		(239,882)	(58,823)	(229,411)
Cash flow used in financing activities discontinued operations		(8,897)	(8,476)	(9,211)
Cash flow used in financing activities (C)		(248,779)	(67,299)	(238,622)
TOTAL CASH FLOWS (A+B+C)		679.713	122,230	(110,478)
Cash and cash equivalent at the beginning of the period		238,580	120,319	235,887
Net foreign exchange differences		(10,377)	(3,969)	(5,090)
Cash and cash equivalent Assets Held for sale	15	(3,209)	-	-
Cash and cash equivalent at the end of the period	25	904,707	238,580	120,319
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS		666,127	118,261	(115,568)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

The accompanying notes are an integral part of the financial statements.

Notes to the Consolidated Financial Statements For the year ended 31 December 2020

1. Reporting entity

The consolidated financial statements were prepared by SYNLAB Bondco PLC (hereinafter: "the Company"), London, United Kingdom. The Company is incorporated in the United Kingdom and registered under number 09503922 (England and Wales) and has its registered address at 2 Portman Street, London W1H 6DU , United Kingdom. The Group consolidated financial statements as at and for the period from 1 January 2020 to 31 December 2020 consolidate those of the Company and its subsidiaries (together referred to as the "Group" and individually as "Group entities") and include the Group's interest in associates.

The Synlab Group is the largest European private supplier of medical diagnostic services, primarily involved in clinical diagnostics testing and screening services. The Group, which is based in the UK, employs approximately 22,000 employees and benefits from a pan-European network across 36 countries. The Group is currently active in Austria, Belarus, Belgium, Brazil, Colombia, Croatia, Cyprus, the Czech Republic, Denmark, Ecuador, Estonia, Finland, France, Germany, Ghana, Gibraltar, Hungary, Ireland, Italy, Lithuania, Mexico, Nigeria, North Macedonia, Panama, Peru, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, Switzerland, Turkey, U.E.A., Ukraine and the United Kingdom.

In the opinion of the directors, the Company's immediate and ultimate parent company is Ephios Luxembourg Sari, a company registered in Luxembourg. The Group is ultimately owned by funds advised by Cinven Capital Management (V) General Partner Limited, authorised and regulated by the Guernsey Financial Services Commission (reference number: 2022096). Novo owns a stake of approximately 20% of the equity of SYNLAB. Cinven remains the majority holder.

The parent undertaking of the largest and smallest group, which includes the Company and for which group accounts are prepared, is SYNLAB Limited, a company incorporated in the United Kingdom which operates under the laws of England and Wales. Copies of the group financial statements of SYNLAB Limited are available from Companies House.

The parent undertaking of the smallest group is SYNLAB Bondco PLC. SYNLAB Bondco PLC was incorporated on 24 March 2015 in the United Kingdom under the laws of England and Wales. The Company's immediate controlling party is SYNLAB Bondco Unsecured PLC.

The Group audited consolidated financial statements were authorised for issue by the directors on 4 March 2021.

2. Basis of preparation

Due to rounding, numbers presented throughout this and other documents may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.

2.1 Statement of compliance

The Group consolidated financial statements have been prepared and approved by the Directors in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and International Financial Reporting Standards as issued by the IASB.

The parent company's financial statements present information about the Company SYNLAB Bondco PLC for the year ended 31 December 2020. The Company has elected to prepare the parent company's financial statements in accordance with FRS 101 (Financial Reporting Standard 101) 'Reduced Disclosure Framework' as issued by the Financial Reporting Council. As permitted by section 408 of the Companies Act 2006 the Company has not presented its own profit and loss account. As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation to share-based payment, financial instruments, capital management, presentation of comparative information in respect of certain assets, presentation of a cash flow statement, standards not yet effective, impairment of assets and related party transactions Where required equivalent disclosures are given in the Group consolidated financial statements.

2.2 IFRS basis adopted

2.2.1 Standards, amendments and interpretations effective or adopted in 2020

From 1 January 2020, the following standards and amendments are effective and did not have a material impact on the Group's consolidated Financial Statements:

•	The Conceptual Framework for Financial Reporting (Revised in 2018)
•	Amendments to References to the Conceptual Framework in IFRS Standards
•	Amendments to IFRS 3 Business Combinations re: Definition of a Business in accordance with specific requirements in IFRS 3
•	Amendments to IAS 1 Presentation of Financial Statements
•	IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors re: Definition of Material
•	IFRS 7 Amendments regarding pre-replacement issues in the context of the IBOR reform
•	IFRS 9 Amendments regarding pre-replacement issues in the context of the IBOR reform

2.2.2 New standards, amendments and interpretations not applicable

A number of new standards, amendments to standards and interpretations are not yet effective for the year ended 31 December 2020, and have not been applied in preparing these consolidated financial statements.

•	Amendments to IAS 1 - Classification of Liabilities as Current or Non -Current
•	Amendments to IFRS 17- to address concerns and implementation challenges that were identified after IFRS 17
•	IFRS 17 'Insurance Contracts' Proceeds before Intended Use (Amendments to IAS 16)'
•	'Annual Improvements to IFRS Standards 2018-2020'. Cost of Fulfilling a Contract (Amendments to IAS 37)'

•	'Reference to the Conceptual Framework (Amendments to IFRS 3)' with amendments to IFRS 3 'Business Combinations' the IASB issued 'Interest Rate Benchmark Reform - Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16)'

The directors do not expect that the adoption of the Standards listed above will have a material impact on the financial statements of the Group in future periods.

2.3 Basis of measurement

The consolidated financial statements have been prepared on the historical cost basis except for the following items in the statement of financial position:

•	derivative financial instruments are measured at fair value and
•	certain long-term financial assets are measured at fair value.

2.4 Functional and presentation currency

These consolidated financial statements are presented in euro, which is the Company's functional currency. All financial information presented in euro has been rounded to the nearest thousand.

2.5 Going Concern

The financial statements of the Group have been prepared on a going concern basis. At 31 December 2020, the Group had net assets of 1,255.4M€ (31 December 2019 restated: 974.4M€) and net current assets of 905.7 M€ (31 December 2019 restated: -216.5 M€). The Group reported an operating profit of 329.8 M€ for the year ended 31 December 2020 (31 December 2019 restated: 82.7 M€), net cash inflows from operating activities of 506.8 M€ (31 December 2019 restated: 506.8 M€), cash inflows of 679.7 M€ (31 December 2019 : 679.7 M€ inflows) and, cash position of 904.9 M€ (31 December 2019 : 238.7 M€).

The Directors consider the going concern basis to be appropriate following their assessment of the Group's financial position and its ability to meet its obligations as and when they fall due. In making the going concern assessment the Directors have taken into account the following:

•	the principal risks facing the Group and its systems of risk management and internal control;
•	the current capital structure and liquidity of the Group (see Note 26, Borrowings and other financial liabilities); and
•	the cash flow forecasts over 2021 and 2022 and a number of downside sensitivities to those forecasts.

The Directors have also considered the wider operational consequences and ramifications of the COVID-19 pandemic.

•

Business continuity plans are in place across each of the Group's operating segments, with measures to manage employee absences, the efficiency and stability of the Group's infrastructure and the ability for home working for non-operational activities. Leadership teams and working groups led by senior managers are in place to support operational resilience and taking common-sense precautions with a view to ensuring the wellbeing of colleagues. The approach is reviewed daily in line with latest global developments and government guidance.

•

Testing and particularly medical testing is a resilient and defensive market, which has historically had limited impact from past economic or capital market downturns. The Group is highly diversified in terms of its geographies and the nature of the testing that it undertakes and is not materially exposed to a single customer or market sector.

Following the assessment of the Group's financial position, which includes significant headroom throughout the forecast period, operational consequences and ramifications of the COVID-19 pandemic and its ability to meet its obligations as and when they fall due, based on the above analysis the Directors have a reasonable expectation that the Group will be able to continue to operate for at least the next 18 months. Therefore, the financial statements have been prepared on a going concern basis.

2.6 Use of estimates and judgements

The preparation of the consolidated Group financial statements requires management to make judgements, estimates and assumptions in applying the Group's accounting policies to determine the reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis, with revisions to accounting estimates applied prospectively.

2.6.1 Critical accounting judgements

In applying the Group's accounting policies, management has applied judgement in the following areas that have a significant impact on the amounts recognised in the consolidated financial statements.

LEASES

The evaluation whether or not the exercise / non-exercise of purchase or extension / termination options is "reasonably certain" may require substantial judgement.

The Group reassess whether it is reasonably certain to exercise an extension option, or not to exercise a termination option, upon the occurrence of either a significant event or a significant change in circumstances that:

•	is within the control of the lessee; and
•	affects whether the lessee is reasonably certain to exercise an option not previously included in its determination of the lease term, or not to exercise an option previously included in its determination of the lease term.

The Group revise the lease term if there is a change in the non-cancellable period of a lease. For example, the noncancellable period of a lease will change if one of the following occurs:

•	the lessee exercises an option not previously included in the entity's determination of the lease term;
•	the lessee does not exercise an option previously included in the entity's determination of the lease term;
•	an event occurs that contractually obliges the lessee to exercise an option not previously included in the entity's determination of the lease term; or
•	an event occurs that contractually prohibits the lessee from exercising an option previously included in the entity's determination of the lease term.

The lease term may also be revised following a reassessment as to whether an extension option is reasonably certain to be exercised, or a termination option is reasonably certain not to be exercised.

BASIS OF CONSOLIDATION

The consolidated financial statements comprise the financial statements of the Parent Company, and each of those companies over which it exercises control. Control over an entity exists when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. When the Group has less than a majority of voting or similar rights in an entity, the Group considers all relevant facts and circumstances in assessing whether it has power over an entity, including the contractual arrangements, and voting rights and potential voting rights. The Group reassesses whether or not it controls an entity if facts and circumstances indicate that there are changes to the elements of control. This assessment is key in certain jurisdictions where the regulations governing the ownership and certification of laboratories require the Group to hold each clinical laboratory or a limited number of the clinical laboratories through a separate subsidiary. Certain countries also regulate the corporate form through which laboratories may be held, such as "MVZs" (Medizinisches Versorgungszentrum) in Germany and "SELs" (société d'exercice libéral) in France. See Note 3 Basis of consolidation policy for further information.

THE CLASSIFICATION OF SEPARATELY DISCLOSED ITEMS AND OTHER ADJUSTING ITEMS IN THE PRESENTATION OF ADJUSTED OPERATING PROFIT

Judgement is exercised in determining the adjustments to apply to IFRS measurements in order to derive the Adjusted Operating Profit (AOP), which provides additional useful information on the underlying trends, performance and position of the Group. This assessment covers the nature of the item, cause of occurrence and the scale of impact of that item on reported performance. Reversals of previous costs classified as separately disclosed items or other adjusting items in the presentation of AOP are assessed based on the same criteria. A breakdown of the separately disclosed items is included in the Group income statement and within Note 12 to the financial statements. A breakdown of the other adjusting items in the presentation of AOP are disclosed in Note 5.

2.6.2 Key sources of estimation

Information about assumptions and estimation concerning the future, and other key sources of estimation at the reporting date, that have a significant risk of resulting in a material adjustment within the next financial year are included in the following notes.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

REVENUE ESTIMATION

The Group earns revenues from a wide range of analysis and diagnostic testing services, which are invoiced to a range of customers including insurance companies, hospitals, individuals, pharmacies, and National Heath organisations. The most significant areas of revenue estimation in the Group relate to:

a)

revenue recognised based on as yet, unconfirmed public health budgets, where revenue is estimated based on historical patterns together with other publicly available information (Germany, Italy, Switzerland and Spain being the most significant segments of the business impacted); and

b)

accrued revenue based on complete but unbilled tests, where the calculation of the value of those tests include a level of estimation based on

•	pricing mechanisms as agreed during contract negotiations and used to calculate average prices;
•	historical experience; and
•	actual work performed (e.g. analyses completed).

Based on historical data and experience, the measures are reliable and the economic benefits associated with the revenue recognised based on these measures are probable to flow to the entity.

Please refer to Note 3 for further details.

GOODWILL AND IMPAIRMENT OF GOODWILL

The Group determines on an annual basis whether goodwill is impaired. The determination as to whether goodwill has been impaired involves estimation of the key inputs in the impairment process including:

•	the forecast cash flows and management assumptions for revenue growth and EBITDA margin used in making the determinations which are based on financial budgets covering a five year period;
•	the key assumptions in calculating the discount rates applied to each cash generating unit or group of cash generating units ("CGUs"), in particular the risk free rate, equity risk premium, size premium and tax rates which are used in the calculation; and
•	the terminal growth rates applied to each of the CGUs.

Please refer to Note 17 Goodwill.

ACQUISITIONS

Acquisition accounting involves estimation in determining the fair value of the intangible assets through a purchase price allocation assumed in a business combination and the fair value of the consideration payable. The key areas of estimation include:

•

estimates in accounting for any unusual terms and conditions in the respective share purchase agreement ("SPA"), including contingent consideration. These amounts are contingent on the acquired business meeting agreed performance targets. At the date of the acquisition, the Group reviews the profit and cash forecasts for the acquired business and estimates the amount of contingent consideration that is likely to be due. See Note 31 Trade Payables and other Liabilities; and

•

the key assumptions within the fair value calculation of the intangible assets through a purchase price allocation, specifically the discount rates, revenue growth rates and future cash flow forecasts.

Please refer to Note 4 Significant events and Note 18 Intangible assets.

PENSION AND OTHER POST-EMPLOYMENT BENEFIT OBLIGATIONS

The determination of pension and other post-employment benefit obligations and expenses for defined benefit plans is dependent on a number of estimates and assumptions, including the discount rate and future mortality rate. The changes in assumptions and actuarial estimates may affect the benefit obligation, future expense and future cash flow. Refer to Notes 3 and 27.

3. Significant accounting policies

The accounting policies adopted for the first time preparation of the IFRS consolidated financial statements of SYNLAB Bondco PLC are described below.

The accounting policies have been applied consistently by Group entities.

BASIS OF ACCOUNTING

The financial statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments that are measured at fair values at the end of each reporting period, as explained in the accounting policies below. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of IFRS 2, leasing transactions that are within the scope of IFRS 16, and measurements that have some similarities to fair value but are not fair value, such as net realisable value in IAS 2 or value in use in IAS 36.

In addition, for financial reporting purposes, fair value measurements are categorised into Level 1,2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

•	Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
•	Level 2 inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
•	Level 3 unobservable inputs for the asset or liability, notably SYNLAB's own data.

The principal accounting policies adopted are set out below.

BASIS OF CONSOLIDATION

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is achieved when the Company:

•	has the power over the investee;
•	is exposed, or has rights, to variable return from its involvement with the investee; and
•	has the ability to use its power to affects its returns.

When the Company has less than a majority of the voting rights of an investee, it considers that it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company's voting rights in an investee are sufficient to give it power, including:

•	the size of the Company's holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
•	potential voting rights held by the Company, other vote holders or other parties;
•	rights arising from other contractual arrangements including articles of association, shareholders agreement; and
•	any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made.

Regulations governing the ownership and certification of laboratories in certain jurisdictions require the Group to hold each clinical laboratory or a limited number of the clinical laboratories through a separate subsidiary. Certain countries also regulate the corporate form through which laboratories may be held, such as "MVZs" (Medizinisches Versorgungszentrum) in Germany and "SELs" (société d'exercice libéral) in France.

In France, the Group is subject to regulatory constraints on the ownership of share capital and voting rights of SELs operating clinical laboratories by persons other than laboratory doctors and laboratory companies. Indeed laboratory doctors practising in the SEL should have the majority of voting rights and the majority of the share capital since the French law on medical biology adopted on 30 May 2013 (which includes a grandfathering clause for existing SELs, which are operating under a different ownership structure with the majority of their share capital held by laboratory companies as of the date of enactment). To comply with such regulatory constraints, the Group has put in place a specific corporate structure pursuant to which, and subject to a few exceptions, the Group, directly or indirectly, hold the maximum % of shares authorised by the law (up to 99.9% of share capital for historical SELs owned before May 2013 and 49.9% of share capital for SELs acquired since May 2013) while some of the laboratory doctors practising in said SEL hold the remaining shares. However, in all instances, the Group has been granted substantially all of the economic rights which is implemented through the issuance of preferred shares when laboratory doctors practicing in said SEL hold more than 50% of the share capital. The Group has therefore put in place mechanisms that grant it substantially all of the economic rights in such SELs and allow it to control the relevant activities, in accordance with the French regulatory framework, and fully consolidate its French network. The control exercised over French subsidiaries is based on specific governance mechanisms and contractual agreements with laboratory doctors practicing in the SEL, qualified by the Group as de facto control.

In Germany, due to German fee regulations, local physicians outsource a wide range of laboratory procedures to medical collaborative laboratories ("CLs"), which may also be responsible for billing. The sole shareholders of such CLs are local physicians co-operating to provide the required services in an economically viable way. The SYNLAB Group as a laboratory services provider thus sometimes has to cooperate based on contractual agreements with these CLs to render services. As a consequence of these contracts most of the benefits from the CL's business operations accrue to the Group, i.e. the Group has put in place mechanisms that grant it the majority of the economic rights in such CLs and allow it to control the relevant activities, in accordance with the German regulatory framework. The Group therefore considers it has control over the CLs even though it does not legally own a shareholding and fully consolidates those entities.

The financial statements of the subsidiaries are included in the consolidated financial statements from the date that control commences until the date that it ceases.

All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between the members of the Group are eliminated on consolidation.

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

Non-controlling interests ("minority interests") represent the part of total income or loss, and of total equity not held by the Group and are identified separately from the amounts attributable to the owners of the Company in the Income Statement, Statement of Comprehensive Income, Statement of Changes in Equity and Statement of Financial Position.

Those interests of minority interests that are present ownership interests entitling their holders to a proportionate share of net assets upon liquidation may initially be measured at fair value or at the minority interests' proportionate share of the fair value of the acquiree's identifiable net assets. The choice of measurement is made on an acquisition-by-acquisition basis. For medical biology companies, whether controlled de jure or de facto, minority interests of other shareholders, i.e. laboratory doctors, must be assessed based on the financial rights attached to their shares rather than the % of share capital or voting rights.

BUSINESS COMBINATIONS

Acquisitions of subsidiaries and businesses, regardless of whether equity instruments or other assets are acquired, are accounted for using the acquisition method at the acquisition date, being the date on which control is obtained. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interest issued by the Group in exchange for control of the acquiree. Acquisition-related costs, such as finder's fees, legal fees, due diligence fees and other professional and consulting fees are expensed as incurred and are presented in a dedicated aggregate "Acquisitions related expenses" line within the consolidated statement of income.

The Group measures goodwill as the difference between: (a) the sum of (i) the fair value of the consideration transferred, (ii) the recognised amount of any non-controlling interest in the acquire, (iii) the acquisition date fair value of any previously held interest in the acquired business; and (b) the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date.

If at the reporting date the fair values of the acquiree's identifiable assets, liabilities and contingent liabilities can only be established provisionally, then these values are used. Adjustments to the fair values can be made within 12 months of the acquisition date and are taken as adjustments to goodwill.

When the consideration transferred by the Group in a business combination includes an asset or liability resulting from a contingent consideration arrangement (e.g. earn out), the contingent consideration is measured at its acquisitiondate fair value and included as part of the consideration transferred in a business combination. Any subsequent changes after the 12 months window are recognised in profit or loss and are presented in the dedicated aggregate "Acquisitions related expenses" line. Contingent consideration classified as equity is not re-measured.

A contingent liability assumed in a business combination is recognised only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably.

Acquisitions and disposal of non-controlling interests

Acquisitions and/or disposal of non-controlling interests are accounted for as a transaction with equity holders in their capacity as equity holders. Therefore no goodwill is recognised or derecognised as a result of such transactions.

Acquisitions of achieved in stages

When a business combination is achieved in stages, the Group's previously-held interests in the acquired entity is remeasured to its acquisition date fair value and the resulting gain or loss, if any, is recognised in profit or loss.

Assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5 are measured in accordance with that Standard.

GOODWILL

Goodwill is initially recognised and measured as set out above.

Goodwill is not amortised but is reviewed for impairment at least annually. For the purpose of impairment testing, goodwill is allocated to each of the group of CGUs expected to benefit from the synergies of the combination. Cash-generating units and groups of CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired.

If the recoverable amount of the CGU is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not reversed in a subsequent period.

For the purposes of goodwill impairment testing, the lowest level at which goodwill is monitored for internal reporting purposes corresponds to the CGUs described in Note 16 Goodwill. On disposal of a cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.

INVESTMENTS IN ASSOCIATES

An associate is an entity over which the Group has significant influence, which is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

The results and assets and liabilities of associates are incorporated in these financial statements using the equity method of accounting. Under the equity method, an investment in an associate is initially recognised in the consolidated statement of financial position at cost and adjusted thereafter to recognise the Group's share of the profit or loss and other comprehensive income of the associate. Goodwill that forms part of the carrying amount of an investment in an associate is not recognised separately. When the Group's share of losses of an associate exceeds the Group's interest in that associate (which includes any long-term interests that, in substance, form part of the Group's net investment in the associate), the Group discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or losses are made.

When a group entity transacts with an associate of the Group, profits and losses resulting from the transactions with the associate are recognised in the Group's consolidated financial statements only to the extent of interests in the associate that are not related to the Group.

REVENUE

The Group earns revenues from a wide range of analysis and diagnostic testing services, which are invoiced to insurance companies, hospitals, individuals, pharmacies, and National Health entities.

Those services include mainly analysis and diagnostic testing services for human medicine with notably the clinical biological testing, including routine and specialty tests (esoteric), anatomical pathology, histological or cytological testings and the diagnostic imaging using medical and molecular imaging technologies, but also testing services for veterinary medicine.

Since 2018 the Group applies the principles set out in IFRS 15 for revenue recognition by using the following five steps:

1.	Identify the contract(s) with a customer.
2.	Identify the performance obligations in the contract.
3.	Determine the transaction price.
4.	Allocate the transaction price to the performance obligations in the contract.
5.	Recognise revenue when (or as) the entity satisfies a performance obligation.

In general, contracts with customers are clustered in major revenue streams and their substreams. The revenue recognition is outlined below for each separately.

Usually, the activities performed to generate revenues might include e.g. logistics, analytics and the provision of a result. However, the service promised to the customer is an analysis (even for multiple parameters), i.e. the combined output of the several activities, which are either not capable of being distinct or not distinct within the context of the contract (due to high interrelation). As a result, each contract (order) has only one performance obligation.

For the determination of the transaction price the nature, timing and amount of consideration promised by a customer are taken into account, and - if applicable - also variable consideration, significant financing components and noncash consideration. Amounts collected on behalf of third parties are excluded.

Human medicine

Health insurance funds

Generally, the contractual basis for the revenue from health insurance funds comes from frame contracts and/or from regulatory rulings that define general terms and conditions that are applied to individual orders to perform an analysis.

The basis for remuneration with respect to revenues differs by country, type of analysis and/or contract type. For contracts that - despite fixed prices per analysis- contain elements that cause variability such as e.g. volume based discounts, allocated budgets/caps, quotation rates, the amount of consideration will be estimated based on the expected value and historical experience.

The (estimated) transaction price per analysis is recognised once the results of the analysis have been validated and reported to the requester.

Doctors

In most cases SYNLAB acts as a principal whereas the doctor (as an agent) is arranging the sale with the patient (while using the results for his diagnosis). Each patient (customer) enters into a contract with SYNLAB as soon as the doctor transmits the laboratory analysis form (order) with the required services and the patient information on behalf of the patient. As a result, each order is considered to be a contract with the customer. Accordingly, SYNLAB is generally invoicing the beneficiary (i.e. the patient) for laboratory services. For contracts where the doctor does not act as an agent and is invoiced by SYNLAB he or she is considered to be the customer.

The basis for remuneration per analysis and patient is generally based on regulated tariffs, i.e. medical fee schedule.

The (estimated) transaction price per analysis is recognised once the results of the analysis have been validated and reported to the requester.

Any payments made to the doctor with respect to the collaboration agreement (e.g. signing fees or allowances per analysis) reduce the transaction price. Depending on their nature they either reduce revenue by order or over the contract duration.

Private patients

Private patients are invoiced directly and even if an insurance company might refund the private patient for the costs incurred, the claim to consideration is against the private patient.

The transaction price for an analysis is based on medical fee schedules and thus, fixed upfront without later adjustments. As each contract (order) has only one performance obligation, there is no need to allocate the transaction price (per analysis).

The transaction price per analysis is recognised once the results of the analysis have been validated and reported to the requester.

Hospitals

In case of hospital contracts, SYNLAB has to combine two or more contracts entered into at or near the same time with the same hospital (or related parties of the hospital) and account for the contracts as a single contract if (i) the contracts are negotiated as a package with a single commercial objective; (ii) the amount of consideration to be paid in one contract depends on the price or performance of the other contract; or (iii) the goods or services promised in the contracts are considered to be a single performance obligation.

The activities performed to generate revenues might include e.g. logistics, analytics and the provision of a result. With respect to lab operations, there are three major types of service arrangements:

Type 1: SYNLAB operates an external lab (outside the hospital's premises). Accordingly, the arrangement typically includes logistic services (transportation of samples from the hospital to the external lab).

Type 2: SYNLAB operates a lab onsite the hospital's premises to meet quality standards (e.g. response times) or for economic reasons (e.g. to reduce transportation cost), but is not legally bound to do so. SYNLAB has not promised to operate a lab onsite the hospital's premises and the hospital has no enforceable right to demand in-house lab operations.

Type 3: SYNLAB operates a lab onsite the hospital's premises because it has promised to do so and the hospital has an enforceable right to demand in-house lab operations.

For type 1 and type 2 arrangements, the service promised to the customer is an analysis, i.e. the combined output of the several activities, which are either not capable of being distinct or not distinct within the context of the contract (due to high interrelation). As a result, each contract (order) has only one performance obligation.

For type 3 arrangements, the nature of the promise to the customer is to a complete outsourcing of in-house lab operations for a specified period of time. This bundled service also includes incidental services that are highly interrelated to the outsourcing of in-house lab operations. Thus, there is only one performance obligation, which is the operation of the hospital's in-house lab (including all analysis performed).

In type 1 and 2 arrangements the transaction price for an analysis is typically based on medical fee schedules. In addition, there might be volume based discounts, allocated budgets I caps, quotation rates or other clauses that might cause variability even if the price per analysis due to the medical fee schedule is fixed. In this cases, the amount of consideration to which the entity will be entitled in exchange for providing each analysis shall be estimated.

Type 3 arrangements typically include an annual fixed amount of consideration that might be constant or increasing or decreasing from period to period. In addition, there is typically a variable component based on the number and complexity of analysis actually performed within each period. Accordingly, the amount of consideration to which the entity will be entitled in exchange for transferring the lab operation services to the hospital shall be estimated.

In each type of arrangement discussed above, there is only one performance obligation. In case of type 1 and type 2 arrangements, the obligation is to perform an analysis. There is no need to allocate the (estimated) transaction price (per analysis). In case of type 3 arrangements, the obligation is to operate the hospital's in-house lab for a specified period of time. The transaction price shall be estimated for the total service period.

With respect to type 1 and type 2 arrangements, the (estimated) transaction price (per analysis) is recognised once the results of the analysis have been validated and reported to the requester.

In type 3 arrangements, SYNLAB performs recurring services in relation to the in-house lab operations, which are received and simultaneously consumed by the hospital. Thus, the performance obligation is satisfied over time (total service period) and revenue shall be recognised by measuring the progress towards complete satisfaction of that performance obligation.

Other labs, public agencies and other companies

The contracting party ordering an analysis is the customer according to IFRS 15. In general, the contractual basis for the revenue from other labs, public agencies and other companies comes from general service agreements.

The activities performed to generate revenues might include e.g. logistics, analytics and the provision of a result. However, the service promised to the customer is an analysis (even for multiple parameters), i.e. the combined output of the several activities, which are either not capable of being distinct or not distinct within the context of the contract (due to high interrelation). As a result, each contract (purchase order) has only one performance obligation. As each contract (purchase order) has only one performance obligation, there is no need to allocate the (estimated) transaction price (per analysis).

The basis for remuneration with respect to revenues from other labs, public agencies and other companies are the prices stated in the contract. In general, the price for each kind of analysis is fixed.

With respect to revenues from other labs, public agencies and other companies, the (estimated) transaction price (per analysis) is recognised once the results of the analysis have been validated and reported to the customer.

Revenues veterinary medicine

In general, the revenue from veterinary medicine is based on an offer and an acceptance with reference to price list. Typically, there is a standard price list with fixed prices for each kind of analysis.

The activities performed to generate revenues might include e.g. logistics, analytics and the provision of a result. However, the service promised to the customer is an analysis (even for multiple parameters), i.e. the combined output of the several activities, which are either not capable of being distinct or not distinct within the context of the contract (due to high interrelation). As a result, each acceptance (order) has only one performance obligation.

As each acceptance (order) has only one performance obligation, there is no need to allocate the (estimated) transaction price (per analysis). With respect to revenues from veterinary medicine, the transaction price (per analysis) is recognised once the results of the analysis have been validated and reported to the customer.

Revenues from trading goods

The contracting party ordering the trading goods is the customer according to IFRS 15. The contractual basis for the revenue from trading goods can be a standalone contract or part of another contract (e.g. with hospitals or doctors).

Typically, trading goods are both capable of being distinct and distinct within the context of the contract. Accordingly, each trading good is considered to be a separate performance obligation.

The basis for remuneration with respect to revenues from trading goods are the prices stated in the contract. In general, the price for each trading good is fixed and - in case the contractual basis is part of another contract - not interrelated to other goods or services in that contract. Accordingly, there is no variability in consideration.

In general, the prices for trading goods as stated in the contract reflect the stand alone selling price for such trading good, i.e. the price at which SYNLAB would sell the trading good separately to another customer with similar characteristics.

With respect to trading goods (that are considered to be a separate performance obligation), the transaction price for the trading good is recognised on delivery of the trading good to the customer.

LEASES

The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognises a right of use asset and a corresponding lease liability with respect to all lease arrangement in which it is the lessee, except for short- term leases defined as leases with a lease term of 12 months or less) and leases of low value assets (defined as all lease of assets with an original price of EUR 5,000.00 or local currency equivalent). For short term and low value leases, the Group recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.

Lease liabilities

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its incremental borrowing rate.

Lease payments included in the measurement of the lease liability comprise

•	fixed lease payments (including in-substance fixed payments), less any lease incentives;
•	variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
•	the amount expected to be payable by the lessee under residual value guarantees;
•	the exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
•	payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.

