Aéroport de Paris - 2018 Registration document

FINANCIAL INFORMATION ON THE ASSETS, FINANCIAL POSITION AND CONSOLIDATED FINANCIAL STATEMENTS AT 31 DECEMBER 2018

RESEARCH AND DEVELOPMENT, TRADEMARKS PATENTS AND LICENCES

INFORMATION CONCERNING TRENDS

PROFIT FORECASTS

ADMINISTRATION AND EXECUTIVE MANAGEMENT BODIES

COMPENSATION AND BENEFITS OF CORPORATE OFFICERS

FUNCTIONING OF THE BOARD OF DIRECTORS AND MANAGEMENT BODIES

SOCIAL, ENVIRONMENTAL AND SOCIETAL RESPONSIBILITY INFORMATION

MAIN SHAREHOLDERS

OPERATIONS WITH RELATED PARTIES

statements for the regulated scope); the IFRS treatment remains to be assessed on the basis of future specifications. The draft bill provides that the State will pay ADP compensation in respect of this transfer of assets. The draft bill provides that this compensation amount, owing and paid by the State to Aéroports de Paris, shall be made up of two components: ◆ the first, paid at the time of the transfer of the majority of ADP's capital to the private sector, is defined as: the sum of the after-tax free cash flows generated by the assets transferred to the State at the end of the 70 years of operation, discounted at theWACC 1 of ADP, after deduction of an estimate of the discounted net book value of the properties expropriated in 70 years at the same WACC. This amount shall be a lump sum and cannot be revised. It is calculated based on available public data, set by decree, with the approval of the Investments and Transfer Committee, (after consultation with a committee composed of three people, appointed jointly, on the basis of their financial expertise, by (i) the first President of the Court of Auditors, (ii) the President of the AMF and (iii) the President of the Association of Chartered Accountants); ◆ A second component, paid by the State to Aéroports de Paris at the end of the 70-year period, upon transfer of the ownership of these assets to the State. This second component is equivalent to the net book value of the assets transferred to the State, as presented in ADP's financial statements at the end of the 70-year period. This is set by decree, paid to the company no later than the date of the transfer of ownership of the assets to the State. The PACTE bill secures and strengthens the current regulatory model applicable to Paris airports: ◆ confirmation of ADP's adjusted till model by the PACTE bill; ◆ confirmation of the principle of fair return on capital employed, and clarification of the calculation method for the weighted average cost of capital (WACC) for the limits of the regulated scope estimated "using the financial assets valuation model, available market data and parameters considered for the companies engaged in comparable activities"; ◆ intangibility of the WACC at the limits of the regulated activities which cannot be called into question during the period covered by the Economic Regulation Agreement, including for the current Economic Regulation Agreement. The draft bill also enables better medium-term visibility: ◆ the twofold principle (i) of fair returns on invested capital and (ii) of suitability of fees to the cost of services rendered (including return on invested capital) can be assessed globally and on a provisional basis over the entire duration of the Economic Regulation Agreement; ◆ the use of French accounting standards for regulation is confirmed. Following the law's enactment, regulatory application measures will be required, including the Company's specifications, which would be applied in the event of the transfer of a majority of ADP's share capital to the private sector. The impacts on ADP can only be assessed depending on all of these legal elements, which will be subject to official publication under the usual conditions of publication for laws and regulations.

and evaluation of the identifiable assets and liabilities of AIG in order to allocate the fair value of the consideration paid ($265 million for 41.5% of securities and loans equates to €215 million and €24 million for the fair value of 9.5% of securities and loans previously held) between these various elements. Based on these analyses, the revaluation of the opening balance sheet mainly relate to intangible assets, notably airport operation rights, for €196 million (see Note 6.1.1). The preliminary goodwill amounts to €43 million. As at 31 December 2018, AIG contributed to the consolidated revenue with €175 million, to the operating income from ordinary activities amounts with €10 million and to the consolidated net result with a loss of €13 million. 2.2 Acquisition of TAV Antalya by TAV Airports On 27 February 2018, TAV Airports, whose capital is 46.12% owned by Groupe ADP via its subsidiary Tank OWA Alpha, had signed a Share Purchase Agreement (SPA) to acquire 49% of Fraport IC İçtaş Havalimanı İşletme A.Ş. and 48.99% of Fraport IC İçtaş Antalya Havalimanı Terminal Yatırım ve İşletmeciliği A.Ş. (“TAV Antalya”) shares. The share transfer was completed on 8 May 2018 for €360 million. TAV Airports has co-control of TAV Antalya with its partner and the entity is accounted for using the equity method. Since TAV Airports has the right to receive 50% of the dividends according to the SPA, equity pick up rate in the Group was determined as 23%. TAV Antalya operates the Antalya International Airport which total traffic in 2017 was 26 million passengers. This operation is a continuation of the development of the Groupe ADP and TAV Airports. TAV Airports consolidated its position as the leading Turkish airport operator by operating four of the five airports on the Turkish Riviera. The Groupe ADP proceeds with the identification and the valuation of the identifiable assets and liabilities of TAV Antalya in order to allocate the counterpart paid of the fair value (€360 million) between these different items. On the basis of these works, the provisional goodwill amounts to €23 million, disclosed under the line “Investments in associates”. As of 31 December 2018, TAV Antalya contributed to consolidated net profit by a gain of €21 million, disclosed under the line “Share of profit or loss in associates and joint ventures from operating activities” . 2.3 "PACTE" draft bill containing provisions related to Groupe ADP The PACTE draft bill on business growth and transformation (No. 1088), which, in Articles 130 to 136, contains provisions relating to the ADP Group, was definitively adopted by Parliament on 11 April 2019. The bill specifically provides for the authorisation of the transfer of the majority of ADP's capital to the private sector and, as of the date of transfer, modifies the conditions for operating within the Greater Paris Region. As such, it provides for the right to operate Paris airports to be limited in time to a period of 70 years, at the end of which ADP's assets operated in the Greater Paris Region and shares in companies held by ADP, with the exception of those dedicated to an activity carried out outside the aerodromes mentioned in Article L.6323-2 of the French Transport Code, will be transferred in full to the State. The draft bill provides that the State will pay ADP compensation in respect of this transfer of assets. The change in the legal regime of Aéroports de Paris will not have any accounting impact under French standards (used to prepare the financial

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1 Calculated according to the financial assets valuation model at the date of transfer of the majority of ADP's share capital to the private sector.

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AÉROPORTS DE PARIS ® REGISTRATION DOCUMENT 2018

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