Half-Year Financial Report 2012

SANOFI
HALF-YEAR
2012
FINANCIAL REPORT
SANOFI
54, rue La Botie 75008 Paris - France
Tl. : 01 53 77 40 00
www.sanofi.com

T A B L E O F C O N T E N T S
2012 HALF-YEAR FINANCIAL REPORT
Translation of the French Language Original

1 | CONDENSED HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS 2
CONSOLIDATED BALANCE SHEETS ASSETS 2
CONSOLIDATED BALANCE SHEETS LIABILITIES AND EQUITY 3
CONSOLIDATED INCOME STATEMENTS 4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 5
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY 6
CONSOLIDATED STATEMENTS OF CASH FLOWS 7
NOTES TO THE CONDENSED HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2012 8

A BASIS OF PREPARATION AND ACCOUNTING POLICIES 8
B SIGNIFICANT INFORMATION FOR THE FIRST HALF OF 2012 11
C EVENTS SUBSEQUENT TO J UNE 30, 2012 32
2 | HALF-YEAR MANAGEMENT REPORT 33
A SIGNIFICANT EVENTS OF THE FIRST HALF OF 2012 33
B EVENTS SUBSEQUENT TO THE BALANCE SHEET DATE (J UNE 30, 2012) 39
C CONSOLIDATED FINANCIAL STATEMENTS FOR THE FIRST HALF OF 2012 40
D PRINCIPAL RISK FACTORS AND UNCERTAINTIES 63
E OUTLOOK 64
F APPENDIX DEFINITION OF FINANCIAL INDICATORS 66
3 | STATUTORY AUDITORS REVIEW REPORT ON THE 2012 HALF-YEAR FINANCIAL INFORMATION 68
4 | RESPONSIBILITY STATEMENT OF THE CERTIFYING OFFICER HALF-YEAR FINANCIAL REPORT 69

The condensed half-year consolidated financial statements are unaudited but have been subject to a review
by the statutory auditors in accordance with professional standards applicable in France.

2 | 2012 Half-Year Financial Report Sanofi

1 | CONDENSED HALF-YEAR CONSOLIDATED FINANCIAL
STATEMENTS

CONSOLIDATED BALANCE SHEETS ASSETS

( million) Note
June 30,
2012
December 31,
2011
(1)

Property, plant and equipment B.3. 10,723 10,750
Goodwill B.4. 39,047 38,582
Other intangible assets B.4. - B.5. 22,415 23,639
Investments in associates and joint ventures B.6. 734 807
Non-current financial assets B.7. 3,157 2,399
Deferred tax assets 3,968 3,633
Non-current assets 80,044 79,810
Inventories 6,588 6,051
Accounts receivable B.8. 8,194 8,042
Other current assets 2,028 2,401
Current financial assets 331 173
Cash and cash equivalents B.10. 4,307 4,124
Current assets 21,448 20,791
Assets held for sale or exchange 251 67
TOTAL ASSETS 101,743 100,668
(1)
In accordance with IFRS 3 (Business Combinations), Sanofi made adjustments during the Genzyme purchase price allocation
period to some of the provisional amounts recognized in 2011 (see Note B.1.).
The accompanying notes on pages 8 to 32 are an integral part of the condensed half-year consolidated
financial statements.

2012 Half-Year Financial Report Sanofi | 3

CONSOLIDATED BALANCE SHEETS LIABILITIES AND EQUITY

(1)
( million) Note
June 30,
2012
December 31,
2011
(1)

Equity attributable to equity holders of Sanofi 56,208 56,203
Equity attributable to non-controlling interests 146 170
Total equity B.9. 56,354 56,373
Long-term debt B.10. 10,270 12,499
Non-current liabilities related to business combinations and to
non-controlling interests
B.12. 1,449 1,336
Provisions and other non-current liabilities B.13. 11,175 10,346
Deferred tax liabilities 6,398 6,530
Non-current liabilities 29,292 30,711
Accounts payable 3,278 3,183
Other current liabilities 6,730 7,221
Current liabilities related to business combinations and to
non-controlling interests
B.12. 154 220
Short-term debt and current portion of long-term debt B.10. 5,912 2,940
Current liabilities 16,074 13,564
Liabilities related to assets held for sale or exchange 23 20
TOTAL LIABILITIES & EQUITY 101,743 100,668


CONSOLIDATED INCOME STATEMENTS
( million) Note
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Net sales B.19.4. 17,381 16,128 33,389
Other revenues 673 835 1,669
Cost of sales (5,360) (5,214) (10,902)
Gross profit 12,694 11,749 24,156
Research and development expenses (2,415) (2,297) (4,811)
Selling and general expenses (4,410) (4,201) (8,536)
Other operating income 319 191 319
Other operating expenses (324) (168) (315)
Amortization of intangible assets B.4. (1,675) (1,701) (3,314)
Impairment of intangible assets B.5. (40) (69) (142)
Fair value remeasurement of contingent consideration
liabilities B.12. (106) (66) 15
Restructuring costs B.16. (250) (467) (1,314)
Other gains and losses, and litigation (517) (327)
Operating income 3,793 2,454 5,731
Financial expenses B.17. (272) (234) (552)
Financial income B.17. 45 56 140
Income before tax and associates and joint ventures 3,566 2,276 5,319
Income tax expense B.18. (869) (472) (455)
Share of profit/(loss) of associates and joint ventures 404 556 1,070
Net income 3,101 2,360 5,934
Attributable to non-controlling interests 103 136 241
Net income attributable to equity holders of Sanofi 2,998 2,224 5,693
Average number of shares outstanding (million) B.9.6. 1,319.3 1,308.6 1,321.7
Average number of shares outstanding after dilution (million) B.9.6. 1,327.9 1,313.3 1,326.7
Basic earnings per share (in euros) 2.27 1.70 4.31
Diluted earnings per share (in euros) 2.26 1.69 4.29


CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

( million)
June 30,
2012
(6 months)
June 30,
2011
(1)

(6 months)
December 31,
2011
(1)

(12 months)
Net income 3,101 2,360 5,934
Attributable to equity holders of Sanofi 2,998 2,224 5,693
Other comprehensive income:
Actuarial gains/(losses) (721) 95 (677)
Tax effect
(2)
186 (51) 138
Items not potentiall y reclassifiable to profit or loss (535) 44 (539)
Available-for-sale financial assets 820 215 250
Cash flow hedges (5) 6 5
Change in currency translation differences 572 (1,746) (95)
Tax effect on above items
(2)
(57) (12) 4
Items potentiall y reclassifiable to profit or loss 1,330 (1,537) 164
Other comprehensive income 795 (1,493) (375)
Comprehensive income 3,896 867 5,559
Attributable to equity holders of Sanofi 3,793 741 5,330
(1)
(2)
See analysis in Note B.9.7.


CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

( million)
Share
capital
Additi onal
pai d-in
capital
and
retai ned
earni ngs
Treasury
shares
Stock
opti ons
and other
share-
based
payment
Other
comprehensi ve
income
(1)

Attri butable
to equi ty
hol ders
of Sanofi
Attri butable
to non-
controlli ng
interests
Total
equit y
Balance at January 1, 2011 2,622 50,169 (371) 1,829 (1,152) 53,097 191 53,288
Other comprehensive income for the period
(2)
44 (1,527) (1,483) (10) (1,493)
Net income for the period 2,224 2,224 136 2,360
Comprehensi ve i ncome for the peri od
(2)
2,268 (1,527) 741 126 867
Dividend paid out of 2010 earnings (2.50 per share) (3,262) (3,262) (3,262)
Payment of dividends and equivalents to non-controlling
interests (180) (180)
Increase in share capital dividends paid in shares
(3)
76 1,814 1,890 1,890
Share repurchase program
(3)
(113) (113) (113)
Share-based payment plans:
Exercise of stock options 2 26 28 28
Issuance of restricted shares 1 (1)
Proceeds from sale of treasury shares on exercise of
stock options 1 1 1
Value of services obtained from employees 68 68 68
Tax effect of exercise of stock options 3 3 3
Changes in non-controlling interests without loss of
control 5 5 6 11
Balance at June 30, 2011
(2)
2,701 51,019 (483) 1,900 (2,679) 52,458 143 52,601
Other comprehensive income for the period
(2)
(583) 1,703 1,120 (2) 1,118
Comprehensi ve i ncome for the peri od
(2)
2,886 1,703 4,589 103 4,692
interests (72) (72)
(3)
(961) (961) (961)
Reduction in share capital
(3)
(21) (488) 509
Proceeds from sale of treasury shares on exercise of
stock options 2 2 2
control (7) (7) (4) (11)
Balance at December 31, 2011
(2)
2,682 53,450 (933) 1,980 (976) 56,203 170 56,373
Other comprehensive income for the period (535) 1,330 795 795
Comprehensi ve i ncome for the peri od 2,463 1,330 3,793 103 3,896
Dividend paid out of 2011 earnings (2.65 per share) (3,487) (3,487) (3,487)
interests

(131) (131)
(3)
(454) (454) (454)
Reduction in share capital
(3)
(42) (1,087) 1,129
Issuance of restricted shares 1 (1)
control

(1)

(1) 4 3
Balance at June 30, 2012 2,644 51,408 (258) 2,060 354 56,208 146 56,354
(1)
See Note B.9.7.
(2)
In accordance with IFRS 3 (Business Combinations), Sanofi made adjustments during the Genzyme purchase price allocation period to
some of the provisional amounts recognized in 2011 (see Note B.1.).
(3)
See Notes B.9.2. and B.9.3.


CONSOLIDATED STATEMENTS OF CASH FLOWS

( million) Note
June 30,
2012
(6 months)
June 30,
2011

(6 months)
December 31,
2011

(12 months)
Non-controlling interests excluding BMS
(1)
11 12 15
Share of undistributed earnings of associates and joint ventures 19 8 27
Depreciation, amortization and impairment of property, plant and equipment and
intangible assets 2,480 2,925 5,553
Gains and losses on disposals of non-current assets, net of tax
(2)
(40) (35) (34)
Net change in deferred taxes (376) (983) (1,865)
Net change in provisions 62 356 40
Cost of employee benefits (stock options and other share-based payments) 72 68 143
Impact of the workdown of acquired inventories remeasured at fair value 17 264 476
Unrealized (gains)/losses recognized in income (147) (59) (214)
Operating cash flow before changes in working capital 5,096 4,780 9,834
(Increase)/decrease in inventories (486) (345) (232)
(Increase)/decrease in accounts receivable (52) (375) (257)
Increase/(decrease) in accounts payable 34 27 (87)
Net change in other current assets, current financial assets and other current
liabilities (265) (182) 61
Net cash provided by/(used in) operating activities
(3)
4,327 3,905 9,319
Acquisitions of property, plant and equipment and intangible assets B.3. B.4. (786) (832) (1,782)
Acquisitions of investments in consolidated undertakings, net of cash acquired B.1. - B.2. (148) (13,444) (13,590)
Acquisitions of available-for-sale financial assets (31) (23) (26)
Proceeds from disposals of property, plant and equipment, intangible assets and
other non-current assets, net of tax
(4)
71 71 359
Net change in loans and other financial assets 3 361 338
Net cash provided by/(used in) investing activities (891) (13,867) (14,701)
Issuance of Sanofi shares
(5)
B.9. 74 28 70
Dividends paid:
to shareholders of Sanofi
(5)
(3,487) (1,372) (1,372)
to non-controlling interests, excluding BMS
(1)
(9) (11) (17)
Transactions with non-controlling interests, other than dividends (20)
Additional long-term debt contracted B.10.1. 434 7,810 8,359
Repayments of long-term debt B.10.1. (734) (713) (2,931)
Net change in short-term debt 925 4,309 (145)
Acquisitions of treasury shares B.9.2. (454) (113) (1,074)
Disposals of treasury shares, net of tax 1 3
Net cash provided by/(used in) financing activities (3,271) 9,939 2,893
Impact of exchange rates on cash and cash equivalents 18 (50) 1
Impact of Merial cash and cash equivalents 146 147
Net change in cash and cash equivalents 183 73 (2,341)
Cash and cash equivalents, beginning of period 4,124 6,465 6,465
Cash and cash equivalents, end of period B.10. 4,307 6,538 4,124
(1)
See Note C.1. to the consolidated financial statements for the year ended December 31, 2011.

(2)
Including available-for-sale financial assets.
(3)
Including:
Income tax paid (1,266) (1,460) (2,815)
Interest paid (255) (211) (447)
Interest received 39 62 100
Dividends received from non-consolidated entities 2 3 7
(4)
Property, plant and equipment, intangible assets, investments in consolidated entities and other non-current financial assets.
(5)
Amounts reported for 2011 for issuance of Sanofi shares and dividends paid to equity holders of Sanofi are reported net of dividends taken in the
form of shares, which do not generate cash flows.
The accompanying notes on pages 8 to 32 are an integral part of the condensed half-year consolidated financial
statements.


NOTES TO THE CONDENSED HALF-YEAR CONSOLIDATED FINANCIAL
STATEMENTS AS OF JUNE 30, 2012
INTRODUCTION
Sanofi, together with its subsidiaries (collectively Sanofi or the Group), is a diversified global
healthcare leader engaged in the research, development and marketing of therapeutic solutions
focused on patient needs. Sanofi has fundamental strengths in the healthcare field, operating via
seven growth platforms: Diabetes Solutions, Human Vaccines, Innovative Products, Consumer
Health Care, Emerging Markets, Animal Health and New Genzyme. Sanofi, the parent company of
the Group, is a socit anonyme (a form of limited liability company) incorporated under the laws of
France. The registered office is at 54, rue La Botie, 75008 Paris.
Sanofi is listed in Paris (Euronext: SAN) and New York (NYSE: SNY).
The condensed consolidated financial statements for the six months ended J une 30, 2012 were
reviewed by the Sanofi Board of Directors at the Board meeting on J uly 25, 2012.
A Basis of preparation and accounting policies
A.1. INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)
The half-year consolidated financial statements have been prepared and presented in condensed
format in accordance with IAS 34 (Interim Financial Reporting). The accompanying notes therefore
relate to significant events and transactions of the period, and should be read in conjunction with
the consolidated financial statements for the year ended December 31, 2011.
The accounting policies used in the preparation of the consolidated financial statements as of
J une 30, 2012 comply with international financial reporting standards (IFRS) as endorsed by the
European Union and as issued by the International Accounting Standards Board (IASB). Except for
the change described in Note A.1.1., the accounting policies applied as of J une 30, 2012 are
identical to those described in the notes to the published consolidated financial statements for the
year ended December 31, 2011.
IFRSs endorsed by the European Union as of J une 30, 2012 can be accessed under the heading
IAS/IFRS Standards and Interpretations at
http://ec.europa.eu/internal_market/accounting/ias/index_en.htm
A.1.1. New standards and amendments applicable in the period
The new standards, amendments to standards, and interpretations issued by the IASB and
mandatorily applicable with effect from the 2012 financial year are listed below; they have no
impact on the Groups consolidated financial statements:
Amendment to IFRS 7 (Financial Instruments: Disclosures). This amendment applies to annual
financial periods beginning on or after J uly 1, 2011, and has been endorsed by the European
Union. It is intended to provide better financial information about transfers of financial assets, in
particular securitizations. The amendment does not alter the way securitizations are currently
accounted for, but clarifies the disclosure requirements.
Amendment to IAS 12 (Income Taxes): Recovery of Underlying Assets. This amendment offers
a practical solution to be applied when estimating deferred tax assets and liabilities on
investment property measured using the fair value model under IAS 40 (Investment Property).
Sanofi does not have any investment property measured under IAS 40, and consequently this
amendment does not apply to the consolidated financial statements. The amendment is


applicable to annual financial periods beginning on or after J anuary 1, 2012, and has not yet
been endorsed by the European Union.
Amendment to IAS 1 (Presentation of Financial Statements). This requires items of other
comprehensive income that are potentially reclassifiable to profit or loss to be presented
separately from those that are not, and was early adopted by Sanofi with effect from 2011. This
amendment was endorsed by the European Union on J une 5, 2012.
A.1.2. New standards and amendments applicable in 2013
The principal new standards and amendments that will be applicable to Sanofi from 2013 are:
IFRS 10 (Consolidated Financial Statements);
IFRS 11 (J oint Arrangements);
IFRS 12 (Disclosure of Interests in Other Entities);
Amended IAS 27 (Separate Financial Statements);
Amended IAS 28 (Investments in Associates and J oint Ventures);
IFRS 13 (Fair Value Measurement);
Amended IAS 19 (Employee Benefits).
A description of these standards and amendments, and of the expected impact of applying them, is
provided in Note B.28. to the consolidated financial statements for the year ended December 31,
2011.
Of the texts listed above, only the amended IAS 19 has already been endorsed by the European
Union. In J une 2012, the Accounting Regulatory Committee (ARC) issued a recommendation that
the first five of the texts listed above should be mandatorily applicable for annual financial periods
beginning on or after J anuary 1, 2014 at the latest, with an option for early adoption. Sanofi
expects to apply these standards and amendments with effect from J anuary 1, 2013.
A.1.3. New standards, interpretations and amendments issued in the first half of
2012
In March 2012, the IASB issued an amendment to IFRS 1, dealing with government loans. This
amendment relates to first-time adoption of IFRS, and hence does not apply to Sanofi.
In May 2012, the IASB issued the 2009-2011 cycle of Annual Improvements to IFRSs, consisting
of six amendments applicable to annual financial periods beginning on or after J anuary 1, 2013;
these amendments have not yet been endorsed by the European Union. Two of them relate to
first-time adoption of IFRS, and hence do not apply to Sanofi. The others deal with:
IAS 1 (Presentation of Financial Statements): clarification on comparative information;
IAS 16 (Property, Plant and Equipment): classification of servicing equipment;
IAS 32 (Financial Instruments Presentation): income tax relating to distributions to holders of
an equity instrument;
IAS 34 (Interim Financial Reporting): financial information and segment information about total
assets and liabilities.
Sanofi does not expect the application of these amendments to have any impact on the Group.