Variable rents that do not depend on an index or rate are not included in the measurement the lease liability and the right of use asset. The related payments are recognised as an expense in the period in which the event or condition that triggers those payments occurs.

The lease liability is presented as a separate line in the consolidated statement of financial position. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The Group remeasures the lease liability (and makes a corresponding adjustment to the related right of use asset) whenever

•	the lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.
•	the lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is measured by discounting the revised lease payments using the initial discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).
•	A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.

Lease payments

Lease payments included in the measurement of the liability comprise:

•	Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
•	Variable lease payments that depend on an index or a rate, initially measured using the index or rate at the commencement date;
•	The exercise price of a purchase option if the lessee is reasonably certain to exercise that option;
•	Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease; and
•	The amount expected to be payable by the lessee under residual value guarantees;
•	Lease term reflects the lessee exercising an option to terminate the lease; and residual value guarantees.

The lease liability is subsequently measured after the commencement date by

•	increasing the carrying amount to reflect interest on the lease liability (using the effective interest method);
•	reducing the carrying amount to reflect the lease payments made.

Lease modifications

Modifications of leases are assessed whether the modification should be accounted for as a separate lease agreement or, effectively, a continuation of the existing lease.

Lease modifications are accounted as separate leases when both of the following conditions are met:

•	The modification increases the scope of the lease by adding the right to use one or more underlying assets; and
•	The consideration for the lease increases by an amount commensurate with the stand-alone price for the increase in scope and any appropriate adjustments to that stand-alone price to reflect the circumstances of the particular contract.

When lease modifications are not accounted for as a separate lease at the effective date of the lease modification, the Group:

•	Allocates the consideration in the modified contract by applying the requirements of IFRS 16.13 to 16;
•	Determines the lease term of the modified lease by applying the requirements of IFRS 16.18 and 19; and
•	Re-measures the lease liability by discounting the revised lease payments using a revised discount rate.

The Group accounts for the re-measurement of the lease liability as follows:

•	For lease modifications that decrease the scope of the lease, by decreasing the carrying amount of the right of use asset to reflect the partial or full termination of the lease. Any gain or loss relating to the partial or full termination of the lease are recognised in profit or loss; and
•	For all other lease modifications, making a corresponding adjustment to the right of use asset and lease liability.

Right of use assets

The right of use assets comprise the initial measurement of the corresponding lease liability, lease payment made at or before the commencement day and less any lease incentives received and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Whenever the Group incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under IAS 37. To the extent that the costs related to a right of use asset, the costs are included in the related right of use asset, unless those costs are incurred to produce inventories.

Right of use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right of use asset reflects that the Group expects to exercise a purchase option, the related right of use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

The right of use assets are presented as a separate line in the consolidated statement of financial position.

The Group applies IAS 36 to determine whether a right of use asset is impaired and accounts for any identified impairment loss as described in the 'Property, Plant and Equipment' policy.

Short-term lease

The Group makes use of the "short-term" lease exemption for all leases that at commencement date have a lease term of 12 months or less, including any extension options. Rentals for short team leases are recognised as an operating expense in profit or loss similar to charges for operating lease under IAS17.

FOREIGN CURRENCIES

The individual financial statements of each group company are presented in the currency of the primary economic environment in which it operates (its functional currency). For the purpose of the consolidated financial statements, the results and financial position of each group company are expressed in Euros, which is the functional currency of the Company, and the presentation currency for the consolidated financial statements.

Foreign currency transactions and balances

In preparing the financial statements of the individual companies, transactions in currencies other than the entity's functional currency (foreign currencies) are recognised at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing at that date.

Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Exchange differences are recognised in profit or loss in the period in which they arise.

Value of €1:	Assets and liabilities Closing rates 31 December 2020	Income and expense Cumulative average rates Period ended 31 December 2020
Swiss Francs (CHF)	1.08020	1.07030
Colombian Peso (COP)	4.232.850,00	4,213.60360
Czech Koruna (CZK)	26.24200	26.45540
Pound Sterling (GBP)	0.89903	0.88922
Croatian Kuna (HRK)	7.55190	7.53844
Hungarian Forint (HUF)	363.89000	351.20430

Value of €1:	Assets and liabilities Closing rates 31 December 2019	Income and expense Cumulative average rates Period ended 31 December 2019
Swiss Francs (CHF)	1.08540	1.11270
Colombian Peso (COP)	3683.83000	3622.76600
Czech Koruna (CZK)	25.40800	25.66970
Pound Sterling (GBP)	0.85080	0.87730
Hungarian Forint (HUF)	330.53000	325.22970

Value of €1:	Assets and liabilities Closing rates 31 December 2018	Income and expense Cumulative average rates Period ended 31 December 2018
Swiss Francs (CHF)	1.12690	1.15490
Colombian Peso (COP)	3719.96000	3488.89060
Czech Koruna (CZK)	25.72500	25.64320
Pound Sterling (GBP)	0.89450	0.88470
Hungarian Forint (HUF)	320.98000	318.82500

For the purpose of presenting consolidated financial statements, the assets and liabilities of the group's foreign operations are translated at exchange rates prevailing on the balance sheet date.

Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the date of transactions are used. Exchange differences arising, if any, are recognised in other comprehensive income and accumulated in equity (attributed to non-controlling interests as appropriate).

Differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity are recognised in other comprehensive income and accumulated in equity.

On the disposal of a foreign operation (i.e. a disposal of the Group's entire interest in a foreign operation, or a disposal involving loss of control over a subsidiary that includes a foreign operation, or a partial disposal of an interest in a joint arrangement or an associate that includes a foreign operation of which the retained interest becomes a financial asset), all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.

FINANCE INCOME AND FINANCE COSTS

Finance income comprises interest income on funds invested, dividend income, gains on hedging instruments that are recognised at fair value in profit or loss and foreign currency gains. Interest income is recognised as it accrues in profit or loss, using the effective interest method. Dividend income is recognised in profit or loss on the date that the Group's right to receive payment is established.

Finance costs comprise the cost of net debt and other financial expenses. Cost of net debt includes interest expense on borrowings and financial leases, as well as expenses related to derivatives. Other financial expenses mainly include unwinding of the discount on provisions. Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in profit or loss in the period in which they are incurred. The Group does not own any qualifying assets.

RETIREMENT BENEFIT COSTS

Depending on the laws and practices in force in the countries where the Group operates, Group companies have legal obligations in terms of pensions, early retirement payments and retirement bonuses. Such obligations are generally state defined contribution plans, but the Group is also affected by post-employment or post-retirement employees' benefits.

Defined contribution plans

Payments to defined contribution retirement benefit plans are recognised as an expense when employees have rendered service entitling them to the contributions. Payments made to state-managed retirement benefit plans are accounted for as payments to defined contribution plans where the Group's obligations under the plans are equivalent to those arising in a defined contribution retirement benefit plan.

Defined benefit plans and similar obligations

For defined benefit retirement benefit plans, the cost of providing benefits is determined using the Projected Unit Credit Method, with actuarial valuations being carried out at the end of each annual reporting period. Remeasurements comprising actuarial gains and losses, the effect of the asset ceiling (if applicable) and the return on plan assets (excluding interest) are recognised immediately in the statement of financial position with a charge or credit to other comprehensive income in the period in which they occur. Remeasurements recognized in other comprehensive income are not reclassified. Past service cost is recognised in profit or loss when the plan amendment or curtailment occurs, or when the Group recognises related restructuring costs or termination benefits, if earlier. Gains or losses on settlement of a defined benefit plan are recognised when the settlement occurs. Net interest is calculated by applying a discount rate to the net defined benefit liability or asset. Defined benefit costs are split into three categories:

•	service costs, which includes current service cost, past service cost and gains and losses on curtailments and settlements;
•	net interest expense or income; and
•	remeasurements.

The Group recognises service costs within profit or loss as payroll related expenses (see note 8). Net interest expense or income is recognised within finance costs (see note 13). The retirement benefit obligation recognised in the consolidated statement of financial position represents the deficit or surplus in the Group's defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans. Details of the assumptions used are included in note 27 to the financial statements.

A liability for a termination benefit is recognised at the earlier of when the entity can no longer withdraw the offer of the termination benefit and when the entity recognises any related restructuring costs. Discretionary contributions made by employees or third parties reduce service cost upon payment of these contributions to the plan. When the formal terms of the plans specify that there will be contributions from employees or third parties, the accounting depends on whether the contributions are linked to service, as follows:

•	If the contributions are not linked to services they are reflected in the remeasurement of the net defined benefit liability (asset).
•	If contributions are linked to services, they reduce service costs.

TAXATION

Current income taxes

The current tax payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

The Group has adopted IFRIC 23 for the first time in 2019. IFRIC 23 sets out how to determine the accounting tax position when there is uncertainty over income tax treatments. The Interpretation requires the Group to:

•

Determine whether uncertain tax positions are assessed separately or as a group; and

•

Assess whether it is probable that a tax authority will accept an uncertain tax treatment used, or proposed to be used, by an entity in its income tax filings:

•	If yes, the Group should determine its accounting tax position consistently with the tax treatment used or planned to be used in its income tax filings.
•	If no, the Group should reflect the effect of uncertainty in determining its accounting tax position using either the most likely amount or the expected value method.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised based on tax laws and rates that have been enacted or substantively enacted at the balance sheet date. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited in other comprehensive income, in which case the deferred tax is also recognised in other comprehensive income.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

Current tax and deferred tax for the year

Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively. Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.

Value-added tax (VAT)

Revenues, expenses and assets are recognised net of the amount of associated VAT, unless the VAT incurred is not recoverable from the taxation authority. The main SYNLAB Group activities being related to medical services are exempt from VAT in most of the countries in which the Group operates. In this case the Group cannot recover VAT applicable to charges and expenses relating to those VAT exempt activities and it is recognised as part of the cost of the acquisition of the asset or as part of the expense. In the case of Group companies for which partial reimbursement of VAT is possible, the non-reimbursable portion of VAT is not deducted.

The VAT amount to be refunded by or paid to the tax authority is recognised in the statement of financial position under "Other current assets" or under "Other liabilities".

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment is measured at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset and subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates.

Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.

If material parts of property, plant and equipment must be replaced at regular intervals or have different useful lives, the Group capitalises such parts as separate assets (major components) with specific useful lives or depreciation periods.

Other maintenance and repair costs are recorded in profit or loss. The net present value of expected costs for disposal of an asset after its use is included in the cost of the respective asset if the criteria for recognition have been fulfilled.

An item of property, plant and equipment is derecognised on disposal or when the asset is permanently withdrawn from use and no future economic benefits are expected. Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognised net within other operating income in profit or loss.

DEPRECIATION

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives, using the straight-line method. The residual value is estimated to be nil € at the end of the useful life, except for real estate in certain cases.

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

The estimated useful lives for the current and comparative periods are as follows:

•	Land and buildings 15 to 30 years;
•	Technical machines and equipment 3 to 10 years;
•	Vehicle fleet 3 to 5 years; and
•	Other fixed assets 2 to 10 years.

Right of use assets are depreciated over the shorter period of the lease term and the useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right of use asset reflects that the Group expects to exercise a purchase option, the related right of use asset is depreciated over the useful life of the underlying asset.

INTANGIBLE ASSETS

Intangible assets are recognised for the first time at acquisition cost. The cost of intangible assets acquired in a business combination is calculated as the fair value at date of acquisition.

Subsequent to initial recognition, intangible assets with finite useful lives acquired separately or in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses.

Amortisation is charged to the income statement on a straight-line basis over the estimated useful lives.

The estimated useful lives are as follows:

•	Customer relationships 3 to 25 years;
•	Trademarks 1 to 10 years;
•	Trademark (own brand) indefinite;
•	Property rights and similar rights 3 to 6 years; and
•	Software 1 to 7 years.

Expenditure on research activities is recognised as an expense in the period in which it is incurred. An internally- generated intangible asset arising from development (or from the development phase of an internal project) is recognised if, and only if certain conditions have been demonstrated. Expenditure on software development is capitalised when it is probable that the project will, after considering its commercial and technical feasibility, be completed and generate future economic benefits and the costs can be measured reliably.

During the initial purchase allocation when setting up the SYNLAB Group, the own SYNLAB brand was identified as an intangible asset. As the SYNLAB brand exists since the creation of the company in 1998 and SYNLAB is the largest European laboratory operator with a global presence, an indefinite useful life has been retained.

The amount initially recognised for internally-generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally-generated intangible asset can be recognised, development expenditure is recognised in profit or loss in the period in which it is incurred. Subsequent to initial recognition, internally-generated intangible assets are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

Intangible assets are derecognised either upon disposal or when no economic benefits are expected to flow from further use or from the disposal of the recognised asset. Profit or loss arising from the derecognition of the asset are recorded in the income statement as the difference between the net disposal proceeds and the carrying amount of the asset in the period in which the asset is derecognised.

IMPAIRMENT OF TANGIBLE AND INTANGIBLE ASSETS EXCLUDING GOODWILL

At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated to determine the extent of the impairment loss. An intangible asset with an indefinite useful life is tested for impairment at least annually and whenever there is an indication that the asset may be impaired.

The recoverable amount of an asset is the greater of the fair value of an asset or a cash generating ("CGU") unit less cost of sale and the value-in-use. The recoverable amount must be determined for each individual asset unless a particular asset does not generate any cash flows that are largely independent of other assets or other groups of assets, in which case, the Group estimates the recoverable amount of the CGU to which the asset belongs. If the carrying amount of an asset or CGU exceeds its respective recoverable amount, the asset is impaired and is reduced to recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Value-in-use is the net present value of future expected cash flows using a discount rate before tax that reflects market expectations with respect to the interest rate effect and the specific risk of the asset. Recent market transactions, if applicable, are taken into consideration when determining the fair value less any cost of sale. If there are no such identifiable transactions, a suitable valuation model is used. This is based on valuation multiples or other available indicators of fair value.

Assets other than goodwill are assessed at every reporting date as to whether there are indications that a previously recorded impairment loss no longer exists or has been reduced. If such indications are present, the Group assesses the recoverable value of the asset or the CGU. Any previously recorded impairment losses are only reversed if a change in the assumptions that formed the basis for the determination of the recoverable amount has taken place since recording the last impairment loss. The impairment reversal is limited by the fact that the carrying amount of an asset may neither exceed its recoverable amount nor the carrying value that would have remained after scheduled depreciation if in previous years no impairment losses for the asset had been recorded.

INVENTORIES

Inventories consist of raw materials ("reagents") and consumables and are stated at the lower of cost and net realisable value. Cost comprises direct materials and where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. Cost is calculated using the weighted average method. Net realisable value represents the estimated selling price less all estimated costs of completion and selling expenses.

FINANCIAL INSTRUMENTS

Financial assets and financial liabilities are recognised in the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.

Financial assets and liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

FINANCIAL ASSETS

Ordinary purchases or sales of financial assets are recognised and derecognised on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.

All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

Classification of financial assets

Debt instruments that meet the following conditions are measured subsequently at amortised cost:

•	The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
•	The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The Group does not have any debt financial assets that are recognised as fair value through other comprehensive income (FVTOCI). By default, all other financial assets are measured subsequently at fair value through profit or loss (FVTPL). For the Group, upon initial adoption of IFRS 9, the only assets held as FVTPL were derivative financial assets.

1) Amortised cost and effective interest method

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. For financial assets the effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) excluding expected credit losses, through the expected life of the debt instrument, or, where appropriate, a shorter period, to the gross carrying amount of the debt instrument on initial recognition.

The amortised cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. The gross carrying amount of a financial asset is the amortised cost of a financial asset before adjusting for any loss allowance. Interest income is recognised using the effective interest method for debt instruments measured subsequently at amortised cost. Interest income is recognised in profit or loss and is included in the "net finance costs - interest income" line item. For these financial instruments, the Group measures the loss allowance equal to the 12 month expected credit losses, as there has been no significant increase in credit risk since initial recognition.

A financial asset is held for trading if:

•	It has been acquired principally for the purpose of selling it in the near term; or
•	On initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has evidence of a recent actual pattern of short-term profit-taking; or
•	It is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument).

2) Financial assets at FVPL

Financial assets, that do not meet the criteria for being measured at amortised cost, are subsequently measured at FVTPL and are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in profit or loss. The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset. Fair value is determined in the manner described in Note 31.

Financial assets are categorised into current and non-current assets in the consolidated statement of financial position. Current financial assets comprise:

•	Financial assets with a settlement or maturity date within 12 months of the statement of financial position date; and
•	Financial assets in respect of which the Group does not have an unconditional right to defer settlement for at least 12 months after the statement of financial position date.

Impairment of financial assets

The Group has adopted the simplified expected credit loss model for its trade receivables. To measure the expected credit losses, trade accounts receivables have been grouped based on shared credit risk characteristics and the days past due. Moreover, reasonable and supportable information (if available without undue cost or effort) at the reporting date about past events, current conditions and forecasts of future economic conditions have been taken into account in the calculations. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.

The Group writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings. Financial assets written off may still be subject to enforcement activities under the Group's recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in profit or loss.

Definition of default

The Group considers the following as constituting an event of default for internal credit risk management purposes as historical experience indicates that financial assets that meet either of the following criteria are generally not recoverable:

•	Information developed internally or obtained from external sources indicates that the debtor is unlikely to pay its creditors, including the Group, in full (without taking into account any collateral held by the Group).

Irrespective of the above analysis, the Group considers that default has occurred when a financial asset is more than 90 days past due unless the Group has reasonable and supportable information to demonstrate that a more lagging default criterion is more appropriate.

Derecognition of financial assets

The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. On derecognition of a financial asset measured at amortised cost, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. On derecognition of an investment in equity instrument which the Group has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings.

FINANCIAL LIABILITIES AND EQUITY

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangement.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs. Direct issue costs are incremental costs directly attributable to the issue of equity instruments, net of any tax effects.

Equity instruments designated as at FVTOCI

On initial recognition, the Group may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income. The cumulative gain or loss is not be reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings.

Dividends on these investments in equity instruments are recognised in profit or loss in accordance with IFRS 9, unless the dividends clearly represent a recovery of part of the cost of the investment. Dividends are included in the 'finance income' line item (Note 14) in profit or loss.

The Group has designated all investments in equity instruments that are not held for trading as at FVTOCI on initial application of IFRS 9.

Financial liabilities

All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. Financial liabilities include borrowings, trade and other payables, derivative financial instruments and other financial liabilities.

Financial liabilities are classified as at FVTPL when the liability is (i) contingent consideration of an acquirer in a business combination, (ii) held for trading or (iii) it is designated as FVTPL. A financial liability is classified as held for trading if it has been acquired principally for the purpose of repurchasing it in the near term, or on initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit, or it is a derivative, except for a derivative that is a financial guarantee or a designated and effective hedging instrument. All other financial liabilities are held at amortised cost.

Financial liabilities measured at FVTPL are measured at fair value, with any gains or losses arising on changes in fair value recognised in profit or loss. The net gain or loss recognised in the profit or loss incorporates any interest paid on the financial liability.

Financial liabilities that do not meet the criteria to be FVTPL are initially measured at fair value, net of transaction costs and are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. On initial recognition, any issue or redemption premiums and discounts and issuing costs are added to/deducted from the nominal value of the borrowings concerned. These items are taken into account when calculating the effective interest rate. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.

Financial liabilities are categorised into current and non-current liabilities in the consolidated statement of financial position. Current financial liabilities comprise:

•	Financial liabilities with a settlement or maturity date within 12 months of the statement of financial position date; and
•	Financial liabilities in respect of which the Group does not have an unconditional right to defer settlement for at least 12 months after the statement of financial position date.

Derecognition of a financial liability

The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.

Derivative financial instruments

The Group may enter into derivative financial instruments to manage its exposure to interest rate and foreign exchange rate risk, including foreign exchange forward contracts, interest rate swaps and cross currency swaps.

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to their fair value at each balance sheet date. The resulting gain or loss is recognised in profit or loss.

A derivative with a positive fair value is recognised as a financial asset whereas a derivative with a negative fair value is recognised as a financial liability. Derivatives are not offset in the financial statements unless the Group has both legal right and intention to offset. A derivative is presented as a non-current asset or a non-current liability if the remaining maturity of the instrument is more than 12 months and it is not expected to be realised or settled within 12 months. Other derivatives are presented as current assets or current liabilities.

The Group does not apply any hedge accounting.

CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash on hand, bank current accounts, and other bank deposits and short-term investments considered to be readily convertible into a known amount of cash and where the risk of a change in their value is deemed to be negligible based on the criteria set out in IAS 7.

Bank overdrafts that are repayable on demand and form an integral part of Group's cash management are recorded under "Short-term borrowings" but included as a component of cash and cash equivalents for the purpose of the statement of cash flows.

PROVISIONS

A provision is recognised if the Group has a present (legal or constructive) obligation arising from a past event, expenditure of resources with economic benefit to fulfil the obligation is likely, and a reliable assessment of the amount of the obligation is possible. If an accrued liability is expected to be reimbursed at least in part (e.g. liabilities covered under an insurance policy), the reimbursement is classified as a separate asset, provided there is a high probability of it occurring. The expense for such a provision is reported in the consolidated statement of income less any reimbursement.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material for a cash outflow after more than one year). Discount rates reflect current assessments of the time value of money and risks that are specific to the liability and not included in expected cash flows. The unwinding of the discount is recorded as finance costs.

A provision for restructuring is only recognised when the Group has a formalised restructuring plan setting out detailed requirements regarding the business unit or part of the business unit concerned, the site and the number of employees concerned, as well as a detailed estimate of associated cost and a reasonable time schedule. The employees concerned must justifiably expect that the restructuring will take place, or it must have already begun.

SHARE-BASED PAYMENTS

Share-based payment arrangements in which the Group receives goods or services as consideration for its own equity instruments are accounted for as equity-settled share-based payment transactions, regardless of how the equity instruments are obtained by the Group. The expenses also include any social charges to be paid on the shares granted.

For cash-settled share-based payments, a liability is recognised for the goods or services acquired, measured initially at the fair value of the liability. At each balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the year.

Equity-settled share-based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date. Fair value is determined using a suitable option pricing model. The fair value excludes the effect of non-market-based vesting conditions. Details regarding the determination of the fair value of equity-settled share-based transactions are set out in Note 27, Share-based payments.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of equity instruments that will eventually vest. At each balance sheet date, the Group revises its estimate of the number of equity instruments expected to vest as a result of the effect of non-market-based vesting conditions. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to equity reserves.

This vesting period ends at the first possibility to exercise the option, that is, when the employee concerned is irrevocably entitled to exercise the option. The cumulative expenses recorded for equity-settled share-based payment transactions thereby reflect at any reporting date up to the date of first possibility of exercising the option the vesting period already expired as well as the number of equity instruments which, based on the best estimate of management, will eventually vest. However, the amount by which the Group's income is reduced or increased reflects the change in cumulative expenses reported at the beginning versus the end of the reporting period.

Forfeited equity instruments granted for remuneration are not recorded as expense. An exception is equity instruments granted for which non-forfeitability is based on certain market or non-vesting conditions. These equity instruments granted are deemed to be exercisable regardless of whether the market or non-vesting conditions are fulfilled, as long as all performance and service conditions have been fulfilled.

If the underlying conditions of an equity-settled share-based payment transaction are changed, expenses are recorded in the minimum amount of costs that would have been incurred if contractual conditions had not been changed, provided that the original conditions of the remuneration agreement are fulfilled. The Company also records the effect of changes that increase the fair value of the share-based payment or are related to any other benefit for the employee, valued at the date of the change.

If an equity-settled share-based payment agreement is cancelled, this is treated as if the option had been exercised on the day of cancellation. Expenditure not yet recognised is recorded immediately. This applies to all remuneration agreements for which non-vesting conditions on which either the Company or the employee have an influence have not been fulfilled. However, if the cancelled remuneration agreement, either equity or cash-settled is replaced by another remuneration agreement declared on the day it is granted as replacement for the cancelled remuneration agreement, the cancelled agreement and the new remuneration agreement are recorded as a change to the original remuneration agreement with an impact limited to the incremental fair value granted, if any, during replacement.

NON-CONTROLLING INTERESTS IN PARTNERSHIPS/PUT OPTIONS

Pursuant to the rules prescribed by IAS 32, non-controlling interests in partnerships for which minority partners have a right of termination are recorded as a liability. In the same manner, shares for which the minority shareholders has been granted a put option by the majority partner are to be recognised at the fair value of the purchase price as an obligation. If this is done for a business combination, the business combination is accounted for as if the non-controlling interests had already been acquired. As a result, goodwill is recognised in full. Such shares are shown on the Group statement of financial position as a liability under "Other liabilities". Income from these shares which can be withdrawn by the minority partner is shown in the consolidated statement of income in "Other financial expenses".

SEPARATELY DISCLOSED ITEMS

The Group is implementing a number of business change programmes as part of a wider transformational change programme. These include acquisitions, strategic projects focused on the operational, strategic and structural integration of previous significant acquisitions, business restructuring and redundancy programmes. Due to the exceptional size and incidence of these, individually and in aggregate, the directors believe that in order to present the performance of the Group in a clear, consistent and comparable format, the costs of these activities should be presented separately on the face of the income statement in dedicated lines in accordance with IAS 1.

The separately disclosed items recorded in the consolidated income statement include the following categories:

•	Acquisition related costs (including transaction costs for cancelled or realised acquisitions, as well as earn out variations of fair value subsequent to the 1 year window period);
•	Expenses for restructuring and other related costs (including costs associated with the Group's finance transformation, restructuring activities, severance costs and strategic projects); and

•	Impairment and reversal of impairment of non-operational assets

Disclosure of these items is provided in Note 12.

ADJUSTED OPERATING PROFIT

In the analysis of the Group's operating results, we present certain non-IFRS measures as (i) they are used by management to measure operating performance, in presentations to our board members, and as a basis for strategic planning and forecasting, and (ii) they represent similar measures that are widely used by certain investors, securities analysts and other parties as supplemental measures of performance. These measures enhance management's and investors' understanding of our financial performance by excluding items that are outside of ongoing operations such as Separately Disclosed Items (described above), income taxes and costs of capital.

We believe that Adjusted Operating Profit is widely used by investors to measure our operating performance and can vary substantially from company to company depending on the accounting methods, book value of assets and capital structure or method by which assets were acquired. This adjusted measures eliminates potential differences in performance caused by variations in capital structures (affecting net finance costs), tax positions (such as the availability of net operating losses against which to relieve taxable profits), the cost and age of tangible assets (affecting relative depreciation expense) and the extent to which intangible assets are identifiable (affecting relative amortization expense). This adjusted measure also eliminates the effect of additional specific items that are considered to hinder comparison of the trading performance of our business year-on-year.

However, non-IFRS measures are not measures or adjustments determined based on IFRS or any other internationally accepted accounting principles, and you should not consider such items as an alternative to the historical financial results or other indicators of our performance based on IFRS measures. The non-IFRS measure, as defined by us, may not be comparable to similarly titled measures as presented by other companies due to differences in the way our non-IFRS measure is calculated. Even though non-IFRS measures are used by management to assess ongoing operating performance and these types of measures are commonly used by investors, they have important limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of SYNLAB's results as reported under IFRS.

In calculating Adjusted Operating Profit certain items are added back.

Adjusted Operating Profit

•	Earnings before Interest, Taxation, Depreciation/Amortization/Impairment (EBITDA)
•	Share of loss of associates and other non controlling interest
•	Profit on disposal of investment
•	Separately disclosed items (see Note 12 and Separately Disclosed Items above)
•	Share-based payments
•	Other non-recurring costs (see Note 5)
•	Less depreciation and amortization on all items, except for amortization on customer relationships

Adjusted Operating Profit is the group's segmental performance measure and has therefore been disclosed in Note 5.

SEGMENT INFORMATION

In accordance with IFRS 8, the reportable segments are components of the Group that engage in business activities and whose operating results based on the internal reporting are regularly reviewed by the chief operating decisionmaker.

Segment performance is mainly assessed based on total revenue and adjusted operating profit and is measured consistently with the statement of income in the consolidated financial statements. All costs initially borne by head office are allocated to those segments when directly attributable. General costs are assigned to the segments on a revenue basis, costs with a closer relation to single segments are allocated on a case by case scenario. The Group's financing (including finance costs and finance income) and income taxes are centrally managed on a Group basis and are not allocated to operating segments.

This is the basis on which internal reports are provided to the chief operating decision-maker for assessing performance and determining the allocation of resources within the Group.

DETERMINATION OF FAIR VALUES

A number of the Group's accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the three-level fair value hierarchy.

For assets or liabilities repeatedly reported in the financial statements the Group determines any hierarchy level reclassification by re-evaluating the existing classification at the end of each reporting period. Such revaluation is based on the lowest-level input parameters which are essential for fair value measurement.

Property, plant and equipment

The fair value of property, plant and equipment recognised as a result of a business combination is based on market values. The market value of property is the estimated amount that would be received to sell a property in an orderly transaction between market participants at the measurement date. The fair value of items of plant, equipment, fixtures and fittings is based on the market approach and cost approaches using quoted recent market prices for similar items when available and current replacement cost when appropriate.

Trade and other receivables

The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at the market rate of interest at the reporting date. The net carrying value is considered as a reasonable estimate of their fair value considering the short payment and settlement periods applied by the Group. This fair value is determined for disclosure purposes.

Derivatives

The fair value of interest rate swaps is based on broker quotes. Those quotes are tested for reasonableness on an ad-hoc basis by discounting estimated future cash flows based on the terms and maturity of each contract and using market interest rates for a similar instrument at the measurement date. Fair values also reflect the credit risk of the instrument and include adjustments to take account of the credit risk of the Group entity and counterparty when appropriate.

Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the reporting date.

Share-based payment transactions

The fair value of employee share options is generally measured using a binomial lattice model. Measurement inputs include share price on measurement date, exercise price of the instrument, expected volatility (based on weighted average historic volatility of similar quoted entities), weighted average expected life of the instruments (based on historical experience and general option holder behavior), expected dividends, and the risk-free interest rate (based on government bonds). Service and non-market performance conditions attached to the transactions are not taken into account in determining fair value.

4. Significant events

4.1 Changes in scope in consolidation

The following changes in scope of consolidation have occurred during the period:

	As at 31 December
	2020
Designated entities	% of control	Method of consolidation	% of interest
Spain
LAB DOS ANALISIS S.L.	100.00%	FC	100.00%

	As at 31 December
	2019
Designated entities	% of control	Method of consolidation	% of interest
Spain
LAB DOS ANALISIS S.L.	50.00%	EC	50.00%

FC= Full Consolidation / EC = Equity Consolidation

On 9 July 2020, we acquired the remaining 50% of LAB DOS ANALISIS S.L. for 1 €.

