2017 REGISTRATION DOCUMENT
BOURBON 2017 Registration Document 140 CONSOLIDATED FINANCIAL STATEMENTS 4 Notes to the consolidated financial statements 3.8 CASH AND CASH EQUIVALENTS Cash and cash equivalents break down as follows: (in € millions) 12.31.2017 12.31.2016 Marketable securities - - Other investments - - Accrued interest 0.2 0.4 Cash and cash equivalents 243.5 281.1 TOTAL 243.6 281.5 This cash must be assumed to be net, taking into account the €76.4 million in bank overdrafts at December 31, 2017. This net cash cannot be used to service the Group’s debt, although it can be used to meet the operational needs of local subsidiaries when necessary. 3.9 SHAREHOLDERS’ EQUITY Share Capital As of December 31, 2017, the share capital stood at €49,227,780 and was made up of 77,499,214 fully paid-up shares with a par value rounded to €0.64. Other equitycapital: issuance of Perpetual Deeply Subordinated Notes During the first half of 2014, BOURBON Corporation performed its first bond issue of €100 million in the form of Perpetual Deeply Subordinated Notes (TSSDI). These perpetual securities give BOURBON Corporation the right to repay them at par starting in October 2017. They will bear a coupon payable every 6 months at a fixed rate of 4.70% for the first three years. Following the first three years, the loan will be repayable at par solely at the Company’s initiative. In the event of non-repayment on such date, the coupon will be stepped up as follows: 3 years 4 to 6: “Reset 3-year Midswap Fixed Interest Rate” +650 bps; 3 years 7 to 9: “Reset 3-year Midswap Fixed Interest Rate” +850 bps; 3 years 10 and after: Floating Interest Rate 3-mth Euribor +1,050 bps. Following year 10, the coupon will be payable on a quarterly basis instead of a half-year basis. The clauses that trigger payment of the coupons are as follows: 3 Dividend payment on equity securities; 3 Purchase of equity securities; 3 Purchase or redemptions of any parity securities. The payment of interest remains optional in all other cases. In the event of non-payment of interest, the interest is capitalized. Unpaid, capitalized interest becomes payable: 3 on the date of the next coupon payment; 3 in the event that the loan is repaid; 3 in the event of a court-ordered liquidation (whether or not voluntary) of the issuer. Early repayment clauses were deemed “not genuine” within the meaning of IAS 32. In April 2015, BOURBON Corporation decided to increase the amount of its Perpetual Deeply Subordinated Notes (TSSDI) issue by €20 million, in the form of a contribution of fungible securities. This new issue was also fully recognized in equity under IFRS, since it meets the criteria for classification as an equity instrument defined by IAS 32. As of December 31, 2017, €1.4 million has been recognized as accrued interest not due (see note 3.19.3) corresponding to the portion of the interest that is due to be paid during the first half of 2018. This amount takes account of the activation of the step-up clause in October 2017 at the end of the first three years. Note that the holders of perpetual deeply subordinated notes (TSSDIs) were called to attend a General Meeting on April 20, 2018. Bourbon sought and has secured the approval of the General Meeting of holders of perpetual deeply subordinated notes (TSSDIs) to defer by one year the next interest payment date due under the Bonds for an approximate amount of €3.9 million due on April 24, 2018 on April 24, 2019, which shall bear interest from October 24, 2018 (included) to April 24, 2019 (excluded) at the rate corresponding to the applicable rate to the Bonds. (see note 5.4)
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