A.2. USE OF ESTIMATES
The preparation of financial statements requires management to make reasonable estimates and
assumptions based on information available at the date of the finalization of the financial
statements. These estimates and assumptions may affect the reported amounts of assets,
liabilities, revenues and expenses in the financial statements, and disclosures of contingent assets
and contingent liabilities as at the date of the review of the financial statements. Examples of
estimates and assumptions include:
amounts deducted from sales for projected sales returns, chargeback incentives, rebates and
price reductions;
impairment of property, plant and equipment, intangible assets, and investments in associates
and joint ventures;
the valuation of goodwill, and the valuation and useful life of acquired intangible assets;
the amount of post-employment benefit obligations;
the amount of provisions for restructuring, litigation, tax risks and environmental risks;
the amount of provisions for product claims;
the measurement of contingent consideration.
For half-year financial reporting purposes, and as allowed under IAS 34, Sanofi has determined
income tax expense on the basis of an estimate of the effective tax rate for the full financial year.
This rate is applied to Income before tax and associates and joint ventures. The estimated
effective tax rate is based on the tax rates that will be applicable to projected pre-tax profits or
losses arising in the various tax jurisdictions in which Sanofi operates.
Actual results could vary from these estimates.
A.3. SEASONAL TRENDS
Sanofis activities are not subject to significant seasonal fluctuations.


B Significant information for the first half of 2012
B.1. FINAL PURCHASE PRICE ALLOCATION FOR ACQUISITIONS MADE IN 2011
Genzyme
The final purchase price allocation of Genzyme, acquired on April 4, 2011, is as follows:
( million)
Fair value at
acquisition date
Property, plant and equipment 1,933
Other intangible assets 10,059
Non-current financial assets 103
Inventories 925
Accounts receivable 764
Cash and cash equivalents 1,267
Long-term and short-term debt (835)
Liability related to Bayer contingent consideration (585)
Accounts payable (315)
Deferred taxes (2,911)
Other assets and liabilities (166)
Net assets of Genzyme as of April 4, 2011 10,239
Goodwill 4,575
Purchase price
(1)
14,814

(1)
Includes the 481 million valuation of the CVRs at the acquisition date
Following the completion of the valuation process during the purchase price allocation period, the
amount of deferred tax liabilities was increased by 489 million relative to the provisional allocation
as of December 31, 2011 (refer to Note D.1.1. to the consolidated financial statements for the year
ended December 31, 2011). Consequently, the comparative figures as published in respect of the
2011 financial year have been revised, in accordance with paragraph 49 of IFRS 3.
Other acquisitions made during 2011
The other acquisitions made in 2011 (refer to note D.1.2. to the consolidated financial statements
for the year ended December 31, 2011) did not require any adjustments to their initial purchase
price allocations.
B.2. IMPACT OF CHANGES IN SCOPE OF CONSOLIDATION
The acquisitions made during the first half of 2012 were those of Pluromed, Inc. (Biosurgery) and
Newport (Animal Health). The impact of these acquisitions at Group level is not material.
Sanofi made no divestments during the period.
B.3. PROPERTY, PLANT AND EQUIPMENT
Acquisitions of property, plant and equipment in the first half of 2012 amounted to 608 million.
This reflects investments in the Pharmaceuticals segment of 495 million, including industrial
facilities (391 million). The Vaccines segment accounted for 80 million of acquisitions during the
period, and the Animal Health segment for 33 million.
An impairment loss of 107 million was taken against property, plant and equipment during the
period (see Note B.16.).
Firm orders for property, plant and equipment as of J une 30, 2012 totaled 332 million.


B.4. GOODWILL AND OTHER INTANGIBLE ASSETS
Movements in intangible assets other than goodwill during the first half of 2012 were as follows:
( million)
Acquired
Aventis
R&D
Other
acquired
R&D
Rights to
marketed
Aventis products
Products,
trademarks and
other rights Software
Total
other intangible
assets
Gross value at January 1, 2012 2,103 4,262 31,587 17,933 971 56,856
Changes in scope of consolidation 10 61 71
Acquisitions and other increases 53 23 28 104
Disposals and other decreases (1) (6) (18) (25)
Translation differences 27 72 461 307 11 878
Transfers (57) (101) 57 98 (14) (17)
Gross value at June 30, 2012 2,073 4,295 32,105 18,416 978 57,867
Accumulated amortization and
impairment at January 1, 2012 (1,531) (234) (26,434) (4,308) (710) (33,217)
Amortization expense (750) (925) (54) (1,729)
Impairment losses, net of reversals (33) (7) (40)
Disposals and other decreases 1 6 17 24
Translation differences (19) (6) (407) (85) (7) (524)
Transfers 9 25 34
Accumulated amortization and
impairment at June 30, 2012 (1,550) (272) (27,591) (5,310) (729) (35,452)
Carrying amount at J anuary 1, 2012 572 4,028 5,153 13,625 261 23,639
Carrying amount at June 30, 2012 523 4,023 4,514 13,106 249 22,415
Acquisitions of intangible assets other than goodwill (excluding software) in the first half of 2012
amounted to 76 million.
The amount reported for changes in scope of consolidation relates to intangible assets (other than
goodwill) recognized in connection with acquisitions made during the period (see Note B.2.).
The Transfers line mainly comprises acquired research and development that came into
commercial use during the period and is being amortized from the date of marketing approval.
Movements in goodwill during the period were as follows:
( million)
Gross
value
(1)

Accumulated amortization
and impairment
Carrying
amount
(1)

Balance at January 1, 2012 38,606 (24) 38,582
Acquisitions during the period
(2)
14 14
Translation differences 452 (1) 451
Balance at June 30, 2012 39,072 (25) 39,047
(1)
(2)
See Note B.2.
B.5. IMPAIRMENT OF INTANGIBLE ASSETS
The results of impairment tests conducted in accordance with IAS 36 (Impairment of Assets) as of
J une 30, 2012 led to the recognition of a charge of 40 million, mainly relating to discontinuation of
research and development projects.


B.6. INVESTMENTS IN ASSOCIATES AND J OINT VENTURES
For definitions of the terms associate and joint venture, refer to Note B.1. to the consolidated
financial statements for the year ended December 31, 2011.
Investments in associates and joint ventures are as follows:
( million)
%
interest
June 30,
2012
December 31,
2011
Sanofi Pasteur MSD 50.0 305 313
InfraServ Hchst 31.2 78 87
Entities and companies managed by Bristol-Myers Squibb
(1)
49.9 249 307
Other investments 102 100
Total 734 807
(1)
Under the terms of the agreements with Bristol-Myers Squibb (BMS) (see Note C.1. to the consolidated financial statements for the
year ended December 31, 2011), the Groups share of the net assets of entities majority-owned by BMS is recorded in
Investments in associates and joint ventures.
The financial statements include commercial transactions between the Group and certain of its
associates and joint ventures, which are regarded as related parties. The principal transactions of
this nature are summarized below:
( million)
6 months to
June 30, 2012
6 months to
June 30, 2011
12 months to
December 31, 2011
Sales 182 289 526
Royalties
(1)
452 664 1,292
Accounts receivable
(1)
188 452 503
Purchases 117 118 236
Accounts payable 29 30 21
Other liabilities
(1)
521 485 404
(1)
These items mainly relate to entities and companies managed by BMS
B.7. NON-CURRENT FINANCIAL ASSETS
Non-current financial assets comprise the following items:
( million)
June 30,
2012
December 31,
2011
Available-for-sale financial assets
(1)
1,954 1,302
Pre-funded pension obligations 12 6
Long-term loans and advances 681 573
Assets recognized under the fair value option 131 124
Derivative financial instruments 379 394
Total 3,157 2,399
(1)
Includes 15.8 million shares in Regeneron Pharmaceuticals, valued at 1,435 million on the basis of the quoted stock market price
at J une 30, 2012 (versus 678 million at December 31, 2011).
B.8. ACCOUNTS RECEIVABLE
Accounts receivable break down as follows:
( million)
June 30,
2012
December 31,
2011
Gross value 8,338 8,176
Impairment (144) (134)
Carrying amount 8,194 8,042
The impact of changes in provisions for impairment of accounts receivable during the first half of
2012 was a net expense of 5 million.


The table below shows the ageing profile of overdue accounts receivable, based on gross value.
( million)
Overdue accounts
gross value
Overdue
< 1 month
Overdue
1-3 months
Overdue
3-6 months
Overdue
6-12 months
Overdue
> 12 months
J une 30, 2012 962 344 176 168 133 141
December 31, 2011 1,103 278 227 187 135 276
Accounts overdue by more than one month relate mainly to public-sector customers.
B.9. CONSOLIDATED SHAREHOLDERS EQUITY
B.9.1. Share capital
The share capital of 2,643,704,016 consists of 1,321,852,008 shares (the total number of shares
outstanding) with a par value of 2.
Treasury shares held by the Group are as follows:

Number of shares
(in million) %
J une 30, 2012 4.1 0.31%
December 31, 2011 17.2 1.28%
J une 30, 2011 8.2 0.61%
J anuary 1, 2011 6.1 0.46%
A total of 1,551,889 new shares were issued during the first half of 2012 as a result of the exercise
of options under stock subscription option plans.
A total of 540,753 restricted shares vested and were issued in the first half of 2012, of which
523,477 had been awarded as part of the March 1, 2010 plan and were issued in March 2012.
B.9.2. Repurchase of Sanofi shares
The Sanofi shareholders Annual General Meeting of May 6, 2011 authorized a share repurchase
program for a period of 18 months. Under this program (and this program only), Sanofi
repurchased 7,513,493 shares during the first half of 2012 for a total of 425 million.
The Sanofi shareholders Annual General Meeting of May 4, 2012 authorized a share repurchase
program for a period of 18 months. Under this program (and this program only), Sanofi
repurchased 501,356 shares during May and J une 2012 for a total of 29 million.
B.9.3. Reduction in share capital
The Board of Directors on April 26, 2012 approved the cancellation of 21,159,445 treasury shares
(1,129 million), representing 1.60% of the share capital as of J une 30, 2012.
These cancellations had no effect on consolidated shareholders equity.
B.9.4. Restricted share plan
The Board of Directors meeting held on March 5, 2012 awarded a performance share plan
consisting of 4,694,260 shares, of which 3,127,160 will vest after a four-year service period and
1,567,100 will vest after a three-year service period but will be non-transferable for a further two-
year lock-up period.
The plan was measured as of the date of grant. The fair value of each share awarded is equal to
the quoted market price of the share as of that date (57.62), adjusted for dividends expected
during the vesting period.
The fair value of the performance share plan is 192 million. This amount is being recognized as
an expense over the vesting period, with the matching entry recorded directly in equity. The
expense recognized for this plan during the first half of 2012 was 17 million.


The total expense recognized in the first half of 2012 for all restricted share plans was 59 million,
compared with 38 million in the first half of 2011. A total of 11,094,356 shares were in process of
vesting as of J une 30, 2012 (4,661,030 under the 2012 plans, 3,222,140 under the 2011 plans,
2,662,881 under the 2010 plans, and 548,305 under the 2009 plans).
B.9.5. Stock option plan
On March 5, 2012, the Board of Directors granted 814,050 stock subscription options at an
exercise price of 56.44. The vesting period is four years, and the plan expires on March 5, 2022.
The following assumptions were used in determining the fair value of this plan:
dividend yield: 5.28%;
plan maturity: 7 years;
volatility of Sanofi shares, computed on a historical basis: 26.69%;
interest rate: 2.30%.
On this basis, the fair value of one option is 8.42, and the fair value of the 2012 plan is 6 million.
This amount is being recognized as an expense over the vesting period, with the matching entry
recorded directly in equity. The expense recognized for this plan during the first half of 2012 was
0.5 million.
The total expense recognized for stock option plans in the first half of 2012 was 14 million,
compared with 30 million in the first half of 2011.
The table below provides summary information about options outstanding and exercisable as of
J une 30, 2012:
Outstanding Exercisable
Range of exercise prices per share
Number of
options
Average
residual
life
(in years)
Weighted
average
exercise price
per share
()
Number of
options
Weighted
average
exercise price
per share
()
From 1.00 to 10.00 per share 14,570 3.05 7.56 14,570 7.56
From 10.00 to 20.00 per share 42,542 4.63 15.87 42,542 15.87
From 20.00 to 30.00 per share 4,100 5.99 28.38 4,100 28.38
From 30.00 to 40.00 per share 253,605 6.75 38.08 253,605 38.08
From 40.00 to 50.00 per share 10,796,054 4.92 43.55 3,612,749 40.48
From 50.00 to 60.00 per share 16,725,911 4.82 53.80 7,414,061 53.57
From 60.00 to 70.00 per share 21,622,870 4.97 64.59 21,622,870 64.59
From 70.00 to 80.00 per share 13,141,280 2.92 70.38 13,141,280 70.38
Total 62,600,932 46,105,777
of which stock purchase options 314,817
of which stock subscription options 62,286,115


B.9.6. Number of shares used to compute diluted earnings per share
Diluted earnings per share is computed using the number of shares outstanding plus stock options,
restricted shares and performance shares with a potentially dilutive effect.
(in millions)
June 30,
2012
June 30,
2011
December 31,
2011
Average number of shares outstanding 1,319.3 1,308.6 1,321.7
Adjustment for options with potentially dilutive effect 3.0 1.8 1.7
Adjustment for restricted shares with potentially dilutive effect 5.6 2.9 3.3
Average number of shares used to compute diluted earnings per share 1,327.9 1,313.3 1,326.7
As of J une 30, 2012, 43 million stock options were excluded from the calculation of diluted
earnings per share because they did not have a potentially dilutive effect, compared with 56 million
as of December 31, 2011 and 61.3 million as of J une 30, 2011.
B.9.7. Other comprehensive income
Movements in other comprehensive income were as follows:
( million)
June 30,
2012
(6 months)
June 30,
2011
(1)

(6 months)
December 31,
2011
(1)

(12 months)
Balance, beginning of period (1,477) (1,102) (1,102)
Attributable to equity holders of Sanofi (1,460) (1,097) (1,097)
Attributable to non-controlling interests (17) (5) (5)
Actuarial gains/(losses):
Actuarial gains/(losses) excluding associates and joint ventures
(2)
(721) 95 (677)
Actuarial gains/(losses) of associates and joint ventures
Tax effects 186 (51) 138
Items not potentiall y reclassifiable to profit or loss (535) 44 (539)
Available-for-sale financial assets:
Change in fair value
(3)
820 215 250
Tax effect (59) (10) (5)
Cash flow hedges:
Change in fair value
(4)
(5) 6 5
Tax effects 2 (2) (2)
Change in currency translation differences:
Currency translation differences on foreign subsidiaries
(5)
572 (1,746) (65)
Hedges of net investments in foreign operations (30)
Tax effects 11
Items potentiall y reclassifiable to profit or loss 1,330 (1,537) 164
Balance, end of period (682) (2,595) (1,477)
Attributable to equity holders of Sanofi (665) (2,580) (1,460)
Attributable to non-controlling interests (17) (15) (17)
(1)
(2)
See Note B.13.
(3)
Including reclassification to profit or loss: not significant in the first half of 2012 and 2011.
(4)
Including reclassification to profit or loss: 1 million in the first half of 2012.
(5)
Including reclassification to profit or loss: 1 million in 2011.


B.10. DEBT, CASH AND CASH EQUIVALENTS
Changes in the Groups financial position during the period were as follows:
( million)
June 30,
2012
December 31,
2011
Long-term debt 10,270 12,499
Short-term debt and current portion of long-term debt 5,912 2,940
Interest rate and currency derivatives used to hedge debt (527) (483)
Total debt 15,655 14,956
Cash and cash equivalents (4,307) (4,124)
Interest rate and currency derivatives used to hedge cash and cash equivalents (1) 27
Debt, net of cash and cash equivalents 11,347 10,859
Debt, net of cash and cash equivalents is a non-GAAP financial indicator used by management
and investors to measure the companys overall net indebtedness.
Trends in the gearing ratio are shown below:
( million)
June 30,
2012
December 31,
2011
Debt, net of cash and cash equivalents 11,347 10,859
Total equity 56,354 56,373
Gearing ratio 20.1% 19.3%
B.10.1. Debt at value on redemption
A reconciliation of the carrying amount of debt to value on redemption as of J une 30, 2012 is
shown below:
( million)
Carrying
amount at
June 30,
2012
Amortized
cost
Adjustment
to debt
measured at
fair value
Value on
redemption at
June 30,
2012
Value on
redemption at
December 31,
2011
Long-term debt 10,270 47 (311) 10,006 12,278
Short-term debt and current portion of long-
term debt 5,912 (1) 5,911 2,937
Interest rate and currency derivatives used to
hedge debt (527) 254 (273) (258)
Total debt 15,655 47 (58) 15,644 14,957
Cash and cash equivalents (4,307) (4,307) (4,124)
hedge cash and cash equivalents (1) (1) 24
Debt, net of cash and cash equivalents 11,347 47 (58) 11,336 10,857


The table below shows an analysis of debt, net of cash and cash equivalents by type, at value on
redemption:
June 30, 2012 December 31, 2011
( million)
non-
current current Total
non-
current current Total
Bond issues 9,392 2,988 12,380 11,662 1,324 12,986
Other bank borrowings 525 1,166 1,691 522 562 1,084
Commercial paper 1,270 1,270 695 695
Finance lease obligations 75 12 87 80 12 92
Other borrowings 14 47 61 14 62 76
Bank credit balances
428 428 282 282
hedge debt (125) (148) (273) (143) (115) (258)
Total debt
9,881 5,763 15,644 12,135 2,822 14,957
Cash and cash equivalents (4,307) (4,307) (4,124) (4,124)
hedge cash and cash equivalents (1) (1) 24 24
Debt, net of cash and cash equivalents
9,881 1,455 11,336 12,135 (1,278) 10,857
PRINCIPAL FINANCING AND DEBT REDUCTION TRANSACTIONS DURING THE PERIOD
During the first half of 2012:
Sanofi redeemed at maturity (on March 28, 2012) a bond issue carried out in March 2011 with
a nominal amount of $1.0 billion (711 million);
Sanofi contracted a 428 million bank loan, expiring December 2017.
In addition, Sanofi had the following arrangements in place as of J une 30, 2012 to manage its
liquidity in connection with current operations:
a 3 billion syndicated credit facility initially expiring December 26, 2012, with two 12-month
extension options, available for drawdown in euros (on J uly 16, 2012, this facility was
extended until December 25, 2013);
a 7 billion syndicated credit facility (0.725 billion expiring J uly 6, 2015, 6.275 billion expiring
J uly 4, 2016), available for drawdown in euros or U.S. dollars and with a 12-month extension
option.
Sanofi also has in place two commercial paper programs, one in France (6 billion) and the other
in the United States ($10 billion). As of J une 30, 2012, a total of 1.3 billion was drawn down under
these programs.
The financing arrangements in place as of J une 30, 2012 at the level of the Sanofi parent company
(which centrally manages the bulk of the Groups financing needs) are not subject to covenants
regarding financial ratios, and contain no clauses linking credit spreads or fees to Sanofis credit
rating.
B.10.2. Market value of debt
The market value of debt, net of cash and cash equivalents at J une 30, 2012 was 12,164 million
(11,596 million at December 31, 2011), compared with a value on redemption of 11,336 million
(10,857 million at December 31, 2011).