The French entity SYNLAB Bretagne SELAS was sold as of 29 February 2020. The Belgium entity Generalimmo SPRL was sold as 9 July 2020 and the Austrian entity SYNLAB Analytics & Services Austria GmbH was sold as of 8 September 2020. The Italian entities SYNLAB Analytics and Services S.r.l. and SYNLAB Analytics & Services Italia S.r.l. were sold on 3 November 2020. The remaining entities making up the Analytics and Services operating segment were disposed of on 31 December 2020 (with the exception of a single entity classified as held for sale), please see Note 15 for more information.

The following entities were liquidated entities in fiscal year 2020:

Country	Date	Entity
France	30 Jun 2020	Laboratoire de Biologie Medicale Cayrou-Gorse-Bourjeili SELAS (CGB)
France	01 Feb 2020	SCM GROUPEMENT LABOS
Germany	30 Apr 2020	Arztliche Laborgemeinschaft Hamburg Nordwest GbR ^*)
Sweden	27 Nov 2020	Profulus AB
UK	29 Dec 2020	BPL Hold Limited
UK	29 Dec 2020	CTDS 2015 Hold Limited
UK	29 Dec 2020	PTDS Hold Limited
UK	29 Dec 2020	TDDS 2015 Hold Limited
UK	29 Dec 2020	VLSI Hold Limited

^*) former SPE (Special Purpose entity) all other entity were full consolidated

4.1 Acquisitions

The main acquisitions and corporate structuring activities undertaken during the reporting period are shown below, by country. The Group has continued its external growth strategy with several laboratories bolt-on acquisitions.

The acquisitions in the period earn revenues mainly from medical testing. Through these acquisitions the Group expects to reduce costs through economies of scale, and the goodwill thus represents the fair value of the expected synergies resulting from the acquisitions.

All amounts for the acquisitions in the year are provisional and subject to modification in the twelve months period following the acquisition date.

Acquisition date	Country	Entities	Specialization	Objectives	Deal structure
14 Jan 2020	Italy	Laboratori Riuniti S.r.l.	medical testing	bolt-on	share deal
31 Jan 2020	Colombia	Laboratorio Clinico Marcela Hoyos Rendón S.A.S.	medical testing	bolt-on	share deal
23 Jun 2020	Germany	Hoch Transportation	logistic	bolt-on	asset deal
08 Jul 2020	Colombia	ANALIZAR Laboratorio Clinico S.A.	medical testing	bolt-on	share deal
08 Oct 2020	Portugal	T. G. T. - Centro Médico Lda	medical testing	bolt-on	share deal
19 Oct 2020	Belgium	Anapet SPRL	veterinary testing	bolt-on	share deal
04 Nov 2020	Ecuador	Asmedlab Cia. Ltda.	medical testing	bolt-on	share deal
10 Nov 2020	Italy	Medilab S.r.l.	medical testing	bolt-on	share deal
25 Nov 2020	Italy	IGEA Laboratorio di Analisi Cliniche S.r.l.	medical testing	bolt-on	share deal

The businesses acquired have generated an increase of goodwill amounting to 17.2 M€.

At the date of acquisition, the fair values of the identifiable assets were as follows:

	€000
Non-current assets
Intangible assets	3,348
Property, Plant and Equipment	3.648
Right of Use Assets	2,910
Other non-current assets	9
Deferred tax assets	11
Current assets
Inventories	137
Trade accounts receivable	2.234
Other current assets	611
Cash and cash equivalents	3,048
Total assets	15,956
Non-current liabilities
Lease liability (non-current)	2,312
Employee benefits liabilities	268
Deferred tax provisions	993
Current liabilities
Current loans and borrowings	557
Current lease liabilities	578
Trade accounts payable	1,854
Contract liabilities	23
Income tax liabilities	87
Other current liabilities	1,350
Total liabilities	8,022
Total identifiable net assets at fair value	7,934
Change in scope Spain ^*)	(302)
Goodwill from company acquisitions	17,234
Total consideration	24,866

The consideration at acquisition date is satisfied by:

	€000
Cash consideration	22,898
Deferred consideration	1,420
Contingent consideration	548
Total consideration transferred	24,866

The fair value of the trade accounts receivables amounts to 1.5 M€. Gross amount of trade accounts receivables amounts to 1.4 M€. Impairment of trade accounts receivables is amounting to 70 k€.

Goodwill in the amount of 17.2 M€ reflects the provisional value of expected benefits from the Group acquisitions including potential synergies. The allocation of additional goodwill per CGU is as follows:

	Year ended 31 December 2020
CGU	€000
Germany	500
LATAM	12,521
Italy	3,902
Iberia	157
Northern Europe	154
Total	17,234

^*) Change in scope Spain is related to LAB DOS ANALISIS SL we acquired the remaining control see note 4.1. The amount of 302 k€ is shown under equity position acquisition of non-controlling interests.

Apart from acquisitions in Germany and Italy, most of the goodwill recognised is expected to be non-deductible for tax purposes.

If the companies acquired by way of a share deal had been acquired as at the beginning of the year, revenue would have been 5.4 M€ higher and consolidated net profit for the period from continuing operations would have been 0.4 M€ higher.

The companies acquired in share deals have contributed 8.7 M€ to revenue 0.6 M€ consolidated net profit for the period from continuing operations since their acquisition.

Cash outflow due to company acquisitions:

Analysis of cash outflow due to company acquisitions	€000
Total consideration for 2020 acquisitions	(24,866)
Deferred consideration on 2020 acquisitions unpaid	1,083
Contingent consideration on 2020 acquisitions unpaid	292
Total cash consideration for 2020 acquisitions	(23,491)
Net cash of acquired companies	3.048
Actual cash outflow due to 2020 company acquisitions	(20,443)
Deferred consideration cash outflows due to the prior year company acquisitions	(5,645)
Contingent consideration cash outflows due to the prior year company acquisitions	(2,413)
Actual cash outflow due to company acquisitions	(28,501)

Transaction costs related to the closed acquisition amount to 0.9 M€ (2019: 2.6 M€) and were expensed as incurred in the separately disclosed items balance "Acquisition related expenses".

For details of business combinations during the year ended 31 December 2019 please refer to Note 4 Business combinations of the Group's annual consolidated financial statements for the year ended 31 December 2019. For details of business combinations during the year ended 31 December 2018 please refer to Note 4 Business combinations of the Group's annual consolidated financial statements for the year ended 31 December 2018.

5. Segmental analysis

The information by geographical segment presented below corresponds to the information used by Group management to allocate resources to the various segments and to assess each segment's performance. The Group uses Adjusted Operating Profit as the key measures of the segments' results as it reflects the segments' underlying performance for the financial year under evaluation. Following the implementation of IFRS 16 in 2019, a major portion of the Group's leasing expenses for laboratory buildings and laboratory equipment was capitalized as Right of use assets and is now impacting the consolidated statement of income through depreciation and interest expense. Adjusted EBITDA fails to capture the cost associated with these assets, critical to SYNLAB's business, and does not fully reflect the Group's performance. In order to take account of this fact, SYNLAB introduced a new group key performance indicator during the year: Adjusted Operating Profit (AOP), which is also now the segmental performance measure. This key performance indicator will continue to be the Group's key performance indicator in future years. Adjusted Operating Profit is a consistent measure within the Group as defined within Note 2.6.1. Refer to Note 12 for separately disclosed items.

In this year, the Group's segment reporting structure has been modified as the internal reporting reviewed by chief operating decision maker has changed.

In recent years, six segments with West Europe, Central Europe, North Europe, CEMEA, Analytics and Services and LATAM have been reported. By the end of 2020, one segment, Analytics and Services, has been sold (please refer to Note 15). The remaining former segments have been replaced by the following four segments representing geographic areas of the Group's business activities and whose operating results are regularly reviewed by Group's chief operating decision-maker or Group management to assess its performance. After the sale of the Analytics and Services business, all segments are now mainly active in the clinical laboratory and medical diagnostic services market.

Segments

South

France

Germany

North & East

For further detail of the country operations which make up the South and North & East Segments noted above, please refer to Note 6 Revenue. The information below is extracted from the Group's consolidated reporting system and prepared in accordance with the same accounting rules as in the consolidated financial statements and set out in the notes thereto. The modification and the policies applied to determine the operating segments presented are set out in Note 3 Significant accounting policies above in the section Segment information. Prior year comparatives have been represented in accordance with the new segment definitions. Moreover, neither prior years nor current year include results from the Analytics & Services business, which has been classified as discontinued operations. Refer to Note 15.

The segment results and the reconciliation of the segment measure to the respective statutory items included in the Group statement of income are as follows:

SEGMENT REPORTING	Year ended 31 December 2020
	South	France	North & East
	€000	€000	€000
Revenue external	799,495	646,593	595.263
Revenue Intercompany	1,477	57	1,962
Adjusted Operating Profit	133.125	146,193	133,312
Customer relationship amortization
Acquisitions related expenses and income
Restructuring and other significant expenses
Impairment of non-current assets
Share of loss of associates and revaluation of non-controlling interest			(2,746)
Net finance costs
Income tax expenses
Profit on disposal of investment
Share-based payments
Profit for the year from continuing operations

SEGMENT REPORTING	Year ended 31 December 2020
	Germany	Elimination	Total Group
	€000	€000	€000
Revenue external	579,834	-	2,621,184
Revenue Intercompany	26.995	(30,491)	-
Adjusted Operating Profit	98,655	-	511.285
Customer relationship amortization			(51,435)
Acquisitions related expenses and income		(1,902)
Restructuring and other significant expenses		(9,554)
Impairment of non-current assets			(114,995)
Share of loss of associates and revaluation of non-controlling interest
Net finance costs			(177,634)
Income tax expenses			(87,316)
Profit on disposal of investment			1.120
Share-based payments			(3,550)
Profit for the year from continuing operations		63,273

SEGMENT REPORTING	Year ended 31 December 2019 ^*
	South	France	North & East	Germany	Elimination	Total Group
	€000	€000	€000	€000	€000	€000
Revenue external	586,151	474.407	416,523	428.989	-	1,906,070
Revenue Intercompany	885	59	615	12,242	(13,801)	-
Adjusted Operating Profit	67,281	98,500	52.192	42,752	-	260,726
Customer relationship amortization						(53,002)
Acquisitions related expenses and income					1.568
Restructuring and other significant expenses					(27,349)
Impairment of non-current assets						(91,064)
Share of loss of associates and revaluation of non-controlling interest			(1,125)
Net finance costs						(164,783)
Income tax expenses						(25,009)
Profit on disposal of investment						58
Share-based payments						(5,828)
Other non-recurring costs ⁽¹⁾						(2,308)
Loss for the year from continuing operations					(108,116)

SEGMENT REPORTING	Year ended 31 December 2018 ^*
	South	France	North & East
	€000	€000	€000
Revenue external	568,664	461,148	373,424
Revenue Intercompany	870	2,436	1,542
Adjusted Operating Profit	74,426	96,660	38.334
Customer relationship amortization
Acquisitions related expenses and income
Restructuring and other significant expenses
Impairment of non-current assets
Share of loss of associates and revaluation of non-controlling interest			(1,233)
Net finance costs
Income tax expenses
Profit on disposal of investment
Share-based payments
Other non-recurring costs ⁽¹⁾
Loss for the year from continuing operations

SEGMENT REPORTING	Year ended 31 December 2018 ^*
	Germany	Elimination	Total Group
	€000	€000	€000
Revenue external	404,637	-	1,807,873
Revenue Intercompany	13,400	(18,248)	-
Adjusted Operating Profit	42.683	-	252,103
Customer relationship amortization			(50,678)
Acquisitions related expenses and income		(2,521)
Restructuring and other significant expenses		(44,020)
Impairment of non-current assets			80
Share of loss of associates and revaluation of non-controlling interest
Net finance costs			(156,753)
Income tax expenses			(30,595)
Profit on disposal of investment			141
Share-based payments			(4,318)
Other non-recurring costs ⁽¹⁾			(3,978)
Loss for the year from continuing operations		(41,772)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.
⁽¹⁾ Other non-recurring costs include profit and loss from asset disposals, penalties paid due to cancellation of contracts, finance-structure related costs like rating agency fees, mobilisation costs and other non-recurring costs.

The detail of revenue by country is outlined in Note 6 Revenue.

6. Revenue

The components of revenue are as follows:

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Revenues from human medicine	2,402,562	1,741,308	1,656,907
Revenues from veterinary medicine	36,065	31,246	29,071
Revenues from trading goods	15,143	16,344	17.662
Other revenues	167,414	117,172	104,233
Total revenue	2,621,184	1,906,070	1,807,873

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

Other revenues consists among others of revenues from studies and examination, hygiene analysis, revenue from nuclear medicine as well as hair, drug & alcohol testing in the UK, the digital services we provide in Denmark, and certain services we provide in our diagnostics centers in Italy.

The detail of revenue by country is as follows for each fiscal year 2020, 2019 and 2018:

	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Germany	579,933	428,989	404,637
France	646,593	474.407	461.148
North and East	595,263	416,523	373,424
Belgium	90,026	48,702	49,011
Denmark	7,951	3,352	-
Estonia	49,907	18,677	16,380
Finland	93,118	51,642	39,107
Ireland	1,502	1,346	1,219
Lithuania	3.478	2,612	2,363
Norway	-	586	1,029
Sweden	21,428	5,008	-
United Kingdom	98,735	94,442	89,267
Austria	37,211	27,914	25,241
Croatia	3,273	2,278	1,897
Cyprus	5,056	3,653	2,222
Czech Republic	63,147	53,174	52.113
Ghana	1,921	2,565	2,006
Hungary	51,156	42,114	40,099
Nigeria	6,504	4.381	3,863
North Macedonia	2,443	1,827	1,746
Poland	2,238	1,689	1,520
Romania	11,472	11,804	10,978
Slovakia	17,132	12,828	12,128
Slovenia	4,532	4,167	3,502
Belarus	4,837	5,777	4,711
United Arab Emirates	8,317	6,519	6.212
Turkey	8,156	9,284	6,810
Ukraine	1,723	182	-
South	799,395	586,151	568.664
Portugal	76,242	51,644	48,524
Spain	191.798	101,992	103,955
Italy	300,128	237,046	225,133
Switzerland	122,538	116,847	120,970
Brazil	6,163	9,902	9.636
Colombia	61,979	47,589	45,810
Ecuador	22,496	9,704	3,130
Mexico	879	1,129	850
Panama	214	259	279
Peru	16,958	10.039	10,377
Total revenue	2,621,184	1,906,070	1,807,873

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

There are no single customers that contribute 10 per cent or more to the Group's revenue in either 2020, 2019 or 2018. As the Group generates revenue from a wide range of analysis and diagnostic testing services with a wide range of customers in many different countries worldwide.

7. Materials related expenses

Significant items included in material expenses are as follows:

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Reagents	(218,448)	(125,710)	(119,955)
External analysis services	(80,576)	(65,303)	(60,433)
Consumables	(142,457)	(83,629)	(80,886)
Per reported result	(177,427)	(112,697)	(101,995)
Temporary workers	(30,399)	(35,476)	(33,795)
Other	(35,210)	(14,190)	(15,449)
Total	(684,517)	(437,005)	(412,513)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

Consumables and reagents are the key materials in the clinical diagnostic business. Master agreements in place with clinical diagnostic equipment manufacturers also provide for payments to suppliers based on the analyses performed on a "per reported result" billing basis.

8. Payroll related expenses

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Salaries and wages	(560,680)	(529,168)	(500,263)
Social security contributions	(167,620)	(151,308)	(143,618)
Other personnel related costs (including bonus payments & premiums)	(142,461)	(51,963)	(47,880)
Subcontracting/temporary staff	(33,915)	(29,061)	(30,817)
Share-based payments	(3,550)	(5,828)	(4,318)
Total payroll and related expenses	(908,226)	(767,328)	(726,896)
Average number of employees during the year:	22,578	20.969	20,249
Administration	3,501	3,170	2,982
Operation	19,077	17,799	17,267
thereof doctors/biologists	2,286	2.158	1,980

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

The average headcount throughout the year was 22,578 (2019: 20,969; 2018: 20,249) employees. The headcount excludes the headcount from the A&S operating segment that was sold in 2020 for all three years. No employees were employed at Synlab Limited for all three years.

Other personnel related costs include, amongst others, profit sharing, overtime, premiums, bonuses, severance payments & unconsumed vacation.

The other personnel related costs have increased significantly between 2019 and 2020. This increase is resulting mostly from additional bonuses and premiums that were awarded to the workforce in relation to the COVID-19 pandemic.

Details of pension arrangements and share-based payment transactions are set out in Notes 27. and 28. respectively. In the year ended 31. December 2020, 45.1 M€ (2019: 40.8 M€; 2018: 37.1 M€) was paid by the Group into defined contribution plans.

Total Payroll and Related expenses include the variable remuneration paid to the French biologists under the legal form of a dividend. These priority dividends to be paid to certain laboratory doctors after year-end are recognised as employee benefits expense and liability in the current year.

9. Other operating expenses

Significant items included in other operating expenses are as follows:

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Low value, variable and short term lease	(10,930)	(8,732)	(9,583)
Marketing and communication expenses	(43,141)	(40,758)	(39,234)
Transportation expenses	(60,732)	(54,428)	(48,663)
Repairs and maintenance and insurance expenses	(32,938)	(31,064)	(32,408)
Utilities	(56,843)	(52,325)	(50,819)
Consulting and advisory fees	(38,168)	(33,580)	(32,812)
IT and administration expenses	(53,937)	(45,811)	(43,778)
Personnel related expenses	(27,492)	(28,103)	(28,367)
Other taxes, dues and fees	(19,682)	(16,010)	(15,616)
Other expenses	(25,564)	(18,778)	(8,691)
Total other operating expenses	(369,427)	(329,589)	(309,971)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

Transportation expenses include both expenses related to external logistics providers and expenses incurred for the Group's vehicle fleet.

Personnel related expenses include, amongst others, travel expenses, expenses on temporary workers and training.

Other taxes, dues and fees consists mostly of non-recoverable VAT and other trade taxes.

Other expenses include, amongst others, valuation of receivables (consists mostly of allowance for bad debts net of income from release of provision for bad debt), loss on disposal, realized- and unrealized FX losses, penalties and bank charges.

Audit services

Audit services are included in the line Consulting and advisory fees. During the year, the Group (including its overseas subsidiaries) obtained the following services from the Group's auditor and its associates at the following costs. The amount of fees payable to the Company's auditor and its associates for the audit of the parent company and consolidated financial statements for the period from 1 January 2020 until 31 December 2020 and the comparative period for all the consolidated companies, where they are appointed, is broken down as follows:

Audit fees:

	Year ended 31 December
	2020	2019	2018
	€000	€000	€000
Fees payable to the Company's auditor for the audit of the Company's financial statements	536	489	422
The audit of the Company's subsidiaries	3,172	3,072	2,862
Total audit fees	3,708	3,561	3,284

Non-audit fees:

	Year ended 31 December
	2020	2019	2018
	€000	€000	€000
Corporate finance services	2.684	3,314	489
Other services	111	191	90
Total non-audit fees	2.795	3,505	579
Total fees	6,503	7,066	3,863

10. Other operating income

Significant items included in other operating income are as follows:

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Rental and lease income	405	437	407
Income from overdue fines	1,070	1.051	989
Other	22,032	22,735	20,496
Total other operating income	23.507	24,223	21,892

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

Other income includes 4.4 M€ (2019: 5.2 M€; 2018: 4.0 M€) of management recharges due to Synlab Bondco PLC from Synlab Limited for costs incurred relating to governance, shareholder activities and an allocation of certain centralised group activities. The remaining balance is the aggregation of various insignificant items of other income from across the group.

11. Depreciation and amortisation

Depreciation and amortisation relate to the following items:

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Property, Plant and Equipment	(51,920)	(44,832)	(43,709)
Right of Use assets	(100,456)	(78,567)	(75,202)
Customer relationships	(51,435)	(53,002)	(50,678)
Other intangible assets	(22,410)	(20,383)	(17,668)
Total depreciation and amortisation	(226,221)	(196,784)	(187,257)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

Amortisation of customer relationships relates to customer relationships recognized as part of the purchase price allocation for the acquisitions completed by the Group.

12. Separately disclosed items

As set out in Note 3, the Group is implementing a number of business change programs as part of a wider transformational change program and the costs of these activities are presented separately on the face of the income statement in dedicated lines in accordance with IAS 1.

		Year ended 31 December
		2020	2019 ^*	2018 ^*
Continuing Operations		€000	€000	€000
Strategic Group Projects	(a)	(6,621)	(17,481)	(20,021)
Restructuring, Post-Merger Integration and Other	(b)	(2,933)	(9,869)	(23,999)
Restructuring and other significant expenses		(9,554)	(27,350)	(44,020)
Costs incurred in connection with acquisitions, disposals and abandoned projects	(C)	(2,708)	(5,407)	(6,606)
Changes in the fair value of contingent consideration	(d)	806	6,975	4.085
Acquisition related income / (expenses)		(1,902)	1,568	(2,521)
Impairment of goodwill		(114,995)	(90,011)	-
Impairment and reversal of impairment of non-current assets		-	(1,053)	80
Impairment and reversal of impairment of assets	(e)	(114,995)	(91,064)	80
Total		(126,451)	(116,846)	(46,461)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

(a) Strategic Group Projects amount to 6.6 M€ (2019: 17.5 M€, 2018: 20.0 M€) and consist mainly of the 5.5 M€ of strategic IT projects, including but not limited to the costs of the implementation of ERP. These costs within this category were considered not to meet the group's policy for capitalization of software development costs, in accordance with IAS 38.

In 2019, the amount of 17.5 M€ consisted primarily of the following elements:

―	7.8 M€ of costs incurred amongst others in course of setting up the ERP system in Switzerland and Italy, as well as improving the accounting and financial reporting systems (including the support to implement the new IFRS 16 accounting standard).
―	5.4 M€ of costs incurred in various geographies, including but not limited to setting up of new laboratory information systems (LIS) and the group data center.

In 2018, the amount of 20.0 M€ consisted primarily of the following elements:

―	11.2 M€ of costs incurred amongst others in course of setting up the ERP system in Switzerland and Italy, as well as improving the accounting and financial reporting systems (including the support to implement the new IFRS 16 accounting standard).
―	2.2 M€ of costs incurred in various geographies, including but not limited to setting up of new laboratory information systems (LIS).

―

6.6 M€ of costs associated with strategic projects as part of the Group's wider business transformation program, mainly the projects 'Gemini', related to the merger of Synlab and Labco, and Lean, relating to the operational excellence program and forms part of the wider transformational change program.

(b) Restructuring, Post-Merger Integration and Other costs amount to 2.9 M€ (2019: 9.9 M€, 2018: 24.0 M€) and consist mainly of costs relating to various restructuring projects, including but not limited to a major restructuring project in Switzerland.

In 2019, this category amounted to 9.9 M€ and consisted of expenses for restructuring resulting from acquisitions, significant relocation and internal reorganization programs. Included within this was the total of 6.4 M€ of severance costs, as well as 4.1 M€ for costs relating to significant restructuring and relocation programs, in particular in Germany. The total amount of restructuring, severance and other expenses is net of the income from the release of provisions for similar costs recorded in prior years.

In 2018, this category amounted to 24.0 M€ and consisted of 9.3 M€ severance costs associated with staff redundancies as well as a 6.0 M€ provision related to the retroactive reduction of prices by authorities in the region of Campania, Italy.

(c) Costs incurred in connection with acquisitions, disposals and abandoned projects amounts to 2.7 M€ (2019: 5.4 M€, 2018: 6.6 M€) and consist of mostly advisory costs related to various acquisitions project closed or abandoned by the group, as well as advisory costs related to a non-strategic disposal.

(d) Changes in the fair value of contingent consideration amount to 0.8 M€ (2019: 7.0 M€, 2018: 4.1 M€).

(e) The impairment test performed as of 31 December 2020 resulted in impairment of goodwill for the CGU Switzerland in an amount of 115.0 M€ (2019: 90.0 M€); for further details please refer to Note 17 Goodwill.

13. Net finance costs

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Finance income	20,250	22,956	18,205
Interest expenses on financial liabilities measured at amortised cost	(155,342)	(156,658)	(141,010)
Interest expenses on leases	(11,786)	(14,617)	(15,756)
Other interest expenses	(347)	(582)	(366)
Loss on remeasurement of derivatives at fair value through profit or loss	(180)	(213)	(5)
Exchange losses	(30,184)	(14,020)	(17,096)
Other financial expenses	(45)	(1,649)	(724)
Total finance costs	(197,884)	(187,739)	(174,957)
Net finance costs	(177,634)	(164,783)	(156,752)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

The Interest expenses relate mainly to:

i.	920 M€ Senior Secured Term Loan (TLB2) with effective interest rate of 3.7% (applied above the EURIBOR floored at zero) due 2026 (amended in November 2020, with regards to the margin ratchet table). Following the November 2020 Facility amendment, the original Term Loan was divided into two tranches which only differ with regards to their margin ratchet table (851 M€ TLB5 and 69 M€ TLB2). Interest expenses also include a 2.1 M€ consent fees which was paid in relation to the November 2020 Facility Amendment.
ii.	940 M€ Senior Secured Floating Rate Notes with effective interest rate of 3.7% (applied above the EURIBOR floored at zero) due 2022, redeemed in an amount of 847.4 M€ in May 2020 - the remaining amount (92.6 M€) being transferred into the 468 M€ Senior Secured Term Loan, referred as TLB3.
iii.	850 M€ Senior Secured Floating Rate Notes due 2025 at effective interest rate of 5.2% (applied above the EURIBOR floored at zero).
iv.	450 M€ Senior Secured Term Loan (TLB1) with effective interest rate of 3.2% (applied above the EURIBOR floored at zero) due 2022. The Term Loan was amended in May 2020, resulting in a reduced Term Loan amount of 76 M€, with effective interest rate of 3.1% (applied above the EURIBOR floored at zero) due 2022.
v.	468 M€ Senior Secured Term Loan (TLB3) with effective interest rate of 3.3% (applied above the EURIBOR floored at zero) due 2024 which started in May 2020.
vi.	385 M€ Senior Secured Term Loan (TLB4) with effective interest rate of 3.7% (applied above the EURIBOR floored at zero) due 2027.
vii.	370 M€ loan from SYNLAB Unsecured Bondco PLC to SYNLAB Bondco PLC at 8.55% due 2023. The loan was fully repaid in November 2020.
viii.	The net fair value loss, totaling €16.8 M€ as a result of the non-substantial modification as described in Note 26 and a write off of the unamortised debt issuance costs on the part-extinguishment of 3.1 M€ of the total 940 M€ Senior Secured Notes.
ix.	The Interest expenses line item also includes the interest expenses on the drawn part (from March to November 2020) of the Revolving Credit Facility (RCF) as well as the commitments fees on the undrawn part of the RCF.

Finance income relates mainly to unrealized FX gains with regards to retranslation of intercompany loans.

This finance income mainly arises in the books of Synlab Bondco and is primarily due to EUR/GBP FX rate variation.

Exchange losses relates mainly to unrealized FX losses with regards to retranslation of intercompany loans.

These exchange losses mainly arise in the books of Synlab Bondco and is primarily due to EUR/GBP FX rate variation.

Exchange income and exchange losses relate to financing items.

14. Income tax expenses

Analysis of tax charge in the year:

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Current tax current year	(83,208)	(40,882)	(38,735)
Current tax prior year	1,365	735	(2,733)
Deferred tax	(5,473)	15.139	10,873
Total income tax expenses	(87,316)	(25,008)	(30,595)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

The tax charge for the year can be reconciled to the profit/loss per the income statement as follows:

	Year ended 31 December
	2020	2019 ^*	2018 ^*
Continuing Operations	€000	€000	€000
Profit/ (loss) on ordinary activities before tax	150,589	(83,108)	(11,177)
Tax charge/credit expected on the profit/ loss on ordinary activities at 19.00% (2019:19.00%)	(28,612)	15,791	2,124
Impairment of goodwill	(21,850)	(17,097)	-
Other net permanent differences on non-deductible items	(4,081)	(5,259)	(1,464)
Non-taxable income	(4,845)	149	14
Non UK profits taxed at rates different from the UK rate	(31,743)	(23,508)	(16,935)
Movements in temporary differences upon which no deferred tax asset has been recognised	6,636	3,918	(11,992)
Effect of changes in corporate tax rates on deferred tax balances	(4,376)	216	102
Prior year tax adjustments	1.365	735	(2,733)
Other items	190	47	289
Total tax charge for the year	(87,316)	(25,008)	(30,595)

^* Restated to reflect the Group's discontinued operations in accordance with IFRS 5 - see Note 15.

The effective tax rate differs from the UK corporation tax rate for the period as a result of a number of adjustments, including non-deductibility of financing costs for which either tax relief is not available at all or for which no deferred tax asset is recognised. In addition the majority of the profits of the group arise in jurisdictions with higher rates of corporation tax (mainly France, Italy and Germany).

15. Discontinued Operations

During the year ended 31 December 2020 the Group entered into agreements to dispose of the Analytics and Services (A&S) business segment as part of a strategic decision to fully focus on its core medical activities and drive further growth. The disposal of the A&S segment included the following transactions:

On 9 July 2020 and 3 November 2020 the Group disposed of the A&S operations in Austria and Italy, specifically SYNLAB Analytics & Services Austria GmbH, SYNLAB Analytics & Services S.r.l. and SYNLAB Analytics & Services Italia S.r.l.

On 10 November 2020, the Group entered into a sale agreement to dispose of the remaining A&S entities, which was completed on 31 December 2020 for all but one entity, the entity BZH GmbH Deutsches Beratungszentrum für Hygiene, which was not sold in 2020 and is shown as held for sale as of December 2020:

Country	Entities
Switzerland	SYNLAB Analytics and Services Switzerland AG
Germany	BZH GmbH Deutsches Beratungszentrum für Hygiene ^*)
Germany	SYNLAB Analytics & Services LAG GmbH
Germany	SYNLAB Chemie, Industrie- und Spezialanalytik CIS GmbH
Germany	SYNLAB Analytics & Services Germany GmbH
Denmark	AnalyTech Miljølaboratorium A/S
Finland	SYNLAB Analytics & Services Finland Oy
Finland	Nordic Testing Oy
Netherlands	SYNLAB Analytics & Services BV
Netherlands	SYNLAB Analytics & Services Oosterhout BV
Netherlands	Alcontrol Holding (Netherlands) BV
Netherlands	ALcontrol Holland BV
Norway	SYNLAB Analytics & Services Norway AS
Norway	ALcontrol Norway AS
Sweden	SYNLAB Analytics & Services AB
Sweden	ALcontrol Holding (Sweden) AB
Sweden	ALcontrol Sweden AB
UK	ALcontrol Financial Limited
UK	ALcontrol Holdings Limited
UK	ALcontrol Netherlands Limited
UK	ALcontrol Holding (Norway) Limited
UK	ALcontrol Sweden Limited
UK	ALcontrol Holdings (UK) Limited
UK	SYNLAB Analytics & Services UK Limited

^*) Shown as held for sale as of 31 December 2020.

