128 / 186
ÉTATS FINANCIERS
6
PARENT COMPANY FINANCIAL STATEMENTS
NOTE 1
SIGNIFICANT EVENTS OF THE YEAR
Changes in holdings in subsidiaries and affiliates
ACQUISITIONS OF SHARES IN NEW SUBSIDIARIES
On 21 June 2016, Assystem SA acquired 51% of the shares in Envy for
€14,018 thousand. This acquisition enabled the Group to consolidate
its skills and client portfolio in the international nuclear sector.
Also during 2016, Assystem SA acquired the entire capital of Silver
Atena UK Ltd (which was previously owned by Assystem Deutschland
Holding) for €14,561 thousand.
ACQUISITION OF ADDITIONAL SHARES IN EXISTING SUBSIDIARIES
On 5 April 2016, Assystem SA took up 265 shares issued by its French
subsidiary, Assystem Investments. The shares had a par value of €20
each and the total cost of the transaction was €5 thousand.
On 7 November and 16 December 2016, Assystem SA took up shares
issued by its subsidiaries ASM Technologies and Silver Atena UK Ltd,
for €773 thousand and €1 million respectively. These shares were paid
up by capitalising receivables.
SALE OF SHARES IN SUBSIDIARIES
On 29 April 2016, Assystem SA sold 130 shares of its subsidiary Eurosyn
(representing 5.20% of the capital) to H2D Invest for €207 thousand.
Treasury shares
At 31 December 2016, the fair value of Assystem’s treasury shares
was calculated based on the average market price of Assystem’s shares
for the last month of the year. As this average market price was higher
than the average purchase price of the treasury shares, no provision
for impairment was recognised against these shares at 31 December
2016.
Two free share/performance share plans were set up in 2016 for
employees of Group companies. This led to the recognition of a
€6,536 thousand provision in the financial statements, with the same
amount recognised in accrued income.
Change in the Assystem Group’s ownership structure
The Assystem Group is controlled by HDL Development
(1)
, which held
60.66% of the Company’s capital at 31 December 2016 and 77.23%
of its exercisable voting rights.
Convertible bonds
At 31 December 2016, the amount of the Company’s bond debt
(excluding accrued coupons) was as follows:
●
€14 million related to Odirnane bonds (compared with €160 million
at 31 December 2015);
●
€83 thousand related to Ornane bonds (compared with €27.2 million
at 31 December 2015).
BUYBACK OF BONDS REDEEMABLE IN CASH AND/OR IN NEW
AND/OR EXISTING SHARES WITH A MATURITY DATE OF 1 JANUARY 2017
(“ORNANE 2017 BONDS”) AND SUBSEQUENT REPURCHASE PROCEDURE
During the first half of 2016, Assystem bought back a total of
1,230,764 of its Ornane 2017 bonds for €31.5 million (excluding
accrued coupons), representing 29% of the Ornane 2017 bonds issued
in July 2011. The aggregate face value of the Ornane bonds bought
back amounted to €27.1 million.
These buybacks resulted in the recognition of a €4.6 million non-
recurring expense.
A total of 337 Ornane bonds were converted into 346 Assystem shares
on 9 September and 17 October 2016.
At 31 December 2016, 3,757 Ornane bonds remained outstanding,
representing an aggregate value of €0.1 million. They were recognised
in “Convertible bonds” in the Company’s balance sheet.
BUYBACK OF PERPETUAL BONDS REEDEMABLE IN CASH AND/OR IN NEW
AND/OR EXISTING SHARES (“ODIRNANE BONDS”) AND SUBSEQUENT
REPURCHASE PROCEDURE
Through successive buybacks carried out in the second half of 2016,
Assystem SA redeemed 5,111,972 Odirnane bonds representing a
total amount of €176.9 million (including accrued coupons).
At 31 December 2016, 490,268 Odirnane bonds remained
outstanding (representing 8.8% of the original issue). These outstanding
bonds were redeemed between end-February and 6 March 2017 (see
“Significant events after the reporting date” below).
Available bank borrowings
At 31 December 2016, the Company still had access to a €120 million
revolving credit facility set up in order to finance the Group’s general
funding requirements. A total of €80 million had been drawn down
under this facility at that date, which was used to partly finance the
redemption of the Odirnane bonds.
In January 2017 Assystem entered into a new €280 million financing
arrangement with a pool of banks, comprising an €80 million term
(1) HDL Development is 68.90%-controlled by HDL, which itself is controlled as follows: (i) 73.01% by Dominique Louis (Chairman and CEO of Assystem), (ii)
20.25% by the company Salvepar, (iii) 3.37% by the Tikehau Capital Partners fund, and (iv) 3.37% by the Tikehau Preferred Capital fund. The remaining
ownership interests in HDL Development are held by the following parties: CEFID (15.81%), H2DA (12.58%), EEC (0.73%), Gérard Brescon (0.48%), David
Bradley (0.42%), Dominique Louis (0.39%), Michel Combes (0.21%) and Stéphane Aubarbier (0.48%).
ASSYSTEM
REGISTRATION DOCUMENT
2016
128