B.11. DERIVATIVE FINANCIAL INSTRUMENTS
B.11.1. Currency deri vati ves used to manage operational risk exposures
The table below shows operational currency hedging instruments in place as of J une 30, 2012,
with the notional amount translated into euros at the relevant closing exchange rate:
June 30, 2012

Of which derivatives designated
as cash flow hedges
Of which derivatives not
eligible for hedge
accounting
( million)
Notional
amount
Fair
value
Notional
amount
Fair
value
Of which
recognized
in equity
Notional
amount
Fair
value
Forward currency sales 2,903 (34) 2 2,901 (34)
of which U.S. dollar 1,110 (23) 1,110 (23)
of which Japanese yen 541 (9) 541 (9)
of which Russian rouble 345 4
345 4
of which Chinese yuan 199
199
of which Singapore dollar 80
80
Forward currency purchases 1,197 6 1,197 6
of which U.S. dollar 478 2
478 2
of which Japanese yen 154 2 154 2
of which Russian rouble 87 (4) 87 (4)
of which Singapore dollar 79
79
of which Hungarian forint 76 1 76 1
Total 4,100 (28) 2 4,098 (28)
As of J une 30, 2012, none of these instruments had an expiry date later than October 2012 (except
for a forward purchase position of GBP 38 million maturing between 2012 and 2015).
These positions primarily hedge material foreign-currency cash flows arising after the balance
sheet date in relation to transactions carried out during the six months to J une 30, 2012 and
recognized in the consolidated balance sheet as of that date. Gains and losses on these hedging
instruments (forward contracts) are calculated and recognized in parallel with the recognition of
gains and losses on the hedged items. Consequently, the commercial foreign exchange gain or
loss to be recognized on these items (hedges and hedged transactions as of J une 30, 2012) in the
second half of 2012 is not expected to be material.
B.11.2. Currency and interest rate derivati ves used to manage financial risk
exposures
Cash pooling arrangements for foreign subsidiaries outside the euro zone, and some of the
Groups financing activities, expose certain entities (especially the Sanofi parent company) to
financial foreign exchange risk. This is the risk of changes in the value of loans and borrowings
denominated in a currency other than the functional currency of the lender or borrower.


The net foreign exchange exposure for each currency and entity is hedged by firm financial
instruments (usually currency swaps or forward contracts), a summary of which as of J une 30,
2012 is provided below:
June 30, 2012
( million)
Notional
amount
Fair
value Expiry
Forward currency sales 3,440 (65)
of which Japanese yen 1,477 2012
of which U.S. dollar 1,293 (63) 2012
of which Czech koruna 272 3 2012
of which Australian dollar 147 (5) 2012
of which Hungarian forint 69 (1) 2012
Forward currency purchases 2,081 3
of which Pound sterling 979 2012
of which Singapore dollar 298 3 2012
of which Japanese yen 223 (2) 2012
of which Swiss franc 220 2012
of which Australian dollar 121 1 2012
Total 5,521 (62)
To limit risk and optimize the cost of its short-term and medium-term net debt, Sanofi uses
derivative instruments that alter the interest rate and/or currency structure of its debt and cash. The
table below shows instruments of this type in place as of J une 30, 2012:

Notional amounts by expiry date
as of June 30, 2012
Of which derivatives
designated as fair
value hedges
Of which derivatives
designated as cash flow hedges
( million) 2012 2013 2014 2015 2016 2019
Total
Fair
value
Notional
amount
Fair
value
Notional
amount
Fair
value
Of which
recognized in
equity
Caps
Purchases of caps 0.50% 794 794 794 (1)
Interest rate swaps
Interest rate swap, pay
floating / receive 2.73% 500 500 36 500 36
floating / receive 2.38% 1,200 1,000 800 3,000 245 3,000 245
floating / receive 0.34% 386 386 1 386 1
Cross currency swaps
- pay floating /
receive J PY floating 92 92 58
- pay 4.89% /
receive CHF 3.26% 180 180 48 180 48
- pay 4.87% /
receive CHF 3.38% 244 244 94 244 94 7
- pay floating

/ receive
CHF 3.26%

167 167 46 167 46
Currency swaps
- pay / receive USD

797 797 (2)
Currency swaps used to
hedge short-term USD
investments
- pay USD/receive

121 121 1
Total 2,059 92 1,586 244 1,500 800 6,281 527 4,053 328 1,218 142 6


B.12. LIABILITIES RELATED TO BUSINESS COMBINATIONS AND TO NON-
CONTROLLING INTERESTS
A description of the nature of the liabilities included in the line item Liabilities related to business
combinations and to non-controlling interests is provided in Note B.8.5. to the consolidated
financial statements for the year ended December 31, 2011.
Movements in this item during the first half of 2012 were as follows:

Liabilities related to
business combinations
( million)
Liabilities
related to
non-controlling
interests
(2)

CVRs issued in
connection with
the acquisition
of Genzyme
(3)

Bayer
contingent
consideration
arising from
the Genzyme
acquisition Other Total
Balance at January 1, 2012 133 268 694 461 1,556
New business combinations 14 14
Payments made (52) (28) (80)
Fair value remeasurements through profit or loss
(including unwinding of discount)
(1)
56 39 11 106
Other movements
(2)
(15) 1 (14)
Currency translation differences 1 11 9 21
Balance at June 30, 2012 119 324 692 468 1,603

Split as follows:
current
non-current
154
1,449
(1)
Amounts reported in the income statement line item Fair value remeasurement of contingent consideration liabilities.
(2)
Put options granted to non-controlling interests.
(3)
On the basis of the quoted price of one CVR of $ 1.41 at J une 30, 2012.
The liabilities related to business combinations and to non-controlling interests reported in the table
above are classified as Level 3 instruments under IFRS 7 (refer to Note B.8.6. to the consolidated
financial statements for the year ended December 31, 2011), except for the CVRs issued in
connection with the Genzyme acquisition which are classified as Level 1 instruments.


B.13. PROVISIONS AND OTHER NON-CURRENT LIABILITIES
Provisions and other non-current liabilities consist of the following items:
( million)
Provisions for
pensions and
other benefits
Restructuring
provisions
Other
provisions
Other
non-current
liabilities Total
Balance at January 1, 2012 4,892 1,182 4,158 114 10,346
Increases in provisions and other liabilities 197 40 407 644
Reversals of utilized provisions (221) (9) (73) (3) (306)
Reversals of unutilized provisions (115) (1) (73) (189)
Transfers
(1)
(2) (140) (25) (5) (172)
Unwinding of discount 21 23 44
Currency translation differences 53 3 29 2 87
Actuarial (gains)/losses on defined-benefit plans 721 721
Balance at June 30, 2012 5,525 1,096 4,446 108 11,175
(1)
Mainly comprises transfers between current and non-current.
PROVISIONS FOR PENSIONS AND OTHER EMPLOYEE BENEFITS
Sanofi applies the option allowed by the amendment to IAS 19, under which all actuarial gains and
losses under defined-benefit plans are recognized in the balance sheet with the matching entry
recorded as a component of equity. Under this method, Sanofi reviews the relevant assumptions
(in particular discount rates and the fair value of plan assets) at each balance sheet date.
For disclosures about the sensitivity of pension and other employee benefit obligations, and the
assumptions used as of December 31, 2011, see Note D.19.1. to the consolidated financial
statements for the year ended December 31, 2011.
The principal assumptions used for the euro zone, the United States and the United Kingdom were
reviewed as of J une 30, 2012 to take into account changes during the first half of 2012.
Actuarial gains and losses on pensions and other post-employment benefits recognized with a
matching entry in equity are as follows (amounts reported before tax):
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Actuarial gains/(losses) on plan assets 111 (33) (290)
Actuarial gains/(losses) on benefit obligations
(1)
(832) 128 (387)
Decrease/(increase) in provision (721) 95 (677)
(1)
The movement during the first half of 2012 includes the effect of the reduction in discount rates in the euro zone (-1%).


B.14. OFF BALANCE SHEET COMMITMENTS
There were no material changes in the Groups off balance sheet commitments during the period.
B.15. LEGAL AND ARBITRAL PROCEEDINGS
Sanofi and its affiliates are involved in litigation, arbitration and other legal proceedings. These
proceedings typically are related to product liability claims, intellectual property rights (particularly
claims against generic companies seeking to limit the patent protection of Sanofi products),
competition law and trade practices, commercial claims, employment and wrongful discharge
claims, tax assessment claims, waste disposal and pollution claims, and claims under warranties
or indemnification arrangements relating to business divestitures.
The matters discussed below constitute the most significant developments since publication of the
disclosures concerning legal proceedings in the Companys financial statements for the year ended
December 31, 2011.
Ramipril Canada Patent Litigation
On May 11, 2012 the Federal Court in Canada issued its decisions in the Section 8 Actions
brought by Apotex and Teva setting the parameters on how the amount of damages owed by
Sanofi should be calculated. Sanofi and Teva have reached agreement on an amount to satisfy
Tevas claim, which amount is confidential. Sanofi and Apotex have not yet reached an agreement
on the calculation of damages. Sanofi has appealed both decisions to the Federal Court of
Appeal. The respective appeals do not suspend the obligation to pay damages pursuant to the
Federal Courts decision.
Plavix
Product Litigation
Currently, approximately 250 lawsuits, involving approximately 1,400 claimants have been filed
against affiliates of the Group and Bristol-Myers Squibb seeking recovery under state law for
personal injuries allegedly sustained in connection with the use of Plavix
. The actions are venued

in several jurisdictions, including the federal and/or state courts of New J ersey, New York,
California, Ohio, Pennsylvania, and Illinois. The defendants have exercised their right to terminate
the tolling agreement, effective September 1, 2012, with respect to unfiled claims by potential
additional plaintiffs. At this stage of the litigation, a reasonable estimate of the financial effect of
these cases is not practicable.


B.16. RESTRUCTURING COSTS
Restructuring costs break down as follows:
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Employee-related expenses 97 351 840
Expenses related to property, plant and equipment 137 82 422
Compensation for early termination of contracts (other than contracts of
employment) (1) 24 27
Decontamination costs 11 22
Other restructuring costs 6 10 3
Total 250 467 1,314
An impairment loss of 107 million was recognized against property, plant and equipment in the
first half of 2012 in connection with the ongoing reorganization of Research and Development
activities.
B.17. FINANCIAL INCOME AND EXPENSES
Financial income and expenses comprise the following items:
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Cost of debt
(1)
(207) (198) (425)
Interest income 39 62 100
Cost of debt, net of cash and cash equivalents (168) (136) (325)
Non-operating foreign exchange gains/(losses) 4 (10) 10
Unwinding of discount on provisions (44) (40) (83)
Gains/(losses) on disposals of financial assets 1 25
Impairment losses on financial assets, net of reversals (8) (58)
Other items (11) 7 19
Net financial income/(expenses) (227) (178) (412)
comprising: financial expenses (272) (234) (552)
financial income 45 56 140
(1)
Including gain/(loss) on interest and currency derivatives used to hedge debt: 35 million for the six months ended J une 30, 2012.
B.18. INCOME TAX EXPENSE
The difference between the effective tax rate and the standard corporate income tax rate
applicable in France is explained as follows:
(as a percentage)
June 30,
2012
(6 months)
(1)
June 30,
2011
(6 months)
(1)
December 31,
2011
(12 months)
Standard tax rate applied in France 34 34 34
Impact of reduced-rate income tax on royalties in France (7) (13) (11)
Impact of change in net deferred tax liabilities as a result of changes in
tax laws and rates 1 (4)
Impact of the Franco-American Advance Pricing Agreement, 2006-2010 (7)
Impact of tax borne by BMS for the territory managed by Sanofi (1) (2) (1)
Other items (2) 1 (2)
Effective tax rate 24 21 9
(1)
Rate calculated on the basis of the estimated full-year effective tax rate (see Note A.2.).


B.19. SEGMENT INFORMATION
Sanofi has three operating segments: Pharmaceuticals, Human Vaccines (Vaccines), and Animal
Health. The Other segment consists of all activities that are not reportable segments as defined in
IFRS 8 (Operating Segments).
The Pharmaceuticals segment covers research, development, production and marketing of
medicines, including activities acquired with Genzyme. Sanofis pharmaceuticals portfolio consists
of flagship products, plus a broad range of prescription medicines, generic medicines, and
consumer health products. This segment also includes all associates and joint ventures whose
activities are related to pharmaceuticals, in particular the entities majority owned by BMS.
The Vaccines segment is wholly dedicated to vaccines, including research, development,
production and marketing. This segment includes the Sanofi Pasteur MSD joint venture in Europe.
The Animal Health segment comprises the research, development, production and marketing
activities of Merial, which offers a complete range of medicines and vaccines for a wide variety of
animal species.
Inter-segment transactions are not material.
B.19.1. Segment results
Sanofi reports segment results on the basis of Business operating income. This indicator, which
complies with IFRS 8, is used internally to measure operational performance and allocate
resources.
Business operating income is derived from Operating income, adjusted as follows:
the amounts reported in the line items Restructuring costs, Fair value remeasurement of
contingent consideration liabilities and Other gains and losses, and litigation are
eliminated;
amortization and impairment losses charged against intangible assets (other than software) are
eliminated;
the share of net profits/losses from associates and joint ventures is added;
the share attributable to non-controlling interests is deducted;
other acquisition-related effects (primarily the workdown of acquired inventories remeasured at
fair value at the acquisition date, and the impact of acquisitions on investments in associates
and joint ventures) are eliminated;
restructuring costs relating to associates and joint ventures are eliminated.


Segment results are shown in the tables below:
June 30, 2012 (6 months)
( million) Pharmaceuticals Vaccines
Animal
Health Other Total
Net sales 14,827 1,400 1,154 17,381
Other revenues 645 10 18 673
Cost of sales (4,431) (566) (346) (5,343)
Research and development expenses (2,051) (284) (80) (2,415)
Selling and general expenses (3,763) (288) (358) (1) (4,410)
Other operating income and expenses (21) (1) 1 16 (5)
Share of profit/(loss) of associates 425 (6) 419
Net income attributable to non-controlling interests (104) (104)
Business operating income 5,527 265 389 15 6,196
Financial income and expenses (227)
Income tax expense (1,583)
Business net income 4,386

June 30, 2011 (6 months)
Animal
Health Other Total
Net sales 13,730 1,308 1,090 16,128
Cost of sales (4,073) (550) (327) (4,950)
Other operating income and expenses 42 (1) (7) (11) 23
Share of profit/(loss) of associates 559 (2) 13 570

December 31, 2011 (12 months)
Animal
Health Other
Total
Net sales 27,890 3,469 2,030 33,389
Other revenues 1,622 25 22 1,669
Cost of sales (8,368) (1,404) (654) (10,426)
Other operating income and expenses (13) (7) 24 4
Share of profit/(loss) of associates 1,088 1 13 1,102
Net income attributable to non-controlling interests (246) (1) (247)


Business net income is determined by taking Business operating income and adding financial
income and deducting financial expenses, including the related income tax effects.
Business net income is defined as Net income attributable to equity holders of Sanofi
excluding (i) amortization of intangible assets; (ii) impairment of intangible assets; (iii) fair value
remeasurement of contingent consideration liabilities; (iv) other impacts associated with
acquisitions (including impacts of acquisitions on associates and joint ventures); (v) restructuring
costs (including restructuring costs relating to associates and joint ventures), (vi) other gains and
losses, and litigation; (vii) the tax effects of items (i) through (vi); (viii) effects of major tax disputes
and, as an exception for 2011, the retroactive effect (2006-2010) on the tax liability resulting from
the agreement signed on December 22, 2011 by France and the United States on transfer prices
(APA-Advance Pricing Agreement), for which the amount is deemed to be significant; (ix) the share
of non-controlling interests in items (i) through (viii). Items (i), (ii), (iii), (v) and (vi) correspond to
those reported in the income statement line items Amortization of intangible assets, Impairment
of intangible assets, Fair value remeasurement of contingent consideration liabilities,
Restructuring costs, and Other gains and losses, and litigation.
The table below reconciles Business net income to Net income attributable to equity holders
of Sanofi:
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Business net income 4,386 4,320 8,795
(i) Amortization of intangible assets (1,675) (1,701) (3,314)
(ii) Impairment of intangible assets (40) (69) (142)
(iii) Fair value remeasurement of contingent consideration liabilities (106) (66) 15
(iv) Expenses arising from the impact of acquisitions on inventories
(1)
(17) (264) (476)
(v) Restructuring costs (250) (467) (1,314)
(vi) Other gains and losses, and litigation (517) (327)
(vii) Tax effects of: 714 1,002 1,905
- amortization of intangible assets 615 559 1,178
- impairment of intangible assets 14 20 37
- fair value remeasurement of contingent consideration liabilities 3 5 34
- expenses arising from the impact of acquisitions on inventories 5 78 143
- restructuring costs 77 150 399
- other gains and losses, and litigation 190 114
(iv) / (viii) Other tax items 577
(ix) Share of items listed above attributable to non-controlling interests 1 6
(iv) / (v) Restructuring costs of associates and joint ventures, and expenses arising
from the impact of acquisitions on associates and joint ventures (15) (14) (32)
(1)
This line corresponds to the workdown of inventories remeasured at fair value at the acquisition date.