The table below shows the results of the discontinued operations which are included in the consolidated statement of income:

	Year ended 31 December
	2020	2019	2018
	€000	€000	€000
Revenue	206,178	202.031	190,407
Expenses	(194,545)	(191,047)	(183,817)
Profit before tax	11,633	10,984	6.590
Attributable tax (expense) / income	(1,951)	693	1,401
Disposal costs	(11,979)	-	-
Profit on disposal before transaction costs and tax	223,802	-	-
Tax charge on profit on disposal	(388)	-	-
Profit for the year from discontinued operations	221.117	11,677	7,991

The profit on disposal of these entities, which has been calculated as the difference between the proceeds of disposal and the carrying amount of the subsidiary's net assets and attributable goodwill totalled disposal of 223,8 M€.

The profit on disposal calculation and the major classes of assets and liabilities comprising the operations classified as disposed entities as follows:

	2020
	€000
Non-current assets
Intangible assets	116,709
Property, Plant and Equipment	26,137
Right of Use Assets	30,563
Other non-current assets	276
Deferred tax assets	1,287
Current assets
Inventories	4.515
Trade accounts receivable	30,477
Other current assets	6,366
Cash and cash equivalents	30,849
Total assets	247.179
Non-current liabilities
Lease liability (non-current)	24,259
Employee benefits liabilities	3,731
Non current provisions	81
Deferred tax provisions	28.172
Current liabilities
Current Lease liabilities	7,712
Trade accounts payable	12,872
Contract liabilities	2,114
Current provisions	532
Income tax liabilities	2.162
Other current liabilities	24,902
Total liabilities	106,537
Attributable goodwill	196,287 ^*
Net assets disposed of	336,929
Consideration received, satisfied in cash	567,336
Deferred consideration	780
Reclassification from translation reserve to income statement arising on divestment	(7,385)
Profit on disposal before transaction costs and tax	223,802
Disposal costs	(11,979)
Tax charge on profit on disposal	(388)
Profit on disposal after tax	211,435

Net cash inflow arising on Sale of subsidiaries, net of cash acquired and changes in debt as follows:

	2020
	€000
Consideration received, satisfied in cash	567,336
Less: cash and cash equivalents disposed of	(30,848)
Net cash inflow arising on disposal:	536,488 ^**

^*) The total amount in attributable goodwill in Note 17 Goodwill is 205.5 M€, the difference of 9.2 M€ from attributable goodwill arising on shown in the table above is due to other disposals during the year in France and Belgium (please refer to note 4.1).
^**) The total amount disclosed on the face of the Consolidated Statement of Cash Flows in relation to Sale of subsidiaries, net of cash disposed and changes in debt totals 548.8 M€, the difference of 12.3 M€ from the total net cash inflow arising on disposal shown in the table above, is due to other disposals during the year in France and Belgium (please refer to note 4.1).

BZH GmbH Deutsches Beratungszentrum für Hygiene, has been classified as held for sale and presented separately in the statement of financial position. The proceeds of disposal are expected to substantially exceed the carrying amount of the related net assets and accordingly no impairment losses have been recognised on the classification of these operations as held for sale (refer also to Note 36). The major classes of assets and liabilities comprising the operations classified as held for sale are as follows:

	2020
	€000
Non-current assets
Intangible assets	15
Property, Plant and Equipment	76
Right of Use Assets	864
Other non-current assets	2
Deferred tax assets	10
Current assets
Trade accounts receivable	48
Other current assets	18
Cash and cash equivalents	3.209
Assets classified as held for sale	4,242
Non-current liabilities
Lease liability (non-current)	695
Current liabilities
Current Lease liabilities	184
Trade accounts payable	856
Contract liabilities	2
Current provisions	43
Income tax liabilities	98
Other current liabilities	437
Liabilities directly associated with assets classified as held for sale	2,315
Net assets held for sale	1.927

16.Inventories

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Raw Materials	143,424	40,444	36.528
Work-in-progress	4	496	329
Finished goods	2,207	1,643	1,610
Advance payments	3,420	73	88
Total Inventories	149,055	42.656	38.555

The inventories during year 2020 increased due to the COVID-19 crisis as there was a demand to maintain a sufficient inventory of COVID-19 related materials to absorb fluctuations in demand for COVID-19 testing and also a limited increase of safety stocks for other materials.

The cost of inventories recognized as an expense during the year in respect of continuing operations was 538.3 M€ (2019: 322.0 M€; 2018: 302.8 M€).

17.Goodwill

	Goodwill
	€000
Gross Amount
At 1 January 2020	2,751,084
Acquisition of subsidiaries	17,234
Disposal of subsidiaries	(205,538)
Foreign currency translation	(1,672)
31 December 2020	2,561,108
Impairment
At 1 January 2020	(233,401)
Impairment charge	(115,000)
Foreign currency translation	(579)
31 December 2020	(348,980)
Carrying Amount
At 1 January 2020	2,517,683
At 31 December 2020	2,212,128

	Goodwill
	€000
Gross Amount
At 1 January 2019	2,671,943
Business acquired	67,744
Foreign currency translation	11,397
31 December 2019	2,751,084
Impairment
At 1 January 2019	(143,265)
Impairment charge	(90,000)
Foreign currency translation	(136)
31 December 2019	(233,401)
Carrying Amount
At 1 January 2019	2,528,678
At 31 December 2019	2,517,683

	Goodwill
	€000
Gross Amount
At 1 January 2018	2,535,076
Business acquired	127,548
Foreign currency translation	9,318
31 December 2018	2,671,942
Impairment
At 1 January 2018	(141,552)
Impairment charge	-
Foreign currency translation	(1,713)
31 December 2018	(143,265)
Carrying Amount
At 1 January 2018	2,393,524
At 31 December 2018	2,528,677

Goodwill values for the acquisitions made during the period ended 31 December 2020 are provisional and subject to modification in the twelve months period following the acquisition date.

IMPAIRMENT TESTING FOR CASH-GENERATING UNITS CONTAINING GOODWILL

For the purpose of impairment testing, goodwill is allocated to cash generating units or groups of cash-generating units ("CGUs") defined at the level of main countries or geographical zones, which represent the lowest level within the Group at which goodwill is monitored for internal management purposes.

The CGUs and group of CGUs for the year ended 31 December 2020 are Germany, France, Italy, Switzerland, Iberia, North Europe (UK, Belgium, Estonia, Finland, Lithuania, Norway), CEMEA (Austria, Czech Republic, Slovakia, Hungary, Emerging Markets) LATAM. The former CGU Analytics and Services has been sold and is therefore no longer included.

The aggregate carrying amounts of goodwill allocated to each CGUs and key assumptions of the impairment testing model are as follows:

As at 31 December 2020	Carrying Amount	LT growth rate	Discount rate post-tax	Discount rate pre-tax
	€000
Germany	487.611	2.0%	6.6%	9.1%
France	887,714	1.6%	7.3%	9.7%
Switzerland	26,917	1.0%	7.0%	9.0%
Italy	393,486	1.4%	8.9%	12.3%
Iberia	73.372	1.6%	9.1%	12.0%
Northern Europe	154.673	1.9%	7.7%	10.0%
CEMEA	124,247	2.8%	9.2%	11.0%
LATAM	64,108	2.4%	11.5%	16.2%
	2,212,128

As at 31 December 2019	Carrying Amount	LT growth rate	Discount rate post-tax	Discount rate pre-tax
	€000
Germany	487.525	2.1%	7.0%	9.1%
France	898,106	1.7%	7.8%	10.0%
Switzerland	141,149	1.0%	8.1%	9.8%
Italy	389,584	1.5%	8.8%	11,7%
Iberia	73,218	1.7%	8.8%	11.0%
Northern Europe	155.202	1.9%	8.2%	9.6%
CEMEA	126,217	2.7%	9.8%	11.3%
LATAM	51,587	2.6%	10.9%	14.4%
Analytics & Services	195,095	2,0%	7.7%	9.6%
	2,517,683

As at 31 December 2018	Carrying Amount	LT growth rate	Discount rate post-tax	Discount rate pre-tax
	€000
Germany	478,791	2.6%	7.3%	9.4%
France	875.514	1.9%	8.1%	10.2%
Switzerland	221.426	1.0%	6.7%	7.9%
Italy	381,081	1.7%	9.5%	12.9%
Iberia	64,959	2.0%	9.8%	12.0%
Northern Europe	146,796	2.0%	8.5%	10.1%
CEMEA	126,156	2.5%	9.7%	11.1%
LATAM	48,173	2.8%	11.8%	15.9%
Analytics & Services	185,781	1.9%	7.6%	9.4%
	2,528,677

The recoverable amount of each cash-generating unit was based on its value in use which was determined by discounting the future cash flows generated from the continuing use of the unit. The main assumptions on which the value in use of a cash generating unit is based are the discount rate and trends in volumes, prices and direct costs (inflation) over the period. The calculation of the value in use was based on the following key assumptions:

•

The latest available Group's 5 year business plan shows trends in volumes, prices and direct costs based on past trends and on the future market outlook which include a certain level of uncertainties, especially in the current context of economic difficult environment in certain European countries.

•

The cash flows projections for the years 2021 to 2025 include also:

•	Taxes impact by applying the latest enacted rate per country;
•	Working capital; and
•	Capital expenditures

•

The terminal value is then calculated by discounting the forecast flows of the last year (2025) using a perpetual growth rate between 1.0% and 2.8% (2019: 1.0% and 2.8%) depending on the cash generating unit. This percentage is management's best estimate of the expected market evolution based on the long term inflation rates for each CGU or published sector-specific market research.

•

The discount rate is based on the respective CGU's weighted average cost of capital (WACC) including a leveraged beta, cost of debt and cost of equity (including market risk premium and size premium). The discount rate in Switzerland includes a mark-up for increased commercial risk of 0.6% to reflect the commercial challenges we are encountering in the Swiss market.

•

Discount rates used are post-tax discount rates applied to post tax cash flows. Applying those rates result in value in use materially consistent to those computed using pre-tax discount rates applied to pre-tax cash flow. (as required by IAS 36).

RESULT OF ANNUAL IMPAIRMENT TESTING

Based on the impairment test model calculation performed, an impairment of 115 M€ has been recognized for the CGU Switzerland as of December 2020.

The impairment in Switzerland has been the consequence of the loss of additional customers during 2020 following the implementation of a strict commercial policy covering remuneration practices within Synlab Switzerland this, in turn, led to a renegotiation of customer contractual agreements during 2020, which resulted in a number of customer losses. These customer losses are considered permanent. As noted above the discount rate has been increased by 0,6% to reflect the ongoing commercial challenges we are encountering in this market.

Additionally, we have considered the impact of forecast contribution of COVID-19 testing activity into the short to medium term (but not into perpetuity) and although the level of COVID-19 testing activity is uncertain have included the forecast contribution of this in a combined scenario with the increased discount rate of 7.0%; resulting in a total impairment of 115 M€.

Certain other combinations of these scenarios were considered which would lead to an impairment ranging from 104M€ to 124M€. We have concluded that the 115M€ impairment is reasonable within that potential range. Reducing the total carrying amount of the Switzerland CGU to 140M €.

SENSITIVITY ANALYSIS

A post-tax discount rate increase of 1% point would not lead to any additional goodwill impairment in any of the CGUs, except for Switzerland, where it would lead to an additional 14 M€ being recognised.

A 5% decrease in the forecasted EBITDA over the forecasts horizon included in the terminal value would not lead to any additional goodwill impairment in any of the CGUs, except for Switzerland, where it would lead to an additional 12 M€ being recognised.

18.Intangible assets

	Customer relationships	Trademarks	Software
Gross amount	€000	€000	€000
As at 1 January 2020	1,046,743	36,778	105,775
Acquisition of subsidiaries	3,335	-	12
Foreign currency translation	(4,961)	(117)	(721)
Additions	-	-	16.795
Disposals	-	-	(867)
Reclassification	414	-	5.500
Disposal of subsidiaries	(147,069)	-	(6,839)
Reclassification to held for sale	-	-	(118)
As at 31 December 2020	898,462	36,661	119.537

	Property rights and similar rights	Other	Total
Gross amount	€000	€000	€000
As at 1 January 2020	13.475	17,752	1,220,523
Acquisition of subsidiaries	-	1	3,348
Foreign currency translation	(217)	2,536	(3,480)
Additions	1,682	8.912	27,389
Disposals	(119)	(37)	(1,023)
Reclassification	7	(5,921)	-
Disposal of subsidiaries	(1,558)	-	(155,466)
Reclassification to held for sale	-	-	(118)
As at 31 December 2020	13,270	23.243	1,091,173

Trademarks include the own SYNLAB brand identified as an indefinite useful life intangible asset. The carrying amount of this indefinite asset is 35.6 M€.

Accumulated amortization and carrying amount of intangible assets	Customer relationships	Trademarks	Software
	€000	€000	€000
As at 1 January 2020	(267,783)	(488)	(56,196)
Amortization of the year	(51,435)	(139)	(20,508)
Foreign currency translation	1.223	45	600
Disposals	-	-	461
Disposal of subsidiaries	25,371	-	2,256
Reclassification to held for sale	-	-	103
As at 31 December 2020	(292,624)	(582)	(73,284)
Carrying amount as at 1 January 2020	778.960	36,290	49,579
Carrying amount as at 31 December 2020	605,838	36,079	46.253

Accumulated amortization and carrying amount of intangible assets	Property rights and similar rights	Other	Total
	€000	€000	€000
As at 1 January 2020	(8,994)	-	(333,461)
Amortization of the year	(1,764)	-	(73,846)
Foreign currency translation	151	-	2,019
Disposals	120	-	581
Disposal of subsidiaries	1,184	-	28,811
Reclassification to held for sale	-	-	103
As at 31 December 2020	(9,303)	-	(375,793)
Carrying amount as at 1 January 2020	4,481	17,752	887,062
Carrying amount as at 31 December 2020	3,967	23,243	715,380

	Customer relationships	Trademarks	Software
Gross amount	€000	€000	€000
As at 1 January 2019	1,005,700	36,799	84.558
Acquisition of subsidiaries	32,216	-	436
Foreign currency translation	9.285	(21)	503
Additions	17	-	17,052
Disposals	(475)	-	(1,192)
Reclassification	-	-	4,418
As at 31 December 2019	1,046,743	36,778	105,775

	Property rights and similar rights	Other	Total
Gross amount	€000	€000	€000
As at 1 January 2019	11,471	11,994	1,150,522
Acquisition of subsidiaries	1,045	15	33,712
Foreign currency translation	111	1	9,879
Additions	1,039	8,820	26,928
Disposals	(168)	-	(1,835)
Reclassification	(23)	(3.078)	1,317
As at 31 December 2019	13,475	17,752	1,220,523

Accumulated amortization and carrying amount of intangible assets	Customer relationships	Trademarks	Software
	€000	€000	€000
As at 1 January 2019	(203,627)	(341)	(39,242)
Amortization of the year	(61,620)	(155)	(18,911)
Foreign currency translation	(2,736)	8	(363)
Disposals	200	-	2.320
As at 31 December 2019	(267,783)	(488)	(56,196)
Carrying amount as at 1 January 2019	802,073	36,458	45,316
Carrying amount as at 31 December 2019	778,960	36,290	49,579

Accumulated amortization and carrying amount of intangible assets	Property rights and similar rights	Other	Total
	€000	€000	€000
As at 1 January 2019	(6,096)	-	(249,306)
Amortization of the year	(2,991)	-	(83,677)
Foreign currency translation	(67)	-	(3,158)
Disposals	160	-	2,680
As at 31 December 2019	(8,994)	-	(333,461)
Carrying amount as at 1 January 2019	5,375	11.994	901,216
Carrying amount as at 31 December 2019	4,481	17,752	887,062

	Customer relationships	Trademarks	Software
Gross amount	€000	€000	€000
As at 1 January 2018	995,618	36,804	65,454
Acquisition of subsidiaries	5,728	-	217
Foreign currency translation	3,904	(5)	129
Additions	450	-	17,249
Disposals	-	-	(1,845)
Reclassification	-	-	3,354
As at 31 December 2018	1,005,700	36,799	84,558

	Property rights and similar rights	Other	Total
Gross amount	€000	€000	€000
As at 1 January 2018	11,651	4.374	1,113,901
Acquisition of subsidiaries	316	35	6.296
Foreign currency translation	19	(3)	4,044
Additions	505	11,216	29,420
Disposals	(1,294)	-	(3,139)
Reclassification	274	(3.628)	-
As at 31 December 2018	11.471	11.994	1,150,522

Accumulated amortization and carrying amount of intangible assets	Customer relationships	Trademarks	Software
	€000	€000	€000
As at 1 January 2018	(142,826)	(186)	(25,161)
Amortization of the year	(59,220)	(159)	(15,269)
Foreign currency translation	(1,580)	4	(52)
Disposals	-	-	1,240
As at 31 December 2018	(203,626)	(341)	(39,242)
Carrying amount as at 1 January 2018	852,792	36.618	40,293
Carrying amount as at 31 December 2018	802,074	36.458	45.316

Accumulated amortization and carrying amount of intangible assets	Property rights and similar rights	Other	Total
	€000	€000	€000
As at 1 January 2018	(4,138)	-	(172,311)
Amortization of the year	(3,125)	-	(77,773)
Foreign currency translation	(5)	-	(1,633)
Disposals	1,171	-	2,411
As at 31 December 2018	(6,097)	-	(249,306)
Carrying amount as at 1 January 2018	7,513	4,374	941,590
Carrying amount as at 31 December 2018	5,374	11,994	901,216

The customer relationships primarily represent customer relationships with doctors and hospitals. These customer relationships consist of customer relationships acquired, identified and evaluated in connection with the acquisitions that were performed since the formation of the Group 2015.

Customer relationships break down into the following group of CGUs:

As at 31 December 2020	Gross	Amortisation & Impairment	Net
	€000	€000	€000
Germany	380,824	(104,534)	276,290
France	6.656	(1,607)	5,049
Italy	44,879	(11,832)	33,047
Switzerland	183,504	(74,158)	109,346
Iberia	30,639	(16,157)	14,482
North Europe	149.326	(54,945)	94,381
CEMEA	92,286	(27,109)	65,177
LATAM	10,348	(2,282)	8,066
Total	898,462	(292,624)	605,838

As at 31 December 2019	Gross	Amortisation & Impairment	Net
	€000	€000	€000
Germany	379,890	(83,173)	296.717
France	6,656	(1,237)	5,419
Italy	44.442	(9,552)	34,890
Switzerland	183,100	(63,102)	119.998
Iberia	30,639	(14,345)	16.294
North Europe	151,393	(46,839)	104,554
CEMEA	94,975	(22,534)	72.441
LATAM	8.704	(1,676)	7.028
Analytics & Services	146.944	(25,325)	121,619
Total	1,046,743	(267,783)	778,960

As at 31 December 2018	Gross	Amortisation & Impairment	Net
	€000	€000	€000
Germany	367,709	(62,873)	304.836
France	5,844	(912)	4,932
Italy	44.442	(7,278)	37,164
Switzerland	176,357	(48,113)	128,244
Iberia	27,191	(12,661)	14,530
North Europe	140.906	(37,295)	103,611
CEMEA	94,640	(17,037)	77,603
LATAM	8.623	(881)	7,742
Analytics & Services	139,988	(16,576)	123,412
Total	1,005,700	(203,626)	802,074

19.Property, plant and equipment

Gross amount of property, plant and equipment	Land and building	Technical machines and equipment	Vehicle fleet
	€000	€000	€000
As at 1 January 2020	90,680	168,045	1,929
Acquisition of subsidiaries	3,175	220	1
Foreign currency translation	(1,535)	(1,478)	(86)
Additions	7.613	34,657	924
Disposals	(1,051)	(4,451)	(707)
Reclassification	3,441	6.343	39
Disposal of subsidiaries	(10,617)	(43,613)	(481)
Reclassification to held for sale	(55)	-	(92)
As at 31 December 2020	91,651	159.723	1,527

Gross amount of property, plant and equipment	Assets under construction	Office, IT and Other equipment	Total
	€000	€000	€000
As at 1 January 2020	7.113	119,808	387,575
Acquisition of subsidiaries	-	251	3.647
Foreign currency translation	(2,270)	(1,072)	(6,441)
Additions	13,799	16,984	73.977
Disposals	(100)	(3,516)	(9,825)
Reclassification	(10,712)	889	-
Disposal of subsidiaries	(123)	(18,961)	(73,795)
Reclassification to held for sale	-	(395)	(542)
As at 31 December 2020	7,707	113.988	374,596

Accumulated depreciation and carrying amount of property, plant and equipment	Land and building	Technical machines and equipment	Vehicle fleet
	€000	€000	€000
As at 1 January 2020	(17,440)	(83,815)	(465)
Depreciation of the year	(10,158)	(22,326)	(691)
Foreign currency translation	481	882	69
Disposals	634	3,300	679
Disposal of subsidiaries	4,120	22.075	278
Reclassification to held for sale	34	-	92
As at 31 December 2020	(22,329)	(79,884)	(38)
Carrying amount as at 1 January 2020	73.240	84,230	1,464
Carrying amount as at 31 December 2020	69,322	79,839	1,489

Accumulated depreciation and carrying amount of property, plant and equipment	Assets under construction	Office, IT and Other equipment	Total
	€000	€000	€000
As at 1 January 2020	-	(53,545)	(155,265)
Depreciation of the year	-	(18,745)	(51,920)
Foreign currency translation	-	804	2,236
Disposals	-	3,241	7,854
Disposal of subsidiaries	-	12,629	39,102
Reclassification to held for sale	-	340	466
As at 31 December 2020	-	(55,276)	(157,527)
Carrying amount as at 1 January 2020	7,113	66,263	232,310
Carrying amount as at 31 December 2020	7,707	58,712	217,069

Gross amount of property, plant and equipment	Land and building	Technical machines and equipment	Vehicle fleet
	€000	€000	€000
As at 1 January 2019	80,809	145.177	2,284
Acquisition of subsidiaries	1,226	3,558	133
Foreign currency translation	561	1,095	53
Additions	4,609	18.845	488
Disposals	(6,690)	(4,021)	(1,177)
Reclassification	10,165	3,391	148
As at 31 December 2019	90,680	168.045	1,929

Gross amount of property, plant and equipment	Assets under construction	Office, IT and Other equipment	Total
	€000	€000	€000
As at 1 January 2019	13.526	103,361	345.157
Acquisition of subsidiaries	407	2.501	7,825
Foreign currency translation	22	532	2.263
Additions	11.591	17,587	53,120
Disposals	(665)	(6,501)	(19,054)
Reclassification	(17,768)	2,328	(1.736)
As at 31 December 2019	7.113	119,808	387,575

Accumulated depreciation and carrying amount of property, plant and equipment	Land and building	Technical machines and equipment	Vehicle fleet
	€000	€000	€000
As at 1 January 2019	(15,721)	(62,115)	(524)
Depreciation of the year	(7,660)	(23,185)	(853)
Foreign currency translation	(119)	(581)	(51)
Disposals	6,060	2.066	963
As at 31 December 2019	(17,440)	(83,815)	(465)
Carrying amount as at 1 January 2019	65,088	83,062	1.760
Carrying amount as at 31 December 2019	73,240	84,230	1,464

Accumulated depreciation and carrying amount of property, plant and equipment	Assets under construction	Office, IT and Other equipment	Total
	€000	€000	€000
As at 1 January 2019	-	(40,571)	(118,931)
Depreciation of the year	-	(20,122)	(51,820)
Foreign currency translation	-	(375)	(1,126)
Disposals	-	7,523	16,612
As at 31 December 2019	-	(53,545)	(155,265)
Carrying amount as at 1 January 2019	13,526	62,790	226,226
Carrying amount as at 31 December 2019	7,113	66.263	232,310

Gross amount of property, plant and equipment	Land and building	Technical machines and equipment	Vehicle fleet
	€000	€000	€000
As at 1 January 2018	71,925	127,911	2,519
Acquisition of subsidiaries	2,538	1,900	107
Foreign currency translation	6	111	58
Additions	5,257	19,829	536
Disposals	(2,568)	(6,757)	(935)
Reclassification	3,651	2,183	(1)
As at 31 December 2018	80,809	145,177	2,284

Gross amount of property, plant and equipment	Assets under construction	Office, IT and Other equipment	Total
	€000	€000	€000
As at 1 January 2018	8,377	85,808	296,540
Acquisition of subsidiaries	7	3,499	8,051
Foreign currency translation	(2)	349	522
Additions	16,073	14,837	56,532
Disposals	(862)	(5,366)	(16,488)
Reclassification	(10,067)	4,234	-
As at 31 December 2018	13,526	103,361	345,157

Accumulated depreciation and carrying amount of property, plant and equipment	Land and building	Technical machines and equipment	Vehicle fleet
	€000	€000	€000
As at 1 January 2018	(10,024)	(44,760)	(360)
Depreciation of the year	(8,269)	(23,860)	(899)
Foreign currency translation	(14)	(240)	(26)
Disposals	2,586	6,745	761
As at 31 December 2018	(15,721)	(62,115)	(524)
Carrying amount as at 1 January 2018	61,901	83,151	2,159
Carrying amount as at 31 December 2018	65,088	83,062	1.760

Accumulated depreciation and carrying amount of property, plant and equipment	Assets under construction	Office, IT and Other equipment	Total
	€000	€000	€000
As at 1 January 2018		(27,942)	(83,086)
Depreciation of the year	-	(17,469)	(50,497)
Foreign currency translation	-	(221)	(501)
Disposals	-	5,061	15,153
As at 31 December 2018	-	(40,571)	(118,931)
Carrying amount as at 1 January 2018	8,377	57,866	213,454
Carrying amount as at 31 December 2018	13,526	62.790	226,226

19.1 Right-of-use assets

	Land and building	Technical machines and equipment	Vehicle fleet	Office, IT and Other equipment	Total
Net carrying amount	€000	€000	€000	€000	€000
as at 31 December 2018	335,012	41,191	13,130	10,189	399,522
as at 31 December 2019	336,117	40.017	11,370	9,296	396,800
as at 31 December 2020	324,845	52,334	12,564	11,366	401,109
Depreciation expense for the year ended
31 December 2018	(54,791)	(16,483)	(7,483)	(4,532)	(83,289)
31 December 2019	(58,758)	(16,620)	(7,511)	(4,745)	(87,634)
31 December 2020	(60,044)	(28,665)	(7,163)	(4,584)	(100,456)

The additions in RoU Assets were 115.9 M€ ( 2019: 79.4 M€)

20.Investments in associates

The Group's investments in its associates (equity accounted investees) as at 31 December 2020 was 4.6 M€ (2019: 4.7 M€; 2018:4.5M€).

The main group investments in associates correspond to non-controlling investment in a French biology laboratory and a Spanish laboratory.

In addition, the Group owned interests of 33% in a local Economic Interest Group (so called Consorzio in Italy), which corresponds to entities in which support functions are pooled, working for both the Group's laboratories and other external entities. For those entities, the Group has significant influence but no control of the entities.

In 2020 the Group received dividends of 0.3 M€ (2019: 0.3 M€; 2018: 0.5 M€) from its investments in equity accounted investees.

Details of the Group's associates at the end of the reporting period are as follows:

	As at 31 December 2020
Companies	Equity	Interest/ ordinary shares	Gross value including goodwill	Provisions for losses
	€000	in %	€000	€000
Bakteriologisches Institut Olten BIO AG Switzerland	367	30%	14	-
Société d'Exercice Libéral
Laboratoire Val de Garonne SELARL, France	2,776	50%	3,812	-
CONSORZIO PER LO SVILUPPO DELLA MEDICINA, Italy	100	33%	23	-
GESTORA PERUANA DE HOSPITALES S.A	957	32%	342	-
CLINICA SAMPEDRO Lda.	35	30%	100	-
Southwest Pathology Services LLP, UK	(130)	33%	109	-
SPS LLP, UK	(73)	33%	174	-
Total	4,032		4,574	-

	As at 31 December 2019
Companies	Equity	Interest/ ordinary shares	Gross value including goodwill	Provisions for losses
	€000	in %	€000	€000
Lab Dos Analisis S.L., Spain	34	50%	47	-
Société d'Exercice Libéral Laboratoire Val de Garonne SELARL, France	2,694	50%	3.771
CONSORZIO PER LO SVILUPPO DELLA MEDICINA, Italy	100	33%	23	-
GESTORA PERUANA DE HOSPITALES S.A	1,119	32%	334	-
Southwest Pathology Services LLP, UK	5	33%	159	-
SPS LLP, UK	71	33%	227	-
CLINICA SAMPEDRO Lda., Portugal	39	30%	101	-
Bakteriologisches Institut Olten BIO AG, Switzerland	350	30%	6
Total	4,412		4.668	-

	As at 31 December 2018
Companies	Equity	Interest/ ordinary shares	Gross value including goodwill	Provisions for losses
	€000	in %	€000	€000
Lab Dos Analisis S.L., Spain	137	50%	109	-
Société d'Exercice Libéral Laboratoire Val de Garonne SELARL, France	2,865	49%	3.755	-
CONSORZIO PER LO SVILUPPO DELLA MEDICINA, Italy	99	33%	22	-
SPS Facilities LLP, UK	44	33%	99	-
Southwest Pathology Services LLP, UK	28	33%	137	-
SPS LLP, UK	15	33%	2	-
Bakteriologisches Institut Olten BIO AG, Switzerland	1,047	32%	331	-
Total	4,235		4,454	-

Summarised financial information for the investments in associates is as follows (100% of amounts); other associates report after March 2021:

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Non-current assets	880	1,096	1.204
Current assets	5,781	4.847	2,999
Cash	2.630	3,855	5.781
Total assets	9,291	9.798	9,984
Shareholders' equity	3.608	4,083	4.235
Other liabilities and provisions	5.683	5.715	5,749
Total liabilities and equity	9,291	9,798	9,984
Income Statement
Revenue	70.278	70.119	63,928
Results from operating activities	914	1,380	(517)
Net profit for the period	650	1,274	1,024

21. Other non-current assets

Other non-current assets include the following:

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Deposits	10,419	9,495	10,472
Equity instruments designated as at FVTOCI	993	1,095	733
Other non-current assets and loans	27,200	15,834	9.335
Total other non-current assets	38.612	26,424	20,540

Escrow accounts relating to M&A transactions in an amount of 6.7 M€ (2019: 10.3 M€) and a compensation agreed for the early termination of a rental contract in an amount of 13.1 M€ (2019: 0) are the main components of the line "Other".

