This presentation contains forward-looking statements that reflect Danone's current views and estimates. These statements are based on many factors

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2 FORWARD LOOKING STATEMENTS This presentation contains forward-looking statements that reflect Danone's current views and estimates. These statements are based on many factors and assumptions. Changes in such factors or assumptions could produce significantly different results. 2

3 Groupe DANONE IFRS meeting March 21st, 2005 IR : Nadine COULM : Nadine.coulm@danone.com

4 Background Basic IFRS concepts Principle-based versus rule-based Substance over form Balance sheet approach and fair value ("mark to market") approach Major anticipated issues Consistent application/ interpretation of principles throughout Europe Exemptions offered to first-time adopters 4

5 Background Danone IFRS financial information for the Year ended Dec. 31, 2004: Has been prepared in accordance with IFRS/ IAS (and interpretations) existing as of December, 31, 2004 and endorsed by the EU Commission IAS 32 and IAS 39 fully applied as from January 1, 2004 (EU «carved-out» provisions not applicable to Danone) IFRS 2 applied (endorsed by the EU on February 7, 2005) Might be modified when the final 2005 accounts will be published as a result of new pronouncements or interpretations issued in 2005 Has been subject to audit procedures Incorporates interpretations from the French standard setter (CNC) in the absence of IFRS guidance or interpretations Presentation of the income statement Accounting for the company savings plan (P.E.E) 5

6 Key Figures (I) Income statement 2004 IFRS Net Sales Trading operating income Other operating items Operating income Cost of net debt Other financial items Income before tax Income tax Share in net loss of affiliates 12,575 1,674 (49) 1,625 (94) 104 1,635 (447) (550) Net income of continuing activities 638 Discontinued operations - Net Income 638 Attributable to the parent Attributable to minority interests

7 Key Figures (II) Balance Sheet Non-current assets 12/31/2004 IFRS 10,652 Current assets 5,427 Total assets 16,079 Equity attributable to the group Minority interests Non-current liabilities 4, ,792 Current liabilities 3,781 Total liabilities 16,079 Net Financial debt 4,538 7

8 Major differences between French GAAP and IFRS IFRS 1- options retained by Danone Presentation of financial information Accounting principles Detailed reconciling statements and explanations are presented in section of the 2004 Document de Référence 8

9 IFRS 1- options retained by Danone No restatement of business combinations prior to transition date. No revaluation of long-term assets at transition date. Cumulative translation adjustments are merged with other reserves in shareholders equity at transition date. Translation gains and losses prior to January 1st, 2004 will no longer be recycled into income, In 2004, the loss on disposal of the UK and Irish Biscuits activities is therefore reduced by EUR 14 million under IFRS. Actuarial losses on pension obligations are fully recognized against equity at transition date. At January 1st, 2004, pension provisions are increased by EUR 105 million, In 2004, the loss on disposal of the UK and Irish Biscuits activities is therefore reduced by EUR 36 million under IFRS. 9

10 Presentation of Financial Information (I) Groupe DANONE will follow the recommendation R 02 of the CNC Non-recurring items Restructuring charges will be recorded within " trading operating income ". Capital gains and losses on disposals of consolidated activities together with major impairment charges related to consolidated subsidiaries will be recorded under "other operating items", below trading operating income. Non- recurring items relating to associates will be recorded under "share in net income/(loss) of affiliates". Non- recurring items relating to non-consolidated investments will be recorded under "other financial items ". 10

11 Presentation of Financial Information (II) Net sales definition: IFRS allow the use of appropriate Gaap in the absence of specific IFRS guidance. Danone has elected to adopt US Gaap guidance regarding presentation of trade support actions and therefore all consideration paid to retailers will be deducted from net sales. As a result, 2004 net sales are reduced by EUR 1,125 million under IFRS. Assets held for sale: will be isolated in the balance sheet when disposal has been announced. At December 31st, 2004, assets and liabilities of Italaquae are therefore presented separately on the face of the balance sheet. No impact on the income statement presentation. 11