B.19.2. Other segment information
The tables below show the split by operating segment of (i) the carrying amount of investments in
associates and joint ventures, (ii) acquisitions of property, plant and equipment, and (iii)
acquisitions of intangible assets.
The principal associates and joint ventures allocated to each segment are: for Pharmaceuticals,
the entities majority owned by BMS (see Note C.1. to the consolidated financial statements for the
year ended December 31, 2011), and InfraServ Hchst; and for Vaccines, Sanofi Pasteur MSD.
The Other segment included Yves Rocher as an associate until November 2011.
Acquisitions of intangible assets and property, plant and equipment correspond to acquisitions
made during the period.
June 30, 2012
( million) Pharmaceuticals Vaccines Animal Health Other Total
Investments in associates and joint ventures 423 311 734
Acquisitions of property, plant and equipment 536 108 38 682
Acquisitions of intangible assets 98 1 5 104

June 30, 2011
Investments in associates and joint ventures 432 338 140 910
Acquisitions of property, plant and equipment 540 162 38 740

December 31, 2011
Investments in associates and joint ventures 488 319 807
Acquisitions of property, plant and equipment 1,136 323 77 1,536


B.19.3. Information by geographical region
The geographical information on net sales provided below is based on the geographical location of
the customer.
In accordance with IFRS 8, the non-current assets reported below exclude financial instruments,
deferred tax assets, and pre-funded pension obligations.
6 months ended June 30, 2012
( million) Total Europe
of which
France
North
America
Of which
United States
Other
Countries
Net sales 17,381 5,688 1,517 5,668 5,395 6,025
Non-current assets
property, plant and equipment 10,723 6,739 4,020 2,819 2,415 1,165
intangible assets 22,415 5,102 12,712 4,601
goodwill 39,047 15,239 16,836 6,972

6 months ended June 30, 2011
of which
France
North
America
Of which
United States
Other
Countries
Net sales 16,128 5,981 1,591 4,843 4,580 5,304
Non-current assets
intangible assets
(1)
21,078 5,458 12,901 2,719
goodwill
(1)/(2)
35,270 14,817 15,041 5,412
(1)
Excluding Merial, which had intangible assets of 4,232 million, including goodwill of 1,118 million.
(2)

12 months ended December 31, 2011
of which
France
North
America
Of which
United States
Other
Countries
Net sales 33,389 11,796 3,106 10,511 9,957 11,082
Non-current assets
intangible assets 23,639 5,537 15,422 2,680
goodwill
(1)
38,582 15,238 16,365 6,979
(1)
As stated in Note D.5. to the consolidated financial statements for the year ended December 31,
2011, France is not a cash generating unit (CGU). Consequently, information about goodwill is
provided for Europe.


B.19.4. Net sales
Sanofis net sales comprise the net sales generated by the Pharmaceuticals, Vaccines and Animal
Health segments.
The table below shows net sales of flagship products and of the other major products of the
Pharmaceuticals segment:
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Lantus
2,346 1,894 3,916

Apidra
108 102 190

Amaryl
213 217 436

Insuman
65 64 132
Other diabetes products 15 4 10
Total Diabetes 2,747 2,281 4,684
Taxotere
309 586 922

Eloxatin
759 436 1,071

J evtana
119 96 188
Other oncology products
(1)
305 159 448
Total Oncology 1,492 1,277 2,629
Lovenox
1,015 1,119 2,111

Plavix
1,058 994 2,040

Aprovel
/CoAprovel
641 663 1,291

Allegra
308 335 580

Stilnox
/ Ambien
/ Ambien CR
/ Myslee
254 232 490

Copaxone
24 233 436
Tritace
180 194 375

Depakine
202 196 388

Multaq
127 131 261

Xatral
69 129 200
Actonel
72 91 167
Nasacort
38 74 106
Renagel
/ Renvela
(1)
312 137 415
SynVisc
/ SynVisc One
(1)
184 89 256
Cerezyme
(1)
299 166 441
Myozyme
/ Lumizyme
(1)
225 99 308
Fabrazyme
(1)
121 30 109
Other rare diseases products
(1)
189 79 264
Total New Genzyme
(1)
834 374 1,122
Other products 2,820 2,977 5,927
Consumer Health Care 1,543 1,356 2,666
Generics 907 848 1,746
Total Pharmaceuticals 14,827 13,730 27,890
(1)
In 2011, net sales of Genzyme products were recognized from the acquisition date (April 2011).
The table below shows net sales of the principal vaccine types sold by the Vaccines segment:
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Polio/Pertussis/Hib vaccines 518 494 1,075
Influenza vaccines 169 158 826
Meningitis/Pneumonia vaccines 202 183 510
Adult Booster vaccines 233 206 465
Travel and Endemics Vaccines 177 171 370
Other Vaccines 101 96 223
Total Vaccines 1,400 1,308 3,469


The table below shows net sales of the principal products sold by the Animal Health segment:
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Frontline
and other fipronil products 468 459 764

Vaccines 345 325 662
Avermectin 221 198 372
Other Animal Health products 120 108 232
Total Animal Health 1,154 1,090 2,030
B.19.5. Split of sales
The three largest customers accounted for approximately 6.9%, 5.3% and 5% respectively of the
Groups gross sales in the first half of 2012.


C Events subsequent to June 30, 2012
On J uly 4, 2012, Sanofi signed an agreement with a view to the sale of its direct and indirect equity
interest of approximately 19.3% in the Yves Rocher group to Socit Financire des Laboratoires
de Cosmtologies Yves Rocher, subject to the fulfillment of certain conditions.


2 | HALF-YEAR MANAGEMENT REPORT
A Significant events of the first half of 2012
A.1. PHARMACEUTICALS
A.1.1. Acquisitions and alliances
The following acquisitions and alliances took place during the first half of 2012:
On April 2, 2012, Sanofi strengthened its presence in biosurgery by acquiring a 100% equity
interest in Pluromed, Inc. (Pluromed), an American medical devices company. Pluromed has
developed a proprietary polymer technology Rapid Transition Polymers (RTP) pioneering
the use of plugs that can be injected into blood vessels to improve the safety, efficacy and
economics of medical interventions. Sanofi will commercialize Pluromeds LeGoo
, a highly
innovative gel approved by the U.S. Food and Drug Administration (FDA) and the European
Union for temporary endovascular occlusion of blood vessels during surgical procedures.
On April 19, 2012, Sanofi announced that it had entered into a collaboration with the
Michael J. Fox Foundation (MJ FF) to conduct a clinical trial to assess the safety and
tolerability of AVE 8112, a PDE4 (phosphodiesterase type 4) inhibitor in patients with
Parkinson's disease. Under the terms of the collaboration, MJ FF will sponsor a Phase Ib
clinical trial to assess the safety and tolerability of AVE8112 in patients with Parkinson's
disease. All data and results generated by the clinical trial will be owned by MJ FF and shared
with Sanofi.
On J une 19, 2012, Sanofi and the Joslin Diabetes Center, a teaching and research affiliate of
Harvard Medical School, announced a new collaboration to promote the development of new
medicines for the treatment of diabetes and related disorders. The collaboration will focus on
four key areas within diabetes and related disorders to identify potential new biologics or small
drug candidates for the treatment of late complications of diabetes and new insulin analogs
with more targeted efficacy. Additionally, research will address the challenges of insulin
resistance and personalized medicine, with the overall aim of improving the lives of people
living with diabetes.
At the end of J une 2012, Sanofi elected to exercise its options to acquire the exclusive
worldwide license for further development, manufacture and commercialization of two gene-
based therapies UshStat
TM
(for the treatment of Usher syndrom 1B) and StarGen
TM
(for the
treatment of Stargardt disease).
A.1.2. Filings for marketing authorization for new products
The following applications for marketing authorization were filed during the first half of 2012:
In April 2012, Sanofi and Regeneron announced that the FDA had granted a priority review of
the Biologics License Application (BLA) for Zaltrap
(aflibercept) in combination with

irinotecan-fluoropyrimidine-based chemotherapy in patients with metastatic colorectal cancer
previously treated with an oxaliplatin-containing regimen. Under the priority review, the target
date for an FDA decision on the Zaltrap
BLA is August 4, 2012. The filing was based on the

results of the Phase III VELOUR study.


In J une 2012, Sanofi and its subsidiary Genzyme filed a supplemental Biologics License
Application (sBLA) with the FDA in the United States and an application for marketing
authorization with the European Medicines Agency (EMA) in Europe for Lemtrada
(1)

(alemtuzumab) in the treatment of relapsing forms of multiple sclerosis. Genzyme has
requested Priority Review of the sBLA (six month review) and an FDA decision is pending. In
the absence of a Fast Track designation, a Standard Review (ten month review) may be
assigned.
In J une 2012, Sanofi filed an application for marketing authorization with the J apanese
authorities for Lyxumia

(2)
(lixisenatide), an investigational once-daily injectable GLP-1
receptor agonist for the treatment of Type 2 diabetes.
The following marketing authorization was granted during the first half of 2012:
In May 2012, the European Commission granted a marketing authorization in the European
Union for the extended use of Lantus
(insulin glargine [rDNA origin] injection) for the

treatment of type 1 diabetes in children aged two to five years.
The following applications for marketing authorization were withdrawn during the first half of 2012:
Following comments received from regulatory agencies in J une 2012 regarding the use of
semuloprin for the prophylaxis of venous thromboembolism (VTE) in patients receiving
chemotherapy, Sanofi decided to withdraw all applications for marketing authorization for
semuloparin.
Sanofi decided not to pursue registration of clofarabine (Clolar
) for the treatment of acute

myeloid leukemia (AML).
A.1.3. Alemtuzumab
Campath
/MabCampath
is currently approved in the United States, Europe and a number of

other jurisdictions for certain oncology indications. Genzyme will discontinue its commercialization
of Campath
/MabCampath
. This action was not taken for any reasons related to product quality,
safety, efficacy or supply with respect to its currently approved indications, but because Sanofi and
Genzyme have decided to focus on bringing Lemtrada forward for multiple sclerosis, and there
are differences in dosing regimen and the safety profile associated with Campath
/MabCampath

and Lemtrada. As we discontinue commercialization of Campath
/MabCampath
, we are
working with healthcare authorities toward our goal of establishing patient access programs
through which we will provide Campath
/MabCampath
free of charge for those disease

indications in which it is being utilized today, wherever it is permitted. As part of this process,
marketing authorizations for Campath
/MabCampath
have already been withdrawn in several

countries. In certain other countries, like the United States, this process is implemented through a
change in distribution but the product will not be promoted. Until approved for multiple sclerosis,
Lemtrada will not be available for use with multiple sclerosis patients outside of a formal,
regulated clinical trial setting in which appropriate patients risk management measures are in
place. Sales of Campath
/MabCampath
do not contribute to the achievement of the product sales

milestones. However, the Companys ability to meet the product sales milestones depends in part
on its ability to successfully launch Lemtrada with distinct distribution channels and to the extent
Campath
/MabCampath
remains available, we cannot predict the extent to which it could interfere

with plans for Lemtrada or impact the ability to achieve the product sales milestones.

(1)
Lemtrada is the trade name submitted to health authorities for alemtuzumab.
(2)
Under license from Zealand Pharma A/S. Lyxumia
is the intended trademark of lixisenatide. Lixisenatide is not

currently approved or licensed anywhere in the world.


Relationship with Bayer HealthCare: Bayer HealthCare (Bayer) has been co-developing
alemtuzumab in multiple sclerosis with Genzyme. Genzyme holds the worldwide rights to
alemtuzumab and has primary responsibility for its development and commercialization in multiple
sclerosis, but Bayer retains an option to co-promote alemtuzumab in multiple sclerosis. Bayer has
notified Genzyme of its intention to co-promote under this option. We cannot predict the impact that
co-promotion would have on the Companys ability to achieve the product sales milestones, if any.
Following regulatory approval and commercialization, Bayer would receive contingent payments
based on sales revenue.
A.1.4. Loss of regulatory exclusivity of our main products
As expected, Aprovel
/Avapro
/Karvea
/Avalide
and Plavix
/Iscover
lost their regulatory

exclusivity in the United States in the first half of 2012, respectively on March 30, 2012 and May 17,
2012.
A.1.5. Research and Development
The main developments in the research and development (R&D) portfolio during the first half of
2012 are described below:
Eight projects entered Phase I: SAR399063 and SAR404460 (in collaboration with CRNH, ASL
& 3inature), GPL-DHA/Vitamin D combinations for the treatment of pre sarcopenia;
SAR228810, an anti-A protofibril monoclonal antibody for the treatment of Alzheimers
disease; SAR391786 (in collaboration with Regeneron), a monoclonal antibody for
rehabilitation after orthopedic surgery; SAR127963, a P75 receptor antagonist for the treatment
of brain lesions caused by a head injury; SAR252067 (developed in collaboration with Kyowa
Hakko Kirin), an anti-light monoclonal antibody for ulcerative colitis and Crohns disease;
UshStat
TM
(developed in collaboration with Oxford Biomedica), a myosin 7A gene therapy for
Usher syndrome 1B; and SAR405838 (developed in collaboration with Ascenta Therapeutics),
an oral inhibitor of the HDM2 p53 protein-protein interaction.
One project entered Phase II: SAR292833, a TRPV3 antagonist for the treatment of chronic
debilitating pain.
Two projects in Phase I have been discontinued: SAR114137, a cathepsine S/K inhibitor for
the treatment of chronic debilitating pain, and SAR411298, an FAAH inhibitor for cancer pain.
In February 2012, Sanofi decided not to continue the co-development with Regeneron of
SAR164877/REGN475, but will continue to fund development costs until the end of 2012 and
will retain entitlement to a royalty on future sales of REGN475.
In J une 2012, Sanofi decided to discontinue the BiTE
antibody project and to terminate its

collaboration agreement with Micromet.
The following results of clinical trials were released during the first half of 2012:
In March 2012, data from two Phase II trials with SAR236553/REGN727 (an investigational,
high-affinity, subcutaneously administered, fully-human monoclonal antibody targeting the
PCSK9 proprotein, in collaboration with Regeneron) were presented at the Annual Scientific
Meeting of the American College of Cardiology. These data showed that treatment with
SAR236553/REGN727 over 8 to 12 weeks significantly reduced mean low-density lipoprotein-
cholesterol (LDL-C) by 40% to 72% in patients with elevated LDL-C on stable dose of statins.


On April 5, 2012, Sanofi and Regeneron also announced headline results from the Phase III
VENICE trial evaluating the addition of Zaltrap
to docetaxel and prednisone for the first-line

treatment of metastatic androgen-independent prostate cancer. The study did not meet the pre-
specified criterion of improvement in overall survival. The safety profile was consistent with
previous studies of Zaltrap
in combination with docetaxel.

On April 24, 2012, additional data from the Phase lll CARE-MS ll trial comparing
Lemtrada
TM
(alemtuzumab) with the interferon beta-1a Rebif
in patients with relapsing-

remitting multiple sclerosis were presented at the Annual Meeting of the American Academy of
Neurology. The data showed that accumulation of disability was significantly slowed in patients
with multiple sclerosis who were treated with alemtuzumab versus Rebif
, as measured by the
Expanded Disability Status Scale (EDSS), a standard assessment of physical disability
progression. In addition, significant improvement in disability scores was observed in some
patients treated with alemtuzumab from baseline compared with patients treated with Rebif
,
suggesting a reversal of disability in these patients. In the trial, patients with pre-existing
disability treated with alemtuzumab were more than twice as likely to experience a sustained
reduction in disability as patients given Rebif
.
On J une 1, 2012, Sanofi and its subsidiary Genzyme announced top-line results from the
Phase III TOWER study, which evaluated the efficacy and safety of Aubagio
(1)

(teriflunomide) in 1,169 patients with relapsing forms of multiple sclerosis, comparing a once-
daily 7 mg or 14 mg oral dose of teriflunomide versus placebo. With the 14 mg dose, the study
showed a statistically significant reduction in the annualized relapse rate and in the risk of
sustained accumulation of disability. Analysis of the full TOWER data is ongoing.
Regarding Lantus
(insulin glargine [rDNA origin] injection), Sanofi presented several clinical

study results in J une 2012 at the 72nd Scientific Sessions of the American Diabetes
Association:
- results from the ORIGIN international clinical trial showed that Lantus
had no statistically
significant positive or negative impact on cardiovascular outcomes versus standard care
during the study period. These results also showed that insulin glargine delayed
progression from pre-diabetes to type 2 diabetes and did not increase the risk of cancer;
- new results from a large-scale epidemiological program conducted by independent
researchers in northern European countries and in the United States provided further
evidence that there is no increased risk of cancer in people with diabetes treated with
Lantus
, compared to those treated with other insulins;

- findings from the EASIE study showed that Lantus
produced superior reduction in HbA

1c

(glycated hemoglobin) versus sitagliptin in patients with early type 2 diabetes not controlled
by metformin.
On J une 9, 2012, Sanofi announced data from the GetGoal Duo 1

and GetGoal-L studies
showing that the investigational once-daily injectable GLP-1 agonist Lyxumia
(lixisenatide), in
combination with basal insulin plus oral anti-diabetic agents, significantly reduced HbA
1c

(glycated hemoglobin) in people with type 2 diabetes who were either new to insulin therapy
(as early as 12 weeks after initiation) or already treated with insulin (for an average of 3.1
years), with a significant reduction in post-prandial glucose.

