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2005 Annual Report - Touax

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note 27.5. Remuneration of the Executive Committee<br />

Remuneration of the Executive<br />

Committee in <strong>2005</strong> ...........................€586,000 (4 persons)<br />

The liabilities in respect of retirement and complementary<br />

pensions for the Executive Committee are<br />

not significant. No stock options have been granted<br />

to the officers of the company. They have been granted<br />

to the other members of the Executive<br />

Committee (Cf. table of stock options detailed in note<br />

21 of the notes to the consolidated financial statements<br />

page 80).<br />

note 27.6. Additional information on GIE Modul<br />

Finance I<br />

In December 1997, and during the 1998 financial<br />

year, the TOUAX Group carried out an asset-backed<br />

securitization operation by assigning 7,869 modular<br />

buildings worth €42 million to a French economic<br />

interest grouping named GIE Modul Finance I, of<br />

which 10% was owned by the Group and 90% by<br />

investors.<br />

The investment in GIE Modul Finance I was financed<br />

as follows:<br />

2 by issuing redeemable subordinated securities for<br />

a total value of €10.5 million, 90% of which were<br />

subscribed by an institutional investor and 10% by<br />

TOUAX SCA,<br />

2 by contracting a senior loan of €32.6 million,<br />

repayable over 10 years, remunerated at 3-month<br />

Euribor + 1.8%.<br />

Under an operational management contract, the GIE<br />

entrusted to the Group the management, leasing<br />

and, more generally, the operation of the modular<br />

buildings. It is the responsibility of the Group, in its<br />

capacity as broker-agent, to collect rental income<br />

from customers, to pay operating expenses directly<br />

to suppliers and to organize payment of the distributable<br />

net rental income to the principal, GIE Modul<br />

Finance I, 90 days after the end of each quarter.<br />

In 1999, GIE Modul Finance I renegotiated its debt in<br />

order to benefit from improved financial conditions.<br />

The operational management contract with the<br />

Group was renewed for a period of 13 years and 6<br />

months. The new commitments entered into by GIE<br />

Modul Finance I were as follows:<br />

2 issue of redeemable subordinated securities for a<br />

total of €4.5 million, entirely underwritten by an institutional<br />

investor.<br />

2 contracting a senior loan of €28.2 million, repayable<br />

over 10.75 years, with a residual value of €9.1<br />

million. This senior debt bears interest at 3-month<br />

EURIBOR + 1.475%. The senior rate guarantee entered<br />

into by GIE Modul Finance I and financed from<br />

the senior loan sets the maximum reference rate of<br />

the senior debt at 5%.<br />

2 contracting a junior loan of €8.9 million, repayable<br />

over 11.75 years, with a residual value of €2.28<br />

million. This junior debt bears interest at 3-month<br />

EURIBOR + 2.425%. The junior rate guarantee entered<br />

into by GIE Modul Finance I and financed from<br />

the junior loan sets the maximum reference rate of<br />

the junior debt at 5%.<br />

2 opening of a deposit account of €0.8 million endowed<br />

by TOUAX SCA.<br />

The Group does not have control over the GIE within<br />

the meaning of interpretation SIC 12 “Consolidation<br />

– Special Purpose Entities” and law 2003-706 of<br />

1 August 2003 on financial security. Consequently it<br />

is not part of the scope of consolidation.<br />

Senior and junior debt repayment schedules (€ thousands)<br />

Dates <strong>Annual</strong> redemption of the principal of the <strong>Annual</strong> redemption of the principal of the<br />

SENIOR DEBT<br />

JUNIOR DEBT<br />

2006 1,859 602<br />

2007 1,981 647<br />

2008 2,111 695<br />

2009 2,250 746<br />

2010 802<br />

annual report <strong>2005</strong><br />

Consolidated accounts<br />

89

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