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2014 Registration Document
Comments on 2014 fiscal year
4
Parent company financial review
AGREEMENTS AND COMMITMENTS APPROVED
DURING THE PAST YEAR
We have also been informed of the implementation, during the past year,
of the following agreements and commitments, already approved by the
Shareholders’ Meeting of April 15, 2014, upon a Statutory Auditors’
special report dated March 18, 2014
◗
Investment agreement with Colony Capital
Acquisitions LLC
◗
Person concerned:
Thomas J. Barrack, company director and managing director of Colony
Capital LLC, managing company of Colony Capital Acquisitions LLC.
◗
Nature and purpose:
At its meeting on January 15, 2014, your Board of Directors authorized
the signing of an investment agreement including Colony Capital
Acquisitions LLC.
◗
Terms and conditions:
This agreement is intended to define the terms and conditions of the
transfer of Carrefour assets and the terms and conditions of investments of
Carrefour and other investors, including Colony Capital Acquisitions LLC,
in a new company that will include 171 shopping malls.
Following signature of the final agreement between the partners on
January 24, 2014, consultation of employee representative bodies and
the approval of the relevant regulatory authorities, the company Carmila
dedicated to enhancing the value of the shopping malls adjacent to
Carrefour hypermarkets in France, Spain and Italy became the owner
of a portfolio of 171 shopping malls comprising:
■
on the one hand, 126 sites in France, Spain and Italy acquired on
April 16, 2014 from Klépierre for a market value of 2.0 billion euros
with gross annual rental income of around 135 million euros ;
■
on the other hand, 45 sites in France contributed by Carrefour with
a market value of 0.7 billion euros and gross annual rental income of
around 45 million euros.
The company was financed through 1.8 billion euros in equity, 42% held
by Carrefour with the remainder held by institutional investors, as well
as through 900 million euros in debt.
◗
Amendments to Syndicated loans with a syndicate
of banks of which BNP Paribas is a member
◗
Person concerned:
Jean-Laurent Bonnafé, company director and director-general manager
of BNP Paribas.
◗
Nature and purpose:
At its meeting on April 17, 2013, your Board of Directors authorized the
signing of amendments to syndicated loans with a syndicate of banks
of which BNP Paribas is a member.
◗
Terms and conditions:
◗
1
st
contract (Revolving Facility Agreement) signed on
July 23, 2010, modified by an amendment dated July 19, 2013
The syndicated loan agreement (Revolving Facility Agreement), as
modified, provides on the period a revolving line of credit in the amount of
1,591 million euros. The term of the agreement is 84 months (termination
date July 2017).
The interests due on the amounts used are calculated based on EURIBOR
plus an initial margin of 0.70% and mandatory costs. The initial margin
of 0.70% is adjusted on the basis of a credit margin grid depending
on the long term credit rating. In addition to interests, a utilization fee is
charged based on the portion of the loan used (fee representing from
0.15% to 0.45% of the portion of the loan used).
If the line of credit is not used, Carrefour must pay a non-utilization fee
equal to 35% of the margin (35% of the margin of 0.70% adjusted, if
applicable, on the basis of the credit margin grid).
◗
2
st
contract (Revolving Facility Agreement) signed
on November 21, 2011, modified by an amendment
dated July 19, 2013
The syndicated loan agreement (Revolving Facility Agreement), as
modified, provides on the period a revolving line of credit in the amount of
1,458 million euros. The term of the agreement is 84 months (termination
date November 2018).
The interests due on the amounts used are calculated based on EURIBOR
plus an initial margin of 0.75% and mandatory costs. The initial margin
of 0.75% is adjusted on the basis of a credit margin grid depending
on the long term credit rating. In addition to interests, a utilization fee is
charged based on the portion of the loan used (fee representing from
0.15% to 0.45% of the portion of the loan used).
If the line of credit is not used, Carrefour must pay a non-utilization fee
equal to 35% of the margin (35% of the margin of 0.75% adjusted, if
applicable, on the basis of the credit margin grid).
These agreements dated July 23, 2010 and November 21, 2011, modified
by an amendment dated July 19, 2013 have been canceled in January
2015 and replaced by a new syndicated loan combined with a security
line of credit. This new agreement is subject to the approval of the
shareholders’ meeting approving the year-ended December 31, 2014
financial statements.