SOLOCAL_Registration Document_2017

FINANCIAL STATEMENTS 6.2 Annual financial statements for the financial years ended 31 December 2016 and 2017

In addition, as part of the cash management agreement put in place with PagesJaunes in 2004, SoLocal Group has a current account resulting from the PagesJaunes cash flow. The balance amounts to €509 million as at 31 December 2017. In the context of the financial restructuring, the constraints applying to this cash management agreement have been tightened. In 2017, SoLocal Group used its CICE tax credit to obtain a €2.9 million bank loan. The cash received increased debt by a corresponding amount. The claim on the government was reclassified as a claim on the bank. Current accounts Current accounts with subsidiaries are subject to a cash-management agreement with each subsidiary. They bear interest at the EONIA rate plus or minus a margin, depending on whether the account has a debit or credit balance. All net current account receivables (€33.8 million) are due in less than one year.

In the event of a default that is not remedied or waived, the bond holders may insist on all outstanding amounts being made payable immediately. This could activate the cross default clauses of other Group loans. This type of event could have a material adverse effect for the Group, leading to insolvency or liquidation of the Group. The bond is indirectly secured by a pledge on the securities of PagesJaunes SA held by SoLocal Group. Loans and borrowings SoLocal Group has also received two loans from its subsidiary PagesJaunes, one for €430 million and the other for €150 million, for a total of €580 million. The two loans were renewed in 2017 for renewable periods of one year, with the €150 million loan maturing on 13 February 2018 and the €430 million loan maturing on 18 December 2018. They bear interest at the three-month Euribor rate plus a margin. These loans will be repaid in 2018 via PagesJaunes’s capital reduction transaction, not motivated by losses. This transaction will be recorded in the 2018 financial statements.

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3.5

SHARE CAPITAL AND CHANGES IN SHAREHOLDERS’ EQUITY

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Share capital The share capital of SoLocal Group is composed of 582,444,800 shares with a nominal value of €0.10 each, i.e. a total sum of €58,244,480.

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Capital (in thousands of euros)

Date

Description

Number of shares

Unit value

31 December 2017 31 December 2016

Share capital at year-end Share capital at year-end

582,444,800 38,876,564

0.10

58,244,480 233,259,384

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Change in shareholders’ equity The table below shows the breakdown of the increase in SoLocal Group’s shareholders’ equity in 2017:

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Number of shares

Share capital

Issue Premium

Legal reserve

Other Reserves

Retained earnings Profit/Loss

Provisions regulated Equity

(in thousands of euros)

As at 31 December 2016 38,876,564 233,259 348,819

5,620 18,284 (552,301)

8,640

1,055 63,377

Capital reduction Capital increase

(229,372)

(342,819)

(18,284)

552,300

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53,734 707,995

38,175

799,904

-

Conversion of mandatory convertible bonds

- - -

623

11,830

- - -

- - -

- -

- -

- - -

- -

Reverse stock split

- -

- -

Appropriation of net income Dividends paid in respect of 2013

8,640

(8,640)

(0)

- -

- -

- -

- -

- -

- -

- -

-

2017 Profit/Loss

21,002

21,002

Allocation to regulated provisions 2017

-

-

-

-

-

-

-

(47)

(47)

AS AT 31 DECEMBER 2017582,444,800 58,244 725,826

5,620 38,175

8,639 21,002

1,008 858,514

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2017 Registration Document SOLOCAL