For entities in which the Group has an ownership below 20% or no significant influence, they are not consolidated and the investments in those entities have been classified as equity instruments designated as at FVTOCI as such recognised at fair value. Unrealised gains and losses are taken directly to other comprehensive income.

No unrealised gain or loss was recognised in 2020, 2019 and in 2018.

22. Deferred tax assets and liabilities

The following are the major deferred tax assets and liabilities recognised by the Group and movements thereon during the current period:

	Deferred tax assets	Deferred tax liabilities
	Tax losses and other deductible temporary differences	Accelerated tax depreciation and other liabilities	Deferred tax on intangible assets	Total deferred tax liabilities	Total net deferred tax
	€000	€000	€000	€000	€000
As at 1 January 2020	38,004	(10,970)	(191,501)	(202,471)	(164,467)
Acquisition of businesses		(6)	(942)	(948)	(948)
Disposal of businesses	(1,394)	1,476	26,687	28,163	26.769
Charge/(credit) to income	(7,817)	(5,278)	8,146	2,868	(4,949)
Charge/(credit) to other comprehensive income	643			-	643
Exchange differences	(419)	(162)	912	750	331
As at 31 December 2020	29.017	(14,940)	(156,698)	(171,638)	(142,621)

The recognition of these assets, and the non-recognition of assets in respect of other losses, is based on Synlab's management's estimate of the probability of being able to use these losses (or prior to the expiration of the losses), based upon forecast operating results and the level of deferred tax liabilities recognized in the particular territory / tax grouping. It is expected that the benefit of certain tax attributes will be lost in the near future as a result of matters which are outside the control of management, therefore no asset is recognized in relation to these attributes. Deferred Tax Assets totalling 3.4M€ have been recognized on losses mainly in France. Deferred tax assets have not been recognized in respect of losses of 152.8M€, which are available for indefinite carry forward. These losses have arisen mainly in the UK, France and Spain. The majority of these losses can be utilised in the future if taxable profits continue to be consistent with current year levels. Whilst there is potential for the losses to be utilised against future taxable profits, no deferred tax asset is recognised on the basis that it is not reasonably certain that the entities will generate taxable profits in accordance with IAS 12.

The Group has also incurred interest expense in excess of the maximum available to be offset against current profits in a number of territories. An amount of 370.1 M€ is available for indefinite carry forward (subject to special rules in a number of territories), primarily in Germany, Spain, and France. Deferred tax assets totalling 1.1 M€ have been recognized on excess interest amounts in companies in France which are forecasting excess interest capacity.

Deferred tax assets have not been recognized in respect of excess interest amounts of 365.4M€ either because excess interest capacity is not currently forecasted for future periods or because the attributes are expected to be lost on a change in control before they can be utilized.

The following are the major deferred tax assets and liabilities recognized by the Group and movements thereon during the prior year periods:

	Deferred tax assets	Deferred tax liabilities
	Tax losses and other deductible temporary differences	Accelerated tax depreciation and other liabilities	Deferred tax on intangible assets	Total deferred tax liabilities	Total net deferred tax
	€000	€000	€000	€000	€000
As at 1 January 2019	32,557	(9,169)	(197,401)	(206,570)	(174,013)
Acquisition of businesses	8	(134)	(7,954)	(8,088)	(8,080)
Effect of change in accounting policy for IFRS 16	3,883	(3,550)	-	(3,550)	333
Charge/(credit) to income	184	2,559	14,459	17,018	17,202
Charge/(credit) to other comprehensive income	1,222	-	-	-	1.222
Exchange differences	150	(676)	(605)	(1,281)	(1,131)
As at 31 December 2019	38.004	(10,970)	(191,501)	(202,471)	(164,467)

	Deferred tax assets	Deferred tax liabilities
	Tax losses and other deductible temporary differences	Accelerated tax depreciation and other liabilities	Deferred tax on intangible assets	Total deferred tax liabilities	Total net deferred tax
	€000	€000	€000	€000	€000
As at 1 January 2018	14,389	(4,345)	(199,735)	(204,080)	(189,691)
Acquisition of businesses	244	(4)	(1,666)	(1,670)	(1,426)
Effect of change in accounting policy for IFRS 9 and IFRS 15	-	1,121	-	1,121	1,121
Charge/(credit) to income	16,686	(9,813)	5,585	(4,228)	12,458
Charge/(credit) to other comprehensive income	171	(27)	(991)	(1,018)	(847)
Exchange differences	266	350	(594)	(244)	22
As at 31 December 2018 - as reported	31,756	(12,718)	(197,401)	(210,119)	(178,363)
Adjustment for impact of IFRS 16	801	3,549	-	3,550	4,351
As at 31 December 2018 - as restated	32,557	(9,169)	(197,401)	(206,569)	(174,012)

The Group has restated deferred tax assets and liabilities on IFRS 16 on prior years. This net adjustment on deferred tax is 5.3 M€. The net adjustment on deferred tax for IAS 17 elimination is -1 M€. Please refer to Note 2.2.1 on IFRS 16 in the 2019 Financial Statements.

23.Trade accounts receivable

Net trade accounts receivable break down into the following Segments:

As at	Gross	Loss allowance	Net
31 December 2020	€000	€000	€000
Germany	161.195	(3,536)	157,659
France	65.990	(3,280)	62,710
North & East	117,011	(4,397)	112,614
South	223,405	(21,478)	201.927
	567.601	(32,691)	534,910

The Group has adopted the simplified expected credit loss model for its trade receivables. The Group always measures the loss allowance for trade receivables at an amount equal to lifetime ECL. To measure the expected credit losses, trade accounts receivables have been grouped based on shared credit risk characteristics and the days past due. Moreover, reasonable and supportable information (if available without undue cost or effort) at the reporting date about past events, current conditions and forecasts of future economic conditions have been taken into account in the calculations. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.

There has been no change in the estimation techniques or significant assumptions made during the current reporting period.

The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings.

As a result of the billing processes and billing cycles in the various countries and businesses, there are 98.4 M€ of accrued income not yet billed to customers included in trade accounts receivables. No provision was built based on the ageing of those items (2019: 39.5M€; 2018: 0.7 M€).

The ageing of trade accounts receivable at the reporting date was as follows:

	Carrying amount	Gross receivable	Not due
As at 31 December
	€000	€000	€000
2020 (new structure)	534,910	567,601	415,928

	Overdue
As at 31 December	<3 months	3>6 months	6<12 months	12<24 months	>24 months
	€000	€000	€000	€000	€000
2020 (new structure)	84,857	21,285	15,128	18,279	12,124

	Carrying amount	Gross receivable	Not due

	€000	€000	€000
2019	318,831	345,550	233,078
2018	296,168	327,300	217,813

	Overdue
	<3 months	3<6 months	6<9 months	>12 months
	€000	€000	€000	€000
2019	53,777	17,325	19,276	22,094
2018	54,740	14,094	13,623	27,030

The loss allowances for trade receivables as at 31 December reconcile to the opening loss allowances as follows:

	2020	2019	2018
	€000	€000	€000
As at 1 January	(26,720)	(31,131)	(49,681)
Business acquired	727	(500)	(196)
Additions recognised in profit or loss	(18,184)	(12,097)	(20,723)
Foreign currency translation	414	35	(64)
Utilisation and reversal	11,072	16.973	39,533
As at 31 December	(32,691)	(26,720)	(31,131)

The actual write-off relating to trade receivables as at 31 December 2020 amounts to 3.7 M€ (2019: 3.3 M€; 2018: 11.3 M€). There was no material individual impairment of trade receivables.

The Group has no significant concentration of credit risk due to a large number of private customers and individually non-significance of amounts due. The Group performs continuous credit evaluations of its receivables.

24. Other current assets

Other current assets mainly consist of the following:

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Escrow accounts	2,511	4,776	3.002
VAT and other tax receivables	12.954	24,777	20,359
Prepayments	15,757	17,962	16,726
Receivables from supplier bonuses	20,309	18,703	16,679
Receivables - related party (see Note 36)	48,398	19,432	12.035
Other	19,594	14,871	16,687
Total other current assets	119,523	100.521	85,488

The line "Other" includes receivables from excess payments to creditors 1.4 M€ (2019: 0.3 M€; 2018: 0.9 M€), receivables from employees 1.2 M€ (2019: 0.9 M€; 2018: 1.0 M€), other short term receivables 22.4 M€ (2019: 18.2 M€; 2018: 19.4 M€), impairment of other short term receivables (0.1) M€ (2019: (0.2) M€; 2018: (0.2) M€), impairment of other short term assets (4.5) M€ (2019: (4.5) M€; 2018: (4.5) M€) and other various small items.

25.Cash and cash equivalents

For the purpose of the consolidated statements of cash flows, cash and cash equivalents include cash on hand and at banks, net of outstanding bank overdrafts and cash equivalent. Cash and cash equivalents at the end of the reporting period as shown in the consolidated statement of cash flows can be reconciled to the related items in the consolidated statement of financial position as follows:

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Euro (EUR)	842,730	189,437	81,921
UK Sterling pounds (GBP)	3,513	9,426	12,252
Swiss franc (CHF)	17,686	17.350	11,256
Czech Crown (CZK)	770	437	550
Hungarian Forint (HUF)	7.848	658	1,163
Swedish Krona (SEK)	501	2,373	1,962
Other currencies	22,486	14,163	6,311
Cash at bank and deposit	895,534	233.844	115,415
Cash equivalents	7,516	3,515	3,546
Cash on hand	1,850	1,353	1,600
Cash and cash equivalents	904,900	238.712	120,561
Bank overdrafts	(193)	(132)	(242)
Cash and cash equivalents in the statement of cash flows	904,707	238,580	120,319

26.Borrowings and other financial liabilities

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Non-current liabilities
Bank loans	405	717	1.280
Senior Secured Notes	836,230	936,027	1,823,733
Term Loan	1,843,754	1,358,109	297,842
Lease liabilities	338,166	331,578	341,033
Other financial loans	506	-	-
Current liabilities
Related Party loan from SYNLAB Unsecured Bondco PLC	-	369,721	369,721
Bank loans	230	315	889
Accrued interest on Term Loan	24.503	21,571	2,650
Accrued interest on Notes	10,177	-	-
Lease liabilities	83,745	88,566	0
RCF Syndicated Secured loan	295	-	-
Other financial loans	1,352	569	524
Bank overdraft	193	132	242
Total Non-Current	3,019,061	2,626,431	2,463,888
Total Current	120,495	480,874	374,026
Total	3,139,556	3,107,305	2,837,914

REVOLVING CREDIT FACILITY

The Group's principal Bank Facility comprises of a Revolving Credit Facility (RCF), which expires in July 2021 for an amount of 250 M€ and which has been contractually renewed from July 2021 till July 2023 for an amount of 228 M€. Advances under the facility bear interest at a rate equal to EURIBOR (with a 0% floor) plus 3% p.a. (subject to margin ratchet). The RCF is subject to certain covenants, which among others, require from the Group to ensure compliance with a Senior Secured Net Leverage ratio, tested quarterly. In March 2020 the Group drew 219 M€ on the Facility and the totality of the drawing was repaid by the end of November 2020. The cost and fees for the extension of the RCF maturity in the amount of 1.1 M€ were capitalized and subsequently amortized to the maturity dates. This Facility was undrawn as at 31 December 2020 (2019: 0 M€; 2018: 0 M€). Accrued interest for non-utilization fee amounts to 0.3 M€ as at 31 December 2020.

SENIOR SECURED NOTES

In May 2020 the Group launched an offer to exchange its outstanding 940 M€ Senior Secured Floating Rate Notes due 2022 at an exchange ratio of 101.01% against a participation in a Term Loan B due 2024. Pursuant to the Exchange Offer investors accepted the switch in an amount of 92.6 M€, which translated into 93.8 M€ of Term Loan B principal amount. The remaining amount of the Existing Notes that were not exchanged (847.4 M€) were fully redeemed in May 2020. The unamortised part of debt issuance costs of the redeemed tranche amounting 3.1 M€ were recognised in the profit and loss statement and were included in the "net finance costs - interest expenses" line item. The repayment of the notes was accounted for as an extinguishment.

In May 2020 the Group issued 850 M€ Senior Secured Floating Rate Notes repayable on the 1 ^st of July 2025. The Senior Secured Notes bear interest at EURIBOR (with a 0% floor) plus 4.75% p.a. The notes were used to redeem the outstanding Senior Secured Floating Rate Notes due 2022 at a redemption price of 100.00% in the amount of 847.4 M€.

Fees incurred by the issuance of the Senior Secured Floating Rate Notes amounted to 6.9 M€ have been capitalized as debt issuance costs to be amortized over the notes maturity using the effective interest rate method.

468M€ AND 76M€ SENIOR SECURED TERM LOAN (TLB3 AND TLB1)

In addition to the above described Exchange Offer, the 2017 Term Loan B was amended and extended for an amount of 374 M€ with a new maturity date on July 2024. Together with the Exchanged Offer, the Amended and Extended amount constitute a single new Term Loan B tranche which totals 468 M€ (TLB3). Lenders that did not consent to Amend and Extend their shares in the 2017 Term Loan B remain in the existing Facility under the existing terms: this remaining 2017 Term Loan B tranche amount to 76 M€ (TLB1). The unamortised part of debt issuance costs of the remaining tranche, in an amount of 0.5 M€, remains on the balance sheet to be amortised over the notes maturity using the effective interest rate method.

The Group performed both qualitative and quantitative tests to analyze both the Exchanged Offer and the Amended and Extended tranches of the refinancing. The results of the qualitative tests on both tranches were that the exchanges were not deemed to be a settlement of existing debt and issuance of new debt. For the quantitative tests, the modification of both tranches was not substantial. Both transactions have therefore been accounted for as non- substantial modifications. To account for a non-substantial modification under IFRS 9, the revised cash flows as a result of the modification should be discounted at the date of the modification at the original effective interest rate (EIR). The difference between the carrying amount of the liability immediately before the modification and the sum of the present value of the cash flows of the modified liability discounted at the original EIR should be recognised in profit or loss as a modification gain or loss. A modification loss of 16.8 M€ was recognised, split 1.9 M€ in relation to the exchange offer and 14.9 M€ in relation to the amend and extend. Costs and fees in relation to the modification of the financial liability in the amount of 1.7 M€ are recognised as part of the carrying amount of the liability. The unamortised part of debt issuance costs of the remaining modified tranches amounting 2.5 M€, split 0.3 M€ in relation to the exchange offer and 2.2 M€ in relation to the amend and extend, are added to the new incurred debt issuance costs and are amortized over the remaining term of the modified liability. Following the refinancing, the Group cannot separate the tranche of the debt that came from the amend and exchange and the part from the exchange offer. As a result, they are subsequently combined into one unit of account and a new effective interest rate was calculated.

920M€ SENIOR SECURED TERM LOAN (TLB2 AND TLB5)

In July 2019, SYNLAB Bondco PLC issued a 920 M€ Senior Secured Term Loan. Proceeds of this Term Loan were used to repay the existing 900 M€ Senior Secured Notes due 2022. The Term Loan bear floating interest at 3.75% p.a. (subject to margin ratchet) + Euribor (with a 0% floor) and mature in July 2026. In November 2020, a waiver request was introduced in the documentation of the Facility to modify the existing margin ratchet. Consent to the waiver was given by lenders representing 851 M€ while non-consenting lenders represent 69 M€. Consequently, the original 920 M€ TLB was divided into two tranches which only differ with regards to the margin ratchet table.

The Group performed both qualitative and quantitative tests to analyze the modification of the margin ratchet terms. The result of the qualitative test was that the exchange of the margin ratchet terms was not deemed to be a settlement of existing debt and issuance of new debt. For the quantitative test, the modification was not substantial. There was no impact on the carrying amount of the loan. The consent fee for the modification of the margin ratchet terms in the amount of 2.1 M€ was recognised in the profit and loss statement and was included in the "net finance costs - interest expenses" line item. The unamortised part of the debt issuance costs in the amount of 7.7 M€ remain on the balance sheet to be amortised over the notes maturity using the effective interest rate method.

The original 920 M€ TLB now amounting to 69 M€ is still referred as TLB2 while the consenting tranche, amounting to 851 M€, is referred as TLB5. Both Facilities are fully drawn as at 31 December 2020.

385M€ SENIOR SECURED TERM LOAN (TLB4)

In November 2020, SYNLAB Bondco PLC issued a 385 M€ Senior Secured Term Loan. Proceeds of this Term Loan were used to repay the existing Synlab Unsecured Bondco Plc Senior Notes in an amount of 375 M€ due 2023. The new Senior Secured Term Loan is an incremental Facility on the existing 2019 Senior Facility Agreement (TLB2), however introducing an amended margin ratchet in line with the ratchet included in the 851 M€ Senior Secured Term Loan (TLB5). The Term Loan bears floating initial interest at 3.75% p.a.(subject to margin ratchet) + Euribor (with a 0% floor) and matures in July 2027. Fees incurred in the issuance of the Senior Secured Term Loan, amounting to an estimated amount of 2.5 M€, have been capitalized as debt issuance costs to be amortized over the maturity of the financial instrument using the effective interest rate method.

RELATED PARTY LOAN FROM SYNLAB UNSECURED BONDCO

In August 2015 SYNLAB Unsecured Bondco PLC, an intermediate holding company of Synlab Bondco PLC issued 375 M€ of Senior Notes (fully repaid in November 2020). The proceeds were lent to SYNLAB Bondco PLC for an amount of 369.7 M€ at an interest of 8.55% paid quarterly. This loan was fully repaid in November 2020.

	Bank loans	Fixed and floating Senior Secured Notes	Related Party loan from SYNLAB Unsecured Bondco PLC	Accrued interest on Term Loan
Amount at 1 January 2020	1,032	936,028	369,721	21,571
Business acquired	180	-	-	-
Non-cash movements	-	5,304	-	2,932
Modification loss	-	-	-
Transfer	-	(92,232)		-
Proceeds from loans and borrowings	2	834,565	-	-
Lease additions	-	-	-	-
Repayments of loans and borrowings	(554)	(847,435)	(369,721)	-
Disposal of subsidiaries	(25)	-	-	-
Transferred to held for sale		-	-	-
As at 31 December 2020	635	836,230	-	24.503

	Accrued interest on notes	Term Loan	RCF Syndicated Secured loan	Other financial loans
Amount at 1 January 2020		1,358,109		701
Business acquired		-	-	377
Non-cash movements	10,177	(973)	1,435	798
Modification loss		13,021	-	-
Transfer		92,232	-	-
Proceeds from loans and borrowings		381.365	217,860	200
Lease additions		-	-	-
Repayments of loans and borrowings		-	(219,000)	(25)
Disposal of subsidiaries		-	-	-
Transferred to held for sale		-	-	-
As at 31 December 2020	10,177	1,843,754	295	2,051

	Subtotal	Lease liabilities	Total
Amount at 1 January 2020	2,687,162	420.143	3,107,305
Business acquired	557	2.890	3,447
Non-cash movements	19,673	20.548	40,221
Modification loss	13,021	-	13,021
Transfer	-		-
Proceeds from loans and borrowings	1,433,992	-	1,433,992
Lease additions	-	115,764	115,764
Repayments of loans and borrowings	(1,436,735)	(103,292)	(1,540,027)
Disposal of subsidiaries	(25)	(33,264)	(33,289)
Transferred to held for sale	-	(878)	(878)
As at 31 December 2020	2,717,645	421,911	3,139,556

The modification loss is exclusive of the €3.7 M€ of fees paid to existing lenders on modification.

Non-cash movements include the amortization of transaction costs, accrued interest, lease modifications, foreign exchange movement and other non-cash transactions.

The proceeds from lease liabilities have no cash flow impact, as they are netted with the right of use assets.

	Bank loans	Fixed and floating Senior Secured Notes	Related Party loan from SYNLAB Unsecured Bondco PLC	Accrued interest on notes/ Term Loan	Term Loan
Amount at 1 January 2019	2.169	1,823,733	369,721	2,650	297,842
Business acquired	508	-	-	-	-
Foreign currency translation	-	-	-	-	-
Non-cash movements	-	12,295	-	18,921	1,622
Proceeds from loans and borrowings	7	-	-	-	1,058,645
Repayments of loans and borrowings	(1,652)	(900,000)	-	-	-
As at 31 December 2019	1,032	936,028	369.721	21,571	1,358,109

	RCF Syndicated Secured loan	Other financial loans	Subtotal	Lease liabilities	Total
Amount at 1 January 2019	-	766	2,496,881	420,299	2,917,180
Business acquired	-	226	734	5,913	6,647
Foreign currency translation	-	-	-	719	719
Non-cash movements	-	(257)	32,581	(716)	31,865
Proceeds from loans and borrowings	50.000	56	1,108,708	79,403	1,188,111
Repayments of loans and borrowings	(50,000)	(90)	(951,742)	(85,475)	(1.037.217)
As at 31 December 2019	-	701	2,687,162	420,143	3,107,305

	Bank loans	Fixed and floating Senior Secured Notes	Related Party loan from SYNLAB Unsecured Bondco PLC	Accrued interest on notes/ Term Loan	Term Loan
Amount at Business acquired	2,490	1,819,645	369,721	2,700	297,269
Business acquired	11,780	-	-	-	-
Foreign currency translation	(2)	-	-	-	-
Non-cash movements	(80)	4,088	-	(50)	573
Proceeds from loans and borrowings	472	-	-	-	-
Repayments of loans and borrowings	-(12,491)	-	-	-	-
As at 31 December 2018	2,169	1,823,733	369,721	2,650	297,842

	RCF Syndicated Secured loan	Other financial loans	Subtotal	Lease liabilities	Total
Amount at Business acquired	-	1,234	2,493,059	384,722	2,877,781
Business acquired		9	11.789	29,027	40,816
Foreign currency translation	-	6	4	(759)	(755)
Non-cash movements	-	(483)	4,048		4,048
Proceeds from loans and borrowings	-	-	472	75.928	76,400
Repayments of loans and borrowings	-	-	(12,491)	(68.619)	(81,110)
As at 31 December 2018	-	766	2,496,881	420.299	2,917,180

FLOATING SECURED SENIOR NOTES COVENANTS

Depending on the terms of the High Yield Bond indentures, the Group has to respect certain covenants mainly related to reporting and information requirement.

REVOLVING CREDIT FACILITY (RCF) COVENANTS

The RCF includes certain covenants related to reporting and information requirement as well as certain financial covenants as defined in the agreements. The Senior Secured Net Leverage covenant only acts as a draw stop to new drawings under the RCF and, if breached, will not trigger a default or event of default.

SENIOR SECURED TERM LOAN COVENANTS

The Senior Secured Term Loan includes certain maintenance covenants as well as some incurrence covenants as defined in the agreements.

LEASE LIABILITIES

The Group has leases mainly for land and building and technical equipment (refer to Note 19 Property, plant and equipment).

27. Employee benefits liabilities

Most of the Group's employees are covered by state pension and collective plans managed by third parties if required under local legislation. Those plans are defined contribution plans.

In addition to these legal pension schemes, a provision for pensions and other post-employment benefits is recorded in the IFRS consolidated statement of financial position as of 31 December 2020, 31 December 2019 and 31 December 2018 based on an actuarial expert opinion for the following obligations:

OBLIGATIONS IN SWITZERLAND

In general, employers in Switzerland must offer a pension plan to its employees in accordance with the Federal Law on Occupational Retirement, Survivors' and Disability Pension Plans (BVG). Employees whose salary exceeds a particular threshold - which is redefined periodically - participate in the pension plan. The BVG requires a minimum plan, the "BVG minimum", which must be covered in any case.

The Group's pension plans in Switzerland are contribution-based plans with guarantee of a minimum interest credit and fixed conversion rates at retirement. The pension plans also provide benefits in case of disability and death. The Group as a sponsoring employer is affiliated to various collective foundations and fulfils the legal obligation by means of a defined benefit plan. Each collective foundation is responsible for the governance of the plan and the board is composed of an equal number of representatives from the employers and employees chosen from all affiliated companies.

The pension plan must always be fully funded under BVG law on a static basis. The Group is exposed to the risk that in case of an underfunding, recovery measures must be taken which encompass additional financing through employer or reduction of benefits (or both). Such risk may occur in case when the life expectancy of plan participants is higher than expected. Furthermore, the underlying plan assets may develop differently than expected.

The Group Pension obligations and ongoing service cost were calculated using the projected unit credit method, applying a discount rate of 0.10% (2019: 0.30%, 2018: 1.00%) and a salary increase rate of 1.00% (2019: 1.00%, 2018: 1.00%). Staff turnover assumptions is based on the demographic BVG 2015, (2019: BVG 2015., 2018: BVG 2015). The individual values range from between 1.23% and 29.59% (2019: was between 1.23% and 29.59%, 2018: was between 1.23% and 29.59%). Mortality, disability and withdrawal probabilities were calculated in accordance with the new demographic tables BVG 2015, CMI 1.25% (2019: BVG 2015, 2018: BVG 2015).

Long-services award commitments ("jubilee awards") in Switzerland are based on collective or other agreements granting employees long-term claims depending on their remuneration levels and duration of service. Provisions for long-service awards were calculated applying a discount rate of 0.10% (2019: 0.30%, 2018: 1.00%), a salary increase rate of 1.00% (2019: 1.00%, 2018: 1.00%), and a staff turnover rate per BVG 2015 of between 1.23% and 29.59% (2019: BVG 2015 of between 1.23% and 29.59, 2018: was between 1.23% and 29.59%).

OBLIGATIONS IN FRANCE

In France, the Group provides benefits in case of retirement, which are based on various collective bargaining agreements. The corresponding plans are mostly fully unfunded. The Group is exposed to the risk that the salary increase could be higher than expected. In France, the life expectancy is less important in terms of risk exposure given that the benefit is paid as a lump sum.

Based on collective agreement, a payment is granted to staff when they retire depending on their remuneration levels and duration of service. Provisions were calculated based on following actuarial assumptions: voluntary departure, discount rate amounting to 1.00% (2019: 1.20%, 2018:1.90%), inflation rate 1.75% (2019: 1.75%, 2018:1,75%), salary increase between 1.00% and 1.50% (2019: between 1.0% and 1,5%, 2018: 1.00%), age at retirement phased depending on birth date with a maximum of 65 years for employees and 67 years for executives; social charge rate 46.49% (2019: 46.19%, 2018: 46.19%) and low staff turnover rate.

OBLIGATIONS IN ITALY

Pursuant to statutory regulations (Trattamento di Fine Rapporto, TFR), employees are entitled to a one time severance payment when they leave the Company. The amounts depend on the employee's term of service and salary level. Provisions were calculated based on following actuarial assumptions: discount rate of 0.85% (2019 0,85%, 2018: 1.75%), inflation rate 0.70% (2019: 1.00%, 2018: 1.50%) and salary increase 2.00% (2019: 2.00%, 2018: 2.00%).

OTHER OBLIGATIONS

In certain other countries, there are legal obligations to make a one-time salary-based severance payment to a retiring employee (Austria, Ecuador, Slovenia, Slovakia) or when they leave the Company (United Arab Emirates). The Group assumed also pension obligations from defined benefit plans for a few executive staff as a consequence of specific agreements in Ecuador, Germany, Netherlands and Norway.

The defined benefits plans for Netherlands and Norway and some Austrian, Germans, Italian and Swiss defined benefits plans are included in our discontinued Note 15.

	As at 31 December 2020
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
Net present value of defined benefit obligations (DBO) at beginning of period	88,686	14,747	10,642	29,188	143,263
Acquired through business combination	-	-	263	5	268
Change in scope	-	(152)	-	-	(152)
Discontinued operations see Note 15	(7,430)	-	(541)	(26,388)	(34,359)
Service cost	1,519	881	526	316	3,242
Interest cost	268	169	88	470	995
Employee contributions	2.251	-	-	2	2.253
Benefits paid	(907)	(1,009)	(663)	(452)	(3,031)
Insurance premiums	(736)		-	-	(736)
Remeasurements	4,729	555	(162)	1,115	6.237
Exchange rate differences	431	-	-	(385)	46
Net present value of defined benefit obligations at end of period	88,811	15,191	10.153	3,871	118,026

	As at 31 December 2020
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
Plan assets available measured at market values
Plan assets at the beginning of the period	69,848	883	-	24,732	95.463
Interest income	216	11	-	407	634
Discontinued operations see Note 15	(5,330)	-	-	(25,465)	(30,795)
Employer contributions	2.278	(28)	-	111	2,361
Employee contributions	2,251	-	-	3	2,254
Benefits paid	(907)	(11)	-	(211)	(1,129)
Insurance premiums	(736)		-	-	(736)
Revaluations (income from plan assets, excluding amounts included in interest cost)	1,442	(41)	-	670	2,071
Exchange rate differences	344	-	-	(246)	98
Plan assets at the end of the period	69,406	814	-	0	70,220
Net present value of defined benefit obligations (DBO) at end of period	88,811	15,191	10,153	3,871	118,026
Net present value of plan assets at end of period	69,406	814	-	-	70,220
Balance sheet provisions at year-end	19,405	14,377	10,153	3,871	47,806
Composition of costs from defined benefit plans and similar obligations and amounts thereof recorded in the income statement for the period
Service cost	1,519	881	526	316	3.242
Interest expense	52	158	88	64	362
Revaluation of other long-term obligations	(30)	-	-	211	181
Total annual net expense	1,541	1,039	614	591	3.785

	As at 31 December 2020
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
and amounts thereof recorded in other comprehensive income
Actuarial gains/losses from
changes of demographic assumptions	(2,704)	-	-	(443)	(3,148)
Actuarial gains/losses from changes of financial assumptions	2,707	439	(149)	1,468	4,465
Adjustments based on past experience	4,756	116	(13)	(84)	4,774
Income/expenses from plan assets, excluding amounts included in interest cost)	(1,442)	41	-	(706)	(2,107)
Total annual amount recorded in other comprehensive income	3.316	597	(162)	234	3,985 ^*

^*) The difference between the total €3,985k presented here and the €3,947k within the consolidated statement of comprehensive income, totaling €38 k€ (2019: 27k€) relates to results from non-controlling interests.