12 Presentation of Financial Information (III) Minority interests: are presented as a component of shareholders equity, except minority Other: interests who hold put options (see below). Some minor reclassifications have been made (deferred taxes, intangible assets, current and non current assets). 12

13 Differences in accounting principles (I) Stock Options (IFRS 2): Fair value of options calculated at grant date and charged to the income statement over the 2-year vesting period, In 2004, operating income is therefore reduced by EUR 28 million (no tax effect), No impact on shareholders equity. Amortization of intangible assets (IFRS 3/ revised IAS 38) : Goodwill is no longer amortized 2004 net income is therefore increased by EUR 92 million, out of which EUR 70 million impacts trading operating income and EUR 22 million impacts net income of associates. The impairment charge on the HOD businesses and the loss on disposal of the UK and Irish Biscuits activities are therefore increased by EUR 8 million and EUR 6 million, respectively, under IFRS. Brands, which generally have an indefinite useful life, remain not amortized under IFRS. 13

14 Differences in accounting principles (II) Deferred taxes on brands (IAS 12): Under IFRS, no exception for any difference between tax and book values of assets and liabilities. Consequently, deferred tax liabilities must be recorded in relation to non-amortized brands. At January 1st, 2004, a EUR 399 million deferred tax liability has been recorded against equity, out of which EUR 355 million is attributable to the Group. In 2004, the loss on disposal of the UK and Irish Biscuits activities is therefore reduced by EUR 34 million. Non-consolidated investments and marketable securities (IAS 39): are recorded at fair value, resulting in a EUR 69 million increase in shareholders equity (before tax) at January 1st,

15 Differences in accounting principles (III) Securitization of receivables (SIC 12): The securitized receivables have to be kept in the balance sheet with the recognition of a corresponding financial liability (EUR 667 million at January 1st, 2004 and EUR 703 million at December 31, 2004). Useful lives of tangible fixed assets (IAS 16) : As tangible fixed assets are already depreciated by components (vs groups of assets), no significant impact arising from the adoption of IFRS. Accounting for leases (IAS 17) : No significant difference between the approach followed in the French Gaap consolidated accounts (quantitative FAS 13 analysis) and IAS

16 Differences in accounting principles (IV) Accounting for convertible bonds (IAS 32) : The conversion option has to be recorded separately from the bonds (within shareholders equity) and bonds have to be valued at amortized cost using the effective interest rate. This treatment decreases financial liability and increases shareholders equity by EUR 27 million (before tax) at January 1st, In addition, 2004 financial charges are increased by EUR 7 million. Accounting for financial derivatives (IAS 39) : Results in a reduction in shareholders equity by EUR 9 million (before tax) at January 1st, 2004 and in a decrease in income before tax by EUR 10 million in

17 Differences in accounting principles (V) Put options held by minority shareholders (IAS 32) : Minority interests that hold put options must be reclassified as financial liabilities and must be valued at the exercice price of the options. Danone has chosen that the difference between the book value of minority interests and the exercice price of the options should be recorded as an adjusment to goodwill. At January 1st, 2004, this results in a EUR 2,018 million increase in net financial debt, a EUR 405 million reduction in minority interests, a EUR 1,596 million increase in goodwill and a EUR 16 million decrease in shareholders equity (treasury shares). This treatment has no impact on net income. This treatment is currently debated and could be amended by an IFRIC interpretation before the 2005 accounts are published. 17

18 Differences in accounting principles (VI) Put options held by majority shareholders in associates (IAS 39): Unlike put options held by minority shareholders, the fair value of options, and not their exercise price, is reflected in the balance sheet. Similarly to French Gaap, the exercise price of these put options is disclosed as an off-balance sheet commitment. No impact on the 2004 IFRS accounts: At January 1st, 2004, fair value of these options was nil, At December 31, 2004, fair value of these options was nil, except the put option granted to Suntory Ltd, for which a EUR 150 million provision has been recorded in the French Gaap accounts. 18