(1)
Aubagio
is the trade name submitted to health authorities for teriflunomide. This trade name is not currently approved
or licensed anywhere in the world.


A.1.6. Capital expenditure
In J anuary 2012, the new plant at Framingham, Massachusetts (United States) was approved
by the FDA and EMA for the production of Fabrazyme
, allowing Genzyme to begin returning

supplies of Fabrazyme
to normal levels in the second quarter of 2012 and through the rest of
the year.
In May 2012, the FDA and EMA approved a second filling and finishing line at Genzymes plant
in Waterford (Ireland), virtually doubling the filling and finishing capacity for Myozyme
and
Lumizyme
.
In May 2012, Sanofi inaugurated a new Lantus
SoloSTAR
production line at its plant in

Beijing (China), and announced the second phase of this $90 million project involving the
construction of a state-of-the art sterile production facility for insulin cartridges.


A.2. HUMAN VACCINES (Vaccines)
On April 27, 2012, Sanofi Pasteur (the Vaccines division of Sanofi) announced that the
J apanese Ministry of Health, Labor and Welfare had approved the companys standalone
Inactivated Poliovirus Vaccine (IPV) against acute flaccid poliomyelitis (Imovax
Polio), which
will be added to the countrys public immunization program on September 1, 2012.
On J une 22, 2012, Sanofi Pasteur announced that Hexaxim
TM
(DTaP-IPV-Hib-HepB vaccine)
had received a positive opinion from the EMA as part of a procedure designed to evaluate
medicinal products intended for markets outside the European Union. Hexaxim is the only
fully liquid, ready to use 6-in-1 vaccine to protect infants against diphtheria, tetanus, pertussis
(whooping cough), hepatitis B, poliomyelitis and invasive infections caused by Haemophilus
influenzae type b.
A.3. ANIMAL HEALTH
On March 30, 2012, Merial (the Animal Health division of Sanofi) completed the acquisition of
Newport Laboratories, a privately held company based in Worthington, Minnesota (United
States), which is a leader in autogenous vaccines for the bovine and swine markets.
A.4. OTHER SIGNIFICANT EVENTS OF THE FIRST HALF OF 2012
A.4.1. Litigation and proceedings
For a description of the most significant developments in litigation and proceedings since
publication of the financial statements for the year ended December 31, 2011, refer to Note B.15.
to the condensed half-year consolidated financial statements.
A.4.2. Other significant events
The Annual General Meeting of Sanofi shareholders was held on May 4, 2012, and all of the
resolutions were passed. The meeting approved the distribution of a cash dividend of 2.65 per
share (paid out on May 15, 2012), appointed Laurent Attal to serve as a director, and renewed the
terms of office of a number of other directors (Uwe Bicker, J ean-Ren Fourtou, Claudie Haigner,
Carole Piwnica and Klaus Pohle). The shareholders also approved the transfer of Sanofis
registered office in France to 54, rue La Botie, Paris 8.


B Events subsequent to the balance sheet date (June 30, 2012)
On J uly 4, 2012, Sanofi announced the execution of an agreement pursuant to which Sanofi
will divest its equity interest of approximately 19.3% in the Yves Rocher cosmetics group to
Socit Financire des Laboratoires de Cosmtologie Yves Rocher, subject to certain closing
conditions. This decision is in line with Sanofis policy of focusing on its strategic businesses.
On J uly 12, 2012, Sanofi Pasteur received a Warning Letter from the Food and Drug
Administration (FDA) following regular inspections conducted at manufacturing facilities in
Toronto (Canada) and Marcy L'Etoile (France) this year. Sanofi Pasteur takes seriously the
observations regarding the U.S. licensed products and their related production units. We are
working diligently with the FDA to implement a series of immediate and ongoing steps to
address the issues identified in the Warning Letter and further strengthen our manufacturing
operations and quality systems.
On J uly 20, 2012, Sanofi and Regeneron Pharmaceuticals, Inc. announced that several trials
within ODYSSEY, the Phase III clinical program of SAR236553/REGN727 (a fully-human
monoclonal antibody targeting the PCSK9 proprotein), had initiated enrollment of more than
22,000 patients.
On J uly 25, 2012, Sanofi Pasteur announced that its tetravalent dengue vaccine candidate
had demonstrated proof of efficacy against dengue, a threat to almost 3 billion people, in the
worlds first ever dengue efficacy trial. The results of this study conducted in Thailand confirm
the excellent safety profile of the vaccine. The vaccine generated antibody response for all
four dengue virus serotypes. Evidence of protection was demonstrated against three of the
four virus serotypes circulating in Thailand. Analyses are ongoing to understand the lack of
protection for the fourth serotype in the particular epidemiological context of Thailand. The full
data resulting from this first efficacy trial are currently under review by scientific and clinical
experts, as well as public health officials. Detailed results of this study will be published in a
peer-reviewed journal and presented to the scientific community later this year. Large scale
Phase III dengue vaccine clinical studies with 31,000 participants are underway in 10 countries
of Asia and Latin America. These studies will generate important additional data in a broader
population and in a variety of epidemiological settings to demonstrate vaccine efficacy against
the four circulating dengue virus serotypes.


C Consolidated financial statements for the first half of 2012
C.1. CONSOLIDATED RESULTS OF OPERATIONS FOR THE FIRST HALF OF 2012
Consolidated income statements for the six months to June 30, 2011 and 2012
( million)
June 30,
2012
(6 months)
as % of
net sales
June 30,
2011
(6 months)
as % of
net sales
Net sales 17,381 100.0% 16,128 100.0%
Other revenues 673 3.9% 835 5.2 %
Cost of sales (5,360) (30.8%) (5,214) (32.3 %)
Gross profit 12,694 73.0% 11,749 72.8%
Research & development expenses (2,415) (13.9%) (2,297) (14.2%)
Selling & general expenses (4,410) (25.4%) (4,201) (26.0%)
Other operating income 319 191
Other operating expenses (324) (168)
Amortization of intangible assets (1,675) (1,701)
Impairment of intangible assets (40) (69)
Fair value remeasurement of contingent consideration liabilities (106) (66)
restructuring costs (250) (467)
Other gains and losses, and litigation (517)
Operating income 3,793 21.8% 2,454 15.2%
Financial expenses (272) (234)
Financial income 45 56
Income before tax and associates and joint ventures 3,566 20.5% 2,276 14.1%
Income tax expense (869) (472)
Share of profit / (loss) of associates and joint ventures 404 556
Net income 3,101 17.8% 2,360 14.6%
Attributable to non-controlling interests 103 136
Net income attributable to equity holders of Sanofi 2,998 17.2% 2,224 13.8%
Average number of shares outstanding (million) 1,319.3 1,308.6
Average number of shares outstanding after dilution (million) 1,327.9 1,313.3
Basic earnings per share (in euros) 2.27 1.70
Diluted earnings per share (in euros) 2.26 1.69


C.2. BUSINESS NET INCOME
(1)
FOR THE FIRST HALF OF 2012
In accordance with IFRS 8 (Operating Segments), the segment information reported by Sanofi is
prepared on the basis of internal management data provided to the Chief Executive Officer, who is
the Groups chief operating decision maker. The performance of these segments is monitored
individually using internal reports and common indicators.
The operating segment disclosures required under IFRS 8 are provided in Note B.19. to the
condensed half-year consolidated financial statements.
Sanofi has three operating segments: Pharmaceuticals, Human Vaccines (Vaccines), and Animal
Health. The Other segment includes all segments that do not qualify as reportable segments under
IFRS 8.
The Pharmaceuticals segment covers research, development, production and marketing of
medicines, including activities acquired with Genzyme. Sanofis pharmaceuticals portfolio consists
of flagship products, plus a broad range of prescription medicines, generic medicines, and
consumer health products. This segment also includes all associates and joint ventures whose
activities are related to pharmaceuticals, in particular the entities majority owned by Bristol-Myers
Squibb (BMS).
The Vaccines segment is wholly dedicated to vaccines, including research, development,
production and marketing. This segment includes the Sanofi Pasteur MSD joint venture in Europe.
The Animal Health segment comprises the research, development, production and marketing
activities of Merial, which offers a complete range of medicines and vaccines for a wide variety of
animal species.
Inter-segment transactions are not material.
Segment results
Sanofi reports segment results on the basis of Business operating income. This indicator,
adopted in compliance with IFRS 8, is used internally to measure operational performance and
allocate resources. Business operating income is derived from Operating income, adjusted as
follows:
the amounts reported in the lines Fair value remeasurement of contingent consideration
liabilities, Restructuring costs and Other gains and losses, and litigation are eliminated;
eliminated;
the share of profits/losses of associates and joint-ventures is added;
other acquisition-related effects (primarily, the impact of the workdown of acquired inventories
remeasured at fair value at the acquisition date, and the impact of acquisitions on investments
in associates and joint-ventures) are eliminated;

(1)
Refer to the appendix in section F for a definition.


We believe that investors understanding of our operational performance is enhanced by reporting
business net income
(1)
. This measure is determined by taking business operating income and
adding financial income and deducting financial expenses, including the related income tax effects.
Business net income for the first half of 2012 totaled 4,386 million (up 1.5% on the 2011 first-half
figure of 4,320 million), and represented 25.2% of net sales (versus 26.8% for the first half of
2011).

(1)


First-half segment results for 2012 and 2011, and 2011 full-year segment results, were as follows.
2012 first-half business net income
Animal
Health Other Total
Net sales 14,827 1,400 1,154 17,381
Costs of sales (4,431) (566) (346) (5,343)
Research & development expenses (2,051) (284) (80) (2,415)
Other operating income and expenses (21) (1) 1 16 (5)
Share of profit/(loss) of associates and joint ventures 425 (6) 419

2011 first-half business net income
Animal
Health Other Total
Net sales 13,730 1,308 1,090 16,128
Costs of sales (4,073) (550) (327) (4,950)
Other operating income and expenses 42 (1) (7) (11) 23
Share of profit/(loss) of associates and joint ventures 559 (2) 13 570

2011 full-year business net income
Animal
Health Other Total
Net sales 27,890 3,469 2,030 33,389
Other revenues 1,622 25 22 1,669
Costs of sales (8,368) (1,404) (654) (10,426)
Other operating income and expenses (13) (7) 24 4
Share of profit/(loss) of associates and joint ventures 1,088 1 13 1,102
Net income attributable to non-controlling interests (246) (1) (247)


A reconciliation of our business net income to Net income attributable to equity holders of Sanofi is
set forth below:
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
December 31,
2011
(12 months)
Business net income 4,386 4,320 8,795
(i) Amortization of intangible assets (1,675) (1,701) (3,314)
(ii) Impairment of intangible assets (40) (69) (142)
(iii) Fair value remeasurement of contingent consideration liabilities (106) (66) 15
(iv) Expenses arising from the impact of acquisitions on inventories
(1)
(17) (264) (476)
(v) Restructuring costs (250) (467) (1,314)
(vi) Other gains and losses, and litigation (517) (327)
(vii) Tax effects of: 714 1,002 1,905
- amortization of intangible assets 615 559 1,178
- impairment of intangible assets 14 20 37
- fair value remeasurement of contingent consideration liabilities 3 5 34
- expenses arising from the impact of acquisitions on inventories 5 78 143
- restructuring costs 77 150 399
- other gains and losses, and litigation 190 114
(iv) / (viii) Other tax items 577
(ix) Share of items listed above attributable to non-controlling interests 1 6
(iv) / (v) Restructuring costs of associates and joint ventures, and expenses arising
from the impact of acquisitions on associates and joint ventures (15) (14) (32)
(1)
This line item corresponds to the impact of workdown of inventories remeasured at fair value at the acquisition date.
We also report business earnings per share, a specific non-GAAP financial measure which we
define as business net income divided by the weighted average number of shares outstanding.
Business earnings per share for the first half of 2012 was 3.32, an increase of 0.6% relative to the
first-half figure of 3.30, based on the weighted average number of shares outstanding of
1,319.3 million for the first half of 2012 and 1,308.6 million for the first half of 2011.


Pharmaceuticals segment first-half business operating income, 2012 and 2011

( million)
June 30,
2012
(6 months)
as % of
net sales
June 30,
2011
(6 months)
as % of
net sales
Year-on-year
change
Net sales 14,827 100.0% 13,730 100.0% +8.0%
Other revenues 645 4.4% 816 5.9% -21.0%
Cost of sales (4,431) (29.9%) (4,073) (29.7%) +8.8%
Gross profit 11,041 74.5% 10,473 76.3% +5.4%
Research and development expenses (2,051) (13.8%) (1,963) (14.3%) +4.5%
Selling and general expenses (3,763) (25.4%) (3,614) (26.3%) +4.1%
Other operating income and expenses (21) 42
Share of profit/(loss) of associates and joint ventures 425 559
Business operating income 5,527 37.3% 5,361 39.0% +3.1%

Vaccines segment first-half business operating income, 2012 and 20111
( million)
June 30,
2012
(6 months)
as % of
net sales
June 30,
2011
(6 months)
as % of
net sales
Year-on-year
change
Net sales 1,400 100.0% 1,308 100.0% +7.0%
Other revenues 10 0.7% 10 0.8% 0.0%
Cost of sales (566) (40.4%) (550) (42.0%) +2.9%
Gross profit 844 60.3% 768 58.7% +9.9%
Research and development expenses (284) (20.3%) (264) (20.2%) +7.6%
Selling and general expenses (288) (20.6%) (264) (20.2%) +9.1%
Other operating income and expenses (1) (1)
Share of profit/(loss) of associates and joint ventures (6) (2)
Net income attributable to non-controlling interests
Business operating income 265 18.9% 237 18.1% +11.8%

Animal Health segment first-half business operating income, 2012 and 2011
( million)
June 30,
2012
(6 months)
as % of
net sales
June 30,
2011
(6 months)
as % of
net sales
Year-on-year
change
Net sales 1,154 100.0% 1,090 100.0% +5.9%
Other revenues 18 1.6% 9 0.8% +100.0%
Cost of sales (346) (30.0%) (327) (30.0%) +5.8%
Gross profit 826 71.6% 772 70.8% +7.0%
Research and development expenses (80) (6.9%) (70) (6.4%) +14.3%
Selling and general expenses (358) (31.0%) (322) (29.5%) +11.2%
Other operating income and expenses 1 (7)
Share of profit/(loss) of associates and joint ventures
Net income attributable to non-controlling interests
Business operating income 389 33.7% 373 34.2% +4.3%


C.3. ANALYSIS OF CONSOLIDATED RESULTS FOR THE FIRST HALF OF 2012
C.3.1. Net sales
Consolidated net sales for the first half of 2012 were 17,381 million, 7.8% higher than in the first
half of 2011. Exchange rate movements had a favorable effect of 4.2 points, mainly reflecting the
appreciation of the U.S. dollar, the yen and the yuan against the euro. At constant exchange
rates
(1)
and after taking account of changes in structure (primarily the consolidation of Genzyme
from April 2011), net sales rose by 3.6%.
Reconciliation of 2012 first-half reported net sales to net sales at constant exchange rates
(1)

( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months) Change
Reported net sales 17,381 16,128 +7.8%
Effect of exchange rates (673)
Net sales at constant exchange rates 16,708 16,128 +3.6%
C.3.1.1. Net sales by business segment
Sanofis net sales comprise the net sales generated by the Pharmaceuticals, Human Vaccines
(Vaccines) and Animal Health businesses.
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
Change on
a reported
basis
Change at
constant
exchange rates
Pharmaceuticals 14,827 13,730 +8.0% +4.0%
Vaccines 1,400 1,308 +7.0% +1.5%
Animal Health 1,154 1,090 +5.9% +1.2%
Total 17,381 16,128 +7.8% +3.6%

(1)


Pharmaceuticals
Net sales of the Pharmaceuticals segment for the first half of 2012 were 14,827 million, up 8.0%
on a reported basis and up 4.0% at constant exchange rates. This reflects the positive effect of the
inclusion of Genzyme in the consolidation from April 2011 and the performance of our growth
platforms, but also the negative effects of generics competition (primarily Lovenox
, Xatral
and
Taxotere
in the United States, and Taxotere
, Plavix
and Aprovel
in Western Europe), the

ending of the Copaxone
co-promotion agreement with Teva, the sale of the Dermik business in

J uly 2011, and austerity measures in the European Union.
On a constant structure basis and at constant exchange rates (which mainly involves including the
non-consolidated sales of Genzyme for the first quarter of 2011 and excluding sales of Copaxone

for the first half of 2011), Pharmaceuticals segment net sales were down 0.9% in the first half of
2012.
( million) Indications
June 30,
2012
(6 months)
June 30,
2011
(6 months)
Change on
a reported
basis
Change at
constant
exchange rates
Lantus
Diabetes 2,346 1,894 +23.9% +16.8 %

Apidra
Diabetes 108 102 +5.9% +2.0 %

Amaryl
Diabetes 213 217 -1.8% -6.5 %

Insuman
Diabetes 65 64 +1.6% +3.1 %

Other diabetes products
(1)
Diabetes 15 4 +275.0% +275.0 %
Total: Diabetes 2,747 2,281 +20.4% +14.0%
Eloxatin
Colorectal cancer 759 436 +74.1% +61.9%

