247 / 330
FINANCIAL INFORMATION
4.4 2016 Financial statements
4
247
Registration Document 2016 — Capgemini
Bond issued on November 29, 2011 (2011 bond issue)
A)
rights from November 29, 2011 (2011 Bond issue).
On November 18, 2011, Cap Gemini S.A. performed a euro bond
issue maturing on November 29, 2016. Bondholders enjoy all
to 6.50% in the event of a down-grading of Cap Gemini S.A.’s
credit rating.
comprising 5,000 bonds with a nominal value of €100,000 each.
The bonds bear interest at 5.25% per year, potentially increasing
The total nominal amount of the issue was €500 million,
reference number n° 11-546.
The terms and conditions of this issue were set out in the
prospectus approved by the AMF on November 25, 2011 under
This bond issue was redeemed in full on November 29, 2016.
B) “ORNANE 2013” bonds issued on October 25, 2013
(ORNANE 2013)
On October 18, 2013, Cap Gemini launched a bond issue
redeemable in cash and/or in new and/or existing shares
date. The bonds do not bear any interest (zero coupon bonds)
and will be redeemed at par on January 1, 2019.
Actions Nouvelles et/ou Existantes,
ORNANE) and maturing on
January 1, 2019. Bondholders enjoy all rights from October 25,
(
Obligations à option de Remboursement en Numéraire et/ou en
value of €67.13 each, representing an issue premium of 42.5%
compared with the Company benchmark share price at the launch
2013. The total nominal amount of the issue was
€400,000 thousand, comprising 5,958,587 bonds with a nominal
The Bonds may be redeemed early at the initiative of the
Company subject to certain terms and conditions.
bondholders will receive a cash amount and potentially an amount
payable in new and/or existing Cap Gemini S.A. shares. The
In the event of exercise of their share allotment rights,
Company also has the possibility to present solely new and/or
existing shares.
and/or exchangeable for new or existing shares, maturing on
January 1, 2014.
The purpose of the issue was to partially finance the repurchase
by the Company of the outstanding OCEANE bonds convertible
prospectus approved by the AMF on November 18, 2013 under
reference number n° 13-557.
The terms and conditions of this issue were set out in the
On October 5, 2016, Cap Gemini S.A. announced its decision to
redeem early all of the ORNANE bonds outstanding on
November 21, 2016 at par (€67.13).
November 21, 2016, Cap Gemini S.A. redeemed all outstanding
ORNANE bonds,
i.e.
24,456 bonds for a total of €1,642 thousand.
€398,358 thousand
and
640,184 existing
shares.
On
Company, holders of 5,934,131 ORNANE bonds exercised their
share allotment rights resulting in the presentation of
In the context of this early redemption at the initiative of the
C) Bonds issued on July 1, 2015
bond issue for a total nominal amount of €2,750 million and with a
settlement/delivery date of July 1, 2015:
On June 24, 2015, Cap Gemini S.A. performed a “triple tranche”
2015 Bond issue (July 2018):
◗
The nominal amount of this tranche is €500 million, comprising
5,000 bonds with a unit value of €100,000 each. The bonds
Euribor + 85 pb, revised quarterly (issue price 100%).
mature on July 2, 2018 and pay a floating coupon of 3 month
2015 Bond issue (July 2020):
◗
mature on July 1, 2020 and pay an annual coupon of 1.75%
(issue price 99.853%).
The nominal amount of this tranche is €1,250 million, comprising
12,500 bonds with a unit value of €100,000 each. The bonds
2015 Bond issue (July 2023):
◗
10,000 bonds with a unit value of €100,000 each. The bonds
The nominal amount of this tranche is €1,000 million, comprising
mature on July 1, 2023 and pay an annual coupon of 2.50%
(issue price 99.857%).
and particularly concerning the minimum redemption price.
The July 2020 and July 2023 tranches are callable by Cap Gemini
S.A., subject to certain conditions set out in the issue prospectus
redemption, early repayment and
pari passu
clauses.
These three bond issues are also subject to standard early
The terms and conditions of these three tranches were set out in
the prospectus approved by the AMF on June 29, 2015 under
reference number n° 15-318.
D) Bonds issued on November 9, 2016
each and with a settlement/delivery date of November 9, 2016
(2016 bond issue).
On November 3, 2016, Cap Gemini S.A. placed a €500 million
bond issue comprising 5,000 bonds with a unit value of €100,000
callable before this date by Cap Gemini S.A., subject to certain
conditions set out in the issue prospectus and particularly
The bonds mature on November 9, 2021 and pay an annual
coupon of 0.50% (issue price 99.769%). The bond issue is
concerning the minimum redemption price.
The bond issue is also subject to standard early redemption, early
repayment and
pari passu
clauses.
reference number n° 16-518.
The terms and conditions of this issue were set out in the
prospectus approved by the AMF on November 7, 2016 under
Bank loans and borrowings
bank accounts used in connection with the Group’s worldwide
cash
pooling
arrangements
in
the
amount
of
Bank loans and borrowings total €1,377,376 thousand and
comprise (i) the balances on certain euro and foreign currency
€1,333,777 thousand by opposite balances presented in cash
and cash equivalents of the Company, (ii) bank overdrafts in the
€1,335,860 thousand,
offset
in
the
amount
of
€41,349 thousand.
amount of €167 thousand and (iii) accrued interest not yet due on
bond issues and the EUR/USD fix-to-fix cross currency swap of