Carrefour - 2017 Registration Document

4 MANAGEMENT’S DISCUSSION AND ANALYSIS AS OF DECEMBER 31, 2017 Other information CARREFOUR | 2017 REGISTRATION DOCUMENT 183 Securing the Group’s long-term financing In December 2016, the Group exercised its option to extend its 2,500 million-euro credit facility by one year. The extension was effective in January 2017 and the facility will now mature in January 2022. On May 2, 2017, the Group obtained a new 1,400 million-euro five-year bank facility (maturing in May 2022) from a pool of eight banks with two one-year extension options. This new facility will replace the facility of the same amount expiring in April 2019. These operations contribute to the ongoing strategy to secure the Group’s long-term financing sources by maintaining the average maturity of its facilities (which has risen from 4.1 years as of December 31, 2016 to 4.2 years as of December 31, 2017). On June 7, 2017 (settlement on June 14, 2017), the Group issued 500 million US dollars' worth of six-year cash-settled convertible bonds (maturing in June 2023) to institutional investors. The bonds were issued at 98.25% of their nominal value, and do not bear interest as they are zero-coupon bonds. The resulting initial conversion price is 27.7536 euros, including a conversion premium of 20% over the Carrefour reference share price. They may be converted into cash only and will not give rise to the issuance of new shares or carry rights to existing shares. In parallel with the bond issue, the Group purchased cash-settled call options on its own shares in order to hedge its economic exposure relating to cash payments due on bonds in the event that investors exercise their conversion rights. The above operations, for which a EUR/USD cross currency swap was arranged in euros, provide the Group with the equivalent of standard euro-denominated bond financing (see a description of the related accounting treatment in Note 12.2 to the Consolidated Financial Statements). The issue consolidated the Group’s long-term financing, extended the average maturity of its bond debt (from 3.6 years to 3.9 years at June 7, 2017) and further reduced its borrowing costs. 2016 dividend reinvestment option At the Annual Shareholders’ Meeting held on June 15, 2017, the shareholders decided to set the 2016 dividend at 0.70 euros per share with a dividend reinvestment option. The issue price of the shares to be issued in exchange for reinvested dividends was set at 20.15 euros per share, representing 90% of the average of the opening prices quoted on Euronext Paris during the 20 trading days preceding the date of the Annual Shareholders’ Meeting, less the net amount of the dividend of 0.70 euros per share and rounded up to the nearest euro cent. The option period was open from June 21 to July 4, 2017. At the end of this period, shareholders owning 71.32% of Carrefour’s shares had elected to reinvest their 2016 dividends. July 13, 2017 was set as the date for: settlement/delivery of the 18,442,657 new shares corresponding ● to reinvested dividends, representing a total capital increase including premiums of 372 million euros; payment of the cash dividend to shareholders who chose not to ● reinvest their dividends, representing a total payout of 151 million euros. Main related-party transactions 4.4.3 The main related-party transactions are disclosed in Note 7.3 to the Consolidated Financial Statements.