Taxotere
Breast, lung, prostate, stomach,

and head & neck cancer 309 586 -47.3% -50.0%
J evtana
Prostate cancer 119 96 +24.0% +18.8%

(1)
305 159
Total: Oncology 1,492 1,277 +16.8% +9.9%
Lovenox
Thrombosis 1,015 1,119 -9.3% -10.7%

Plavix
Atherothrombosis 1,058 994 +6.4% -0.6%

Aprovel
Hypertension 641 663 -3.3% -5.9%

Allegra
Allergic rhinitis, urticaria 308 335 -8.1% -14.0%

Stilnox
/ Ambien
/ Myslee
Sleep disorders 254 232 +9.5% +1.7%

Copaxone
Multiple sclerosis 24 233 -89.7% -90.1%

Depakine
Epilepsy 202 196 +3.1% +1.5%

Tritace
Hypertension 180 194 -7.2% -6.7%

Multaq
Atrial fibrillation 127 131 -3.1% -9.2%

Xatral
Benign prostatic hypertrophy 69 129 -46.5% -48.1%

Actonel
Osteoporosis, Pagets disease 72 91 -20.9% -23.1%

Nasacort
Allergic rhinitis 38 74 -48.6% -50.0%

Renagel
/ Renvela

(1)
Hyperphosphatemia 312 137
SynVisc
/ SynVisc One

(1)
Arthritis 184 89
Cerezyme

(1 )
Gaucher disease 299 166
Myozyme
/ Lumizyme

(1)
Pompe disease 225 99
Fabrazyme

(1)
Fabry disease 121 30
Other Rare Disease products
(1)
189 79
Total: New Genzyme
(1)
834 374
Other Products 2,820 2,977 -5.3% -7.4%
Consumer Health Care 1,543 1,356 +13.8% +11.4%
Generics 907 848 +7.0% +7.2%
Total: Pharmaceuticals 14,827 13,730 +8.0% +4.0%
(1)


Diabetes division
Net sales for the Diabetes division came to 2,747 million, up 14.0% at constant exchange rates,
driven by double-digit growth for Lantus
.
Net sales of Lantus
, a long-acting human insulin analog, rose by 16.8% (at constant exchange

rates) to 2,346 million, reflecting good growth in the United States (+18.0% at constant exchange
rates) and J apan (+20.3% at constant exchange rates) and a robust performance in Emerging
Markets (+26.0% at constant exchange rates), especially in China (+47.7% at constant exchange
rates), Russia (+22.5% at constant exchange rates) and Latin America (+32.2% at constant
exchange rates). Growth in Western Europe was a more modest 4.7% (at constant exchange
rates).
Net sales of the rapid-acting human insulin analog Apidra
totaled 108 million in the first half of

2012 (up 2.0% at constant exchange rates), driven by Emerging Markets (+14.3% at constant
exchange rates). The supply of 3ml Apidra
cartridges improved in the second quarter of 2012 as

expected.
Amaryl
saw net sales fall by 6.5% at constant exchange rates to 213 million, largely as a result
of competition from generics in J apan (-29.2% at constant exchange rates, at 65 million), and
despite 10.5% growth in Emerging Markets at constant exchange rates.
Oncology business
The Oncology business reported net sales of 1,492 million, up 9.9% at constant exchange rates,
thanks mainly to a strong performance from Eloxatin
in the United States.

Net sales of Eloxatin
saw a marked rebound in the first half of 2012, rising by 61.9% at constant
exchange rates to 759 million. This reflects a recovery in sales in the United States (634 million,
versus 301 million in the first half of 2011) following a legal ruling that prevents generics
manufacturers from selling their unauthorized generic versions of oxaliplatin in the United States
until August 9, 2012.
Taxotere
reported a 50.0% fall in net sales at constant exchange rates, to 309 million.
This product is facing competition from generics in Western Europe (-74.4% at constant exchange
rates, at 32 million) and in the United States (-83.2% at constant exchange rates, at 37 million).
Jevtana
posted net sales of 119 million in the first half of 2012, up 18.8% at constant exchange
rates, driven by the commercial roll-out in Western Europe where sales quadrupled to 44 million.
In the United States, sales were down 32.1% (at constant exchange rates) at 60 million.
Other pharmaceutical products
First-half net sales of Lovenox
fell by 10.7% at constant exchange rates to 1,015 million, due to

competition from generics in the United States where sales declined by 49.2% (at constant
exchange rates) to 209 million. Sales generated outside the United States accounted for 79.4% of
total worldwide net sales and rose by 9.2% at constant exchange rates to 806 million, driven by
Emerging Markets (+15.3% at constant exchange rates, at 312 million) and Western Europe
(+5.5% at constant exchange rates, at 444 million).
Net sales of Renagel
/Renvela
rose by 9.7% on a constant structure basis and at constant

exchange rates (including non-consolidated net sales for the first quarter of 2011) to 312 million,
driven by the products strong performance in the United States (+20.9% on a constant structure
basis and at constant exchange rates).


Synvisc
/Synvisc One
achieved net sales growth of 8.9% on a constant structure basis and at

constant exchange rates (including non-consolidated net sales for the first quarter of 2011) to
184 million, thanks mainly to the Synvisc One
franchise in the United States (153 million, up

14.8% on a constant structure basis and at constant exchange rates).
Net sales of the Ambien
family of products were up 1.7% at constant exchange rates at

254 million, reflecting competition from generics of Ambien
CR in the United States and Western

Europe but also a good performance from Myslee
in J apan, where net sales advanced by 5.6% at

constant exchange rates to 151 million.
Allegra
saw prescription net sales fall by 14.0% at constant exchange rates to 308 million, due
to the effect of a weak pollen season in J apan (-19.6% at constant exchange rates, at
241 million). In J uly 2012, Sanofi entered into settlements in J apan with generic manufacturers
regarding Allegra
; Sanofi does not expect generics to enter this market before March 2014.
Net sales of Multaq
fell by 9.2% at constant exchange rates to 127 million, due to the impact of
an amendment to the product indication during the second half of 2011.
Consolidated net sales of Copaxone
were 24 million, compared with 233 million in the first half

of 2011; this fall of 90.1% (at constant exchange rates) reflected the ending of the co-promotion
agreement with Teva across all territories in the first quarter of 2012.
New Genzyme
The New Genzyme business consists of products used to treat rare diseases, and future products
for the treatment of multiple sclerosis (Aubagio
and Lemtrada
TM
).
Because the net sales of Genzyme are consolidated from the acquisition date (start of April 2011),
the consolidated net sales of the New Genzyme business for the first half of 2011 do not include
sales for the first quarter of 2011. On a constant structure basis and at constant exchange rates
(i.e. including non-consolidated net sales for the first quarter of 2011), the New Genzyme business
achieved sales growth of 11.3% in the first half of 2012, to 834 million.
( million) Indications
June 30,
2012
(6 months)
June 30,
2011
(3 months)
(1)

Change on a
constant structure
and exchange
rate basis
Cerezyme
(1)
Gaucher disease 299 166 -4.6%
Myozyme
/ Lumizyme
(1)
Pompe disease 225 99 +13.0%
Fabrazyme
(1)
Fabry disease 121 30 +86.7%
(1)
189 79 +11.2%
Total: New Genzyme
(1)
834 374 +11.3%
(1)
Cerezyme
net sales fell by 4.6% on a constant structure basis and at constant exchange rates to
299 million (-9.4% in Western Europe, at 106 million; -7.6% in the United States, at 79 million).

Net sales of Myozyme
/Lumizyme
were up 13.0% on a constant structure basis and at constant

exchange rates at 225 million (+9.7% in Western Europe, at 125 million; +17.4% in the United
States, at 58 million).
Fabrazyme
reported a strong 86.7% rise in net sales on a constant structure basis and at
constant exchange rates to 121 million. This growth was mainly attributable to the resumption of
production at the new plant in Framingham (United States) in March 2012.


Consumer Health Care
Net sales for the Consumer Health Care business rose by 11.4% at constant exchange rates in
the first half of 2012 to 1,543 million, thanks to organic growth and the impact of the acquisitions
made in 2011 (principally BMP Sunstone in China, and the nutraceuticals business of Universal
Medicare in India). Net sales in Emerging Markets were up 24.3% at constant exchange rates, at
724 million. In the United States, sales were virtually unchanged (+0.3% at constant exchange
rates, at 340 million) versus the first half of 2011, when distributors were building up inventories of
the over-the-counter version of Allegra
(launched in March 2011).

Generics
The Generics business reported net sales of 907 million for the first half of 2012, a rise of 7.2% at
constant exchange rates. The business was boosted by organic sales growth in the United States
(+98.5% at constant exchange rates, at 141 million), where Sanofi launched its own authorized
generic versions of Lovenox
and Aprovel
. Net sales in Emerging Markets were fairly flat (+1.3%

at constant exchange rates, at 529 million), reflecting lower sales in Eastern Europe.

Net sales of other prescription products totaled 2,820 million, down 7.4% at constant exchange
rates (or 4.4% on a constant structure basis and at constant exchange rates).
For comments on net sales of Plavix
and Aprovel
/CoAprovel
, refer to section C.3.1.3.,

Worldwide Presence of Plavix
and Aprovel
below.


Geographical split of 2012 first-half net sales of the main pharmaceutical products
( million)
Western
Europe
(1)

Change at
constant
exchange
rates
United
States
Change at
constant
exchange
rates
Emerging
Markets
(2)

Change at
constant
exchange
rates
Other
Countries
(3)

Change at
constant
exchange
rates
Lantus
383 +4.7% 1,444 +18.0% 379 +26.0% 140 +20.6%

Apidra
40 +2.6% 32 -12.1% 24 +14.3% 12 +22.2%

Amaryl
16 -5.9% 2 130 +10.5% 65 -29.8%

Insuman
48 -4.0% 17 +21.4%
Other diabetes products 13 +225.0% 2 1
Total: Diabetes 500 +5.1% 1,480 +17.2% 550 +21.3% 217 +0.5%
Eloxatin
9 -62.5% 634 +95.0% 81 -2.5% 35 +3.1%

Taxotere
32 -74.4% 37 -83.2% 147 -7.7% 93 -19.4%

J evtana
44 +290.9% 60 -32.1% 15 +275.0%

(4)
73 169 43 20
Total: Oncology 158 -23.2% 900 +24.6% 286 +6.1% 148 -4.9%
Lovenox
444 +5.5% 209 -49.2% 312 +15.3% 50 +6.8%

Plavix
180 -18.3% 72* -32.7% 393 +6.1% 413 +14.5%

Aprovel
339 -14.7% 26* +13.0% 204 +2.7% 72 +19.3%

Allegra
7 -12.5% (1) -120.0% 61 +27.1% 241 -19.3%

Stilnox
/ Ambien
/ Myslee
24 -11.1% 40 -14.0% 36 +19.4% 154 +5.3%

Copaxone
19 -91.4% 5 -63.6%
Depakine
71 -2.8% 123 +5.2% 8 -12.5%

Tritace
80 -9.1% 93 0.0% 7 -45.5%

Multaq
23 -32.4% 99 +1.1% 4 +33.3% 1 -100.0%

Xatral
25 -19.4% 12 -83.1% 30 -6.3% 2

Actonel
18 -40.0% 36 -14.3% 18 -15.8%

Nasacort
11 -26.7% 11 -77.8% 14 +16.7% 2

Renagel
/ Renvela
(4)
66 213 21 12
SynVisc
/ SynVisc One
(4)
10 153 11 10
Cerezyme
(4)
106 79 84 30
Myozyme
/ Lumizyme
(4)
125 58 26 16
Fabrazyme
(4)
21 62 18 20
(4)
46 61 38 44
Total: New Genzyme
(4)
298 260 166 110
Other Products 1,132 -10.0% 285 -11.4% 1,034 -0.7% 369 -13.5%
Consumer Health Care 355 +3.2% 340 +0.3% 724 +24.3% 124 0.0%
Generics 224 -2.2% 141 +98.5% 529 +1.3% 13 -33.3%
Total: Pharmaceuticals 3,984 -6.7% 4,240 +11.2% 4,627 +10.8% 1,976 -0.7%
(1)
France, Germany, United Kingdom, Italy, Spain, Greece, Cyprus, Malta, Belgium, Luxembourg, Portugal, Netherlands, Austria,
Switzerland, Sweden, Ireland, Finland, Norway, Iceland, Denmark.
(2)
World excluding United States, Canada, Western Europe, J apan, Australia and New Zealand.
(3)
J apan, Canada, Australia and New Zealand.
(4)
* Sales of active ingredient to the entity majority-owned by BMS in the United States.


Human Vaccines (Vaccines)
In the first half of 2012, the Vaccines business generated net sales of 1,400 million, up 1.5% at
constant exchange rates and 7.0% on a reported basis. Growth was impaired by temporary order
restrictions on Pentacel
in the United States.

( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
Change on
a reported
basis
Change at
constant
exchange rates
Polio/Pertussis/Hib Vaccines (incl. Pentacel
and Pentaxim
) 518 494 +4.9% -0.4%

Influenza Vaccines (incl. Vaxigrip
and Fluzone
) 169 158 +7.0% +5.7%

Seasonal influenza vaccines 167 158 +5.7% +4.4%
Pandemic influenza vaccines 2
Meningitis/Pneumonia Vaccines (incl. Menactra
) 202 183 +10.4% +2.7%

Adult Booster Vaccines (incl. Adacel
) 233 206 +13.1% +5.3%

Travel and Other Endemic Diseases Vaccines 177 171 +3.5% 0.0%
Other Vaccines 101 96 +5.2% -3.1%
Total: Vaccines 1,400 1,308 +7.0% +1.5%
Net sales of Polio/Pertussis/Hib vaccines were virtually unchanged (-0.4% at constant exchange
rates) at 518 million, reflecting contrasting factors: a fall in the United States (-7.2% at constant
exchange rates, at 210 million) due to temporary order restrictions on Pentacel
following
production delays at Sanofi Pasteur, and good performances in Western Europe (+52.9% at
constant exchange rates, at 26 million) and Other Countries (+5.7% at constant exchange rates,
at 62 million). Net sales in Emerging Markets were flat at 220 million (+0.5% at constant
exchange rates).
Net sales of Influenza Vaccines rose by 5.7% (at constant exchange rates) to 169 million in the
first half of 2012. Most of these sales were generated in Emerging Markets (150 million),
supported by the record performance of seasonal influenza vaccines in the southern hemisphere.
Meningitis/Pneumonia Vaccines posted net sales of 202 million, up 2.7% at constant exchange
rates, driven by Emerging Markets (+27.7% at constant exchange rates, at 62 million). Menactra

generated net sales of 167 million, up 10.5% at constant exchange rates.
Net sales of Adult Booster Vaccines rose by 5.3% at constant exchange rates to 233 million on
a strong performance from Adacel
(160 million, up 11.8% at constant exchange rates), mainly in

the United States.
Net sales of Travel and Other Endemic Diseases Vaccines were flat at 177 million.
Sales generated by Sanofi Pasteur MSD, the joint venture with Merck & Co., Inc. in Europe (which
are not consolidated by Sanofi), were 332 million in the first half of 2012, up 7.7% on a reported
basis. Growth was driven by the travel and other endemics vaccines franchise (+26.1% on a
reported basis, at 82 million). Sales of Gardasil
, a vaccine that prevents papillomavirus

infections (a cause of cervical cancer) fell slightly by 2.0% on a reported basis, to 87 million.


Geographical split of 2012 first-half Vaccines net sales
( million)
Western
Europe
(1)

Change at
constant
exchange
rates
United
States
Change at
constant
exchange
rates
Emerging
Markets
(2)

Change at
constant
exchange
rates
Other
Countries
(3)

Change at
constant
exchange
rates
Polio/Pertussis/Hib Vaccines
(incl. Pentacel
and Pentaxim
) 26 +52.9% 210 -7.2% 220 +0.5% 62 +5.7%

Influenza Vaccines
(incl. Vaxigrip
and Fluzone
) 6 150 +1.4% 13 +9.1%

Meningitis/Pneumonia Vaccines
(incl. Menactra
) 2 +100.0% 136 -5,4% 62 +27.7% 2 -40.0%

Adult Booster Vaccines
(incl. Adacel
) 34 -19.0% 166 +6.3% 22 +83.3% 11 0.0%

Travel and Other Endemic
Diseases Vaccines 12 +9.1% 53 +17.1% 90 -8.2% 22 0.0%
Other vaccines 5 -16.7% 79 -2.6% 9 +12.5% 8 -16.7%
Total: Vaccines 79 +2.6% 650 -0.3% 553 +3.6% 118 +0.9%
(1)
(2)
(3)
Animal Health
Net sales for the Animal Health business amounted to 1,154 million in the first half of 2012, up
1.2% at constant exchange rates (5.9% on a reported basis), partly driven by the performance of
Emerging Markets (+8.6% at constant exchange rates).
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
Change on
a reported
basis
Change at
constant
exchange rates
Frontline
and other fipronil products 468 459 +2.0% -3.5%

Vaccines 345 325 +6.2% +3.4%
Avermectin 221 198 +11.6% +5.1%
Other Animal Health products 120 108 +11.1% +7.4%
Total: Animal Health 1,154 1,090 +5.9% +1.2%
Net sales for the companion animals franchise increased by 1.0% at constant exchange rates to
784 million. The slight decrease in sales of the Frontline

/ fipronil family of products (-3.5% at
constant exchange rates, at 468 million) was due to bulk buying by distributors of veterinary
products in the United States during the first half of 2011.
Net sales for the production animals franchise advanced by 1.7% at constant exchange rates to
370 million. These include the contribution from Newport Laboratories from April 2012 onwards.


