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sain t-gobain annu al report 2008 annual report

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12.1 Perpetu<strong>al</strong> bonds<br />

In 1985, Compagnie de Saint-Gobain issued €125 million worth<br />

of perpetu<strong>al</strong> bonds – 25,000 bonds with a face v<strong>al</strong>ue of<br />

€5,000 – paying interest at a variable rate indexed to Euribor.<br />

These securities are not redeemable and the remuneration<br />

paid to investors is qu<strong>al</strong>ified as interest expense.<br />

At December 31, <strong>2008</strong>, 18,496 perpetu<strong>al</strong> bonds had been<br />

bought back and cancelled, and 6,504 perpetu<strong>al</strong> bonds were<br />

outstanding, representing a tot<strong>al</strong> face v<strong>al</strong>ue of €33 million.<br />

12.2 Main changes in longand<br />

short-term debt in <strong>2008</strong><br />

The €2,125 million syndicated line of credit obtained<br />

in October 2007 to finance the Maxit acquisition<br />

was drawn down on March 12, <strong>2008</strong>.<br />

A €15 million bank loan obtained in September 2002<br />

was repaid at maturity on July 2, <strong>2008</strong>.<br />

On September 16, <strong>2008</strong>, Compagnie de Saint-Gobain carried<br />

out a €750 million 7.25% bond issue, due September 16, 2013.<br />

12.3 Financing programs<br />

Compagnie de Saint-Gobain has a number of programs available for medium- and long-term financing (Medium Term Notes)<br />

and short-term financing (Commerci<strong>al</strong> Paper and Billets de Trésorerie).<br />

At December 31, <strong>2008</strong>, issuance under these programs was as follows:<br />

Programs Currency Drawdown Authorized Drawdown Drawdown Drawdown<br />

period ceiling at at at at<br />

(in millions of currency) Dec. 31, <strong>2008</strong> Dec. 31, <strong>2008</strong> Dec. 31, 2007 Dec. 31, 2006<br />

Medium Term Notes EUR 1 to 30 years 10,000 3,917 3,356 968<br />

US commerci<strong>al</strong> paper USD up to 12 months 1,000 * 0 0 100<br />

Euro commerci<strong>al</strong> paper USD up to 12 months 1,000 * 0 0 0<br />

Billets de trésorerie EUR up to 12 months 3,000 690 0 145<br />

(*) Equiv<strong>al</strong>ent to €718.6 million based on the exchange rate at December 31, <strong>2008</strong>.<br />

In accordance with market practices, Billets de Trésorerie, Euro Commerci<strong>al</strong> Paper and US Commerci<strong>al</strong> Paper are gener<strong>al</strong>ly issued<br />

with maturities of one to six months.<br />

Syndicated and bilater<strong>al</strong> lines of credit<br />

Compagnie de Saint-Gobain’s US Commerci<strong>al</strong> Paper, Euro<br />

Commerci<strong>al</strong> Paper and Billets de Trésorerie programs are<br />

backed by a €2,000 million confirmed syndicated line of credit<br />

expiring in November 2011 and seven bilater<strong>al</strong> credit lines<br />

tot<strong>al</strong>ing €680 million at December 31, <strong>2008</strong>.<br />

The facility agreements for the bilater<strong>al</strong> credit lines include<br />

acceleration clauses whereby any drawdowns would become<br />

immediately repayable or the facility would be cancelled<br />

in the following cases:<br />

Failure to comply with either of the following ratios<br />

(assessed <strong>annu</strong><strong>al</strong>ly on a consolidated basis):<br />

– Ratio of net debt to operating income excluding depreciation<br />

and amortization of property, plant and equipment<br />

and intangible assets below 3.75 ;<br />

– Interest cover (income before tax and net borrowing<br />

costs/net borrowing costs) above 3.<br />

These covenants are included in the facility agreements<br />

for three bilater<strong>al</strong> lines representing €290 million.<br />

Default on bank borrowings in excess of certain ceilings.<br />

No drawdowns were made against any of these facilities<br />

in <strong>2008</strong>.<br />

In 2005, a €9 billion syndicated line of credit was obtained<br />

to finance the acquisition of the BPB group and refinance<br />

certain debts of the BPB and Saint-Gobain groups. This facility<br />

is composed of three tranches: a three-year loan, a five-year<br />

loan, and a five-year revolving credit facility. At December 31,<br />

<strong>2008</strong>, the three- and five-year loans had been repaid in full.<br />

The €500 million portion of the revolving facility granted<br />

for gener<strong>al</strong> corporate purposes expiring in August 2010<br />

has not been drawn down and is therefore currently available.<br />

204<br />

Saint-Gobain – Financi<strong>al</strong> Report <strong>2008</strong>

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