Fair value of plan assets other countries are based on assets held by insurance policies.

In addition to the items shown above, provisions for other liabilities to employees of 1.9 M€ (2019: 1.9 M€, 2018: 1.7M€) were included in the total balance of employee benefits liabilities of 47.8 M€ ((2019: 47.8 M€, 2018: 39.8 M€, also cash provisions for cash settled share based payment plans 0.1 M€ were included).

Fair value of plan assets other countries is based on the value of insurance policies held.

	As at 31 December
	2020	2019	2018
Fair value of plan assets Switzerland (quoted)	€000	€000	€000
a. Cash and cash equivalents	653	2,976	2,902
b. Equity instruments	19,125	13,139	12,676
c. Debt instruments	27,737	18,980	18,416
d. Real estate	17,361	14,751	14,343
e. Assets held by insurance company	1,986	14.138	13,672
f. Other	2,544	5,864	5,716
Total	69,406	69,848	67,725

	As at 31 December 2019
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
Net present value of defined benefit obligations (DBO) at beginning of period	79,202	13,368	9,843	25,653	128,066
Short term DBO	-	-	-	(136)	(136)
Acquired through business combination	-	255	610	-	865
Service cost	3,152	834	388	265	4.639
Interest cost	798	248	166	612	1.824
Employee contributions	2,248	-	-	4	2,252
Benefits paid	(9,067)	(539)	(1,069)	(763)	(11,438)
Insurance premiums	(774)	-	-	(79)	(853)
Remeasurements / Revaluations	9,940	581	704	3,582	14,807
Exchange rate differences	3.187	-	-	50	3,237
Net present value of defined benefit obligations at end of period	88.686	14,747	10,642	29,188	143,263

	As at 31 December 2019
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
Plan assets available measured at market values
Plan assets at the beginning of the period	67,724	724	-	21,120	89.568
Acquired through business combination		148	-	-	148
Interest income	701	14	-	502	1,217
Employer contributions	2,288	-	-	210	2,498
Employee contributions	2,248		-	4	2,252
Benefits paid	(9,067)	(39)	-	(198)	(9,304)
Insurance premiums	(774)	-	-	(131)	(905)
Revaluations (income from plan assets, excluding amounts included in interest cost)	4,150	36		3,201	7,387
Exchange rate differences	2,578	-	-	24	2.602
Plan assets at the end of the period	69,848	883	-	24,732	95,463
Net present value of defined benefit obligations (DBO) at end of period	88,686	14,747	10.642	29,188	143,263
Net present value of plan assets at end of period	69,848	883	-	24,732	95,463
Balance sheet provisions at year-end	18,838	13,864	10,642	4,456	47,800
Composition of costs from defined benefit plans and similar obligations and amounts thereof recorded in the income statement for the period
Service cost	3,152	834	388	265	4,639
Interest expense	97	234	166	110	607
Revaluation of other long-term obligations	(1)	-	-	69	68
Total annual net expense	3,248	1,068	554	444	5,314

	As at 31 December 2019
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
and amounts thereof recorded in other comprehensive income
Actuarial gains/losses from changes of demographic assumptions	9,209	1,159	647	3.532	14,547
Actuarial gains/losses from changes of financial assumptions	732	(577)	58	(20)	193
Adjustments based on past experience	(4,150)	(30)	-	(3,196)	(7,376)
Total annual amount recorded in other comprehensive income	5,791	552	705	316	7.363 ^*

^*) The difference between the total €7,363k presented here and the €7,336k within the consolidated statement of comprehensive income, totaling €27 k€ relates to results from non-controlling interests.

	As at 31 December 2018
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
Net present value of defined benefit obligations (DBO) at beginning of period	84,784	11,897	9,550	24,669	130,900
Changes in the scope of consolidation	-	800	736	615	2.151
Service cost	3,256	773	340	658	5,027
Interest cost	553	223	139	559	1,474
Employee contributions	2,336	-	-	(15)	2,321
Benefits paid	(7,533)	(551)	(676)	(331)	(9,091)
Insurance premiums	(672)	-		-	(672)
Remeasurements / Revaluations	(6,565)	226	(246)	(511)	(7,096)
Exchange rate differences	3,043	-		9	3,052
Net present value of defined benefit obligations at end of period	79,202	13,368	9.843	25,653	128-066

	As at 31 December 2018
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
Plan assets available measured at market values
Plan assets at the beginning of the period	68,544	-	-	20,745	89,289
Interest income	459	93	-	484	1,036
Employer contributions	2,378	631		234	3,243
Employee contributions	2,336	-	-	3	2,339
Benefits paid	(7,467)	-	-	(134)	(7,601)
Insurance premiums	(672)	-	-	(47)	(719)
Revaluations (income from plan assets, excluding amounts included in interest cost)	(404)	-	-	(140)	(544)
Exchange rate differences	2,550	-	-	(35)	2,515
Plan assets at the end of the period	67,724	724	-	21,110	89,558
Net present value of defined benefit obligations (DBO) at end of period	79,202	13,368	9,843	25,653	128,066
Net present value of plan assets at end of period	67,724	724	-	21,110	89,558
Balance sheet provisions at year-end	11,478	12.644	9,843	4,543	38.508
Composition of costs from defined benefit plans and similar obligations and amounts thereof recorded in the income statement for the period
Service cost	3,256	773	340	658	5.027
Interest expense	94	131	139	75	439
Revaluation of other long-term obligations	(135)	-	-	95	(40)
Total annual net expense	3.215	904	479	828	5,426

	As at 31 December 2018
	Switzerland	France	Italy	Other	Total
	€000	€000	€000	€000	€000
and amounts thereof recorded in other comprehensive income
Actuarial gains/losses from changes of demographic assumptions	-	-	-	(197)	(197)
Actuarial gains/losses from changes of financial assumptions	(4,426)	(314)	(134)	(52)	(4,926)
Adjustments based on past experience	(2,003)	540	(189)	(333)	(1,985)
Income/expenses from plan assets, excluding amounts included in interest cost	404	-	-	149	553
Total annual amount recorded in other comprehensive income	(6,025)	226	(323)	(433)	(6.555) ^*

^* )The difference between the total €(6,555)k presented here and the €(6,582)k within the consolidated statement of comprehensive income, totaling €(27)k relates to results from non-controlling interests.

Current service costs, effects of plan settlements and plan curtailments, and revaluation of other long-term obligations were included in the amounts recorded in "Payroll and related expenses"; interest costs were included in the respective expense items.

The cumulative net actuarial gains and losses recognised in OCI are broken down in the consolidated statement of comprehensive income.

The Group expects to pay contributions to defined benefit plans for the year ended 31 December 2019 and made payments for the year ended 31 December 2020 in the amount of 2.5 M€ and 2.0 M€ (2018: 2.3 M€) respectively.

		Impact 2020 on DBO amount	Impact 2019 on DBO amount	Impact 2018 on DBO amount
	Changed by	€000	€000	€000
Salary reductions	(0.50%)	142,080	140,657	125,729
Salary increase	0.50%	145,634	144,633	128,909
Discount rate	(0.50%)	155,377	155,205	137.268
Discount rate	0.50%	133,607	131,472	118.320

The sensitivity analyses above have been determined based on a method that extrapolates the impact on the defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The sensitivity analyses above have been determined based on a method that extrapolates the impact on the defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The sensitivity analyses are based on a change in a significant assumption, keeping all other assumptions constant.

The sensitivity analyses may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation of one another.

The following defined benefit plan payments are expected to be disbursed in the coming years:

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Within the next 12 months	5,280	3,212	2,519
In 2 years	5,074	3,119	2.698
In 3 years	5,286	3,604	2,892
In 4 years	5,263	4.237	3,370
In 5 years	5,709	4,357	3.669
In the following 5 years	27,353	26,240	18,866

The average duration of all post-employment benefit payments in the countries listed below is as follows:

In years	Switzerland	France	Italy	Other
As of 31 December 2020	15	12	10	11
As of 31 December 2019	17	12	10	21
As of 31 December 2018	13	14	9	16

28.Share-based payment schemes

The Company established in November 2015 a share scheme for key management ("Management package scheme") and a free share plan.

FREE SHARE PLAN

The historical Labco free share award scheme implemented in November 2014 granted to the beneficiaries up to 687,361 free shares, subject to the achievement of the conditions detailed in the issuance agreement. Those conditions included cumulatively a performance condition (that was met as at 31 December 2014) and conditional to an active employment period of two years, with an obligation to keep the shares for a certain period.

Subsequent to the Labco acquisition on 7 August 2015, the free share plan was replaced by an equivalent scheme composed of SYNLAB Limited shares with the original vesting schedule remaining unchanged and a holding period of one year.

During 2017 a total of 25.850 G Ordinary Shares were granted under the Free Share Plan representing approx. 0,1% of total SYNLAB Limited Ordinary Shares. The average fair value of the G shares granted was 7,07 €, which was measured at the date of grant using a binomial model.

During 2018 a total of 6,250 G Ordinary Shares were granted under the Free Share Plan representing less than 0.1% of total SYNLAB Limited Ordinary Shares. The average fair value of the G shares granted was 7.07 €, which was measured at the date of grant using a binomial model.

	2020	2019	2018
Free Share Plan	Number of shares	Number of shares	Number of shares
Shares outstanding at the beginning of the period.	139,000	139,000	132,750
Shares granted during the period.	-	-	6,250
Shares outstanding at the end of the period.	139,000	139,000	139,000

MANAGEMENT PACKAGE SCHEME

In November 2015, SYNLAB Limited put in place a management package by granting A Ordinary Shares representing 10% of total SYNLAB Limited Ordinary Shares to certain key managers as determined by the remuneration committee.

For certain beneficiaries, A Ordinary Shares are subscribed by a dedicated entity (Management Co.) which has been funded by the managers with ordinary shares being acquired at fair value with a one year holding period. For other beneficiaries, A Ordinary Shares have been granted for free, subject to a one year service condition and a one year holding period. The awards are subject to a service condition of being employed at the date of an exit event. During the year no grants were made out of this scheme.

	2020
A Ordinary Share Plan	number of share options	average exercise price
Shares outstanding at the beginning of the period.	1,220,835	1.69
Shares forfeited during the period.		-
Shares outstanding at the end of the period.	1,220,835	1.69
Range of exercise prices in EUR	1 - 15.37	-
Weighted average remaining contractual life in months	0	-

	2019		2018
A Ordinary Share Plan	number of share options	average exercise price	number of share options	average exercise price
Shares outstanding at the beginning of the period.	1,220,835	1.69	1,237,835	1.68
Shares forfeited during the period.	-	-	17,000	1
Shares outstanding at the end of the period.	1,220,835	1.69	1,220,835	1.69
Range of exercise prices in EUR	1 - 15.37	-	1 -15.37	-
Weighted average remaining contractual life in months	1	-	13	-

As determined by the remuneration committee, further key managers became beneficiaries in December 2016, when SYNLAB Limited granted 501,375 G Ordinary Shares representing ca. 3.5% of total SYNLAB Limited Ordinary Shares. The vesting period for those shares is four years. The fair value of the G shares granted was 1.55 €, which measured at the date of grant using a binomial model.

During 2017 further key managers became beneficiaries, when SYNLAB Limited granted additional 370.000 G Ordinary Shares representing ca. 1,6% of total SYNLAB Limited Ordinary Shares. The average fair value of the G shares granted was 3,91 €, which was measured at the date of grant using a binomial model.

During 2018 SYNLAB Limited granted additional 178,000 G Ordinary Shares representing ca. 0.1% of total SYNLAB Limited Ordinary Shares. The average fair value of the G shares granted was 6.51 €, which was measured at the date of grant using a binomial model.

	2020
G Ordinary Share Plan	number of share options	average exercise price
Shares at the beginning of the period.	1,034,375	1.55
Shares granted during the period.	-	-
Shares forfeited during the period.	-	-
Shares outstanding at the end of the period.	1,034,375	1,55
Range of exercise prices in EUR	1,55	-
Weighted average remaining contractual life in months	5	-

	2019		2018
G Ordinary Share Plan	number of share options	average exercise price	number of share options	average exercise price
Shares at the beginning of the period.	1,034,375	1.55	864,375	1.55
Shares granted during the period.	-	-	178,000	1,55
Shares forfeited during the period.	-	-	8,000	1.55
Shares outstanding at the end of the period.	1,034,375	1.55	1,034,375	1.55
Range of exercise prices in EUR	1.55	-	1,55	-
Weighted average remaining contractual life in months	16	-	34	-

In 2018 SYNLAB Limited established a new share class "I Preferred Ordinary Shares" and granted additional 375,000 I Preferred Ordinary Shares representing ca. 1.4% of total SYNLAB Limited Ordinary Shares to key management in 2019. The average fair value of the I Preferred Ordinary Shares granted was 19.23 €, which was measured at the date of grant using a binomial model.

Similar to B Ordinary Shares and G Ordinary Shares the I Preferred Ordinary Share entitles the holder to receive notice of and to attend and speak and to vote at general meetings of the Company.

I Preferred Ordinary Shares have been granted, subject to a service condition of being employed at the date of an exit event.

The I Preferred Ordinary Shares are entitled to participate in returns once the holders of the existing issued Preference Shares have received a return equal to the face value of the Preference Shares. The holders of the I Shares are entitled to receive a certain percentage of any dividends paid to the holders of the existing issued Preference Shares and to participate pro rata, in accordance with the number of shares in issue, in any returns to the holders of the Ordinary Shares.

During 2020 SYNLAB Limited granted additional 19,222 I Preferred Ordinary Shares representing ca. 0.1% of total SYNLAB Limited Ordinary Shares to key management. The average fair value of the I Preferred Ordinary Shares granted was 39.58 €, which was measured at the date of grant using a binomial model.

	2020
l-shares	number of share options	average exercise price
Shares at the beginning of the period.	375,000	0.47
Shares granted during the period.	19,222	20.81
Shares outstanding at the end of the period.	394,222	1.46
Range of exercise prices	0.47 - 20.81
Weighted average remaining contractual life in months	21

	2019		2018
l-shares	number of share options	average exercise price	number of share options	average exercise price
Shares at the beginning of the period.		-	-
Shares granted during the period.	375,000	0.47		-
Shares outstanding at the end of the period.	375,000	0.47	-
Range of exercise prices	0.47	-	-
Weighted average remaining contractual life in months	31	-	-	-

The Group recognised as total share-based payment expense a net expense of 3.6 M€ (2019: 5.8 M€; 2018: 4.3 M€) during the period given new grants and the changes in expectations of beneficiaries as well as update of economic assumptions during the year ended 31 December 2020. This expense is included in payroll and related expenses within the consolidated statement of income (see Note 8). The share-based payment reserve included in equity amounted to 15.9 M€ as at 31 December 2020 (2019: 12.4 M€; 2018: 6.4 M€).

29.Provisions

	Provisions for restructuring (incl. onerous contracts)	Other provisions	Total
	€000	€000	€000
As at 1 January 2020	690	12,443	13,133
Business acquired	-	(716)	(716)
Foreign currency translation	(4)	(219)	(223)
Provisions made during the period	511	5,076	5,587
Provisions utilised during the period	(709)	(4,927)	(5,636)
Provisions reversed during the period	(140)	(3,107)	(3,247)
As at 31 December 2020	348	8,550	8,898
Current at the end of the year	348	6,092	6,440
Non-current at the end of the year		2,458	2,458

	Provisions for restructuring (incl. onerous contracts)	Other provisions	Total
	€000	€000	€000
As at 1 January 2019	6,238	10.892	17,130
Business acquired	-	972	972
Foreign currency translation	(36)	28	(8)
Provisions made during the period	515	6,316	6,831
Transfer	(1,222)	1,222
Provisions utilised during the period	(4,231)	(5,094)	(9,325)
Provisions reversed during the period	(574)	(1,893)	(2,467)
As at 31 December 2019	690	12,443	13,133
Current at the end of the year	690	8,750	9.440
Non-current at the end of the year	-	3,693	3,693

	Provisions for restructuring (incl. onerous contracts)	Other provisions	Total
	€000	€000	€000
As at 1 January 2018	6,100	8,274	14,374
Business acquired	-	2,058	2.058
Foreign currency translation	(9)	31	22
Provisions made during the period	4,463	5.235	9,698
Transfer	(2,027)	2,027	-
Provisions utilised during the period	(29)	(3,830)	(3,859)
Provisions reversed during the period	(2,260)	(2,903)	(5,163)
As at 31 December 2018	6.238	10,892	17.130
Current at the end of the year	3,905	7,262	11,167
Non-current at the end of the year	2,333	3,630	5,963

PROVISIONS FOR RESTRUCTURING

The provisions for restructuring reflect both provisions existing in the SYNLAB Groups balance sheet at acquisition date and measured at fair value and new provisions recognised for the restructuring plans announced.

OTHER PROVISIONS

The other provisions mainly relate to provisions for litigation. In the normal conduct of its business, the Group is involved in legal proceedings relating to different matters (personnel, taxes, suppliers) with uncertainties about the amount or timing of the outflows. According to management and as confirmed by legal counsel, the recorded provision is considered to be sufficient to cover probable losses.

30.Litigations and Contingent liabilities

Group companies are involved in various legal proceedings arising in the ordinary course of business, including disputes concerning professional liability and employee related matters, as well as inquiries from governmental agencies and health insurance carriers regarding, among other things, billing issues or litigations with tax, social security and customs authorities. Provisions have been set aside for the probable costs, as estimated by the Group's entities and their counsel, for the various litigations.

Additionally, the Group operates in a regulated industry. As such, in the ordinary course of business, the Group is subject to national and local regulatory scrutiny, supervision and controls. There are no contingent liabilities recognised as at the year ended 31 December 2020.

31.Trade payables and other liabilities

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Trade payables	326,564	204,408	190.230
Accruals and other payables	58,471	41,624	38,852
Trade payables	385,035	246,032	229.082

Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs. The carrying amount of trade payables approximates to their fair value.

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Long term contingent purchase price liabilities incl. put options over non-controlling interests	17,986	19,196	21.449
Long term deferred purchase price liabilities	8,513	11.653	-
Other	692	776	1,440
Other non-current liabilities	27,191	31,625	22,889
Liabilities from salaries and social security payments	171,191	102,268	98,082
Short term contingent purchase price liabilities incl. put options over non-controlling interests	7,740	8.860	6,014
Short term deferred purchase price liabilities	3,526	10,018	12,901
Liabilities from VAT and other taxes	22,043	26.857	14,390
Liabilities to related parties	80	227	261
Payables related to fixed assets suppliers	3,666	3.470	1,539
Priority dividends payables	323	400	398
Other	12,822	12.187	9,833
Other current liabilities	221,391	164.287	143,418
Total	248,582	195,912	166,307

In the context of the external growth strategy of the new combined SYNLAB Group, contingent consideration may arise in the scope of business combinations which is required to be recorded at fair value as of the date of acquisition. For contingent consideration which is dependent on the fulfilment of performance targets, especially earn out, the amount is recorded as purchase price contingent consideration whereas fixed amounts are recorded as payables related to acquisitions of subsidiaries.

32.Financial instruments

Financial assets and financial liabilities are recognised in the Group's statement of financial position when the Group becomes a party to the contractual provisions of the instrument. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.

OVERVIEW OF FINANCIAL RISK MANAGEMENT

The Group has exposure to the following risks from its use of financial instruments:

•	credit risk;
•	liquidity risk; and
•	market risk.

This note presents information about the Group's exposure to each of the above risks, the Group's objectives, policies and processes for measuring and managing risk, and the Group's management of capital. Further quantitative disclosures are included throughout these consolidated financial statements.

RISK MANAGEMENT FRAMEWORK

The Board of Directors has overall responsibility for the oversight of the Group's risk management framework.

The Group's risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits.

The Group Audit Committee oversees how management monitors compliance with the Group's risk management policies and procedures.

The Group's principal financial instruments, other than derivatives, comprise high yield bonds, bank loans and overdrafts, debentures, finance leases, trade payables, purchase contracts and loans granted. The main purpose of these financial instruments is to raise finance for the Group's operations. The Group has various financial assets such as accounts receivables and cash and short-term deposits, which arise directly from its operations.

The carrying amount of all financial assets and liabilities is equal to their fair value except for the interest-bearing loans as shown below.

CLASSES AND CATEGORIES OF FINANCIAL INSTRUMENTS AND THEIR FAIR VALUES

The following table combines information about:

•	classes of financial instruments based on their nature and characteristics;
•	the carrying amounts of financial instruments;
•	fair values of financial instruments

As at 31 December 2020	Measurement categories according to IFRS 9	Carrying amount
		€000
Financial assets
Non-current assets
Non-current financial assets	AC	35,364
Equity instruments	FVOCI	994
Derivative instruments	FVPL	10
		36,368
Current assets
Trade accounts receivable	AC	534,810
Other current financial assets	AC	90.812
Cash and cash equivalents	AC	904.900
		1,530,522
Financial liabilities
Non-current liabilities
Interest bearing loans borrowings	AC	3,019,061
Other liabilities	FVPL	17,986
Other liabilities	AC	9.205
		3,046,252
Current liabilities
Interest bearing loans borrowings	AC	120,496
Other liabilities	FVPL	7,740
Other liabilities	AC	191.609
Trade accounts payable	AC	385,036
		704,881

As at 31 December 2020	AC	FVOCI	FVPL	Fair value
	€000	€000	€000	€000
Financial assets
Non-current assets
Non-current financial assets	35,364	-	-	35,364
Equity instruments	-	994	-	994
Derivative instruments	-	-	10	10
	35,364	994	10	36,368
Current assets
Trade accounts receivable	534,810	-	-	534,810
Other current financial assets	90,812		-	90,812
Cash and cash equivalents	904,900	-		904,900
	1,530,522		-	1,530,522
Financial liabilities
Non-current liabilities
Interest bearing loans borrowings	3,019,061	-	-	3,039,903
Other liabilities	-	-	17,986	17,986
Other liabilities	9,205	-	-	9,205
	3,028,266	-	17,986	3,067,094
Current liabilities
Interest bearing loans borrowings	120,496	-		120,496
Other liabilities	-	-	7,740	7,740
Other liabilities	191,609	-	-	191,609
Trade accounts payable	385,036		-	385,036
	697,141	-	7,740	704,881

As at 31 December 2019	Measurement categories according to IFRS 9	Carrying amount	AC
		€000	€000
Financial assets
Non-current assets
Non-current financial assets	AC	25,284	25,284
Equity instruments	FVOCI	1,095	-
Derivative instruments	FVPL	45	-
		26,424	25,284
Current assets
Trade accounts receivable	AC	318,831	318.831
Other current financial assets	AC	52,560	52,560
Cash and cash equivalents	AC	238,712	238,712
		610,103	610,103
Financial liabilities
Non-current liabilities
Interest bearing loans borrowings	AC	2,626,431	2,626,431
Other liabilities	FVPL	19,196	-
Other liabilities	AC	12.429	12,429
		2,658,056	2,638,860
Current liabilities
Interest bearing loans borrowings	AC	480,873	480,873
Other liabilities	FVPL	8,860	-
Other liabilities	AC	128,570	128,570
Trade accounts payable	AC	246.032	246,032
		864,335	855,475

As at 31 December 2019	FVOCI	FVPL	Fair value
	€000	€000	€000
Financial assets
Non-current assets
Non-current financial assets	-	-	25,284
Equity instruments	1,095	-	1,095
Derivative instruments	-	45	45
	1.095	45	26,424
Current assets
Trade accounts receivable	-	-	318.831
Other current financial assets	-	-	52,560
Cash and cash equivalents	-		238,712
	-	-	610,103
Financial liabilities
Non-current liabilities
Interest bearing loans borrowings	-		2,652,762
Other liabilities	-	19,196	19,196
Other liabilities	-	-	12,429
	-	19,196	2,684,387
Current liabilities
Interest bearing loans borrowings	-	-	480,873
Other liabilities	-	8.860	8,860
Other liabilities	-	-	128,570
Trade accounts payable	-	-	246,032
	-	8.860	864,335

As at 31 December 2018	Measurement categories according to IFRS 9	Carrying amount	AC
		€000	€000
Financial assets
Non-current assets
Non-current financial assets	AC	19,807	19,807
Equity instruments	FVOCI	733	-
		20,540	19,807
Current assets
Trade accounts receivable	AC	296,149	296,149
Other current financial assets	AC	48,402	48.402
Cash and cash equivalents	AC	120.561	120,561
		465,112	465112
Financial liabilities
Non-current liabilities
Interest bearing loans borrowings	AC	2,463,889	2,463,889
Other liabilities	FVPL	21,449
Other liabilities	AC	1,440	1.440
		2,486,778	2,465,329
Current liabilities
Interest bearing loans borrowings	AC	457.247	457,247
Other liabilities	FVPL	6,014	-
Other liabilities	AC	123,015	123,015
Trade accounts payable	AC	229,082	229,082
		815,358	809,344

As at 31 December 2018	FVOCI	FVPL	Fair value
	€000	€000	€000
Financial assets
Non-current assets
Non-current financial assets	-	-	19,807
Equity instruments	733	-	733
	733	-	20,540
Current assets
Trade accounts receivable	-	-	296,149
Other current financial assets	-	-	48,402
Cash and cash equivalents	-	-	120,561
	-	-	465,112
Financial liabilities
Non-current liabilities
Interest bearing loans borrowings	-	-	2,482,101
Other liabilities	-	21,449	21.449
Other liabilities	-	-	1,440
	-	21,449	2,504,990
Current liabilities
Interest bearing loans borrowings	-	-	457,247
Other liabilities	-	6,014	6,014
Other liabilities	-	-	123,015
Trade accounts payable	-		229,082
	-	6,014	815,358

Abbreviations:

AC	Measured at amortised cost
FVOCI	Fair Value through other comprehensive income
FVPL	Fair Value through profit or loss

The main risks arising from the Group's financial instruments are liquidity risk, interest rate risk, foreign currency risks and credit risk.

LIQUIDITY RISK

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation. This planning considers the maturity of both its financial assets, and its projected cash flow from operations.

Typically, the Group ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 60 days, including the servicing of financial obligations. In addition, the Group maintains a line of credit (Revolving Credit Facility) under which drawings could be made for financing acquisitions or for general financing purposes. Refer to Note 26 Borrowings and other financial liabilities for detail of maturities of financial indebtedness, as well as for a description of the covenants in place with the RCF agreement. Under these covenants, if the Group does not respect contractual requirements, it may result in preventing of future drawing on the undrawn facility.

The Group monitors its risk to a shortage of funds using a systematic liquidity planning scheme. This scheme considers the maturity of its financial investments and assets and the projected cash flows from operations.

Prospective liquidity analysis for non-derivative and derivative financial liabilities is as follows:

		Cash flow - remaining period
As at 31 December 2020	Carrying amount	< 1 year	1-5 years	> 5 years	Total
	€000	€000	€000	€000	€000
Interest bearing loans	2,717,645	106,200	1,885,289	1,364,972	3,356,461
Lease liabilities	421,911	83,745	224.071	114,095	421,911
Trade payables	385,036	385,036	-	-	385,036
Other financial liabilities	226,541	199.350	27,191	-	226.541
Total	3,751,133	774,331	2,136,551	1,479,067	4,389,949

		Cash flow - remaining period
As at 31 December 2019	Carrying amount	< 1 year	1-5 years	> 5 years	Total
	€000	€000	€000	€000	€000
Interest bearing loans	2,687,161	458,830	1,831,231	989,958	3,280,019
Lease liabilities	420,144	88,566	201,537	130.041	420,144
Trade payables	246.032	246,032	-	-	246,032
Other financial liabilities	195.912	164,287	31,625	-	195,912
Total	3,549,249	957,715	2,064,393	1,119,999	4,142,107

		Cash flow - remaining period
As at 31 December 2018	Carrying amount	< 1 year	1-5 years	> 5 years	Total
	€000	€000	€000	€000	€000
Interest bearing loans	2,496,881	474,606	2,651,998	-	3,126,604
Lease liabilities	420,299	79,266	203,312	137,721	420.299
Trade payables	229.082	229,082	-	-	229,082
Other financial liabilities	166,308	143,419	22.889	-	166,308
Total	3,312,570	926,373	2,878,199	137,721	3,942,293

Included in the interest-bearing loans, the Revolving Credit Facility amounting to 250 M€ (maturing on July 2021 and renewed for a total commitment of 228 M€ till July 2023) which was undrawn as of 31. December 2020. Future cash flow contains commitment fees paid on the undrawn facility with a rate corresponding to 35 % of the interest rate of the RCF.

MARKET RISK - INTEREST RATE RISK

Market risk is the risk that changes in market prices, such as interest rates, will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

The Group's exposure to the risk of changes in market interest rates relates primarily to the floating tranche of the Senior Secured Notes, to the Term Loan tranches and to the debt drawn on the Revolving Credit Facility (RCF). A large part of the Group's long-term debt bears interest at fixed rates - due to interest rate derivatives - which limits the impacts of market risks.

At the reporting date the interest rate profile of the Group's interest-bearing financial instruments were:

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Fixed rate instruments
Financial liabilities	1,856,122	2,218,271	2,179,003
Variable rate instruments
Financial assets	904,900	238,712	120,561
Financial liabilities	1,283,435	889,034	738,177

Under the Group's current financing strategy, the Secured Senior Notes are floating at 4,75% for a tranche of 850 M€ and the Senior Secured Term Loans are floating for a tranche of 76 M€ at 2.75%, a tranche of 69 M€ at 3.5%, a tranche of 468 M€ at 3.75%, a tranche of 385 M€ at 3.75% and a tranche of 851 M€ at 3,5%. Although the Group is not required to enter into hedging transactions or to use derivative financial instruments to mitigate the adverse effects of interest rate fluctuations, the Group entered into two interest rate cap contracts to hedge against a potential market interest rate increase. As a consequence, the portion of the fixed rate borrowings (excluding the Revolving Credit Facility which is undrawn as of the 31 December 2020) represents more than half of the total borrowings as of 31 December 2020. The Group does not enter into financial instruments for trading or speculative purposes.

Due to the Group's specific interest rate risk position and funding structure, risk management policies require to manage cash flow volatility.

Cash flow sensitivity analysis for variable rate instruments

On an annual basis and given the interest rate hedging in place, a EURIBOR reference at 1% would have led to an additional payment of 4.75 M€ interest on the Floating Rate Senior Secured Notes and 11.45 M€ interest on the Senior Secured Term Loan. If the RCF would be drawn for its maximum amount of 250 M€, exposure to interest risk rate on financial liabilities would amount to a maximum of 2.5 M€ for an increase of variable interest rate of 100 basis points (over a EURIBOR zero reference). That limited exposure to interest rate risk on financial liabilities would be compensated by the positive effect on financial income generated by cash equivalents, which are mostly based on variable rate instruments. This analysis assumes that all other variables remain constant.