Geographical split of 2012 first-half Animal Health net sales
( million)
Western
Europe
(1)

Change at
constant
exchange
rates
United
States
Change at
constant
exchange
rates
Emerging
Markets
(2)

Change at
constant
exchange
rates
Other
Countries
(3)

Change at
constant
exchange
rates
Frontline
and other fipronil products 138 -0.7% 262 -5.5% 43 -4.9% 25 -12.0%
Vaccines 88 -11.1% 71 +10.0% 176 +8.8% 10 +33.3%
Avermectin 30 -3.3% 125 +9.4% 28 +3.7% 38 0.0%
Other Animal Health products 42 -2.3% 47 +20.0% 20 +23.5% 11 -15.4%
Total: Animal Health 298 -4.5% 505 +2.0% 267 +8.6% 84 -3.8%
(1)
(2)
(3)
C.3.1.2. Net sales by geographical region
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
Change on
a reported
basis
Change at
constant
exchange rates
Western Europe
(1)
4,361 4,631 -5.8% -6.4%
United States 5,395 4,580 +17.8% +8.8%
Emerging Markets
(2)
5,447 4,919 +10.7% +9.9%
of which Eastern Europe and Turkey 1,327 1,350 -1.7% +1.0%
of which Asia (excluding Pacific region) 1,381 1,152 +19.9% +12.2%
of which Latin America 1,675 1,481 +13.1% +14.2%
of which Africa 507 470 +7.9% +9.4%
of which Middle East 494 418 +18.2% +15.6%
Other Countries
(3)
2,178 1,998 +9.0% -0.7%
of which Japan 1,529 1,368 +11.8% +0.9%
Total 17,381 16,128 +7.8% +3.6%
(1)
(2)
(3)
In the Emerging Markets region, net sales reached 5,447 million, up 9.9% at constant exchange
rates (or 7.7% including Genzyme in the first quarter of 2011). In China, net sales totaled
606 million, up 22.4% at constant exchange rates, reflecting strong performances by Plavix
and
Lantus
. In Brazil, sales were 780 million, up 14.7% at constant exchange rates, driven by the
Consumer Health Care business and the contribution from Genzyme. Russia reported sales of
399 million, a rise of 8.1% at constant exchange rates.
In the United States, net sales increased by 8.8% at constant exchange rates (or +1.0% including
Genzyme in the first quarter of 2011) to 5,395 million, as strong performances from Lantus
,
Eloxatin
and the Generics business (including Sanofis own generic version of Lovenox
) more
than offset the impact of generics of Taxotere
and competing generics of Lovenox
.
Net sales in Western Europe fell by 6.4% at constant exchange rates to 4,361 million (or -6.5%
including Genzyme in the first quarter of 2011 and excluding Copaxone
), hit not only by

competition from generics of Taxotere
(-74.4% at constant exchange rates) and Plavix
(-18.3%
at constant exchange rates) but also by the impact of austerity measures.
In the Other Countries region, net sales were flat (-0.7% at constant exchange rates). In J apan, net
sales came to 1,529 million (+0.9% at constant exchange rates, but -2.6% including Genzyme in
the first quarter of 2011), reflecting a fine performance from Plavix
(+15.7% at constant exchange

rates, at 388 million), the impact of biannual price cuts, and a fall in Allegra
sales (-19.6% at
constant exchange rates, at 241 million).


C.3.1.3. Worldwide presence of Plavix
and Aprovel

Two of the Groups leading products Plavix
and Aprovel
were discovered by Sanofi and

jointly developed with Bristol-Myers Squibb (BMS) under an alliance agreement. In all territories
except J apan, these products are sold either by Sanofi or by BMS in accordance with the terms of
the alliance agreement
(1)
.
Worldwide sales of these two products are an important indicator because they facilitate a financial
statement users understanding and analysis of our consolidated income statement, particularly in
terms of understanding our overall profitability in relation to consolidated revenues, and also
facilitate a users ability to understand and assess the effectiveness of our research and
development efforts. Also, disclosing sales made by BMS of these two products enables users to
have a clearer understanding of trends in different lines of our income statement, in particular the
lines Other revenues, where we record royalties received on those sales; Share of profit/loss of
associates and joint ventures, where we record our share of the profit/loss of entities included in
the BMS Alliance and under BMS operational management; and Net income attributable to non-
controlling interests, where we record the BMS share of profit/loss of entities included in the BMS
Alliance and under our operational management.
Geographical split of 2012 and 2011 first-half worldwide sales of Plavix
and Aprovel

( million)
June 30, 2012 (6 months) June 30, 2011 (6 months) Change on
a reported
basis
Change at
constant
exchange rates Sanofi
(2)
BMS
(3)
Total Sanofi
(2)
BMS
(3)
Total
Plavix
/Iscover
(1)

Europe 231 14 245 278 24 302 -18.9% -18.6%
United States 1,780 1,780 2,415 2,415 -26.3% -30.4%
Other countries 774 63 837 639 145 784 +6.8% -2.4%
Total 1,005 1,857 2,862 917 2,584 3,501 -18.3% -23.1%

( million)
June 30, 2012 (6 months) June 30, 2011 (6 months) Change on
a reported
basis
Change at
constant
exchange rates Sanofi
(2)
BMS
(3)
Total Sanofi
(2)
BMS
(3)
Total
Aprovel
/Avapro
/
Karvea
/Avalide
(4)

Europe 312 58 370 354 66 420 -11.9% -12.2%
United States 16 92 108 209 209 -48.3% -51.4%
Other countries 261 47 308 223 99 322 -4.3% -10.2%
Total 589 197 786 577 374 951 -17.4% -20.2%
(1)
Plavix
is marketed under the trademarks Plavix
and Iscover
.
(2)
Net sales of Plavix
consolidated by Sanofi, including sales of generics, and excluding sales to BMS (80 million for the six months
to J une 30, 2012; 112 million for the six months to J une 30, 2011).
(3)
Translated into euros by Sanofi using the method described in Note B.2. to the consolidated financial statements for the year
ended December 31, 2011, on page F-12 of the Annual Report on Form 20-F; this document is available on www.sanofi.com.
(4)
Aprovel
is marketed under the trademarks Aprovel
, Avapro
, Karvea
and Avalide
.
(5)
Net sales of Aprovel
consolidated by Sanofi, excluding sales to BMS (70 million for the six months to J une 30, 2012; 86 million
for the six months to J une 30, 2011).
Worldwide sales of Plavix
/Iscover
fell by 23.1% at constant exchange rates in the first half of

2012 to 2,862 million, reflecting competition from generics in the United States and Europe. In the
United States, where exclusivity was lost on May 17, 2012, sales (consolidated by BMS) were
30.4% lower at constant exchange rates, at 1,780 million. In Europe, net sales of Plavix
were
down 18.6% (at constant exchange rates) at 245 million. In J apan and China, the product
continues to be a success, with net sales of 388 million (+15.7% at constant exchange rates) and
184 million (+24.4% at constant exchange rates) respectively.

(1)
Refer to note C.1 to the consolidated financial statements for the year ended December 31, 2011, on page F-35 of the
Annual Report on Form 20-F; this document is available on www.sanofi.com.


Worldwide sales of Aprovel
/Avapro
/Karvea
/Avalide
for the first half of 2012 were 786 million,

down 20.2% at constant exchange rates, largely due to the loss of exclusivity in the United States
on March 30, 2012.
C.3.2. Other revenues
Other revenues, which mainly comprise royalty income under licensing agreements contracted in
connection with ongoing operations, amounted to 673 million, versus 835 million in the first half
of 2011, a drop of 19.4%.
The year-on-year fall was mainly due to license revenues under the worldwide alliance with BMS
on Plavix
and Aprovel
, which came to 445 million in the first half of 2012, versus 659 million in
the first half of 2011 (-32.5% on a reported basis), due to the loss of exclusivity in the United States
for Aprovel
(on March 30, 2012) and Plavix
(on May 17, 2012).

C.3.3. Gross profit
Gross profit reached 12,694 million in the first half of 2012 (73.0% of net sales), compared with
11,749 million in the comparable period of 2011 (72.8% of net sales). This represents growth of
8.0%, and an increase of 0.2 of a point in the gross margin ratio.
The gross margin ratio for the Pharmaceuticals business fell by 1.8 points to 74.5%, reflecting a
drop in license revenues (-1.6 points) and a deterioration in the ratio of cost of sales to net sales (-
0.2 of a point); this latter trend was mainly attributable to the adverse impact of generics (mainly of
Taxotere
in the United States), partially offset by productivity gains and lower raw materials prices
for heparins.
The gross margin ratio for the Vaccines business improved by 1.6 points to 60.3%.
The gross margin ratio for the Animal Health business also improved, by 0.8 of a point to 71.6%.
In addition, consolidated gross profit for the first half of 2012 was adversely affected by an expense
of 17 million (0.1 of a point) arising from the workdown during the period of acquired inventories
remeasured at fair value in connection with the acquisition of Genzyme. In the first half of 2011,
this expense was 264 million (1.6 points).
C.3.4. Research and development expenses
Research and development (R&D) expenses came to 2,415 million (versus 2,297 million in the
first half of 2011), representing 13.9% of net sales (versus 14.2% in the first half of 2011). Overall,
R&D expenses rose by 118 million, or 5.1% on a reported basis. After including Genzymes costs
for the first quarter of 2011, R&D fell slightly year-on-year, by 0.5%.
R&D expenses for the Pharmaceuticals business increased by 4.5% or 88 million. After including
Genzymes costs for the first quarter of 2011, R&D expenses fell by 2.0% or 43 million, reflecting
ongoing transformation initiatives and the rationalization of the project portfolio.
R&D expenses for the Vaccines business rose by 20 million (+7.6%), due mainly to clinical trials
on the dengue fever vaccine and various influenza-related projects.
In the Animal Health business, R&D expenses increased by 10 million (+14.3%) versus the first
half of 2011.


C.3.5. Selling and general expenses
Selling and general expenses totaled 4,410 million, versus 4,201 million for the first half of 2011,
a rise of 209 million, or 5.0% on a reported basis. They represented 25.4% of net sales, against
26.0% in the first half of 2011. After including Genzymes costs for the first quarter of 2011, selling
and general expenses fell by 0.9%.
The Pharmaceuticals business reported a rise of 149 million (+4.1%). After including Genzymes
costs for the first quarter of 2011, selling and general expenses for the Pharmaceuticals business
fell by 102 million (-2.7%) year-on-year, reflecting tight cost control (especially in mature regions)
and synergies unlocked by the integration of Genzyme.
In the Vaccines business, selling and general expenses rose by 24 million (+9.1%), due partly to
unfavorable trends in the U.S. dollar/euro exchange rate and partly to higher promotional spend on
influenza vaccines.
Selling and general expenses for the Animal Health business increased by 36 million (+11.2%),
reflecting unfavorable trends in the U.S. dollar/euro exchange rate and higher promotional spend
on the companion animals franchise.
C.3.6. Other operating income and expenses
Other operating income amounted to 319 million in the first half of 2012 (versus 191 million a
year earlier), and other operating expenses to 324 million (versus 168 million a year earlier).
Overall, other operating income and expenses represented a net expense of 5 million in the first
half of 2012, compared with net income of 23 million in the first half of 2011. This deterioration of
28 million is mainly due to increased provisions for litigation in North America.
This line also includes a net operational foreign exchange loss of 11 million, compared with a net
operational foreign exchange gain of 13 million in the first half of 2011.
C.3.7. Amortization of intangible assets
Amortization charged against intangible assets amounted to 1,675 million in the first half of 2012,
compared with 1,701 million in the first half of 2011. The year-on-year reduction of 26 million
was mainly due to:
- reductions: a fall in amortization charged against intangible assets recognized on the acquisition
of Aventis (770 million in the first half of 2012, versus 1,059 million in the first half of 2011), as
some products reached the end of their life cycles in the face of competition from generics;
- increases: amortization charges generated from the second quarter of 2011 on intangible assets
recognized on the acquisition of Genzyme (487 million in the first half of 2012, versus 242 million
in the first half of 2011).
C.3.8. Impairment of intangible assets
This line showed impairment losses of 40 million recorded against intangible assets in the first
half of 2012, compared with 69 million in the first half of 2011.
In the first half of 2012, impairment losses related primarily to the discontinuation of R&D projects.
The impairment losses booked in the first half of 2011 mainly related to Zentiva generics following
a downward revision of sales projections, and the discontinuation of a joint project with Metabolex
in diabetes.


C.3.9. Fair value remeasurement of contingent consideration liabilities
Fair value remeasurements of contingent consideration liabilities recognized in accordance with
the revised IFRS 3 represented an expense of 106 million in the first half of 2012, compared with
an expense of 66 million in the first half of 2011.
This expense relates primarily to the contingent value rights (CVRs) issued in connection with the
Genzyme acquisition, contingent consideration payable to Bayer as a result of the Genzyme
acquisition, and contingent purchase consideration on the acquisition of TargeGen (see Note B.12.
to the condensed half-year consolidated financial statements).
C.3.10. Restructuring costs
Restructuring costs amounted to 250 million in the first half of 2012, compared with 467 million
in the first half of 2011, and mainly relate to the Groups transformation program initiated in 2009.
In the first half of 2012, these costs essentially comprised impairment losses against property,
plant and equipment attached to R&D sites, and employee-related expenses incurred under plans
to adjust headcount in industrial functions in Europe.
In the first half of 2011, they mainly comprised employee-related expenses incurred under plans to
adjust headcount in support functions, sales forces and R&D in Europe, along with industrial site
rehabilitation costs and accelerated depreciation of property, plant and equipment.
C.3.11. Other gains and losses, and litigation
Nothing was reported on this line for the six months ended J une 30, 2012.
In the first half of 2011, this line contained amortization expense of 517 million, representing the
backlog of depreciation and amortization that was not charged against the tangible and intangible
assets of Merial from September 18, 2009 through December 31, 2010 because these assets were
classified as held for sale or exchange during that period in accordance with IFRS 5.
C.3.12. Operating income
Operating income for the first half of 2012 was 3,793 million, compared with 2,454 million for the
first half of 2011, an increase of 54.6%.


C.3.13. Financial income and expenses
Net financial expense for the period was 227 million, compared with 178 million for the first half
of 2011, an increase of 49 million.
Financial expenses directly related to net debt (defined as short-term and long-term debt, plus
related interest rate and currency derivatives, minus cash and cash equivalents) were 168 million,
versus 136 million in the first half of 2011. This rise reflected:
- a modest increase in average debt combined with stable average interest rates, which led to a
slight rise in financial expenses in the first half of 2012;
- a reduction in financial income, due to a fall in the average amount of cash held by the Group in
the first half of 2012.
The impact of the unwinding of discount on provisions amounted to 44 million in the first half of
2012 (versus 40 million in the first half of 2011), while there was a net financial foreign exchange
gain of 4 million in the period (versus a net foreign exchange loss of 10 million a year earlier).
C.3.14. Income before tax and associates and joint ventures
Income before tax and associates and joint ventures for the first half of 2012 was 3,566 million,
compared with 2,276 million for the first half of 2011, an increase of 56.7%.
C.3.15. Income tax expense
Income tax expense totaled 869 million in the first half of 2012, versus 472 million a year earlier.
This item includes the tax effects of amortization of intangible assets (615 million in the first half of
2012, versus 749 million in the first half of 2011 (including the impact of the Merial backlog, see
note C.3.11. above)) and of restructuring costs (77 million in the first half of 2012, versus
150 million in the first half of 2011); the overall impact is an increase of 207 million in income tax
expense.
The effective tax rate
(1)
was 28.0%, compared with 27.5% in the first half of 2011. The difference
relative to the standard corporate income tax rate applicable in France (34%) is mainly due to
royalty income being taxed at a reduced rate in France.
C.3.16. Share of profit/loss of associates and joint ventures
The share of profit/loss of associates and joint ventures for the six months ended J une 30,2012
was 404 million, versus 556 million for the comparable period of 2011. This line mainly includes
Sanofis share of after-tax profits from territories managed by BMS under the Plavix
and Avapro

alliance, which fell by 23.9% to 417 million (versus 548 million in the first half of 2011). This fall
was mainly attributable to lower sales of Plavix
in the United States (-26.3% on a reported basis)

due to competition from generics.

(1)
Calculated on the basis of business operating income minus net financial expenses, and before (i) the share of
profit/loss of associates and joint ventures and (ii) net income attributable to non-controlling interests.


C.3.17. Net income
Net income for the first half of 2012 was 3,101 million, compared with 2,360 million for the first
half of 2011.
C.3.18. Net income attributable to non-controlling interests
Net income attributable to non-controlling interests amounted to 103 million for the six months
ended J une 30, 2012, compared with 136 million a year earlier. This line mainly comprises the
share of pre-tax profits paid to BMS from territories managed by Sanofi (92 million, versus
125 million in the first half of 2011); the year-on-year fall was directly related to increased
competition from generics of clopidogrel (the active ingredient of Plavix
) in Europe.
C.3.19. Net income attributable to equity holders of Sanofi
Net income attributable to equity holders of Sanofi for the first half of 2012 totaled 2,998 million,
compared with 2,224 million for the first half of 2011.
Earnings per share (EPS) was 2.27, 33.5% higher than the 2011 first-half figure (1.70), based on
an average number of shares outstanding of 1,319.3 million for the first half of 2012 (compared
with 1,308.6 million for the first half of 2011). Diluted EPS was 2.26, versus 1.69 for the first half
of 2011.
C.3.20. Business net income
(1)

Business net income reached 4,386 million in the first half of 2012, compared with 4,320 million
in the first half of 2011, an increase of 1.5%; it represented 25.2% of net sales, against 26.8% in
the first half of 2011.
Business EPS for the first half of 2012 was 3.32, versus 3.30 for the comparable period of 2011
(+0.6%), based on the average number of shares outstanding.