19 2004 comparison basis under IFRS Operating margin Trading operating margin Other operating items (capital loss on disposal of Biscuits activities) Operating margin 13.31% (0.39%) 12.92% Group share in net income Underlying net profit from continuing activities millions per share HOD one-time charges Other net capital gains (608) 100 (2.36) 0.39 Group share in net income

20 Difference between IFRS and US Gaap Stock options: expensed in IFRS and not in US GAAP (difference to be removed as from July 1, 2005) First-time application exemptions in IFRS: will result in different pension expense and capital gain or losses on disposals 20

21 Segment information (in millions of euro) By Business line Net sales Trading operating income Trading operating margin Fresh dairy products 6, % Beverages 3, % Biscuits and cereal product 2, % Other food business % Unallocated expenses - (78) - Group 12,575 1, % By Geographic area Europe 8,338 1, % Asia 2, % Rest of World 2, % Unallocated expenses - (78) - Group 12,575 1, % 21

22 Back-up 22

23 From French GAAP to IFRS: reconciliation of consolidated income statement Trading operating income Other operating items Operating income Exceptional items (In millions of euro) Cost of net debt Other financial income and expenses 2004 Under French GAAP 2004 IFRS Restatement 1,705 (31) 1,674 - (49) (49) 1,705 (80) 1,625 (105) Under IFRS Net sales 13,700 (1,125) 12,575 (86) (8) (94) Income before tax Income tax Income from consolidated companies Share in net income/(loss) of affiliates Net income from continuing operations Discontinued operations Net income - Attributable to the Group - Attributable to minority interests 1, ,635 (457) 10 (447) 1, ,188 (564) 14 (550)

24 From French GAAP to IFRS: reconciliation of operating income (In millions of euros) 2004 Operating income under French GAAP 1,705 Goodwill amortization 70 Impairment of assets (17) Integration and restructuring charges (62) Compensation costs under stock option plans (28) Net periodic pension cost 4 Derivative financial instruments 4 Other (2) Trading operating income under IFRS 1,674 Capital losses on disposal of consolidated entities (49) Operating income under IFRS 1,625 24

25 From French GAAP to IFRS: reconciliation of net income (In millions of euros) 2004 Consolidated net income under French GAAP 506 Attributable to the Group 317 Attributable to minority interests 189 Goodwill amortization 92 Additional impairment charge on HOD businesses (8) Additional capital gain/(loss) on disposals 79 Compensation costs under stock option plans (28) Net periodic pension cost 4 Convertible bonds (7) Deferred taxes on brand names 5 Derivative financial instruments and amortized cost method (10) Tax effect of the above adjustments 5 Consolidated net income under IFRS 638 Attributable to the Group 449 Attributable to minority interests

26 From French GAAP to IFRS: reconciliation of stockholders equity (In millions of euro) 01/01/ /31/2004 Shareholders equity under French GAAP 4,824 4,577 Actuarial gains and losses on pension liabilities (105) (58) Deferred taxes on brand names (355) (315) Goodwill relating to the acquisition of foreign subsidiaries (45) (44) Unrealized gains on available-for-sale securities Convertible bonds Derivative financial instruments and amortized cost method (9) (16) Goodwill amortization and impairment - 75 Minority interests on treasury shares (16) (16) Other (21) (12) Tax effect of the above adjustments Reclassification of minority interests Shareholders equity under IFRS 4,643 4,506 26

27 From French GAAP to IFRS: reconciliation of Net Debt At 1/01/2004 Changes At 12/31/2004 Net debt under French GAAP 2,692 (1,307) 1,385 Put options granted to minority interests 2, ,440 Securitization of receivables Convertible bonds (29) 10 (19) Derivative financial instruments and amortized cost method Other 6-6 Net debt under IFRS 5,371 (833) 4,538 27