FORM 20-F THOMSON multimedia - Technicolor

The following table provides certain information concerning our major shareholders as of the
dates indicated.
At December 31, At December 31, At December 31,
1999 (1)(2)
2000 2001 (4)
Number % of Number % of Number % of
of shares shares of shares shares of shares shares
Shareholders held held held held held held
Thomson S.A. ....................................... 128,654,744 51.73% 100,686,857 37.98% 100,677,233 37.98%
Alcatel Participations............................. 16,911,164 6.80% 16,916,064 6.38% 9,654,217 3.64%
DIRECTV............................................... 12,913,584 5.19% 12,918,484 4.87% 8,818,388 3.33%
Microsoft................................................ 16,911,164 6.80% 16,916,064 6.38% 12,916,064 4.87%
NEC....................................................... 16,911,164 6.80% 16,916,064 6.38% 13,915,966 5.25%
Public..................................................... 42,516,680 17.10% 84,879,847 32.02% 105,473,648 39.78%
Employees.............................................
Thomson
13,772,360 5.54% 13,306,908 5.02% 10,284,062 3.88%
(3) ........................................... 117,364 0.04% 2,573,220 0.97% 3,373,930 1.27%
Total...................................................... 248,708,224 100.00% 265,113,508 100.00% 265,113,508 100.00%
(1) Reflecting retroactively the two for one stock split voted by the extraordinary shareholders’ meeting of May effective
June 16, 2000.
(2) Reflecting retroactively the 1,741,704 shares subscribed for by our management in 1999 and acquired from Alcatel
Participations, DIRECTV, Microsoft and NEC in August 2000.
(3) As of December 31, 1999 following the offerings in 1999, we held 117,364 shares coming from employees who defaulted
on their payments. Effective November 10, 2000, the shareholders’ meeting authorized the Board of Directors to
repurchase our shares on the open market. 3,373,000 of these treasury shares have since been lent to a financial
institution under customary share lending arrangements in France, pursuant to which they will be returned during the first
half of 2002.
(4) Does not take into account the 15.5 million shares issued to Carlton on March 16, 2002, upon redemption of outstanding
redeemable bonds payable exclusively in shares (ORAs).
There is no shareholders’ agreement among any of our major shareholders. Our major
shareholders do not have different voting rights than other shareholders. Each shareholder is entitled
to one vote per ordinary share, except that a double voting right is granted to holders of registered
shares when such shares have been registered in the name of the same shareholder continuously
for more than two years beginning at any time after October 11, 2000. Each of them has one
Director on the Board. You should read Item 6: ‘‘Directors, Senior Management and Employees’’,
Item 7: ‘‘Major Shareholders and Related Party Transactions’’ and Item 10: ‘‘Additional Information
— Memorandum and Articles of Association’’ for additional information regarding major
shareholders, shareholders’ voting rights and related matters.
B — Related Party Transactions
Mr. Breton, Chairman and Chief Executive Officer of Thomson, is also the Chairman and Chief
Executive Officer of Thomson S.A., our largest shareholder and wholly owned by the French State.
Agreements between Thomson S.A. and Thomson
) Cross-Licensing Agreement
An agreement dated July 1997, which the parties have agreed to further amend in 2002, defines
the relations between Thomson S.A., Thomson and Thalès S.A. (formerly Thomson-CSF), with
respect to patents.
The agreement grants to Thalès S.A. a non-exclusive and non-transferable license on the
patents of Thomson S.A. and on our patents portfolio relating to Thalès S.A.’s scope of activity. The
agreement also granted to us a non-exclusive and non-transferable license to use the patents of
Thalès S.A. and Thomson S.A. relating to our scope of activity.
By an amendment effective in December 2000 and expiring July 31, 2006, Thalès S.A. and
Thomson S.A. have given Thomson Licensing S.A. (a wholly-owned subsidiary of Thomson) an
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