(1)


C.4. CONSOLIDATED STATEMENT OF CASH FLOWS
Condensed consolidated statement of cash flows
( million)
June 30,
2012
(6 months)
June 30,
2011
(6 months)
Net cash provided by / (used in) operating activities 4,327 3,905
Net cash provided by / (used in) investing activities (891) (13,867)
Net cash provided by / (used in) financing activities (3,271) 9,939
Impact of exchange rates on cash and cash equivalents 18 (50)
Impact of the cash and cash equivalents of Merial 146
Net change in cash and cash equivalents (decrease) / increase 183 73
Net cash provided by operating activities came to 4,327 million in the first half of 2012, against
3,905 million in the first half of 2011.
Operating cash flow before changes in working capital for the first half of 2012 was 5,096 million,
versus 4,780 million for the comparable period of 2011, reflecting the contribution from Genzyme
from the second quarter of 2011. Working capital requirements rose by 769 million during the first
half of 2012, compared with 875 million a year earlier; the improvement was mainly due to a drop
in royalties payable by BMS on sales of clopidogrel in the United States.
Net cash used in investing activities totaled 891 million in the first half of 2012, compared with
13,867 million in the first half of 2011.
Acquisitions of property, plant and equipment and intangible assets reached 786 million (versus
832 million in the first half of 2011); the main items were investments in industrial and research
facilities (595 million), together with contractual payments for intangible rights under license and
collaboration agreements (104 million).
Acquisitions of investments in the period amounted to 179 million, net of cash acquired and after
including assumed liabilities and commitments; the main items were the acquisitions of Pluromed
and Newport, and payments of contingent consideration relating to the acquisition of Genzyme. In
the first half of 2011, acquisitions of investments came to 13,467 million, net of cash acquired;
after including assumed liabilities and commitments, they totaled 13,958 million, and mainly
comprised the acquisitions of Genzyme (13,547 million) and BMP Sunstone.
After-tax proceeds from disposals amounted to 71 million in the first half of 2012, mainly on the
divestment of trademarks (35 million, primarily in the United States and France) and of financial
assets in the United States (13 million). In the first half of 2011, proceeds from disposals
amounted to 71 million, arising mainly on the sale of intangible assets in Brazil (36 million).
Financing activities generated a net cash outflow of 3,271 million in the first half of 2012, versus
a net cash inflow of 9,939 million in the first half of 2011. The 2012 first-half figure includes net
external funding raised (net change in short-term and long-term debt) of 625 million (compared
with 11,406 million in the first half of 2011), and the Sanofi dividend payout of 3,487 million
(versus 1,372 million in the first half of 2011). It also includes acquisitions of treasury shares
amounting to 454 million.
After the impact of exchange rates and of the cash and cash equivalents of Merial, the net change
in cash and cash equivalents in the first half of 2012 was an increase of 183 million, compared
with an increase of 73 million in the first half of 2011.


C.5. CONSOLIDATED BALANCE SHEET
Total assets were 101,743 million at J une 30, 2012, versus 100,668 million at
December 31, 2011, an increase of 1,075 million. In accordance with IFRS 3 (Business
Combinations), Sanofi made adjustments during the Genzyme purchase price allocation period to
some of the provisional amounts recognized in 2011 (see Note B.1. to the condensed half-year
consolidated financial statements).
Debt, net of cash and cash equivalents as of J une 30, 2012 was 11,347 million, compared with
10,859 million as of December 31, 2011. Sanofi defines debt, net of cash and cash equivalents
as short-term and long-term debt, plus related interest rate and currency derivatives, minus cash
and cash equivalents. The gearing ratio (debt, net of cash and cash equivalents as a proportion of
total equity) rose from 19.3% to 20.1%. Analyses of debt as of J une 30, 2012 and
December 31, 2011 by type, maturity, interest rate and currency, are provided in Note B.10. to the
condensed half-year consolidated financial statements.
The financing arrangements in place as of J une 30, 2012 at the Sanofi parent company level
(where most of the Groups financing operations take place) are not subject to covenants regarding
financial ratios and do not contain any clauses linking credit spreads or fees to Sanofis credit
rating.
Other key movements in the balance sheet are described below.
Total equity stood at 56,354 million as of J une 30, 2012, virtually unchanged compared with
December 31, 2011 (56,373 million). This stability reflected the following factors:
- reductions: payments to shareholders (Sanofi dividend payout for the 2011 financial year:
3,487 million);
- increases: net income for the first half of 2012 (3,101 million), and the net change in the
cumulative translation difference arising from the depreciation of the euro against other
currencies (572 million, mainly on the U.S. dollar).
As of J une 30, 2012, Sanofi held 4.1 million of its own shares, representing 0.3% of the capital,
and recorded as a deduction from equity.
Goodwill and other intangible assets, representing a combined value of 61,462 million, fell by
759 million, primarily as a result of the following factors:
- increases: the impact of acquisitions (14 million of goodwill and 71 million of other intangible
assets), mainly those of Pluromed and Newport, plus the effects of the translation into euros of
assets denominated in other currencies (805 million, mainly on the U.S. dollar);
- reductions: amortization and impairment charged during the period (1,769 million).
Provisions and other non-current liabilities (11,175 million) increased by 829 million, mainly
due to a 633 million rise in provisions for pensions and other long-term employee benefits.
Net deferred tax liabilities (2,430 million) were 467 million lower, mainly due to reversals of
deferred tax liabilities on the remeasurement of acquired intangible assets (629 million).
Current and non-current liabilities related to business combinations and to non-controlling
interests (1,603 million) increased by 47 million, reflecting the remeasurement during the period
of contingent value rights (CVRs) and contingent purchase consideration payable to Bayer, both of
which arose as a result of the Genzyme acquisition.


D Principal risk factors and uncertainties
The risk factors to which Sanofi is exposed are described in our Annual Report on Form 20-F for
the year ended December 31, 2011, filed with the U.S. Securities and Exchange Commission on
March 6, 2012. The nature of these risks has not significantly changed over the first half of 2012.
These risks may materialize during the second half of 2012 or during subsequent periods.


E Outlook
We anticipate our 2012 full-year business earnings per share
(1)
will be 12% to 15% lower than
2011 at constant exchange rates, barring major unforeseen events. This guidance takes into
account the loss of Plavix
and Avapro
exclusivity in the U.S., the performance of our growth

platforms, the contribution from Genzyme, costs controls, and other generic competition.
We define business earnings per share as business net income
(1)
divided by the weighted
average number of shares outstanding.
Business net income for the full year ended December 31, 2011 amounted to 8,795 million, giving
business earnings per share of 6.65.
This guidance has been prepared using accounting methods consistent with those used in the
preparation of our historical financial information. It draws upon assumptions defined by Sanofi and
its subsidiaries, in particular regarding the following factors:
trends in exchange rates and interest rates;
growth in the national markets in which we operate;
healthcare reimbursement policies, pricing reforms, and other governmental measures
affecting the pharmaceutical industry;
developments in the competitive environment, in terms of innovative products and the
introduction of generics;
respect by others for our intellectual property rights;
progress on our research and development programs;
the impact of our operating cost control policy, and trends in our operating costs;
the average number of shares outstanding.
Some of the information, assumptions and estimates concerned are derived from or based, in
whole or in part, on judgments and decisions made by Sanofi management that may be liable to
change or adjustment in future.

(1)


Forward-Looking Statements
This document contains forward-looking statements as defined in the Private Securities Litigation
Reform Act of 1995, as amended. Forward-looking statements are statements that are not
historical facts. These statements include projections and estimates and their underlying
assumptions, statements regarding plans, objectives, intentions and expectations with respect to
future financial results, events, operations, services, product development and potential, and
statements regarding future performance. Forward-looking statements are generally identified by
the words expects, anticipates, believes, intends, estimates, plans and similar
expressions. Although Sanofis management believes that the expectations reflected in such
forward-looking statements are reasonable, investors are cautioned that forward-looking
information and statements are subject to various risks and uncertainties, many of which are
difficult to predict and generally beyond the control of Sanofi, that could cause actual results and
developments to differ materially from those expressed in, or implied or projected by, the forward-
looking information and statements.
These risks and uncertainties include among other things, the uncertainties inherent in research
and development, future clinical data and analysis, including post marketing, decisions by
regulatory authorities, such as the FDA or the EMA, regarding whether and when to approve any
drug, device or biological application that may be filed for any such product candidates as well as
their decisions regarding labeling and other matters that could affect the availability or commercial
potential of such product candidates, the absence of guarantee that the product candidates if
approved will be commercially successful, the future approval and commercial success of
therapeutic alternatives, the Groups ability to benefit from external growth opportunities, trends in
exchange rates and prevailing interest rates, the impact of cost containment policies and
subsequent changes thereto, the average number of shares outstanding as well as those
discussed or identified in the public filings with the Securities and Exchange Commission (SEC)
and the Autorit des marchs financiers (AMF) made by Sanofi, including those listed under Risk
Factors
(1)
and Cautionary Statement Regarding Forward-Looking Statements in Sanofis annual
report on Form 20-F for the year ended December 31, 2011. For an update on litigation, refer to
Note B.15. Legal and arbitral proceedings to our condensed half-year consolidated financial
statements for the six months ended J une 30, 2012 and section D. Principal risk factors and
uncertainties" on page 63 of the half-year management report.
Other than as required by applicable law, Sanofi does not undertake any obligation to update or
revise any forward-looking information or statements.

(1)
Refer to pages 4 to 18 of our Annual Report on Form 20-F for the year ended December 31, 2011, which is available
on our website: www.sanofi.com.


F Appendix Definition of financial indicators
F.1. NET SALES ON A CONSTANT STRUCTURE BASIS AND AT CONSTANT
EXCHANGE RATES
F.1.1. Net sales at constant exchange rates
When we refer to changes in our net sales at constant exchange rates, we exclude the effect of
exchange rates by recalculating net sales for the relevant period using the exchange rates that
were used for the previous period.
Reconciliation of 2012 first-half reported net sales to net sales at constant exchange rates
( million)
June 30,
2012
(6 months)
Reported net sales for the first half of 2012 17,381
Effect of exchange rates (673)
Net sales at constant exchange rates for the first half of 2012 16,708
F.1.2. Net sales on a constant structure basis
When we refer to changes in our net sales on a constant structure basis, we eliminate the effect
of changes in structure by restating the net sales for the previous period as follows:
by including sales generated by entities or product rights acquired in the current period for a
portion of the previous period equal to the portion of the current period during which we owned
them, based on sales information we receive from the party from whom we make the
acquisition;
similarly, by excluding sales for a portion of the previous period when we have sold an entity or
rights to a product in the current period;
for a change in consolidation method, by recalculating the previous period on the basis of the
method used for the current period.
F.2. BUSINESS NET INCOME
Business operating income, adopted in order to comply with IFRS 8, is an indicator that we use
internally to measure operational performance and allocate resources. Business operating income
is derived from Operating income, adjusted as follows:
the amounts reported in the lines Fair value remeasurement of liabilities related to contingent
consideration, Restructuring costs and Other gains and losses, and litigation, are eliminated;
eliminated;
the share of profits/losses of associates and joint-ventures is added;
other acquisition-related effects (primarily the workdown of acquired inventories remeasured at
fair value at the acquisition date, and the impact of acquisitions on investments in associates
and joint-ventures) are eliminated;


Business net income is defined as Net income attributable to equity holders of Sanofi, excluding
(i) amortization of intangible assets; (ii) impairment of intangible assets, (iii) fair value
remeasurement of contingent consideration liabilities; (iv) other impacts associated with
acquisitions (including impacts of acquisitions on associates and joint ventures); (v) restructuring
costs (including restructuring costs relating to associates and joint ventures), (vi) other gains and
losses, and litigation; (vii) the tax effect related to the items listed above; as well as (viii) the effects
of major tax disputes and, as an exception for 2011, the retroactive effect (2006-2010) on the tax
liability resulting from the Franco-American Advance Pricing Agreement (APA) signed on
December 22, 2011 on transfer pricing, for which the amount is deemed to be significant, and (ix)
the share of non-controlling interests in items (i) through (viii). Items (i), (ii), (iii), (v) and (vi)
correspond to those reported in the income statement line items Amortization of intangible assets,
Impairment of intangible assets, Fair value remeasurement of contingent consideration liabilities,
Restructuring costs and Other gains and losses, and litigation.
We also report business earnings per share (business EPS), a non-GAAP financial measure
that we define as business net income divided by the weighted average number of shares
outstanding.


3 | STATUTORY AUDITORS REVIEW REPORT ON THE 2012
HALF-YEAR FINANCIAL INFORMATION
Period from January 1, 2012 to June 30, 2012
This is a free translation into English of the Statutory Auditors review report issued in French and is provided solely for
the convenience of English speaking readers. This report should be read in conjunction with, and construed in
accordance with, French law and professional auditing standards applicable in France.
To the Shareholders,
In compliance with the assignment entrusted to us by your Shareholders' annual general meetings
and in accordance with the requirements of article L.451-1-2 III of the French monetary and
financial code (Code montaire et financier), we hereby report to you on:
- the review of the accompanying condensed half-year consolidated financial statements of
Sanofi, for the period from J anuary 1, 2012 to J une 30, 2012;
- the verification of the information contained in the half-year management report.
These condensed half-year consolidated financial statements are the responsibility of the board of
directors. Our role is to express a conclusion on these financial statements based on our review.
I. Conclusion on the financial statements
We conducted our review in accordance with professional standards applicable in France. A review
of interim financial information consists of making inquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review procedures. A review is
substantially less in scope than an audit conducted in accordance with professional standards
applicable in France and consequently does not enable us to obtain assurance that the financial
statements, taken as a whole, are free from material misstatements, as we would not become
aware of all significant matters that might be identified in an audit. Accordingly, we do not express
an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that these
condensed half-year consolidated financial statements are not prepared, in all material respects, in
accordance with IAS 34 the standard of IFRSs as adopted by the European Union applicable to
interim financial information.
II. Specific verification
We have also verified the information given in the half-year management report on the condensed
half-year consolidated financial statements subject to our review. We have no matters to report as
to its fair presentation and consistency with the condensed half-year consolidated financial
statements.
Neuilly-sur-Seine and Paris-La Dfense, J uly 27, 2012

The Statutory Auditors
French original signed by

PricewaterhouseCoopers Audit Ernst & Young et Autres
Xavier Cauchois Christian Chiarasini


4 | RESPONSIBILITY STATEMENT OF THE CERTIFYING
OFFICER HALF-YEAR FINANCIAL REPORT

I hereby certify that, to the best of my knowledge, the condensed half-year consolidated financial
statements have been prepared in accordance with the applicable accounting standards and
present fairly the assets and liabilities, the financial position and the income of the Company and
the entities included in the scope of consolidation, and that the half-year management report on
page 33 provides an accurate overview of the significant events of the first six months of the
financial year with their impact on the half-year consolidated financial statements, together with the
major transactions with related parties and a description of the main risks and uncertainties for the
remaining six months of the financial year.
Paris, J uly 27, 2012
French original signed by
Christopher A. Viehbacher
SANOFI
HALF-YEAR
2012
FINANCIAL REPORT
SANOFI
54, rue La Botie 75008 Paris - France
Tel: + 33 (0)1 53 77 40 00
www.sanofi.com

Half-Year Financial Report 2012

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SANOFI

. The actions are venued

2,346 1,894 3,916

108 102 190

213 217 436

309 586 922

759 436 1,071

1,015 1,119 2,111

1,058 994 2,040

641 663 1,291

308 335 580

254 232 490

180 194 375

202 196 388

127 131 261

and other fipronil products 468 459 764

(aflibercept) in combination with

BLA is August 4, 2012. The filing was based on the

(insulin glargine [rDNA origin] injection) for the

) for the treatment of acute

is currently approved in the United States, Europe and a number of

free of charge for those disease

have already been withdrawn in several

do not contribute to the achievement of the product sales

remains available, we cannot predict the extent to which it could interfere

is the intended trademark of lixisenatide. Lixisenatide is not

lost their regulatory

antibody project and to terminate its

to docetaxel and prednisone for the first-line

in combination with docetaxel.

in patients with relapsing-

(insulin glargine [rDNA origin] injection), Sanofi presented several clinical

, compared to those treated with other insulins;

produced superior reduction in HbA

, allowing Genzyme to begin returning

production line at its plant in

in the United States, and Taxotere

in Western Europe), the

co-promotion agreement with Teva, the sale of the Dermik business in

Diabetes 2,346 1,894 +23.9% +16.8 %

Diabetes 108 102 +5.9% +2.0 %

Diabetes 213 217 -1.8% -6.5 %

Diabetes 65 64 +1.6% +3.1 %

Colorectal cancer 759 436 +74.1% +61.9%

Breast, lung, prostate, stomach,

Prostate cancer 119 96 +24.0% +18.8%

Thrombosis 1,015 1,119 -9.3% -10.7%

Atherothrombosis 1,058 994 +6.4% -0.6%

Hypertension 641 663 -3.3% -5.9%

Allergic rhinitis, urticaria 308 335 -8.1% -14.0%

Sleep disorders 254 232 +9.5% +1.7%

Multiple sclerosis 24 233 -89.7% -90.1%

Epilepsy 202 196 +3.1% +1.5%

Hypertension 180 194 -7.2% -6.7%

Atrial fibrillation 127 131 -3.1% -9.2%

Benign prostatic hypertrophy 69 129 -46.5% -48.1%

Osteoporosis, Pagets disease 72 91 -20.9% -23.1%

Allergic rhinitis 38 74 -48.6% -50.0%

, a long-acting human insulin analog, rose by 16.8% (at constant exchange

totaled 108 million in the first half of

cartridges improved in the second quarter of 2012 as

in the United States.

fell by 10.7% at constant exchange rates to 1,015 million, due to