MARKET RISK - FOREIGN CURRENCY RISK

The Group has been exposed to limited foreign exchange risk, given the SYNLAB Group is mostly present in European countries which are part of the Eurozone, except for the UK operations which are exposed to foreign exchange risk in respect of the British pound, the Swiss operations which are exposed to Swiss francs, certain Northern or Eastern Europe countries and Rest of World cash generating unit. Furthermore, the Group has subsidiaries in Latin America especially in Brazil and Colombia and is therefore exposed to foreign exchange risk in respect of the Brazilian real and the Colombian peso. Non-euro denominated total revenue represented, in aggregate, 20% of the Group's total revenue for the year ended 31 December 2020.

The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year-end for a 5 per cent change in foreign currency rates. The sensitivity analysis includes external loans as well as loans to foreign operations within the Group where the denomination of the loan is in a currency other than the currency of the lender or the borrower. A positive number below indicates an increase in profit and where currency units strengthens 5 per cent against the relevant currency. The following table demonstrates the sensitivity to a change in FX-exchange rates of BRL, CHF, and GBP with all other variables held constant. The Group's exposure to foreign currency changes for all other currencies is not material.

As at 31 December 2020	Change of currency	Effect on EBT ^*
	%	€000
Change in BRL rate	0.05	(777)
Change in BRL rate	(0.05)	820
Change in CHF rate	0.05	(4,996)
Change in CHF rate	(0.05)	5,166
Change in GBP rate	0.05	(4,992)
Change in GBP rate	(0.05)	5,517

As at 31 December 2019	Change of currency	Effect on EBT ^*
	%	€000
Change in CZK rate	0.05	(745)
Change in CZK rate	(0.05)	855
Change in CHF rate	0.05	(5,127)
Change in CHF rate	(0.05)	5,414
Change in GBP rate	0,05	(5,673)
Change in GBP rate	(0.05)	6,261

As at 31 December 2018	Change of currency	Effect on EBT ^*
	%	€000
Change in CZK rate	0.05	(928)
Change in CZK rate	(0.05)	1,067
Change in CHF rate	0.05	(5,019)
Change in CHF rate	(0.05)	5,213
Change in GBP rate	0,05	(4,777)
Change in GBP rate	(0.05)	5,347

^* Earnings Before Taxes

CREDIT RISK

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group's receivables from customers and investment securities. Detailed quantitative information on credit risk are provided in Note 23 Trade accounts receivable.

TRADE AND OTHER RECEIVABLES

The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The Group has no significant concentrations of credit risks due to the large numbers of customers and individually immateriality of amounts due. The Group has adopted the simplified expected credit loss model for its trade receivables. The Group always measures the loss allowance for trade receivables at an amount equal to lifetime ECL. To measure the expected credit losses, trade accounts receivables have been grouped based on shared credit risk characteristics and the days past due. Moreover, reasonable and supportable information (if available without undue cost or effort) at the reporting date about past events, current conditions and forecasts of future economic conditions have been taken into account in the calculations. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.

INVESTMENTS AND CASH AND CASH EQUIVALENTS

The Group's exposure to credit risk arises from default of the counterparty. The Group limits its exposure to credit risk by investing mainly in liquid securities with counterparties that have a high credit rating. Management actively monitors its investments and does not expect any counterparty to fail to meet its obligations.

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:

	As at 31 December
	2020	2019	2018
	€000	€000	€000
Trade accounts receivables	534,810	323.923	296,149
Other current assets	90,812	52,560	48,402
Cash and cash equivalents	904,900	238,712	120,561
Other non-current assets	36,368	26,424	20,540
Total	1,566,890	641,619	485,652

FAIR VALUES

The basis for determining fair values is disclosed in Note 3 Determination of fair values.

Fair value of the Group's financial assets and financial liabilities that are measured at fair value on a recurring basis

Some of the Group's financial assets and financial liabilities are measured at fair value at the end of each reporting period. They consist mainly of shares and other securities <20%, call options on minority interests with agreed price determination formula as well as contingent consideration recorded in a business combination (as detailed in Note 31 Trade payables and other liabilities) which are all categorised within level 3 and for which fair values have been usually determined in accordance with generally accepted pricing models based on a discounted cash flow analysis, with the most significant input being the discount rate that reflects the credit risk of counterparties.

Fair value of financial assets and financial liabilities that are not measured at fair value on a recurring basis (but fair value disclosures are required)

The fair values of financial assets and liabilities, together that are not at fair value in the statement of financial position, are not significantly different from recorded carrying amounts.

Reconciliation of Level 3 fair value measurements

The total fair value gains or losses on contingent considerations recognised in the statement of income are included in the table below. The fair value of contingent considerations is mainly dependent on the results of the acquired entities in a certain period after the acquisition and will be adjusted based on actuals and amended projections. Higher result will usually lead to higher contingent considerations, lower results will lead to lower contingent considerations.

In many cases however a certain bandwidth of possible outcomes is defined in the contracts, which limit the movement of the contingent considerations. The total fair value gains or losses on contingent considerations recognised in the statement of income are included in the specific aggregate acquisition related expenses detailed in Note 12 Separately Disclosed Items.

No transfers out of level 3 category have been performed given the nature of financial assets and liabilities measured at fair value.

FINANCIAL INSTRUMENTS DESIGNATED AS FVPL

	Derivatives	Contingent Consideration
	€000	€000
As at 1 January 2020	9.061	18,995
Business acquired	-	292
Realised during the period	(2,223)	(2,413)
Change in fair value	3,126	(1,112)
As at 31 December 2020	9,964	15.762

	Derivatives	Contingent Consideration
	€000	€000
As at 1 January 2019	8,484	18,979
Business acquired	-	12,543
Realised during the period	(1,328)	(5,016)
Change in fair value	1,905	(7,511)
As at 31 December 2019	9,061	18,995

	Derivatives	Contingent Consideration
	€000	€000
As at 1 January 2018	7,850	20,212
Realised during the period	(5)	(1,233)
Change in fair value	639	-
As at 31 December 2018	8,484	18.979

The Group measures derivative financial instruments, a non-controlling interest in a partnership (puts on NCI) and contingent consideration recorded in business combinations at fair value through profit and loss.

The Group holds interest rate hedges in the form of caps (2 caps at 0,25% for amount of 500 M€ and 920 M€, respectively maturing in January 2021 and December 2021) in SYNLAB Bondco PLC. Those derivatives correspond, according to the categorisation by hierarchy of fair value, to level 2 financial instruments. The fair value of noncontrolling interests in a partnership was measured based on the compensation formula set forth in the partnership agreement and in consideration of the Company's planning and market interest rates. The fair value thus measured is therefore classifiable to hierarchical level 3. The discounted cash flow method was used to capture the present value of the expected future economic benefits that will flow out of the Group arising from the contingent consideration. The fair value arising from liabilities related to business combinations is derived from valuation techniques which includes inputs that are not based on observable market data (Level 3).

The notional amount of Financial Instruments designated at Fair Value through Profit and Loss outstanding at the end of reporting period was 25.7 M€ (2019: 28.1 M€, 2018: 27.5 M€).

33. Notes to the cash flow statement

OTHER NON-CASH REVENUES AND EXPENSES

Other non-cash revenues and expenses mainly include write-off of trade receivables and other short term assets amounting to 12.7 M€ (2019: 4.8 M€, 2018: (2.7) M€), share based payments of 3.6 M€ (2019: 5.8 M€, 2018: 4.3 M€) and price components relating to the sale of subsidiaries of 5.4 M€. The remaining amounts relate mainly to changes in contingent and deferred purchase price liabilities of (0.8) M€ (2019: (4.1) M€, 2018 (5.7) M€) and (12.0) M€ disposal costs.

34.Capital commitment and contingencies

OFF BALANCE SHEET COMMITMENTS GIVEN AND RECEIVED

As of 31 December 2020, and 31 December 2019, the Group's off-balance sheet commitments consist principally of guarantees given in the course of its investing and financing activities, in particular securities provided to secure the Senior Secured Notes, RCF and Term Loans.

Indeed, the obligations taken by SYNLAB Bondco PLC under the Senior Secured Notes indentures and by the borrowing entities according to the RCF agreement and the Senior Secured Team Loan agreements, have been guaranteed by a certain number of Group entities, called Guarantors.

The RCF and the Senior Secured Term Loans provide that the commitments from borrowers pursuant to the RCF and Senior Facility Agreements are jointly guaranteed on the same basis as the Group's Bonds: (i) by SYNLAB Bondco PLC; and (ii) by some subsidiaries (together "Guarantors") representing more than 50% of the Group Adjusted EBITDA. The Collateral securing the obligations under the RCF and the Term Loans are the same as the ones securing the obligations under the indentures relating to the High Yield Bonds. They are mainly composed of: (i) pledge over the shares of certain Group companies; and (ii) the pledge over the long-term intercompany loans' receivables under any intra group loan in excess of 5.0 M€. Refer to Note 25 Borrowings and other financial liabilities for the details of the covenants under the RCF and the indentures relating to the Senior Secured Notes.

As at 31 December 2020 the Guarantors are the following entities:

Country	Entity name
Austria	Institut für medizinische und chemische Labordiagnostik GmbH Synlab Holding Austria GmbH
Belgium	SYNLAB Belgium sc/SPRL
France	SYNLAB Oxabio SELAS
	SYNLAB Aquitaine (formerly: Laboratoire de Biologie Médicale Aquilab SELAS)
	SYNLAB Biofrance (formerly: Biofrance SELAS)
	SYNLAB Corporate Assistance (formerly: Labco Corporate Assistance)
	SYNLAB France SAS
	SYNLAB Hauts de France SELAS (formerly: Eurabio SELAS)
	SYNLAB Holding France SA (formerly: SYNLAB LABCO SA)
	SYNLAB Nord de France (formerly: Novabio Diagnostics SELAS)
	SYNLAB Provence SELAS (formerly: Mazarin SELAS)
Germany	MVZ Synlab Leverkusen GmbH
	Steinlach-Klinik GmbH
	SYNLAB Acquisition GmbH
	SYNLAB Holding Deutschland GmbH
	SYNLAB International GmbH
	Synlab Medizinisches Versorgungszentrum Augsburg GmbH
	Synlab Medizinisches Versorgungszentrum Berlin GmbH
	Synlab Medizinisches Versorgungszentrum Heidelberg GmbH
	Synlab Medizinisches Versorgungszentrum Humangenetik Mannheim GmbH
	Synlab Medizinisches Versorgungszentrum Kassel GmbH
	Synlab Medizinisches Versorgungszentrum Leinfelden-Echterdingen GmbH
	Synlab Medizinisches Versorgungszentrum Stuttgart GmbH
	Synlab Medizinisches Versorgungszentrum Trier GmbH
	Synlab Medizinisches Versorgungszentrum Weiden GmbH
	Synlab Verwaltungs und Beteiligungs GmbH
	Synlab.vet GmbH
Italy	Instituto II Baluardo Spa S.D.N Spa
	SYNLAB Holding Italy S.r.l Synlab Italia S.r.l.
Spain	Synlab Diagnosticos Globales S.A.
	Synlab Holding Iberia S.A
Switzerland	Synlab Suisse SA
UK	Labco UK Group Limited SYNLAB Bondco PLC

In addition, the Group provides guarantees in the ordinary course of business. They correspond mainly to lease guarantees for buildings and equipment and to performance parent guarantees on the UK contracts.

Under the RCF Agreement, part of the total available facility of 250 M€ (with maturity on July 2021) is for an ancillary available facility amounting to 25 M€ under which banks may issue bank guarantees to third parties on behalf of Group companies. The ancillary facilities were almost fully drawn as at 31 December 2020.

35.Capital and reserves

ORDINARY SHARES AND DEFERRED SHARES

The share capital of SYNLAB Bondco PLC is divided into two types (2019: two types; 2018: two types) of shares:

	Number Issued of fully paid shares
	Nominal value	Number of shares as at 1 January 2020	Value as at 1 January 2020
Share type			in €000
Ordinary shares	0.10 €	1,299,701,388	129,970
Deferred shares	1.00 £	50,001	70
Total		1,299,751,389	130.040

	Number Issued of fully paid shares
	Shares issued	Number of shares as at 31 December 2020	Value as at 31 December 2020
Share type			in €000
Ordinary shares		1,299,701,388	129.970
Deferred shares	-	50,001	70
Total	0	1,299,751,389	130,040

	Number Issued of fully paid shares
	Nominal value	Number of shares as at 1 January 2019	Value as at 1 January 2019
Share type			in €000
Ordinary shares	0,10 €	1,299,701,388	129,970
Deferred shares	1.00 £	50.001	70
Total		1,299,751,389	130,040

	Number Issued of fully paid shares
	Shares issued	Number of shares as at 31 December 2019	Value as at 31 December 2019
Share type			in €000
Ordinary shares	-	1,299,701,388	129,970
Deferred shares	-	50,001	70
Total	0	1,299,751,389	130,040

Ordinary Shares with a nominal value of 0,10 €. The holders of these shares are entitled to participate to any dividend or distribution. Ordinary Shares entitle the holders to full voting rights.

Deferred Ordinary Shares with a nominal value of £1. The deferred shares do not entitle the holder to any voting rights or any dividend or distribution.

As at 31 December 2020 the share capital consisted of 1,299,701,388 ordinary shares. The shares have a par value of 0.10 €, all shares being fully paid. The capital of the Company is the total equity on the Company's Statement of Financial Position.

At incorporation, 50.001 ordinary £1 shares were issued at par value with the amount owed by the parent entity as at 30 June 2015. In July 2015, the 50.001 ordinary £1 shares were converted into deferred shares.

The objective of the Company's capital management is to grow its business and deliver improving returns for its parent company. Subject to statutory shareholder authorisation, the management of the Company's capital is performed by the Board of Directors. There are no externally imposed capital requirements.

ACCUMULATED DEFICIT

In the accumulated deficit, the retained earnings and retained losses for the group are recognized. In addition, the accumulated deficit includes the parts of pensions according to IAS 19 calculation recognized in equity.

CURRENCY TRANSLATION RESERVE

The currency translation reserve comprises foreign currency differences arising from the translation of the financial statements of foreign operations. Refer to statement of consolidated statement of changes in equity.

DIVIDENDS

No dividends were declared or distributed in 2020, 2019 or 2018.

36. Related party disclosures

IDENTITY OF RELATED PARTIES

The Group has a related party relationship with its key management (including companies in which managers hold key position) and with its majority shareholders, the Cinven funds and Novo or entities controlled by them.

Transactions between the Company and its subsidiaries and between subsidiaries have been eliminated on consolidation and are not discussed in this note.

DIRECTORS' AND KEY EXECUTIVE MANAGEMENT COMPENSATION

The Group considers key management to be those persons who have the authority and responsibility for planning, directing and controlling the activities of the Group.

Members of the board of directors and the executive committee receive no compensation for their services on either of these committees.

Certain members of the board of directors and the executive committee are, or were, compensated for certain other services they render to the Group. Such remuneration is paid to them (or to professional companies wholly-owned by them) by way of a fixed annual salary (or fees) and an annual bonus.

The remuneration of the key management is set out below in aggregate as at 31 December 2020:

		Year ended 31 December
	Notes	2020	2019	2018
		€000	€000	€000
Short-term benefits		9,011	8,665	7,035
Share-based payments	(i)	2,168	3,752	1,417
Total	(ii)	11,179	12,417	8,452

(i) Post-employment benefits are not significant and correspond only for the few members concerned to legal postemployment benefits due to employees as described in Note 26 Employee benefit liabilities. None of the directors or key executives is member of a defined benefit pension scheme or money purchase pension scheme.

(ii) Certain key members of the senior management benefit from the various share-based payment schemes implemented by SYNLAB Limited. No awards were exercisable by any members of the senior management during that period. As part of management incentive plans, 21 (in 2019: 20; in 2018: 23) directors or key executives have received awards receivable in the form of shares in the parent company under a long-term incentive scheme or rights to subscribe in the parent company through a Management vehicle. Refer to Note 27 Share based payment schemes..

REMUNERATION OF THE HIGHEST PAID DIRECTOR

The remuneration of the sole and highest paid director amounts to 1.7 M€ (2019: 2.2 M€; 2018: 0.6 M€) including shared based payment remuneration. The highest paid director did not exercise any share options in the year and is not benefiting from any defined benefit pension scheme.

OTHER RELATED PARTY TRANSACTIONS WITH DIRECTORS OR KEY MANAGEMENT MEMBER

Other relations with related parties

	As at 31 December 2020
	Companies with significant influence on the Group	Companies in which managers hold key positions	Members of Key Management	Total
	€000	€000	€000	€000
Loans to related parties	-	-	1,346	1,346
Receivables from related parties	48,133	337	-	48,470
Borrowings from related parties	-	-	-	-
Liabilities to related parties	(150)	(264)	-	(414)

	As at 31 December 2019
	Companies with significant influence on the Group	Companies in which managers hold key positions	Members of Key Management	Total
	€000	€000	€000	€000
Loans to related parties		-	447	447
Receivables from related parties	19.454	42	-	19,496
Borrowings from related parties	-	-	-	-
Liabilities to related parties	(370,021)	(9)		(370,030)

	As at 31 December 2018
	Companies with significant influence on the Group	Companies in which managers hold key positions	Members of Key Management	Total
	€000	€000	€000	€000
Loans to related parties	290	-	-	290
Receivables from related parties	12,032	62	75	12,169
Borrowings from related parties	-	-	-	-
Liabilities to related parties	(369,745)	(9)	(247)	(370,001)

Receivables and payables, income and expenses concerning related parties, i.e. companies with significant influence on the Group and companies in which managers hold key positions.

OTHER RELATED PARTY TRANSACTION

A number of associates accounted for under the equity method incur expenses for certain subsidiaries of the Group. These operating expenses are recharged to the relevant subsidiaries. All transactions and outstanding balances with the related parties during the year are priced on an arm's length basis. None of the balances are secured. As of December 31, 2020 the Group has receivables in an amount of 0.2 M€ (2019: 0.5 M€; 2018: 0.6 M€) and payables of 0.1 M€ (2019: 0.6 M€; 2018: 1.0 M€) on its balance sheet.

During the year 2019, the Group acquired an entity (Synlab-Ukraine TOB) formerly owned by a director of the company. The consideration paid amounted to 0.3 M€ and the transaction resulted in a negative goodwill of 0.2 M€.

37. Events after the reporting period

ACQUISITIONS AND DISPOSALS

From 1 January 2021 until 4 March 2021, acquisitions have been made for a total value of 38.3 M€. They relate to the following acquisitions in Italy and France. Detailed information on those operations acquired could not be disclosed as requested by IFRS 3 given the recent closing and the time necessary to obtain accounts on closing date.

Acquisition date	Country	Entities	Specialization	Objectives	Deal structure
26 Jan 2021	Italy	Monterchi S.r.l.	medical testing	bolt- on	share deal
26 Jan 2021	Italy	Fleming S.r.l.	medical testing	bolt- on	share deal
27 Jan 2021	France	BIONYVAL SELARL	medical testing	bolt- on	share deal
24 Feb 2021	Italy	Centro Diagnostico Monteverde S.r.l.	medical testing	bolt- on	share deal
25. Feb 2021	Italy	Dott. Matteo Pizzolorusso S.r.l.	medical testing	bolt-on	share deal
26. Feb 2021	France	Institut de Pathologie du Forez SELAS	pathology	bolt-on	share deal
26. Feb 2021	France	Sevre Biologie SELAS	medical testing	bolt-on	share deal

We acquired for all deals 100% controls subject to applicable legal constraints.

German Analytics and Services entity BZH GmbH Deutsches Beratungszentrum für Hygiene, which has been classified as held for sale in these financial statements, was sold as of 29 January 2021. The selling price was 15.7 M€.

REPAYMENT OF TERM LOAN TRANCHES DUE 2022 AND 2024

SYNLAB Bondco Plc repaid the existing 76 M€ Term Loan B (TLB1) with a scheduled maturity in July 2022 and the 468 M€ Term Loan B (TLB3) with a scheduled maturity in July 2024, plus accrued and unpaid interest with respect to each loan on 13 January 2021.

GDPR BREACH IN FRANCE

In the course of February 2021, the Group has been made aware that confidential patient information, which was hosted by one of our IT suppliers in respect of one laboratory in France, has been compromised. We have fulfilled our obligation to notify the regulator through a declaration to the commission nationale de I'informatique et des libertés ("CNIL"). The Group is currently assessing the potential financial impact (if any) and is collaborating with the relevant local regulators.

38. Investments in subsidiaries

PRINCIPAL GROUP INVESTMENTS

The Company and the Group have investments in subsidiary undertakings and investments, which principally affected the profits or net assets of the Group as listed in Note 39 Group entities.

39.Group entities

	Parent company : SYNLAB Bondco PLC
	As at 31. December 2020
Designated entities	Address of Registered Office	City	% of control (add)	Method of Consolidation	% of interest (result)
	FRANCE
Alpigène SELAS	8, rue Saint Jean de Dieu	Lyon	32.32	FC	55.00
Synlab Bordeaux Atlantique SELAS (Anabio SELAS)	2A Rue Marguerite Dumora	Blanquefort	99.14	FC	100.00
Synlab Aquitaine (Laboratoire de Biologie Médicale Aquilab SELAS)	1, place Turenne	Castillon-la-Bataille	99.14	FC	99.99
SYNLAB Lorraine SELAS	66 bis, avenue Carnot	Saint-Max	99.54	FC	99.87
Synlab Normandie SELAS	4, place Ernest Thorel	Louviers	99.83	FC	99.99
Synlab Pays de Savoie SELAS (Bio-Alpes SELAS)	15, rue Président Coty	Albertville	99.53	FC	99.99
Biologistes Associés Regroupant des Laboratoires d'Analyses SELAS	6, rue Barla	Nice	98.36	FC	98.36
Synlab Occitanie SELAS (Beffroi SELAS)	2-3, galerie du Midi	Revel	99.60	FC	99.92
Synlab Adour SELAS (Laboratoire de Biologie Médicale Bio Adour SELAS)	10, rue Victor Lourties	Aire Sur I'Adour	99.88	FC	100.00
Bioalliance SELAS	17, avenue des Droits de L'Homme	Orléans	99.68	FC	99.70
SYNLAB Bretagne SELAS	6, rue de Saint-Marc	Lannion		SOLD
SYNLAB Opale SELAS (formerly: Centre Biologique SELAS)	16, rue Quatre Coins	Calais	99.75	FC	99.86
SYNLAB Hauts de France SELAS	1, rue du professeur Calmette	Lille	99.97	FC	99.97
Synlab France SAS	60-62 rue d'Hauteville	Paris	100.00	FC	100.00
Synlab Biofrance SELAS (Biofrance SELAS)	Lieudit "Le Chateau d'Eau"	Avesnelles	99.99	FC	100.00
SCM Biologis	2, avenue Louise Michel	Reze	96.90	FC	95.23
Synlab Bourgogne SELAS	Rue Louis Pasteur	Paray Le Monial	99.97	FC	99.97
SYNLAB Biopaj SELAFA	25, Avenue Georges Clémenceau	Valenciennes	99.90	FC	99,99
SYNLAB Auvergne SELAS (formerly: Bioval Laboratoires SELAS)	34, Cours Tracy	Cusset	99.99	FC	100.00
Synlab Vallée du Rhône SELAS	71, avenue Gabriel Péri	Roussillon	99.91	FC	99.94
Biosynthèse SELAS	6, place Abbé Pasty	Fleury-les-Aubrais	99,15	FC	99.60
Laboratoire de Biologie Médicale Carron SELAS	1, avenue des puits	Montceau-les-Mines	99.88	FC	99.91
Sylab SELAS	81, avenue Charles de Gaulle	Aurillac	98.95	FC	99.80
SCM Cabinet Médical Saint Côme	N3 Centre Commercial Carrefour	Claye-Souilly	45.61	EM	45.61
Laboratoire de Biologie Médicale Delaporte SELAS	N3 Centre Commercial Carrefour	Claye-Souilly	99.99	FC	99.99
eBioSanté SELAS	60-62 rue d Hauteville	Paris	50.00	EM	50.00
Société d'Exercice Libéral Laboratoire Val de Garonne SELARL	Zone d'Activités de Dumès, lot A6	Langon	49.49	EM	49.92
SYNLAB Gascogne SELAS (Laboratoire de Biologie Médicale Labo Gascogne)	13, rue Alsace	Auch Cedex	99.86	FC	99.98
Laboratoire de Biologie Medicale Cayrou-Gorse-Bourjeili SELAS (CGB)	5, boulevard Gambetta	Rodez		LIQUIDATION
SCM GROUPEMENT LABOS	1 rue de Crech Tanet	Lannion		LIQUIDATION
SYNLAB Hygiène France SAS	60-62 rue d'Hauteville	Paris	100.00	FC	100.00
Synlab Charentes SELAS (Isolab SELAS)	53, rue Elysée Loustalot	Saint-Jean-D'Angely	99.99	FC	100.00
Laboratoire Synlab Bioliance SELAS (formerly:Laboratoire Bioliance S.)	2, avenue Louise Michel	Reze	96.90	FC	97.00
SYNLAB Holding France SA	60-62 rue d'Hauteville	Paris	100.00	FC	100,00
Synlab Corporate Assistance (Labco Corporate Assistance)	60-62 rue d'Hauteville	Paris	100.00	FC	100.00
SYNLAB Analytics&Services France SARL (Labco Services France)	60-62 rue d'Hauteville	Paris	100.00	FC	100.00
SCM Labo centre	27, rue Gustave Eiffel	Chécy	99.69	FC	100.00
SYNLAB LABCO GESTION	60-62 rue d'Hauteville	Paris	98.80	FC	100.00
SCM de la Rue de la Marne	35, rue de la Marne	Gien	99.99	FC	100.00
SYNLAB Provence SELAS (Mazarin SELAS)	93, avenue des Caillols	Marseille	99.83	FC	100.00
Synlab Midi SELAS (Labco Midi SELAS)	115, rue de la Haye	Montpellier	99.98	FC	99.98
SYNLAB Nord de France SELAS (Novabio Diagnostics SELAS)	149, rue Georges Pompidou	Saint-Quentin	99.88	FC	99.98
Laboratoire de Biologie Médicale du Val d'Orne SELAS	50, rue de la République	Argentan	99.97	FC	100.00
SYNLAB Oxabio SELAS (formerly: Oxabio SELAS)	13, rue d'Alger	Cambrai	99.90	FC	99.93
Laboratoire d'Analyses de Biologie Médic. Chr. Pepin-Philippe SELAS	5, rue Eugène Marchand	Fécamp	99.30	FC	99.42
Laboratoire d'Analyses de Biologie Medicale Biopole 33 SELARL	20, rue Armand Lamarque	Bordeaux		MERGER
SYNLAB Paris SELAS (Probio SELAS)	9, rue Stanislas	Paris	99.99	FC	99.99
Synlab Corrèze SELAS	12 rue Marcellin Berthelot	Brive		MERGER
SOGESER SARL	17, Avenue des droits de l'homme	Orléans	99.68	FC	100.00
Technipath SELAS	41, Allée des Cyprès	Limonest	99.40	FC	99.40
SYNLAB Normandie Maine SELAS (Laboratoire Verdun de Lore SELAS)	1, rue de Verdun	Mayenne	99.85	FC	99.94
	SWEDEN
SYNLAB Analytics & Services Sweden AB	Box 1083	Linkoping		SOLD
ALcontrol Holding (Sweden) AB	Box 1083	Linkoping		SOLD
ALcontrol Sweden AB	Box 1083	Linkoping		SOLD
Profulus AB	Vaisalantie 2 (A-talo)	Espoo		LIQUIDATION
Synlab Holding Sverige AB (formerly: Goldcup 26160 AB)	Postbox 270	Sundsvall	100.00	FC	100.00
SYNLAB Sverige AB (formerly: Aleris Medilab AB)	Nytorpsvagen 28 Box 1550	Taby	100.00	FC	100.00
	NORWAY
SYNLAB Analytics & Services Norway AS	Bekkelivegen 2	Hamar		SOLD
ALcontrol Norway AS	Bekkelivegen 2	Hamar		SOLD
	ITALY
Centro Diagnostico Eur S.r.l.	Via Fiume Bianco 56	Roma RM	100.00	FC	100.00
S.D.N Spa	VIA FRANCESCO CRISPI 8	Napoli	100.00	FC	100.00
Instituto il Baluardo S.p.A.	VIA DEL MOLO 4	Genova	100.00	FC	100.00
Baluardo Servizi Sanitari S.r.l.	PIAZZALE PORTA DEL MOLO 2	Genova	100.00	FC	100.00
Sociétà Biomedica Bioingegneristica Campagnia SCARL	Via Sergio Panzini 5	Napoli	7.20	NC	7.20
Synlab Ecoservice S.r.l. (CAM ECO SERVICE SRL)	VIA MARTIRI DELLE FOIBE 1	Monza	60.00	FC	60.00
Centro A. Fleming S.r.l.	Via Andrea Doria N16/A	Verona	100.00	FC	100.00
CENTROLAB S.r.l.	Via dei Montecatini 6	Roma RM		MERGER
Synlab Como S.r.l.	VIA MARTIRI DELLE FOIBE 1	Monza	100.00	FC	100.00
CONSORZIO PER LO SVILUPPO DELLA MEDICINA OCCUPAZIONALE E AMBIENTALE	VIA MARTIRI DELLE FOIBE 1	Monza	33.00	EM	33.00
Data Medica Padova S.p.A.	Via Antonio Zanchi n. 89	Padova	100.00	FC	100.00
Synlab Italia S.r.l.	Via Martiri delle Foibe 1	Monza	100.00	FC	100.00
Analisi Cliniche Gallieno S.r.l.	VIA G. C. ABBA N. 12/A	Verona VR	10.00	NC	10
Geneticlab S.r.l.	Via Roveredo 20/B	Pordenone	100.00	FC	100.00
Immunolab S.r.l.	Piazza Addis Abeba, 1	Roma		MERGER
Synlab MED S. r. I. (Synlab Emilia Romagna S.r.l.)	via Casenuove 44	Faenza (RA)	100.00	FC	100.00
Laboratorio Analisi Clinico Chimiche Camillo Golgi S.r.l.	Via A. De Gasperi, 2	Brescia		MERGER
IGEA Laboratorio di Analisi Cliniche S.r.l.	Largo Fiorenzo spadoni 4	Rieti	100.00	FC	100.00
Laboratori Riuniti S.r.l.	Piazza del Ponterosso 6	Trieste	100.00	FC	100,00
Synlab Lazio S.r.l.	via Torrenova, 249	Rom	100.00	FC	100.00
Poliamblatorio Euganea Medica S.r.l.	via Colombo no. 13, Albignasego	Albignasego	100.00	FC	100.00
Medilab S.r.l.	Via San Francesco d'Assisi 58	Ciampino (RM)	100.00	FC	100.00
Pharmadiagen S.r.l.	Via Roveredo 20/B	Pordenone	100.00	FC	100.00
Poliambulatorio Camillo Golgi S.r.l.	V. Triumplina, 14	Brescia		MERGER
POLIAMBULATORI SANTA MARIA S.r.l.	Via Provinciale 77/E	Vobarno		MERGER
SYNLAB Analytics & Services Italia S.r.l.	Via Nuoava Valassina 5/B	Merone (CO)		SOLD
SANTA MARIA CENTRO ANALISI CHIMICO CLINICHE S.r.l.	Via Provinciale, 77/e	Vobarno BS		MERGER
Synlab Analytics and Services S.r.l. (Synlab Toscana S.r.l.)	VIA DELLA QUERCIOLA 12	SESTO FIORENTINO (FI)		SOLD
SYNLAB Holding Italy S.r.l.	Via Pietro Paleocapa 6	Milano	100.00	FC	100.00
	GERMANY
Apparategemeinschaft i. Albrecht-Dürer-Haus GbR	Albrecht-von-Dürer-Platz 9-11	Nürnberg	SPE	FC	SPE
SYNLAB Acquisition GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100,00 ¹⁾²⁾
BZH GmbH Deutsches Beratungszentrum für Hygiene GmbH	Schnewlinstrasse 10	Freiburg im Breisgau	55.92	FC	55.92
EMT Medizintechnik GmbH&Co.KG	Otto-Hahn-Strasse 18	Ettlingen	75%	FC	75% ¹⁾²⁾
EMT Medizintechnik Verwaltungs GmbH	Otto-Hahn-Strasse 18	Ettlingen	75%	FC	75% ¹⁾
synlab Medizinisches Versorgungszentrum Humangenetik Mannheim GmbH	Harrlachweg 1	Mannheim	100.00	FC	100.00 ¹⁾
Stülpnagelstraße GbR	Kaiserdamm 24	Berlin	33.00	NC	33.00
SYNLAB MVZ für Dermatohistologie GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100.00 ¹⁾
SYNLAB Analytics & Services LAG GmbH	Südstrasse 7	Spremberg / OT Schwarze Pumpe		SOLD
Vertragsärztliche Laborgemeinschaft Allgäu GbR	Pettenkoferstrasse 1 c	Kempten	SPE	FC	SPE
Laborgemeinschaft Albtal GbR	Otto-Hahn-Strasse 18	Ettlingen	SPE	FC	SPE
Laborgemeinschaft Bayerischer Arzte GbR	Bayerstrasse 53	München	SPE	FC	SPE
Laborgemeinschaft Bayern-Nord GbR	Hildegard-von-Bingen-Strasse 1	Regensburg	SPE	FC	SPE
Arztliche Laborgemeinschaft GbR	Turmstrasse 21	Berlin	SPE	FC	SPE
Privatärztliche Laborgemeinschaft Bonn/Rhein Sieg	Dechenstrasse 1	Bonn	SPE	FC	SPE
Laborgemeinschaft Bayern-Süd GbR	Gubenerstrasse 39	Augsburg	SPE	FC	SPE
Laborgemeinschaft Brandenburg-Templin GbR	Robert-Koch-Strasse 24	Templin	SPE	FC	SPE
KV-LG Eschweiler	Dechant-Deckers-Strasse 8	Eschweiler	SPE	FC	SPE
Arztliche Laborgemeinschaft Region Eschweiler	Dechant-Deckers-Strasse 8	Eschweiler	SPE	FC	SPE
Laborgemeinschaft Bayerischer Heilpraktiker GbR	Bayerstrasse 53	München	SPE	FC	SPE
Arztliche Laborgemeinschaft Hochsauerland Brilon GbR	Am Schönschede	Brilon	SPE	FC	SPE
Privatärztliche Labor- und Apparategemeinschaft Jade GbR	Beethovenstrasse 2	Varel	SPE	FC	SPE
Vertragsärztliche Labor- und Apparategemeinschaft Jade GbR	Beethovenstrasse 2	Varel	SPE	FC	SPE
Laborgemeinschaft Kassel GbR	Pettenkoferstrasse 26	Kassel	SPE	FC	SPE
KV-LG Koln Kalk	Buchforststrasse 2	Koln	SPE	FC	SPE
Arztliche Laborgemeinschaft Köln-Kalk	Buchforststrasse 2	Koln	SPE	FC	SPE
Die Privatarztliche Laborgemeinschaft GbR	Pettenkofer Strasse 26	Kassel	SPE	FC	SPE
Privatärztliche Laborgemenischaft Kurpfalz	Wasserturmstrasse 71	Eppelheim	SPE	FC	SPE
Laborgemeinschaft Kurpfalz GbR	Wasserturmstrasse 71	Eppelheim	SPE	FC	SPE
Laborgemeinschaft Mittelfranken GbR	Fürther Strasse 212	Nürnberg	SPE	FC	SPE
Laborgemeinschaft München-Innenstadt GbR	Hochstrasse 27	Dachau	SPE	FC	SPE
KV-LG Nordeifel	St.-Elisabeth-Strasse 2 - 6	Mechernich	SPE	FC	SPE
Privatärztliche Laborgemeinschaft Nordeifel	St.-Elisabeth-Strasse 2 - 6	Mechernich	SPE	FC	SPE
Privataerztliche Laborgemeinschaft LG Nord	Osterbekstrasse 90 c	Hamburg	SPE	FC	SPE
Laborgemeinschaft Oberpfälzer Ärzte GbR	Zur Kesselschmiede 4	Weiden	SPE	FC	SPE
Laborgemeinschaft Ostbayern-Bavaria GbR	Hildegard-von-Bingen-Strasse 1	Regensburg	SPE	FC	SPE
Laborgemeinschaft-Verbund Rhein-Mosel-Nahe GbR	Feldstrasse 26	Trier	SPE	FC	SPE
Laborgemeinschaft Stuttgart-Voralb GbR	Nikolaus-Otto-Strasse. 6	Leinfelden-Echterdingen	SPE	FC	SPE
Laborgemeinschaft Südwest GbR	Otto-Hahn-Strasse 18	Ettlingen	SPE	FC	SPE
KV-LG Troisdorf	Schloßstrasse 18	Troisdorf	SPE	FC	SPE
Laborgemeinschaft Thueringia GbR	Bahnhofstrasse 1 A	Stadtroda	SPE	FC	SPE
Privatärztliche Laborgemeinschaft Troisdorf	Schloßstrasse 18	Troisdorf	SPE	FC	SPE
Laborgemeinschaft Trier GbR	Feldstrasse 26	Trier	SPE	FC	SPE
Privatärztliche Laborgemeinschaft Ulm GbR	Frauenstrasse 51	Ulm	SPE	FC	SPE
Privatärztliche Laborgemeinschaft Weinstrasse	Landauer Strasse 1	Neustadt a. d. Weinstrasse	SPE	FC	SPE
Laborgemeinschaft Dr. Wimmer GbR	Gubenerstrasse 39	Augsburg	SPE	FC	SPE
synlab Labor München Zentrum GbR	Bayerstrasse 53	München	100.00	FC	100.00
LS Medizinservice GmbH	Otto-Hahn-Strasse 18	Ettlingen	75%	FC	75% ¹⁾
synlab Logistics GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100.00 ¹⁾
Privamed - privatärztliche Laborgemeinschaft GbR	Bayerstrasse 53	München	SPE	FC	SPE
SYNLAB MVZ Pathologie Hannover GmbH	Feodor-Lynen-Strasse 21	Hannover	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Pathologie Mannheim GmbH	A 2,2	Mannheim	100.00	FC	100.00 ¹⁾
SYNLAB Chemie, Industrie- und Spezialanalytik CIS GmbH	Industriestrasse 300	Hürth		SOLD
synlab Verwaltungs und Beteiligungs GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100.00 ¹⁾²⁾
SYNLAB International GmbH	Moosacher Strasse 88	München	100.00	FC	100.00 ¹⁾²⁾
SYNLAB Holding Deutschland GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100.00 ¹⁾
SYNLAB Analytics & Services Germany GmbH	Gubenerstrasse 39	Augsburg		SOLD
Synlab.vet GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Augsburg GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Berlin GmbH	Reichartstrasse 2	Berlin	100.00	FC	100.00 ¹⁾
Medizinisches Versorgungszentrum synlab Bonn GmbH	Dechenstrasse 1	Bonn	100.00	FC	100.00 ¹⁾
MVZ Laborzentrum Ettlingen GmbH	Otto-Hahn-Strasse 18	Ettlingen	75%	FC	75% ¹⁾
SYNLAB MVZ Humangenetik Freiburg GmbH	Heinrich-von-Stephan-Strasse 5	Freiburg im Breisgau	100,00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Heidelberg GmbH	Wasserturmstrasse 71	Eppelheim	100.00	FC	100.00 ¹⁾
Medizinisches Versorgungszentrum synlab Hamatologisches Labor Köln Gmb	Kerpener Strasse 62	Köln	100.00	FC	100,00 ¹⁾
SYNLAB Labormedizinisches Versorgungszentrum Jade-Weser GmbH	Beethovenstrasse 2	Varel	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Kassel GmbH	Kurt-Wolters-Strasse 2-4	Kassel	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Leinfelden-Echterdingen GmbH	Nikolaus-Otto-Strasse 6	Leinfelden-Echterdingen	100.00	FC	100.00 ¹⁾
MVZ Synlab Leverkusen GmbH	Paracelsusstrasse 13	Leverkusen	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Stuttgart GmbH	Stuttgarter Strasse 11	Stuttgart	100,00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Trier GmbH	Feldstrasse 26	Trier	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Weiden GmbH	Zur Kesselschmiede 4	Weiden	100.00	FC	100.00 ¹⁾
synlab Medizinisches Versorgungszentrum Hamburg GmbH	Osterbekstrasse 90 c	Hamburg	100.00	FC	100.00 ¹⁾
Steinlach-Klinik GmbH	Gubenerstrasse 39	Augsburg	100.00	FC	100.00 ¹⁾²⁾
	SPAIN & GIBRA	LTAR
UTE BCN Patolegs S.L.	PJ. JOSEP LLOVERA, 9 BJ	Barcelona	SPE	NC	SPE
Brugues Asistencial, S.A.	CTRA.A SANTA CREU DE CALAFELL, 100	Gava Barcelona	99.98	FC	100.00
LAB DOS ANALISIS, S.L.	AMIGO, 12	Barcelona	99.98	FC	100.00
Egara Laboratoris S.L.	CALLE SANT ANTONI, 32	Errassa	44.99	EM	45.00
UTE GEMU Analysis S.L.	Verge de Guadalupe, 18	Esplugues de LLobregat	49.99	EM	50.00
Imadia 2005 S.A.	CTRA.A SANTA CREU DE CALAFELL, 100	Gava Barcelona	99,98	FC	100.00
BioKilab S.L.	Calle Aranzabal 11	Vitoria-Gasteiz	99.98	FC	100.00
Synlab Holding Iberia S.A.	28 Calle Londres	Barcelona	99.98	FC	100.00
LABCO BUILDINGS SL	VERGE DE GUADALUPE, 18	ESPLUGUES DE LLOBREGAT	100.00	FC	100.00
Synlab Diagnosticos Globales S.A.	VERGE DE GUADALUPE, 18	ESPLUGUES DE LLOBREGAT	99.98	FC	100.00
Laboratorios Clinicos Compostela S.L.	Calle Xeneral Pardiñas, 10 Semis. 8	Santiago de Compostela	99.98	FC	100,00
Laboratorios Clinicos Gallegos Reunidos S.L.	Avenda Marinas, 6 - BL II BJ	Olerios	99.98	FC	100.00
Synlab Pathology, S.L. (formerly: Labco Pathology, S.L.)	CALLE VALGRANDE, 8	Alcobendas	99.98	FC	100.00
Clinica Pinar S.A.	CALLE VALGRANDE, 8 ALCOBENDAS	Madrid	39.99	EM	40.00
Roqueta-Esteve-Rimbau, S.L.P	Pare Claret, 20	Girona	99.98	FC	100.00
Reus C.M. S.A,	Calle sant joan, 34 - 3, Reus	Tarragona	11.00	NC	11.00
Seaslab S.L.	Avenida As Mariñas, 323	Oleiros, A Coruna	99,98	FC	100.00
SYNLAB SERVICES S.L.	Calle Verge de Guadalupe, 18	Barcelona	99.98	FC	100.00
C.M. Tarragona S.A,:	Rambla Nova, 78 43003	Tarragona	2.73	NC	2.73
GENERAL LABORATORIES AND TRIALS, S.L.	MARIA DE MOLINA, 28.	Madrid	74.99	EM	75.00
Raban Gibraltar LDA	6A QUEENSWAY	GIBRALTAR	99.98	FC	100.00
	LATAM
CIC ANALITICA ESPECIAL GESTAO E INVESTIMENTO BRASIL, LTDA.	AVDA. REPUBLICA DO LIBANO, 2065	São Paulo	99.98	FC	100.00
CIC ANALISES CLINICAS ESPECIAIS LTDA	AVDA. REPUBLICA DO LIBANO, 2065	São Paulo	99.98	FC	100.00
LABORATORIO LABCO NOUS DO BRASIL, LTDA	AVDA. REPUBLICA DO LIBANO, 2065	São Paulo	98.98	FC	99.00
CLINICAL REFERENCE LABORATORIES HOLDING SA	Sternmatt 6	Kriens	99.98	FC	100.00
Analizar Laboratorio Clínico Automatizado S.A.S.	Carrena 14 A 101 73/811	Bogota	99.98	FC	100.00
Andreani S.A.S.	Avenida 2 N #22 N 19	Cali - Valle del Cauca		MERGER
Ángel Diagnóstica S.A.	Avenida 2 N # 22 N 19	Cali - Valle del Cauca	99.98	FC	100.00
Bioter Diagnostica S.A.S.	Calle 22 N # 5 N 29	Cali - Valle del Cauca	99.98	FC	100.00
Botero Sanin S.A.S.	Carrera 48 10 45	Medellin - Antioquia		MERGER
Laboratorio Clinico Falab S.A.S.	Cra 49B N° 79 - 99	Barranquilla (Atlántico)	99.98	FC	100.00
Instituto de Referencia Andino S.A.S.	Calle 13 # 60-49 Piso 3	Bogota		MERGER
Jucamimca S.A.S	Avenida 10 A Norte # 10 - 93	Cali - Valle del Cauca		MERGER
Laboratorio Clinico Marcela Hoyos Rendón S.A.S.	Calle 51 # 22-28	Manizales - Caldas	99.98	FC	100.00
Synlab Colombia S.A.S (formerly: Prolab S.A.S.)	Transversal 5 A # 45-118	Medellin - Antioquia	99.98	FC	100.00
Andreas Rothstein S.A.S.	Cra. 16a	Bogota		MERGER
Sociedad Interdisciplinaria para la Salud S.A. - Siplas S.A.	Calle 94 # 15 - 45	Bogota	97.48	FC	97.50
Asmedlab Cia. Ltda.	Oe7a 31-145,	Quito	99,98	FC	100.00
Instituto de Referencia Andino IRA S.A.	Calle Av. Amazonas N21-252	Quito	99.98	FC	100.00
Synlab Sociedad Anomina S.A. (formerly: NETLAB S.A.)	Calle A N31-145	Quito	99.98	FC	100.00
CIC MEXICO ANALISIS ESPECIALES, S.C.	Contadores No. 4, Col. Sifon	Mexico	69,99	FC	70.00
Instituto de Referencia Andino S.A.	Century Tower Office 17-21	Panama	99.98	FC	100.00
CIC Peru Analisis Clinicos Especiales S.A.C.	Avenida Felipe Pardo y Aliaga 680	Lima	99.98	FC	100.00
GESTORA PERUANA DE HOSPITALES S.A	Av. Javier Prado Este 560 Dpto.	Peru Lima-San Isidro	31.99	EM	32.00
SYNLAB Perú S.A.C.	Av. Gregorio Escobedo 710, Jesús M.	Lima	99.98	FC	100.00
	BELGIUM
SYNLAB Belgium SC/SPRL (Laboratoire d Analyses Medicales Dr.)	Avenue Alexander Fleming 3	Heppignies	99.97	FC	100.00
Ellipsys SCA	Avenue Alexander Fleming 3	Heppignies	99.93	FC	100.00
Generalimmo SPRL	Avenue Alexander Fleming 3	Heppignies		SOLD
ANAPET SPRL	Rue du Faubourg 269	Montigny-le-Tilleul	99.97	FC	100.00
	UK & IRELAN	ID
VLSI Limited	Unit 50, Vicars Road, Pouladuff	Cork	100.00	FC	100.00
ALcontrol Financial Limited	Parc Caer Seion	Conwy		SOLD
ALcontrol Group Limited	Parc Caer Seion	Conwy	100.00	FC	100.00
ALcontrol Holdings Limited	Parc Caer Seion	Conwy		SOLD
ALcontrol Netherlands Limited	Parc Caer Seion	Conwy		SOLD
ALcontrol Holdings (Norway) Limited	Parc Caer Seion	Conwy		SOLD
ALcontrol Sweden Limited	Parc Caer Seion	Conwy		SOLD
SYNLAB Analytics & Services United Kingdom Limited	44 Colbourne Crescent, Nelson Park,	Cramlington, Northumberland		SOLD
ALcontrol Holdings (UK) Limited	Parc Caer Seion	Conwy		SOLD
Bridge Pathology Limited	1 More London Place, London	London	100.00	FC	100.00
The Christie Pathology Partnership LLP	550 Wilmslow Road, Withington	Manchester	50,10	FC	50.10
CPP Facilities LLP	550 Wilmslow Road, Withington	Manchester	50.10	FC	50.10
CTDS 2015 Limited	1 More London Place, London	London	100.00	FC	100.00
E4Law Limited	The Maltings East Tyndall Street	Cardiff	100.00	FC	100.00
Facilities First LLP	2 Portman Street	London	49.00	EM	49.00
Geneius Laboratories Limited	44 Colbourne Crescent,Nelson Park	Cramlington	100.00	FC	100.00
Genon Laboratories Ltd.	1 More London Place, London	London	100.00	FC	100.00
Integrated Path Services Limited	1 More London Place, London	London	100.00	FC	100.00
BPL Hold Limited	Unit 1b, Science Park, Babbage Way	Honiton, Exeter		LIQUIDATION
CTDS 2015 Hold Limited	Unit 1b, Science Park, Babbage Way	Honiton, Exeter		LIQUIDATION
PTDS Hold Limited	Unit 1b, Science Park, Babbage Way	Honiton, Exeter		LIQUIDATION
TDDS 2015 Hold Limited	Unit 1 b, Science Park, Babbage Way	Honiton, Exeter		LIQUIDATION
VLSI Hold Limited	Unit 1b, Science Park, Babbage Way	Honiton, Exeter		LIQUIDATION
IPP Analytics Ltd.	2 Portman Street	London	100.00	FC	100.00
IPP Facilities Ltd.	2 Portman Street	London	100.00	FC	100.00
IPP Ltd.	2 Portman Street	London	100.00	FC	100.00
Labco Diagnostics (UK) Limited	2 Portman Street	London	100.00	FC	100.00
Labco UK Group Limited	2 Portman Street	London	100.00	FC	100.00
Pathology First LLP	2 Portman Street	London	49.00	EM	49.00
PTDS Limited	1 More London Place, London	London	100,00	FC	100.00
Synlab Health Laboratory Service Ltd.	2 Portman Street	London	100.00	FC	100.00
SPS Facilities LLP	2 Portman Street	London	33,30	EM	33.30
Southwest Pathology Services LLP	2 Portman Street	London	33.30	EM	33.30
Synlab VPG Limited	Unit 1b, Science Park, Babbage Way	Honiton, Exeter	100.00	FC	100.00
SW Part Services LLP	2 Portman Street	London	33.30	EM	33.30
Synlab UK Limited	2 Portman Street	London	100.00	FC	100,00
TDDS 2015 Limited	1 More London Place, London	London	100.00	FC	100.00
	PORTUGAL
PATRICK AGOSTINI II, Lda.	Dobra, Odelouca	Silves		MERGER
Análises Clinicas do Bom Jesus, Lda	Rua do Bom Jesus, 18-1° Andar	Funchal		MERGER
Laboratório De Anàlises Clínicas Da Covilhã, S.A.	Ru Pedro Álvares Cabral, n.0 2	Covilha	99,98	FC	100.00
Dr. Macedo Dias - Laboratório de Anatomia Patológica S.A	Rua da Constituição, 668 10	Porto	99.98	FC	100.00
SYNLABHEALTH MADEIRA, S.A. (José Júlio De Castro Fernandes,S.A)	Rua do Hospital Velho, 23 A	Madeira	99.98	FC	100.00
Synlabhealth-Genética Medica S.A.	Rua do Campo Alegre, 1306, Sala 403	Porto	99.98	FC	100.00
Synlabhealth Algarve S.A. (Gnóstica-Lab. De Análises Clinicas)	Rua D. Jerónimo Osório, n.o1	Faro	99,98	FC	100.00
SYNLABHEALTH ALENTEJO, S.A. (Flaviano Gusmão, S.A.)	Praceta Horta do Bispo, r/c,	Evora	99.98	FC	100.00
SYNLABHEALTH PORTO S.A ( Laboratórios Consolidados do Porto, S.A.)	Rua Sa da Bandeira, 790	Porto	99.98	FC	100.00
Synlabhealth Portugal, S.A.	Ave. Columbano Bordalo Pinheiro, 75	Lisboa	99.98	FC	100.00
SYNLABHEALTH Leiria LTD (Lab.de Análises Clínicas-S. Pereira Rosas)	Av. dos Combatentes da GrandeGuerra	Leiria	99.98	FC	100.00
Laboratório de Análises Clínicas São José, Lda.	Rua Combatentes da Grande Guerra	Coimbra	99.98	FC	100.00
CLINICA SAMPEDRO Lda.	R. de Santo Eloy 3, 1675-150	Odivelas	29.72	EM	29.73
Synlabhealth II, SA (Lab. Médico Dr.Santos Pinto e Dr.Teixeira)	Ave. Columbano Bordalo Pinheiro, 75	Lisboa	99,98	FC	100.00
Sscp - Serviços De Saúde Curativos e Preventivos Lda.	Avenida 25 de Abril, 27 C	Pontinha	99.98	FC	100.00
T.G.T Centro Medico LDA	Rua Cap. Leitao Lt. A R/C Esq Pared	Parede	99.98	FC	100.00
Synlabhealth Torres Novas, Unipessoal LDA (Clinova- Centro De Diagnost)	Largo D. Diogo Fernandes de Almeida	Torres Novas	99.98	FC	100.00
	SWITZERLAND
SYNLAB Analytics and Services Switzerland AG	Sternenfeldstrasse 14	Birsfelden		SOLD
Bakteriologisches Institut Olten BIO AG	Baslerstrasse 150	Olten	30.00	EM	30.00
Cyto Obwegeser AG	Gfennstrasse 39	Schwerzenbach	100.00	FC	100.00
SYNLAB Suisse SA	Alpenquai 14	Luzern	100.00	FC	100.00
ARGOT Lab SA (formerly: Marnaud Holding SA)	Rue du Liseron 11	Lausanne	100.00	FC	100.00
one-provide ag	Sternmatt 6	Kriens	100.00	FC	100.00
	AUSTRIA
synlab Logistic Austria GmbH (Analytika Laborbetriebs GmbH)	Rosensteingasse 49-51	Vienna	100.00	FC	100,00
synlab Holding Austria GmbH	Donaustadtstrasse 1	Vienna	100.00	FC	100.00 ⁴⁾
Institut für medizinische und chemische Labordiagnostik GmbH	Rosensteingasse 49-51	Vienna	100.00	FC	100.00
Synlab Analytics & Services Austria GmbH	St.-Peter-Strasse 25	Linz		SOLD
	CZECH REPUBLIK & SLOVAKIA
Poliklinika Moravsé Budĕjovice, s.r.o.	Tovacovského sady 78	Moravské Budejovice	4.00	NC	4.00
SYNLAB cytologie s.r.o. ( form.PROKOPEC COP s.r.o.)	Vrbenska 197/23	České Budějovice 4	100,00	FC	100.00
synlab czech s.r.o.	Sokolovska 100/94	Praha 8	100.00	FC	100.00 ³⁾
synlab slovakia s.r.o.	Limbova 5	Bratislava	100.00	FC	100,00
	ESTONIA & LITHUANIA
SYNLAB Eesti OU	Veerenni 53A	Tallinn	100.00	FC	100.00 ⁶⁾
SYNLAB Lietuva UAB	Kalvariju g. 137A-15	Vilnius	100.00	FC	100.00
	DENMARK
AnalyTech Miljølaboratorium A/S	Bøgildsmindevej 21	Norresundby		SOLD
SYNLAB Medical Digital Services A/S	Storhaven 12	Vejle	100.00	FC	100.00
SYNLAB Holding Denmark ApS	Storhaven 12	Yejle	100.00	FC	100.00
	FINLAND
Cityterveys Oy	Kivihaantie 7	Helsinki		MERGER
SYNLAB Suomi Oy (formerly: Cityterveys Group Oy)	Kivihaantie 7	Helsinki	100.00	FC	100.00
Yhtyneet Medix Laboratorio Oy	Kivihaantie 7	Helsinki		MERGER
SYNLAB Analytics & Services Finland Oy	Lepolantie 9	Karkkila		SOLD
Nordic Testing Oy	Lepolantie 9	Karkkila		SOLD
SYNLAB Finland OY	Kivihaantie 7	Helsinki	100.00	FC	100.00
Cityterveys Seulonta Oy	Kivihaantie 7	Helsinki		MERGER
SYNLAB Holding Finland OY (formely synlab Holding Finland OY)	Kivihaantie 7	Helsinki	100.00	FC	100.00
	HUNGARY
Synlab Hungary Kft.	Weiss Manfréd út 5-7	Budapest	100.00	FC	100.00
	NETHERLANDS
SYNLAB Analytics & Services BV	Steenhouwerstraat 15	Rotterdam		SOLD
SYNLAB Analytics & Services Oosterhout BV	Everdenberg 41	Oosterhout		SOLD
Alcontrol Holding (Netherlands) BV	Steenhouwerstraat 15	Rotterdam		SOLD
ALcontrol Holland BV	Steenhouwerstraat 15	Rotterdam		SOLD
	REST OF WORLD
Freiburg Medical Laboratory Middle East LLC	205 Al Kifaf Comm.Bldg, Karama	Dubai	70.00	FC	70.00
Das ausl. private einheitliche Dienstleistungsuntern. "Synlab-EML"	Akademicheskaja Str. 26-74	Minsk	100.00	FC	100.00
Synlab Cyprus Limited	Piraeus 36, Strovolos	Nicosia	100.,0	FC	100.00
SYNLAB Ghana Ltd (former Medlab Ghana Limited)	17 Ridge Road	Roman Ridge, Accra	100.00	FC	100.00
SYNLAB HRVATSKA-POLIKLINIKA ZA MEDICINSKO LABORATORIJSKU DIJAGNOSTIKU	Kraljevićeva ulica 24	Zagreb	100.00	FC	100.00
Medven Africa Limited	Victoria Road	Douglas	75%	FC	75%
Private Health Institution SYNLAB Skopje	Ognjen Prica 1 loc. 3,4,5	Skopje	98.00	FC	98.00
SYNLAB Nigeria Limited	9 Egbeyemi Street, Off Coker Road	Lagos	51%	FC	51%
Synlab Polska Sp. Z.o.o.	UI. Kartezjusza 2	Warsaw	100.00	FC	100.00
Laboratarele Synlab S.r.L.	B-dul Tudor Vladimiresco, 45 dis. 5	Bucharest	99,95	FC	100.00
CMI Dr. Marinescu Dana Mihaela SRL	Cetatea Histriei Street no 12 Dis 6	Bucharest	99.95	FC	100.00
CMI Dr. lacobescu C Anca SRL	B-dul Tudor Vladimirescu 45, dis 5	Bucharest	99.95	FC	100.00
Laboratoarele RGM. SRL	Calea Plevnei - 137C district 6	Bucharest	99.95	FC	100.00
Medsense Servici Medicale S.R.L.	B-dul Tudor Vladimirescu 45 dis 5	Bucharest	99.95	FC	100.00
Zostalab SRL	B-dul Tudor Vladimirescu 45 dis 5	Bucharest	99.95	FC	100.00
SYNLAB WEST S.r.l.	B-dul Tudor Vladimirescu 45 dis 5	Bukarest	99.95	FC	99.95
Adria Lab laboratorijska diagnostika d.o.o	Sestova ulica 2	Ljubljana	100.00	FC	100.00
Synlab ILK Referans Saglik Hizmetleri Sanayi ve Ticaret A.Ș.	Hilal Mah Tagore Cad. 716 Sk 12/1	Ankara	100.00	FC	100.00
Referans M-B Sağlik Laboratuvar Hizmetleri Sanayi ve Ticaret Ltd. Ști.	Balgat Mah Ziyabey Cad. 1410 Sk. 4	Ankara	SPE	FC	SPE
Synlab Turk A.Ș.	Balgat Mah. Ziyabey Cad 1408	Ankara	100.00	FC	100.00
Synlab-Ukraine Limited Liability Company	Petropavlivska St. 52	Kyiv	100.00	FC	100.00

EM: Equity Method / FC: Fully consolidated / NC: Not consolidated / SPE: Special Purpose Entity

The following local exemption regulations were used:

¹⁾ Exemption according to § 264 Abs. 3 HGB or § 264 b HGB
²⁾ Exemption according to § 291 HGB
³⁾ Exemption according to § 62 Abs. 2 vyhláška č. 500/2002 Sb.
⁴⁾ Exemption according to § 245 Abs. 1 UGB
⁵⁾ Exemption according to § Art. 663f OR
⁶⁾ Exemption according to § Accounting Act § 29 (1), 2)., RT I 2002, 102, 600, Passed 20.11.2002

SYNLAB MVZ Hessen GmbH